UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_______________
Form 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of report (date of earliest event reported):
August 22, 2007

ROSS STORES, INC.
(Exact name of registrant as specified in its charter)

Delaware  0-14678  94-1390387 
(State or other jurisdiction of  (Commission File No.)  (I.R.S. Employer Identification 
incorporation)    No.) 

4440 Rosewood Drive, Pleasanton, California, 94588-3050
(Address of principal executive offices)

Registrant’s telephone number, including area code:
(925) 965-4400

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

[   ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[   ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[   ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[   ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

 

 

 

 

  ROSS STORES, INC.  4440 Rosewood Drive, Pleasanton, California 94588-3050  (925) 965-4400 


Item 2.02 Results of Operations and Financial Condition.

On August 22, 2007, the Company issued a press release regarding the Company’s financial results for its fiscal quarter ended August 4, 2007. The full text of the Company’s press release is attached hereto as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

             (c) Exhibits.

Exhibit   
No.   Description 
 
99.1  August 22, 2007 Press Release by Ross Stores, Inc.* 

*Pursuant to Item 2.02 of Form 8-K, Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: August 22, 2007

ROSS STORES, INC. 
Registrant 
 
 
By:  /s/J. Call 
John G. Call 
Senior Vice President, Chief Financial Officer, Principal 
Accounting Officer and Corporate Secretary 

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Exhibit 99.1

     

FOR IMMEDIATE RELEASE

Contact:  John G. Call  Katie Loughnot 
  Senior Vice President  Vice President, Investor Relations 
  Chief Financial Officer  (925) 965-4509 
  (925) 965-4315  Email: katie.loughnot@ros.com 

ROSS STORES REPORTS SECOND QUARTER EARNINGS
AND PROVIDES SECOND HALF 2007 SALES AND EARNINGS GUIDANCE

     Pleasanton, California, August 22, 2007 -- Ross Stores, Inc. (ROST) today reported earnings per share for the 13 weeks ended August 4, 2007 of $.37 and net earnings of $50.9 million. For the 13 weeks ended July 29, 2006, earnings per share were $.32 and net earnings totaled $45.4 million. Fiscal 2007 second quarter sales increased 10% to $1.445 billion, with comparable store sales for the period up 2% on top of a 4% increase in the prior year.

     For the six months ended August 4, 2007, earnings per share were $.85 and net earnings totaled $117.9 million. For the six months ended July 29, 2006, earnings per share were $.73 and net earnings totaled $104.6 million. Sales for the first six months of 2007 increased 10% to $2.855 billion, with comparable store sales up 1% on top of a 5% gain in the prior year.

     Michael Balmuth, Vice Chairman, President and Chief Executive Officer, commented, “The strongest sales gains during the second quarter were in the Northwest and the Mid Atlantic, while Dresses and Home were the best-performing merchandise categories. As a percent of sales, lower general and administrative and occupancy expenses more than offset higher freight, distribution and store costs, resulting in a 20 basis point improvement in operating margin for the quarter.”

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     Mr. Balmuth also noted, “Our balance sheet and cash flows remained healthy as we ended the first half of the year. We continued to return capital to stockholders through our stock repurchase and dividend programs. During the first six months of 2007, we repurchased 3.1 million shares of common stock for an aggregate of $101 million. We are on track to complete during 2007 the remaining $99 million of our two-year $400 million stock repurchase program authorized by our Board of Directors.”

     Mr. Balmuth continued, “Looking ahead, we are slightly more cautious now in our second half outlook as a result of a combination of macro economic factors, recent results and projections from other retailers, and our own sales trend that slowed versus plan beginning in mid-July. Although we hope to perform better, in light of these issues, we believe it is prudent to manage our business with somewhat more conservative sales and margin assumptions for the balance of the year.”

     “We are now projecting same store sales growth of 1% to 3% for the third and fourth quarters, compared to our prior forecast of up 3% to 4% for both periods. Earnings per share are projected to be in the range of $.33 to $.37 for the 13 weeks ending November 3, 2007 and $.62 to $.68 for the 13 weeks ending February 2, 2008. Based on these projections, earnings per share for the fiscal year ending February 2, 2008 are forecast to be in the range of $1.80 to $1.90. This compares to our original earnings per share guidance of $1.85 to $1.95,” Mr. Balmuth concluded.

     Reported earnings per share for the fiscal 2006 third quarter, fourth quarter and fiscal year were $.31, $.66 and $1.70, respectively. In addition, last year’s fourth quarter and fiscal year results included income equivalent to about $.07 per share related to the 53rd week in fiscal 2006.

     The Company will provide additional details concerning its second quarter results, projected second half guidance and its longer-term business outlook on a conference call to be held on Wednesday, August 22, 2007 at 11:00 a.m. Eastern Time. Participants may listen to a real time audio webcast of the conference call by visiting the Company’s website located at www.rossstores.com. A recorded version of the call will also be available through November 2, 2007 at the website address and through August 29, 2007 via a telephone recording at 402-220-5900, PIN #2342.

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     Forward-Looking Statements: This press release and the recorded conference call comments on our website contain forward-looking statements regarding expected sales and earnings levels that are subject to risks and uncertainties which could cause our actual results to differ materially from management’s current expectations. The words “plan,” “expect,” “anticipate,” “estimate,” “believe,” “forecast,” “projected,” “guidance,” “looking ahead” and similar expressions identify forward-looking statements. Risk factors for Ross Dress for Less® (“Ross”) and dd’s DISCOUNTS ® include, without limitation, our ability to convert certain Albertsons LLC real estate sites to the Ross and dd’s DISCOUNTS formats in a timely and cost effective manner and on acceptable terms, and the ability to achieve targeted levels of sales, profits and cash flows from these acquired store locations; our ability to effectively operate our various supply chain, core merchandising and other information systems; our ability to improve our merchandising capabilities through the implementation of new processes and systems enhancements; achieving and maintaining targeted levels of productivity and efficiency in our distribution centers; potential pressure on freight costs from higher-than-expected fuel surcharges; obtaining acceptable new store locations; competitive pressures in the apparel industry; changes in the level of consumer spending on or preferences for apparel or home-related merchandise, including the potential impact from higher mortgage interest rates and higher gas prices; changes in geopolitical and general economic conditions; unseasonable weather trends; disruptions in supply chain; lower than planned gross margin, including higher than planned markdowns and higher than expected inventory shortage; greater than planned operating costs; our ability to continue to purchase attractive brand-name merchandise at desirable discounts; our ability to identify and successfully enter new geographic markets; and our ability to attract and retain personnel with the retail talent necessary to execute our strategies. Other risk factors are detailed in our SEC filings including, without limitation, the Form 10-K for fiscal 2006 and Form 10-Q’s and 8-K’s for fiscal 2007. The factors underlying our forecasts are dynamic and subject to change. As a result, our forecasts speak only as of the date they are given and do not necessarily reflect our outlook at any other point in time. We do not undertake to update or revise these forward-looking statements.

* * * * *

     Ross Stores, Inc., a Fortune 500 and Nasdaq 100 (ROST) company headquartered in Pleasanton, California, is the nation’s second largest off-price company with fiscal 2006 revenues of $5.6 billion. As of August 4, 2007, the Company operated 817 Ross Dress for Less® (“Ross”) stores and 45 dd’s DISCOUNTS® locations, compared to 744 Ross and 26 dd’s DISCOUNTS locations at the end of the same period last year. Ross offers first-quality, in-season, name brand and designer apparel, accessories, footwear and home fashions for the entire family at everyday savings of 20 to 60 percent off department and specialty store regular prices. dd’s DISCOUNTS features a more moderately-priced assortment of first-quality, in-season, name brand apparel, accessories, footwear and home fashions for the entire family at everyday savings of 20 to 70 percent off moderate department and discount store regular prices. Additional information is available on the Company’s website at www.rossstores.com.

* * * * *

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Ross Stores, Inc.
Condensed Consolidated Statements of Earnings

     Three Months Ended     Six Months Ended 
      August 4,     July 29,     August 4,   July 29,
($000, except stores and per share data, unaudited)          2007         2006         2007         2006
Sales  $ 1,444,632 $ 1,308,052   $ 2,855,173   $ 2,599,728  
 
Costs and expenses                 
     Cost of goods sold    1,131,286   1,024,130     2,202,564     2,012,966  
     Selling, general and administrative    229,326   210,635     459,529     417,802  
     Interest (income) expense, net    65   (1,554 )    (1,326 )    (3,438 ) 
          Total costs and expenses    1,360,677   1,233,211     2,660,767     2,427,330  
 
Earnings before taxes    83,955   74,841     194,406     172,398  
 
Provision for taxes on earnings    33,092   29,464     76,499     67,804  
Net earnings  $ 50,863 $ 45,377   $ 117,907   $ 104,594  
                               
                               
Earnings per share                 
     Basic  $ 0.37 $ 0.32   $ 0.86   $ 0.74  
     Diluted  $ 0.37 $ 0.32   $ 0.85   $ 0.73  
 
 
Weighted average shares outstanding (000)                 
     Basic    136,052   140,348     136,569     140,991  
     Diluted    138,280   142,698     138,992     143,454  
 
 
Dividends per share                 
     Cash dividends declared per share  $ 0.08 $ 0.06   $ 0.08   $ 0.06  
 
 
Stores open at end of period      862     770       862       770  

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Ross Stores, Inc.
Condensed Consolidated Balance Sheets

      August 4,     July 29,
($000, unaudited)         2007         2006
Assets         
 
Current Assets           
     Cash and cash equivalents $ 132,808 $ 59,351
     Short-term investments   31,263   7,417
     Accounts receivable   42,071   33,904
     Merchandise inventory   1,070,376   959,792
     Prepaid expenses and other   70,396   50,567
     Deferred income taxes   30,942   20,014
          Total current assets   1,377,856   1,131,045
 
Property and equipment, net   790,298   733,905
Other long-term assets   68,249   58,057
Long-term investments   32,476   13,140
Total assets $ 2,268,879 $ 1,936,147
 
 
Liabilities and stockholders' Equity         
 
Current Liabilities         
     Accounts payable, accrued expenses and other $ 930,789 $ 860,591
          Total current liabilities   930,789   860,591
 
Long-term debt   150,000  

  -

Other long-term liabilities   169,045   123,760
Deferred income taxes   81,997   94,747
 
Commitments and contingencies        
 
Stockholders' Equity    937,048   857,049
     Total liabilities and stockholders' equity $ 2,268,879 $ 1,936,147
             

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Ross Stores, Inc.
Condensed Consolidated Statements of Cash Flows

     Six Months Ended 
  August 4, July 29,
($000, unaudited)       2007       2006
Cash Flows From Operating Activities         
Net earnings $ 117,907     $ 104,594  
Adjustments to reconcile net earnings to net cash from          
   operating activities:        
     Depreciation and amortization   58,006     50,915  
     Stock-based compensation   13,049     13,621  
     Deferred income taxes   (18,905 )   (3,092 )
     Tax benefit from equity issuance   5,505     6,280  
     Excess tax benefits from stock-based compensation   (4,533 )   (1,243 )
Change in assets and liabilities:        
     Merchandise inventory   (18,647 )   (21,701 )
     Other current assets, net   (38,117 )   (18,259 )
     Accounts payable   (88,665 )   71,954  
     Other current liabilities   (46,917 )   (36,743 )
     Other, net   28,965     2,770  
     Net cash provided by operating activities   7,648     169,096  
 
Cash Flows Used in Investing Activities         
Purchase of assets under lease   -     (87,329 )
Additions to property and equipment   (107,285 )   (58,794 )
Purchases of investments   (46,918 )   (47,550 )
Proceeds from investments   19,618     50,765  
     Net cash used in investing activities   (134,585 )   (142,908 )
 
Cash Flows Used in Financing Activities         
Payment of term debt   -     (50,000 )
Issuance of common stock related to stock plans   11,861     8,550  
Excess tax benefits from stock-based compensation   4,533     1,243  
Treasury stock purchased   (2,919 )   (2,352 )
Repurchase of common stock   (100,578 )   (98,867 )
Dividends paid   (20,540 )   (17,178 )
     Net cash used in financing activities   (107,643 )   (158,604 )
Net decrease in cash and cash equivalents   (234,580 )   (132,416 )
Cash and cash equivalents:        
     Beginning of period   367,388     191,767  
     End of period $ 132,808   $ 59,351  
 
Supplemental Cash Flow Disclosures         
Interest paid $ 4,834   $ 759  
Income taxes paid $ 119,628   $ 102,642  
 
Non-Cash Investing Activities         
Change in fair value of investment securities $ 55   $ (192 )
                 

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