10-Q

 UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

(Mark One)

x	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the quarterly period ended June 29, 2013

OR

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

Commission File Number: 1-32227

CABELA'S INCORPORATED

(Exact name of registrant as specified in its charter)

Delaware	20-0486586
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification Number)
One Cabela Drive, Sidney, Nebraska	69160
(Address of principal executive offices)	(Zip Code)

(308) 254-5505

(Registrant's telephone number, including area code)

Not applicable

(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to the filing requirements for at least the past 90 days. Yes x No o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§229.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  Yes x No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.  See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer x                                                                                                          Accelerated filer o

Non-accelerated filer o (Do not check if a smaller reporting company)                                 Smaller reporting company o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).   Yes o No x

Number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date:

Common stock, $0.01 par value: 70,569,890 shares as of July 22, 2013

1

CABELA'S INCORPORATED

FORM 10-Q

FOR THE QUARTERLY PERIOD ENDED JUNE 29, 2013

TABLE OF CONTENTS

		Page
PART I - FINANCIAL INFORMATION		3
Item 1.	Financial Statements	3
	Condensed Consolidated Statements of Income	3
	Condensed Consolidated Statements of Comprehensive Income	4
	Condensed Consolidated Balance Sheets	5
	Condensed Consolidated Statements of Cash Flows	6
	Condensed Consolidated Statements of Stockholders' Equity	7
	Notes to Condensed Consolidated Financial Statements	8
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	31
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	62
Item 4.	Controls and Procedures	63
PART II - OTHER INFORMATION		64
Item 1.	Legal Proceedings	64
Item 1A.	Risk Factors	64
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	64
Item 3.	Defaults Upon Senior Securities	64
Item 4.	Mine Safety Disclosures	64
Item 5.	Other Information	64
Item 6.	Exhibits	65
SIGNATURES		66
INDEX TO EXHIBITS		67

2

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

CABELA'S INCORPORATED AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Dollars in Thousands Except Earnings Per Share)
(Unaudited)
	Three Months Ended						Six Months Ended
	June 29, 2013			June 30, 2012			June 29, 2013			June 30, 2012
Revenue:
Merchandise sales	$	663,684		$	542,662		$	1,375,397		$	1,077,939
Financial Services revenue	88,578			79,267			174,350			162,722
Other revenue	4,543			5,325			9,555			10,097
Total revenue	756,805			627,254			1,559,302			1,250,758
Cost of revenue:
Merchandise costs (exclusive of depreciation and amortization)	413,465			339,782			872,092			690,502
Cost of other revenue	—			595			68			634
Total cost of revenue (exclusive of depreciation and amortization)	413,465			340,377			872,160			691,136
Selling, distribution, and administrative expenses	275,468			229,049			540,155			455,218
Impairment and restructuring charges	937			—			937			—
Operating income	66,935			57,828			146,050			104,404
Interest expense, net	(3,914		)	(6,444		)	(9,270		)	(10,948		)
Other non-operating income, net	1,108			1,450			2,647			2,851
Income before provision for income taxes	64,129			52,834			139,427			96,307
Provision for income taxes	19,584			18,964			45,035			33,611
Net income	$	44,545		$	33,870		$	94,392		$	62,696
Earnings per basic share	$	0.63		$	0.48		$	1.34		$	0.90
Earnings per diluted share	$	0.62		$	0.47		$	1.32		$	0.87
Basic weighted average shares outstanding	70,503,889			70,034,486			70,330,817			69,744,356
Diluted weighted average shares outstanding	71,687,776			71,542,102			71,607,333			71,995,918

Refer to notes to unaudited condensed consolidated financial statements.

3

CABELA'S INCORPORATED AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(In Thousands)
(Unaudited)
	Three Months Ended						Six Months Ended
	June 29, 2013			June 30, 2012			June 29, 2013			June 30, 2012
Net income	$	44,545		$	33,870		$	94,392		$	62,696
Other comprehensive income (loss):
Unrealized gain (loss) on economic development bonds, net of taxes of $(1,420), $425, $(1,018), and $1,355	(3,044		)	788			(2,359		)	2,515
Cash flow hedges, net of taxes of $0, $(11), $0 and $53	—			(20		)	1			99
Foreign currency translation adjustments	(1,264		)	(1,076		)	(1,510		)	(1,023		)
Total other comprehensive income (loss)	(4,308		)	(308		)	(3,868		)	1,591
Comprehensive income	$	40,237		$	33,562		$	90,524		$	64,287

Refer to notes to unaudited condensed consolidated financial statements.

4

CABELA'S INCORPORATED AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Dollars in Thousands Except Par Values)
(Unaudited)
	June 29, 2013			December 29, 2012			June 30, 2012
ASSETS
CURRENT
Cash and cash equivalents	$	345,504		$	288,750		$	347,389
Restricted cash of the Trust	19,412			17,292			15,826
Held-to-maturity investment securities	135,000			—			—
Accounts receivable, net	24,243			46,081			24,400
Credit card loans (includes restricted credit card loans of the Trust of $3,477,891, $3,523,133, and $3,038,415), net of allowance for loan losses of $62,500, $65,600, and $67,050	3,442,685			3,497,472			2,994,459
Inventories	696,101			552,575			577,120
Prepaid expenses and other current assets	85,547			132,694			134,999
Income taxes receivable and deferred income taxes	40,090			54,164			31,142
Total current assets	4,788,582			4,589,028			4,125,335
Property and equipment, net	1,125,591			1,021,656			928,442
Land held for sale	18,708			23,448			36,666
Economic development bonds	79,043			85,041			88,335
Other assets	31,296			28,990			28,919
Total assets	$	6,043,220		$	5,748,163		$	5,207,697
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT
Accounts payable, including unpresented checks of $24,571, $28,928, and $23,287	$	337,389		$	285,039		$	273,662
Gift instrument, credit card rewards, and loyalty rewards programs	254,968			262,653			221,449
Accrued expenses	137,551			180,906			109,699
Time deposits	364,487			367,350			261,340
Current maturities of secured variable funding obligations of the Trust	—			325,000			—
Current maturities of long-term debt	8,410			8,402			8,394
Total current liabilities	1,102,805			1,429,350			874,544
Long-term time deposits	825,023			680,668			796,704
Secured long-term obligations of the Trust, less current maturities	2,154,750			1,827,500			1,827,500
Long-term debt, less current maturities	374,854			328,133			331,725
Deferred income taxes	13,401			10,571			31,084
Other long-term liabilities	101,539			95,962			98,473
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS’ EQUITY
Preferred stock, $0.01 par value; Authorized – 10,000,000 shares; Issued – none	—			—			—
Common stock, $0.01 par value:
Class A Voting, Authorized – 245,000,000 shares
Issued – 70,563,558, 70,545,558, and 70,542,289 shares
Outstanding – 70,549,821, 70,053,144, and 69,742,289 shares	706			705			705
Additional paid-in capital	338,397			351,161			346,007
Retained earnings	1,130,819			1,036,427			925,610
Accumulated other comprehensive income	1,674			5,542			4,322
Treasury stock, at cost – 13,737, 492,414, and 800,000 shares	(748		)	(17,856		)	(28,977		)
Total stockholders’ equity	1,470,848			1,375,979			1,247,667
Total liabilities and stockholders’ equity	$	6,043,220		$	5,748,163		$	5,207,697
Refer to notes to unaudited condensed consolidated financial statements.

5

CABELA'S INCORPORATED AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In Thousands)
(Unaudited)
	Six Months Ended
	June 29, 2013			June 30, 2012
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$	94,392		$	62,696
Adjustments to reconcile net income to net cash flows by operating activities:
Depreciation and amortization	43,896			37,849
Impairment and restructuring charges	937			—
Stock-based compensation	7,313			6,600
Deferred income taxes	2,482			3,964
Provision for loan losses	24,626			18,844
Other, net	(1,832		)	(2,120		)
Change in operating assets and liabilities, net:
Accounts receivable	22,187			26,471
Credit card loans originated from internal operations, net	68,063			66,256
Inventories	(143,526		)	(82,292		)
Prepaid expenses and other current assets	44,558			6,268
Land held for sale	1,532			606
Accounts payable and accrued expenses	3,893			(43,705		)
Gift instrument, credit card rewards, and loyalty rewards programs	(7,684		)	(5,965		)
Other long-term liabilities	6,434			524
Income taxes receivable/payable	15,441			(26,090		)
Net cash provided by operating activities	182,712			69,906
CASH FLOWS FROM INVESTING ACTIVITIES:
Property and equipment additions	(135,416		)	(85,921		)
Purchases of held-to-maturity investment securities	(135,000		)	—
Proceeds from repayments of economic development bonds	2,621			2,098
Change in restricted cash of the Trust, net	(2,120		)	2,470
Change in credit card loans originated externally, net	(37,902		)	14,605
Other investing changes, net	(1,603		)	4,007
Net cash used in investing activities	(309,420		)	(62,741		)
CASH FLOWS FROM FINANCING ACTIVITIES:
Change in unpresented checks net of bank balance	(4,357		)	4,163
Change in time deposits, net	141,492			75,731
Borrowings on secured obligations of the Trust	937,250			2,220,000
Repayments on secured obligations of the Trust	(935,000		)	(2,255,000		)
Borrowings on revolving credit facilities and inventory financing	219,703			120,671
Repayments on revolving credit facilities and inventory financing	(164,690		)	(117,464		)
Payments on long-term debt	(8,270		)	(8,262		)
Exercise of employee stock options and employee stock purchase plan issuances, net	2,459			23,495
Excess tax benefits from exercise of employee stock options	3,769			1,188
Purchase of treasury stock	(8,893		)	(28,977		)
Other financing changes, net	(1		)	—
Net cash provided by financing activities	183,462			35,545
Net change in cash and cash equivalents	56,754			42,710
Cash and cash equivalents, at beginning of period	288,750			304,679
Cash and cash equivalents, at end of period	$	345,504		$	347,389
Refer to notes to unaudited condensed consolidated financial statements.

6

CABELA'S INCORPORATED AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
(Dollars in Thousands)
(Unaudited)
	Common Stock Shares	Common Stock		Additional Paid-in Capital			Retained Earnings		Accumulated Other Comprehensive Income			Treasury Stock			Total
BALANCE, beginning of 2012	69,641,818	$	696	$	334,925		$	862,914	$	2,731		$	(19,950	)	$	1,181,316
Net income	—	—		—			62,696		—			—			62,696
Other comprehensive income	—	—		—			—		1,591			—			1,591
Common stock repurchased	—	—		—			—		—			(28,977		)	(28,977		)
Stock-based compensation	—	—		6,358			—		—			—			6,358
Exercise of employee stock options and tax withholdings on share-based payment awards	900,471	9		3,536			—		—			19,950			23,495
Excess tax benefit on employee stock option exercises	—	—		1,188			—		—			—			1,188
BALANCE, at June 30, 2012	70,542,289	$	705	$	346,007		$	925,610	$	4,322		$	(28,977	)	$	1,247,667
BALANCE, beginning of 2013	70,545,558	$	705	$	351,161		$	1,036,427	$	5,542		$	(17,856	)	$	1,375,979
Net income	—	—		—			94,392		—			—			94,392
Other comprehensive loss	—	—		—			—		(3,868		)	—			(3,868		)
Common stock repurchased	—	—		—			—		—			(8,893		)	(8,893		)
Stock-based compensation	—	—		7,010			—		—			—			7,010
Exercise of employee stock options and tax withholdings on share-based payment awards	18,000	1		(23,543		)	—		—			26,001			2,459
Excess tax benefit on employee stock option exercises	—	—		3,769			—		—			—			3,769
BALANCE, at June 29, 2013	70,563,558	$	706	$	338,397		$	1,130,819	$	1,674		$	(748	)	$	1,470,848
Refer to notes to unaudited condensed consolidated financial statements.

7

CABELA'S INCORPORATED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in Thousands Except Share and Per Share Amounts)

(Unaudited)

1.    MANAGEMENT REPRESENTATIONS    

Principles of Consolidation – The condensed consolidated financial statements included herein are unaudited and have been prepared by management of Cabela's Incorporated and its wholly-owned subsidiaries (“Cabela's,” “Company,” “we,” “our,” or “us”) pursuant to the rules and regulations of the United States Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to such rules and regulations. The Company's condensed consolidated balance sheet as of December 29, 2012, was derived from the Company's audited consolidated balance sheet as of that date. All other condensed consolidated financial statements contained herein are unaudited and reflect all adjustments which are, in the opinion of management, necessary to summarize fairly our financial position and results of operations, comprehensive income, and cash flows for the periods presented. All of these adjustments are of a normal recurring nature. All intercompany accounts and transactions have been eliminated in consolidation.

Cabela's wholly-owned bank subsidiary, World's Foremost Bank ("WFB," "Financial Services segment," or "Cabela's CLUB"), is the primary beneficiary of the Cabela's Master Credit Card Trust and related entities (collectively referred to as the “Trust”) under the guidance of Accounting Standards Codification ("ASC") Topics 810, Consolidations, and 860, Transfers and Servicing. Accordingly, the Trust has been consolidated for all reporting periods in this report. As the servicer and the holder of retained interests in the Trust, WFB has the powers to direct the activities that most significantly impact the Trust's economic performance and the right to receive significant benefits or obligations to absorb significant losses of the Trust.

Because of the seasonal nature of the Company's operations, results of operations of any single reporting period should not be considered as indicative of results for a full year. These condensed consolidated financial statements should be read in conjunction with the Company's audited consolidated financial statements for the fiscal year ended December 29, 2012.

Cash and Cash Equivalents – Cash and cash equivalents of the Financial Services segment were $282,753, $91,365, and $302,191, at June 29, 2013, December 29, 2012, and June 30, 2012, respectively. Due to regulatory restrictions on WFB, the Company cannot use WFB's cash for non-banking operations.

Reporting Periods – Unless otherwise stated, the fiscal periods referred to in the notes to these condensed consolidated financial statements are the 13 weeks ended June 29, 2013 (“three months ended June 29, 2013”), the 13 weeks ended June 30, 2012 (“three months ended June 30, 2012”), the 26 weeks ended June 29, 2013 (“six months ended June 29, 2013”), the 26 weeks ended June 30, 2012 (“six months ended June 30, 2012”), and the 52 weeks ended December 29, 2012 ("year ended 2012"). WFB follows a calendar fiscal period and, accordingly, the respective three month periods ended on June 30, 2013 and 2012, and the fiscal year ended on December 31, 2012.

2.    CABELA'S MASTER CREDIT CARD TRUST    

The Financial Services segment utilizes the Trust for the purpose of routinely selling and securitizing credit card loans and issuing beneficial interest to investors. The Trust issues variable funding facilities and long-term notes each of which has an undivided interest in the assets of the Trust. The Financial Services segment must retain a minimum 20 day average of 5% of the loans in the securitization trust which ranks pari passu with the investors' interests in the securitized trusts.  In addition, the Financial Services segment owns notes issued by the Trust from some of the securitizations, which in certain cases may be subordinated to other notes issued.  The consolidated assets of the Trust are subject to credit, payment, and interest rate risks on the transferred credit card loans. The secured borrowings contain legal isolation requirements which would protect the assets pledged as collateral for the securitization investors as well as protect Cabela's and WFB from any liability from default on the notes.

8

CABELA'S INCORPORATED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in Thousands Except Share and Per Share Amounts)

(Unaudited)

To protect investors, the securitization structures include certain features that could result in earlier-than-expected repayment of the securities, which could cause the Financial Services segment to sustain a loss of one or more of its retained interests and could prompt the need to seek alternative sources of funding. The primary investor protection feature relates to the availability and adequacy of cash flows in the securitized pool of loans to meet contractual requirements, the insufficiency of which triggers early repayment of the securities. The Financial Services segment refers to this as the early amortization feature.  Investors are allocated cash flows derived from activities related to the accounts comprising the securitized pool of loans, the amounts of which reflect finance charges collected, certain fee assessments collected, allocations of interchange, and recoveries on charged-off accounts.  These cash flows are considered to be restricted under the governing documents to pay interest to investors, servicing fees, and to absorb the investor's share of charge-offs occurring within the securitized pool of loans. Any cash flows remaining in excess of these requirements are reported to investors as excess spread.  An excess spread of less than zero percent for a contractually specified period, generally a three-month average, would trigger an early amortization event. Such an event could result in the Financial Services segment incurring losses related to its retained interests. In addition, if the retained interest in the loans of the Financial Services segment falls below the 5% minimum 20 day average and the Financial Services segment fails to add new accounts to the securitized pool of loans, an early amortization event would be triggered.  The investors have no recourse to the other assets of the Financial Services segment for failure of debtors to pay other than for breaches of certain customary representations, warranties, and covenants. These representations, warranties, covenants, and the related indemnities do not protect the Trust or third party investors against credit-related losses on the loans.

Another feature, which is applicable to the notes issued from the Trust, is one in which excess cash flows generated by the transferred loans are held at the Trust for the benefit of the investors. This cash reserve account funding is triggered when the three-month average excess spread rate of the Trust decreases to below 4.50% or 5.50% (depending on the series) with increasing funding requirements as excess spread levels decline below preset levels or as contractually required by the governing documents. Similar to early amortization, this feature also is designed to protect the investors' interests from loss thus making the cash restricted.  Upon scheduled maturity or early amortization of a securitization, the Financial Services segment is required to remit principal payments received on the securitized pool of loans to the Trust which are restricted for the repayment of the investors' principal note. Credit card loans performed within established guidelines and no events which could trigger an early amortization occurred during the six months ended June 29, 2013, the year ended December 29, 2012, and the six months ended June 30, 2012.  

The following table presents the components of the consolidated assets and liabilities of the Trust at the periods ended:

	June 29, 2013		December 29, 2012		June 30, 2012
Consolidated assets:
Restricted credit card loans, net of allowance of $62,200, $65,090, and $66,740	$	3,415,691	$	3,458,043	$	2,971,675
Restricted cash	19,412		17,292		15,826
Total	$	3,435,103	$	3,475,335	$	2,987,501
Consolidated liabilities:
Secured variable funding obligations	$	—	$	325,000	$	—
Secured long-term obligations	2,154,750		1,827,500		1,827,500
Interest due to third party investors	1,691		1,424		1,281
Total	$	2,156,441	$	2,153,924	$	1,828,781

9

CABELA'S INCORPORATED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in Thousands Except Share and Per Share Amounts)

(Unaudited)

3.    CREDIT CARD LOANS AND ALLOWANCE FOR LOAN LOSSES    

The Financial Services segment grants individual credit card loans to its customers and is diversified in its lending with borrowers throughout the United States. Credit card loans are reported at their principal amounts outstanding less the allowance for loan losses and deferred credit card origination costs. As part of collection efforts, a credit card loan may be closed and placed on non-accrual or restructured in a fixed payment plan prior to charge-off. The fixed payment plans consist of a lower interest rate, reduced minimum payment, and elimination of fees. Loans on fixed payment plans include loans in which the customer has engaged a consumer credit counseling agency to assist them in managing their debt. Customers who miss two consecutive payments once placed on a payment plan or non-accrual will resume accruing interest at the rate they had accrued at before they were placed on a plan. Interest and fees are accrued in accordance with the terms of the applicable cardholder agreements on credit card loans until the date of charge-off unless placed on non-accrual. Payments received on non-accrual loans are applied to principal. The Financial Services segment does not record any liabilities for off-balance sheet risk of unfunded commitments through the origination of unsecured credit card loans.

The direct credit card account origination costs associated with costs of successful credit card originations incurred in transactions with independent third parties, and certain other costs incurred in connection with credit card approvals, are deferred credit card origination costs included in credit card loans and are amortized on a straight-line basis over 12 months. Other account solicitation costs, including printing, list processing, and postage are expensed as solicitation occurs.

The following table reflects the composition of the credit card loans at the periods ended:

	June 29, 2013			December 29, 2012			June 30, 2012
Restricted credit card loans of the Trust (restricted for repayment of secured borrowings of the Trust)	$	3,477,891		$	3,523,133		$	3,038,415
Unrestricted credit card loans	22,592			34,356			19,351
Total credit card loans	3,500,483			3,557,489			3,057,766
Allowance for loan losses	(62,500		)	(65,600		)	(67,050		)
Deferred credit card origination costs	4,702			5,583			3,743
Credit card loans, net	$	3,442,685		$	3,497,472		$	2,994,459

Allowance for Loan Losses:

The allowance for loan losses represents management's estimate of probable losses inherent in the credit card loan portfolio. The allowance for loan losses is established through a charge to the provision for loan losses and is regularly evaluated by management for adequacy. Loans on a payment plan or non-accrual are segmented from the rest of the credit card loan portfolio into a restructured credit card loan segment before establishing an allowance for loan losses as these loans have a higher probability of loss. Management estimates losses inherent in the credit card loans segment and restructured credit card loans segment based on a model which tracks historical loss experience on delinquent accounts, bankruptcies, death, and charge-offs, net of estimated recoveries. The Financial Services segment uses a migration analysis and historical bankruptcy and death rates to estimate the likelihood that a credit card loan will progress through the various stages of delinquency and to charge-off. This analysis estimates the gross amount of principal that will be charged off over the next 12 months, net of recoveries. This estimate is used to derive an estimated allowance for loan losses. In addition to these methods of measurement, management also considers other factors such as general economic and business conditions affecting key lending areas, credit concentration, changes in origination and portfolio management, and credit quality trends. Since the evaluation of the inherent loss with respect to these factors is subject to a high degree of uncertainty, the measurement of the overall allowance is subject to estimation risk, and the amount of actual losses can vary significantly from the estimated amounts.

10

CABELA'S INCORPORATED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in Thousands Except Share and Per Share Amounts)

(Unaudited)

Credit card loans that have been modified through a fixed payment plan or placed on non-accrual are considered impaired and are collectively evaluated for impairment. The Financial Services segment charges off credit card loans and restructured credit card loans on a daily basis after an account becomes at a minimum 130 days contractually delinquent. Accounts relating to cardholder bankruptcies, cardholder deaths, and fraudulent transactions are charged off earlier. The Financial Servicessegment recognizes charged-off cardholder fees and accrued interest receivable in interest and fee income that is included in Financial Services revenue.

The following table reflects the activity in the allowance for loan losses by credit card segment for the periods presented:

	Three Months Ended
	June 29, 2013									June 30, 2012
	Credit Card Loans			Restructured Credit Card Loans			Total Credit Card Loans			Credit Card Loans			Restructured Credit Card Loans			Total Credit Card Loans
Balance, beginning of period	$	43,700		$	21,000		$	64,700		$	40,050		$	27,000		$	67,050
Provision for loan losses	11,259			592			11,851			12,160			38			12,198
Charge-offs	(15,044		)	(3,604		)	(18,648		)	(13,527		)	(3,307		)	(16,834		)
Recoveries	3,585			1,012			4,597			3,367			1,269			4,636
Net charge-offs	(11,459		)	(2,592		)	(14,051		)	(10,160		)	(2,038		)	(12,198		)
Balance, end of period	$	43,500		$	19,000		$	62,500		$	42,050		$	25,000		$	67,050
	Six Months Ended
	June 29, 2013									June 30, 2012
	Credit Card Loans			Restructured Credit Card Loans			Total Credit Card Loans			Credit Card Loans			Restructured Credit Card Loans			Total Credit Card Loans
Balance, beginning of period	$	42,600		$	23,000		$	65,600		$	44,350		$	29,000		$	73,350
Provision for loan losses	23,948			678			24,626			18,360			484			18,844
Charge-offs	(30,053		)	(6,895		)	(36,948		)	(27,714		)	(7,132		)	(34,846		)
Recoveries	7,005			2,217			9,222			7,054			2,648			9,702
Net charge-offs	(23,048		)	(4,678		)	(27,726		)	(20,660		)	(4,484		)	(25,144		)
Balance, end of period	$	43,500		$	19,000		$	62,500		$	42,050		$	25,000		$	67,050

Credit Quality Indicators, Delinquent, and Non-Accrual Loans:

The Financial Services segment segregates the loan portfolio into loans that have been restructured and other credit card loans in order to facilitate the estimation of the losses inherent in the portfolio as of the reporting date. The Financial Services segment uses the scores of Fair Isaac Corporation (“FICO”), a widely-used tool for assessing an individual's credit rating, as the primary credit quality indicator. The FICO score is an indicator of quality, with the risk of loss increasing as an individual's FICO score decreases. The credit card loan segment was disaggregated into the following classes as reflected in the tables below based upon the loan's current related FICO score.

11

CABELA'S INCORPORATED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in Thousands Except Share and Per Share Amounts)

(Unaudited)

The Financial Services segment considers a loan to be delinquent if the minimum payment is not received by the payment due date. The aging method is based on the number of completed billing cycles during which a customer has failed to make a required payment.

The table below provides information on non-accrual, past due, and restructured credit card loans by class using the respective quarter FICO score at the periods ended:

June 29, 2013:	FICO Score of Credit Card Loans Segment						Restructured Credit Card Loans Segment (1)
	691 and Below		692 - 758		759 and Above				Total
Credit card loan status:
Current	$	468,396	$	1,157,053	$	1,768,415	$	39,168	$	3,433,032
1 to 29 days past due	18,148		12,297		11,304		4,047		45,796
30 to 59 days past due	6,019		1,037		250		1,572		8,878
60 or more days past due	10,102		226		9		2,440		12,777
Total past due	34,269		13,560		11,563		8,059		67,451
Total credit card loans	$	502,665	$	1,170,613	$	1,779,978	$	47,227	$	3,500,483
90 days or more past due and still accruing	$	5,061	$	11	$	6	$	1,091	$	6,169
Non-accrual	—		—		—		5,685		5,685

12

CABELA'S INCORPORATED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in Thousands Except Share and Per Share Amounts)

(Unaudited)

December 29, 2012:	FICO Score of Credit Card Loans Segment						Restructured Credit Card Loans Segment (1)
	691 and Below		692 - 758		759 and Above				Total
Credit card loan status:
Current	$	453,894	$	1,134,840	$	1,856,587	$	44,193	$	3,489,514
1 to 29 days past due	17,901		11,558		10,094		4,304		43,857
30 to 59 days past due	6,060		1,004		203		1,811		9,078
60 or more days past due	11,416		189		43		3,392		15,040
Total past due	35,377		12,751		10,340		9,507		67,975
Total credit card loans	$	489,271	$	1,147,591	$	1,866,927	$	53,700	$	3,557,489
90 days or more past due and still accruing	$	6,118	$	38	$	4	$	1,481	$	7,641
Non-accrual	—		—		—		5,985		5,985
June 30, 2012:	FICO Score of Credit Card Loans Segment						Restructured Credit Card Loans Segment (1)
	691 and Below		692 - 758		759 and Above				Total
Credit card loan status:
Current	$	401,520	$	983,517	$	1,562,809	$	48,214	$	2,996,060
1 to 29 days past due	16,664		10,820		8,669		4,580		40,733
30 to 59 days past due	5,555		979		313		1,848		8,695
60 or more days past due	8,972		202		30		3,074		12,278
Total past due	31,191		12,001		9,012		9,502		61,706
Total credit card loans	$	432,711	$	995,518	$	1,571,821	$	57,716	$	3,057,766
90 days or more past due and still accruing	$	4,809	$	30	$	9	$	1,307	$	6,155
Non-accrual	—		—		—		6,195		6,195

(1) Specific allowance for loan losses of $19,000, $23,000, and $25,000, at June 29, 2013, December 29, 2012, and June 30, 2012, respectively, are included in allowance for loan losses.

13

CABELA'S INCORPORATED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in Thousands Except Share and Per Share Amounts)

(Unaudited)

4.     SECURITIES    

Securities consisted of the following for the periods ended:

			Gross Unrealized Gains		Gross Unrealized Losses
	Amortized Cost							Fair
								Value
June 29, 2013:
Available-for-sale securities:
Economic development bonds	$	71,924	$	7,119	$	—		$	79,043
Held-to-maturity securities:
U.S. government agency (1)	$	135,000	$	—	$	(20	)	$	134,980
December 29, 2012:
Available-for-sale securities:
Economic development bonds	$	74,545	$	10,496	$	—		$	85,041
June 30, 2012:
Available-for-sale securities:
Economic development bonds	$	79,783	$	8,552	$	—		$	88,335

(1) Represents U.S. government agency held-to-maturity securities held by the Financial Services segment and available for utilization only by the Financial Services Segment pursuant to regulatory restrictions.

The carrying value and fair value of these securities classified by estimated maturity based on expected future cash flows at June 29, 2013, were as follows:

	Available-for-Sale				Held-to-Maturity
	Amortized Cost		Fair Value		Amortized Cost		Fair Value
For the six months ending December 28, 2013	$	1,711	$	2,091	$	135,000	$	134,980
For the fiscal years ending:
2014	1,891		2,319		—		—
2015	2,022		2,484		—		—
2016	2,381		2,879		—		—
2017	2,541		2,937		—		—
2018 - 2022	20,203		22,723		—		—
2023 and thereafter	41,175		43,610		—		—
Totals	$	71,924	$	79,043	$	135,000	$	134,980

Interest earned on the securities totaled $2,068 and $2,596 in the six months ended June 29, 2013, and June 30, 2012, respectively. There were no realized gains or losses on these securities in the six months ended June 29, 2013, or June 30, 2012.

14

CABELA'S INCORPORATED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in Thousands Except Share and Per Share Amounts)

(Unaudited)

5.    BORROWINGS OF FINANCIAL SERVICES SEGMENT    

The obligations of the Trust are secured borrowings backed by restricted credit card loans. A summary of the secured fixed and variable rate long-term obligations of the Trust by series, the expected maturity dates, and the respective weighted average interest rates are presented in the following tables at the periods ended:

June 29, 2013:
Series	Expected Maturity Date	Fixed Rate Obligations		Interest Rate		Variable Rate Obligations		Interest Rate		Total Obligations		Interest Rate
Series 2010-I	January 2015	$	—	—	%	$	255,000	1.64	%	$	255,000	1.64	%
Series 2010-II	September 2015	127,500		2.29		85,000		0.89		212,500		1.73
Series 2011-II	June 2016	155,000		2.39		100,000		0.79		255,000		1.76
Series 2011-IV	October 2016	165,000		1.90		90,000		0.74		255,000		1.49
Series 2012-I	February 2017	275,000		1.63		150,000		0.72		425,000		1.31
Series 2012-II	June 2017	300,000		1.45		125,000		0.67		425,000		1.22
Series 2013-I	February 2023	327,250		2.71		—		—		327,250		2.71
Total secured obligations		1,349,750				805,000				2,154,750
Less: current maturities		—				—				—
Secured long-term obligations of the Trust, less current maturities		$	1,349,750			$	805,000			$	2,154,750

December 29, 2012:
Series	Expected Maturity Date	Fixed Rate Obligations		Interest Rate		Variable Rate Obligations		Interest Rate		Total Obligations		Interest Rate
Series 2010-I	January 2015	$	—	—	%	$	255,000	1.66	%	$	255,000	1.66	%
Series 2010-II	September 2015	127,500		2.29		85,000		0.91		212,500		1.74
Series 2011-II	June 2016	155,000		2.39		100,000		0.81		255,000		1.77
Series 2011-IV	October 2016	165,000		1.90		90,000		0.76		255,000		1.50
Series 2012-I	February 2017	275,000		1.63		150,000		0.74		425,000		1.32
Series 2012-II	June 2017	300,000		1.45		125,000		0.69		425,000		1.23
Total secured obligations		1,022,500				805,000				1,827,500
Less: current maturities		—				—				—
Secured long-term obligations of the Trust, less current maturities		$	1,022,500			$	805,000			$	1,827,500

15

CABELA'S INCORPORATED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in Thousands Except Share and Per Share Amounts)

(Unaudited)

June 30, 2012:
Series	Expected Maturity Date	Fixed Rate Obligations		Interest Rate		Variable Rate Obligations		Interest Rate		Total Obligations		Interest Rate
Series 2010-I	January 2015	$	—	—	%	$	255,000	1.69	%	$	255,000	1.69	%
Series 2010-II	September 2015	127,500		2.29		85,000		0.94		212,500		1.75
Series 2011-II	June 2016	155,000		2.39		100,000		0.84		255,000		1.78
Series 2011-IV	October 2016	165,000		1.90		90,000		0.79		255,000		1.51
Series 2012-I	February 2017	275,000		1.63		150,000		0.77		425,000		1.33
Series 2012-II	June 2017	300,000		1.45		125,000		0.79		425,000		1.25
Total secured obligations		1,022,500				805,000				1,827,500
Less: current maturities		—				—				—
Secured long-term obligations of the Trust, less current maturities		$	1,022,500			$	805,000			$	1,827,500

The Trust also issues variable funding facilities which are considered secured borrowings backed by restricted credit card loans. The Trust early renewed one variable funding facility in the amount of $300,000 on March 26, 2013, extending the commitment for an additional two years. At June 29, 2013, the Trust had three variable funding facilities with $875,000 in available capacity and with no amounts outstanding.  The variable funding facilities are scheduled to mature in September 2014, March 2015, and March 2016. Each of these variable funding facilities includes an option to renew subject to certain terms and conditions. Variable rate note interest is priced at a benchmark rate, London Interbank Offered Rate, or commercial paper rate, plus a spread, which ranges from 0.50% to 0.85%.  The variable rate notes provide for a fee ranging from 0.25% to 0.40% on the unused portion of the facilities.  During the six months ended June 29, 2013, and June 30, 2012, the daily average balance outstanding on these notes was $50,442 and $260,989, with a weighted average interest rate of 0.78% for both years.

On March 7, 2013, the Trust sold $385,000 of asset-backed notes, Series 2013-I. This securitization transaction included the issuance of $327,250 of Class A notes and three subordinated classes of notes in the aggregate principal amount of $57,750. The Financial Services segment retained each of the subordinated classes of notes which were eliminated in the preparation of our condensed consolidated financial statements. Each class of notes issued in this securitization transaction has an expected life of approximately ten years and a contractual maturity of approximately thirteen years. This securitization transaction was used to fund the growth in restricted credit card loans.

The Financial Services segment has unsecured federal funds purchase agreements with two financial institutions.  The maximum amount that can be borrowed is $85,000. There were no amounts outstanding at June 29, 2013, December 29, 2012, or June 30, 2012.  During the six months ended June 29, 2013, and June 30, 2012, the daily average balance outstanding was $14 and $756, respectively, with a weighted average rate of 0.75% for both periods.

16

CABELA'S INCORPORATED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in Thousands Except Share and Per Share Amounts)

(Unaudited)

6.     LONG-TERM DEBT AND CAPITAL LEASES

Long-term debt, including revolving credit facilities and capital leases, consisted of the following at the periods ended:

	June 29, 2013			December 29, 2012			June 30, 2012
Unsecured revolving credit facility	$	55,000		$	—		$	—
Unsecured notes due 2016 with interest at 5.99%	215,000			215,000			215,000
Unsecured senior notes due 2017 with interest at 6.08%	60,000			60,000			60,000
Unsecured senior notes due 2014-2018 with interest at 7.20%	40,714			48,857			48,857
Unsecured revolving credit facility of Canada operations	—			—			3,461
Capital lease obligations payable through 2036	12,550			12,678			12,801
Total debt	383,264			336,535			340,119
Less current portion of debt	(8,410		)	(8,402		)	(8,394		)
Long-term debt, less current maturities	$	374,854		$	328,133		$	331,725

The Company has a credit agreement providing for a $415,000 revolving credit facility that expires on November 2, 2016. There was $55,000 outstanding under our credit agreement at June 29, 2013, with no amounts outstanding at December 29, 2012, and June 30, 2012. The unsecured $415,000 revolving credit facility permits the issuance of letters of credit up to $100,000 and swing line loans up to $20,000. This credit facility may be increased to $500,000 subject to certain terms and conditions.

During the six months ended June 29, 2013, and June 30, 2012, the daily average principal balance outstanding on the lines of credit was $20,904 and $1,740, respectively, and the weighted average interest rate was 1.45% and 1.62%, respectively. Letters of credit and standby letters of credit totaling $35,950 and $22,311 were outstanding at June 29, 2013, and June 30, 2012, respectively. The daily average outstanding amount of total letters of credit during the six months ended June 29, 2013, and June 30, 2012, was $20,785 and $12,083, respectively.

The Company also had a credit agreement for its operations in Canada providing for a $15,000 Canadian ("CAD") unsecured revolving credit facility through June 30, 2013. This credit agreement was terminated January 31, 2013. There was $3,461 outstanding at June 30, 2012.

At June 29, 2013, the Company was in compliance with all financial covenants under the credit agreements and unsecured notes. At June 29, 2013, the Company was in compliance with the financial covenant requirements of its $415,000 credit agreement with a fixed charge coverage ratio of 11.02 to 1 (minimum requirement is 2.00 to 1), a leverage ratio of 0.84 to 1 (requirement is no more than 3.00 to 1), and a consolidated net worth that was $451,982 in excess of the minimum. We anticipate that we will continue to be in compliance with all financial covenants under our credit agreements and unsecured notes through at least the next 12 months.

17

CABELA'S INCORPORATED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in Thousands Except Share and Per Share Amounts)

(Unaudited)

7.    IMPAIRMENT AND RESTRUCTURING CHARGES

Long-lived assets of the Company are evaluated for possible impairment whenever events or changes in circumstances may indicate that the carrying value of an asset may not be recoverable. During the three months ended June 29, 2013, and June 30, 2012, the Company evaluated the recoverability of certain property, equipment, land held for sale, and economic development bonds. In accordance with accounting guidance on asset valuations, the Company recognized an impairment loss totaling $937 in the three and six months ended June 29, 2013, related to the closure of the Company's former Winnipeg retail store in conjunction with the opening of a new next-generation store in Winnipeg in May 2013. The impairment loss of $937 included leasehold improvements write-offs as well as lease cancellation and restoration costs. No impairment losses were recognized in the three and six months ended June 30, 2012. 

Trends and management projections could change undiscounted cash flows in future periods which could trigger possible future write downs. The impairment loss was recorded to the Retail and Corporate Overhead and Other segments.

8.     INCOME TAXES    

A reconciliation of the statutory federal income tax rate to the effective income tax rate was as follows for the periods presented.

	Three Months Ended				Six Months Ended
	June 29, 2013		June 30, 2012		June 29, 2013		June 30, 2012
Statutory federal rate	35.0	%	35.0	%	35.0	%	35.0	%
State income taxes, net of federal tax benefit	1.3		4.0		1.3		3.0
Other nondeductible items	0.3		0.5		0.2		0.6
Tax exempt interest income	(0.4	)	(0.5	)	(0.4	)	(0.5	)
Rate differential on foreign income	(5.4	)	(3.8	)	(3.7	)	(3.8	)
Change in unrecognized tax benefits	0.4		0.6		0.4		0.6
Other, net	(0.7	)	0.1		(0.5	)	—
Effective income tax rate	30.5	%	35.9	%	32.3	%	34.9	%

The balance of unrecognized tax benefits, classified as other long-term liabilities in the condensed consolidated balance sheet, totaled $42,684, $39,252, and $40,413, at June 29, 2013, December 29, 2012, and June 30, 2012, respectively. The changes comparing the respective periods were due primarily to our assessments of uncertain tax positions related to prior period tax positions. The Company paid $53,418 in prior periods as deposits for federal taxes related to prior period uncertain tax positions. The deposits are classified as a current asset netted within income taxes receivable and deferred income taxes in the condensed consolidated balance sheet. Because existing tax positions will continue to generate increased liabilities for the Company for unrecognized tax benefits over the next 12 months, and since the Company is routinely under audit by various taxing authorities, it is reasonably possible that the amount of unrecognized tax benefits will change during the next 12 months. However, the Company does not expect the change, if any, to have a material effect on the consolidated financial condition or results of operations within the next 12 months.

As of June 29, 2013, cash and cash equivalents held by the Company's foreign subsidiaries totaled $48,485. The Company's intent is to permanently reinvest a portion of these funds from earnings outside the United States for capital expansion and to repatriate a portion of these funds. Based on the Company's current projected capital needs and the current amount of cash and cash equivalents held by its foreign subsidiaries, the Company does not anticipate incurring any material tax costs beyond its accrued tax position in connection with any repatriation, but it may be required to accrue for unanticipated additional tax costs in the future if the Company's expectations or the amount of cash held by its foreign subsidiaries change.

18

CABELA'S INCORPORATED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in Thousands Except Share and Per Share Amounts)

(Unaudited)

9.     COMMITMENTS AND CONTINGENCIES

The Company leases various buildings, computer and other equipment, and storage space under operating leases which expire on various dates through January 2037. Rent expense on these leases as well as other month to month rentals was $3,496 and $6,888 in the three and six months ended June 29, 2013, respectively, compared to $2,862 and $5,404 in the three and six months ended June 30, 2012, respectively.

The following is a schedule of future minimum rental payments under operating leases at June 29, 2013:

For the six months ending December 28, 2013	$	6,055
For the fiscal years ending:
2014	13,138
2015	15,024
2016	14,704
2017	14,376
Thereafter	212,156
	$	275,453

The Company leases certain retail store locations. Some of these leases include tenant allowances that are amortized over the life of the lease. In the six months ended June 29, 2013, the Company received $4,200 in tenant allowances. No tenant allowances were received in the six months ended June 30, 2012. The Company expects to receive $750 in tenant allowances under leases during the remainder of 2013. Certain leases require the Company to pay contingent rental amounts based on a percentage of sales, in addition to real estate taxes, insurance, maintenance, and other operating expenses associated with the leased premises. These leases have terms which include renewal options ranging from 10 to 70 years.    

The Company has entered into real estate purchase, construction, and/or economic incentive agreements for various new retail store site locations. At June 29, 2013, the Company had total estimated cash commitments of approximately $237,300 outstanding for projected expenditures connected with the development, construction, and completion of new retail stores. This does not include any amounts for contractual obligations associated with retail store locations where the Company is in the process of certain negotiations.

Under various grant programs, state or local governments provide funding for certain costs associated with developing and opening a new retail store. The Company generally receives grant funding in exchange for commitments, such as assurance of agreed employment and wage levels at the retail store or that the retail store will remain open, made by the Company to the state or local government providing the funding. The commitments typically phase out over approximately five to 10 years. If the Company failed to maintain the commitments during the applicable period, the funds received may have to be repaid or other adverse consequences may arise, which could affect the Company's cash flows and profitability. At June 29, 2013, December 29, 2012, and June 30, 2012, the total amount of grant funding subject to a specific contractual remedy was $6,785, $7,257, and $7,491, respectively. No grant funding was received in the six months ended June 29, 2013.

The Company operates an open account document instructions program, which provides for Cabela's-issued letters of credit. The Company had obligations to pay participating vendors $71,927, $55,455, and $72,603, at June 29, 2013, December 29, 2012, and June 30, 2012, respectively.

19

CABELA'S INCORPORATED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in Thousands Except Share and Per Share Amounts)

(Unaudited)

The Financial Services segment enters into financial instruments with off-balance sheet risk in the normal course of business through the origination of unsecured credit card loans. Unsecured credit card accounts are commitments to extend credit and totaled $24,736,000, $20,976,000, and $20,594,000, at June 29, 2013, December 29, 2012, and June 30, 2012, respectively. These commitments are in addition to any current outstanding balances of a cardholder. Unsecured credit card loans involve, to varying degrees, elements of credit risk in excess of the amount recognized in the condensed consolidated balance sheets. The principal amounts of these instruments reflect the Financial Services segment's maximum related exposure. The Financial Services segment has not experienced and does not anticipate that all customers will exercise the entire available line of credit at any given point in time. The Financial Services segment has the right to reduce or cancel the available lines of credit at any time.

Proposed Settlement of Visa Litigation – In June 2005, a number of entities, each purporting to represent a class of retail merchants, sued Visa and several member banks, and other credit card associations, alleging, among other things, that Visa and its member banks have violated United States antitrust laws by conspiring to fix the level of interchange fees. On July 13, 2012, the parties to this litigation announced that they had entered into a memorandum of understanding, which subject to certain conditions, including court approval, obligates the parties to enter into a settlement agreement to resolve the claims brought by the class members. On November 9, 2012, the settlement received preliminary court approval. The court has scheduled a September 12, 2013, hearing for final approval of the settlement. The settlement agreement requires, among other things, (i) the distribution to class merchants of an amount equal to 10 basis points of default interchange across all credit rate categories for a period of eight consecutive months, which otherwise would have been paid to issuers like WFB, (ii) Visa to change its rules to allow merchants to charge a surcharge on credit card transactions subject to a cap, and (iii) Visa to meet with merchant buying groups that seek to negotiate interchange rates collectively. To date, WFB has not been named as a defendant in any credit card industry lawsuits. Based on the original group of plaintiffs initially involved in the proposed settlement, management believed that the 10 basis point reduction of default interchange across all credit rate categories for a period of eight consecutive months would result in a reduction of interchange income of approximately $12,500 in the Financial Services segment. Therefore, a liability of $12,500 was recorded in the fourth quarter of fiscal 2012 to accrue for such proposed settlement. However, in May 2013, a group of plaintiffs opted out of the proposed settlement to pursue their own legal action. In light of this group of plaintiffs opting out of the proposed settlement, management re-evaluated the impact of the 10 basis point reduction of default interchange across all credit rate categories for a period of eight consecutive months and determined that the estimated liability for the proposed settlement should be reduced by $1,200 in the second quarter ended June 29, 2013, resulting in a liability of $11,300 outstanding as of June 29, 2013.

Litigation and Claims – The Company is party to various legal proceedings arising in the ordinary course of business. These actions include commercial, intellectual property, employment, regulatory, and product liability claims. Some of these actions involve complex factual and legal issues and are subject to uncertainties. The activities of WFB are subject to complex federal and state laws and regulations. WFB's regulators are authorized to impose penalties for violations of these laws and regulations and, in some cases, to order WFB to pay restitution. The Company cannot predict with assurance the outcome of the actions brought against it. Accordingly, adverse developments, settlements, or resolutions may occur and have a material effect on the Company's results of operations for the period in which such development, settlement, or resolution occurs. However, the Company does not believe that the outcome of any current legal proceeding would have a material effect on its results of operations, cash flows, or financial position taken as a whole.

On January 6, 2011, the Company received a Commissioner's charge from the Chair of the U.S. Equal Employment Opportunity Commission ("EEOC") alleging that the Company has discriminated against non-Whites on the basis of their race and national origin in recruitment and hiring. The Company is disputing these allegations, and the EEOC currently is in the early stages of its investigation. At the present time, the Company is unable to form a judgment regarding a favorable or unfavorable outcome regarding this matter or the potential range of loss in the event of an unfavorable outcome.

20

CABELA'S INCORPORATED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in Thousands Except Share and Per Share Amounts)

(Unaudited)

10.     STOCK-BASED COMPENSATION PLANS AND EMPLOYEE BENEFIT PLANS        

Stock-Based Compensation. The Company recognized total stock-based compensation expense of $3,820 and $7,313 for the three and six months ended June 29, 2013, respectively, and $3,345 and $6,600 in the three and six months ended June 30, 2012, respectively. Compensation expense related to the Company's stock-based payment awards is recognized in selling, distribution, and administrative expenses in the condensed consolidated statements of income. At June 29, 2013, the total unrecognized deferred stock-based compensation balance for all equity awards issued, net of expected forfeitures, was $25,637, net of tax, which is expected to be amortized over a weighted average period of 3.0 years.

New Stock Plan. Effective June 5, 2013, the shareholders of the Company approved the Cabela's Incorporated 2013 Stock Plan (the "2013 Stock Plan"). The 2013 Stock Plan replaces the Cabela's Incorporated 2004 Stock Plan (the "2004 Stock Plan") and provides for the grant of incentive stock options, non-statutory stock options ("NSOs"), stock appreciation rights, performance stock, performance units, restricted stock, and restricted stock units to employees and consultants. Non-employee directors are eligible to receive any type of award offered under the 2013 Stock Plan except incentive stock options. Awards granted under the 2013 Stock Plan have a term of no greater than ten years from the grant date and become exercisable under the vesting schedule determined at the time of grant. As of June 29, 2013, the maximum number of shares available for awards under the 2013 Stock Plan was 3,969,630.

Option Awards. During the six months ended June 29, 2013, there were 207,595 NSOs granted to employees under the 2004 Stock Plan at an exercise price of $50.91 per share. These options have an eight-year term and vest over four years. On March 2, 2013, the Company also issued 64,000 premium-priced NSOs to its President and Chief Executive Officer under the 2004 Stock Plan at an exercise price of $58.55 (which was equal to 115% of the closing price of the Company's common stock on the New York Stock Exchange on March 1, 2013). The premium-priced NSOs vest in three equal annual installments beginning on March 2, 2017, and expire on March 2, 2021. At June 29, 2013, there were 3,567,702 awards outstanding under the 2004 Stock Plan. No future grants of awards will be made under the 2004 Stock Plan.

On June 6, 2013, the Company granted 30,000 NSOs to non-employee directors under the 2013 Stock Plan at an exercise price of $67.69 per share. These options have an eight-year term and vest over one year.

During the six months ended June 29, 2013, there were 358,306 options exercised. To the extent available, the Company will issue its treasury shares for the exercise of stock options before issuing new shares. The aggregate intrinsic value of awards exercised was $15,481 and $41,195 during the six months ended June 29, 2013, and June 30, 2012, respectively. Based on the Company's closing stock price of $64.76 at June 29, 2013, the total number of in-the-money awards exercisable as of June 29, 2013, was 2,082,276.

Nonvested Stock and Stock Unit Awards. During the six months ended June 29, 2013, the Company issued 344,345 units of nonvested stock under the 2004 Stock Plan to employees at a weighted average fair value of $50.90 per unit. These nonvested stock units vest evenly over four years on the grant date anniversary based on the passage of time. On March 2, 2013, the Company also issued 55,400 units of performance-based restricted stock units under the 2004 Stock Plan to certain executives at a fair value of $50.91 per unit. These performance-based restricted stock units will begin vesting in four equal annual installments on March 2, 2014, if the performance criteria is achieved.

On June 6, 2013, the Company granted 370 units of nonvested stock to a non-employee director of WFB under the 2013 Stock Plan at a fair value of $67.69 per unit. These nonvested stock units vest over one year.

Employee Stock Purchase Plan. Effective June 5, 2013, the shareholders of the Company approved the Cabela's Incorporated 2013 Employee Stock Purchase Plan (the "2013 ESPP") which replaces the Cabela's Incorporated 2004 Employee Stock Purchase Plan for all awards granted on or after August 1, 2013. As of June 29, 2013, the maximum number of shares of common stock available for issuance under the 2013 ESPP was 2,000,000 shares and under the 2004 Plan was 630,517 shares. During the six months ended June 29, 2013, there were 33,065 shares issued under the 2004 Plan.

21

CABELA'S INCORPORATED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in Thousands Except Share and Per Share Amounts)

(Unaudited)

11. STOCKHOLDERS' EQUITY AND DIVIDEND RESTRICTIONS

Retained Earnings - The most significant restrictions on the payment of dividends are contained within the covenants under the Company's revolving credit and unsecured senior notes purchase agreements. Also, Nebraska banking laws govern the amount of dividends that WFB can pay to Cabela's. At June 29, 2013, the Company had unrestricted retained earnings of $180,529 available for dividends. However, the Company has never declared or paid any cash dividends on its common stock, and does not anticipate paying any cash dividends in the foreseeable future.

Accumulated Other Comprehensive Income - The components of accumulated other comprehensive income, net of related taxes, are as follows for the periods ended:

	June 29, 2013			December 29, 2012			June 30, 2012
Accumulated net unrealized holding gains on economic development bonds	$	4,464		$	6,823		$	5,559
Accumulated net unrealized holding loss on derivatives	—			(1		)	(39		)
Cumulative foreign currency translation adjustments	(2,790		)	(1,280		)	(1,198		)
Total accumulated other comprehensive income	$	1,674		$	5,542		$	4,322

Treasury Stock - The Company's Board of Directors authorized a share repurchase program on August 23, 2011, that provides for share repurchases on an ongoing basis to offset dilution resulting from equity awards under the Company's current or future equity compensation plans. On February 14, 2013, the Company announced its intent to repurchase up to 750,000 shares of its common stock in open market transactions through February 2014 pursuant to this share repurchase program. As of June 29, 2013, there were 163,740 shares repurchased with 586,260 shares remaining to be purchased.

The following table reconciles the share activity relating to the Company's treasury stock for the periods presented.

	Number of Treasury Shares
	Three Months Ended			Six Months Ended
	June 29, 2013		June 30, 2012	June 29, 2013		June 30, 2012
Balance, beginning of period	51,495		—	492,414		800,935
Purchase of treasury stock	91,540		800,000	163,740		800,000
Treasury shares issued on exercise of stock options and share-based payment awards	(129,298	)	—	(642,417	)	(800,935	)
Balance, end of period	13,737		800,000	13,737		800,000

22

CABELA'S INCORPORATED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in Thousands Except Share and Per Share Amounts)

(Unaudited)

12.     EARNINGS PER SHARE

The following table reconciles the number of shares utilized in the earnings per share calculations for the periods presented.

	Weighted Average Number of Shares
	Three Months Ended		Six Months Ended
	June 29, 2013	June 30, 2012	June 29, 2013	June 30, 2012
Common shares – basic	70,503,889	70,034,486	70,330,817	69,744,356
Effect of incremental dilutive securities:
Stock options, nonvested stock units, and employee stock purchase plans	1,183,887	1,507,616	1,276,516	2,251,562
Common shares – diluted	71,687,776	71,542,102	71,607,333	71,995,918
Stock options outstanding and nonvested stock units issued considered anti-dilutive excluded from calculation	7,582	64,000	3,791	196,758

13.     SUPPLEMENTAL CASH FLOW INFORMATION

The following table sets forth non-cash financing and investing activities and other cash flow information for the periods presented.

	Six Months Ended
	June 29, 2013		June 30, 2012
Non-cash financing and investing activities:
Accrued property and equipment additions (1)	$	31,808	$	20,004
Other cash flow information:
Interest paid (2)	$	33,255	$	39,090
Income taxes, net of refunds	$	18,326	$	45,494

(1) Accrued property and equipment additions are recognized in the condensed consolidated statements of cash flows in the period they are paid.

(2) Includes interest from the Financial Services segment totaling $29,397 and $26,945, respectively.

23

CABELA'S INCORPORATED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in Thousands Except Share and Per Share Amounts)

(Unaudited)

14.     SEGMENT REPORTING

The Company has three reportable segments: Retail, Direct, and Financial Services. The Retail segment sells products and services through the Company's retail stores. The Direct segment sells products through our e-commerce websites (Cabelas.com and Cabelas.ca) and direct mail catalogs. The Financial Services segment issues co-branded credit cards. For the Retail segment, operating costs consist primarily of labor, advertising, depreciation, and occupancy costs of retail stores. For the Direct segment, operating costs consist primarily of direct marketing costs (catalog and e-commerce advertising costs) and order processing costs. For the Financial Services segment, operating costs consist primarily of advertising and promotion, license fees, third party services for processing credit card transactions, salaries, and other general and administrative costs.

Revenues included in Corporate Overhead and Other are primarily made up of amounts received from outfitter services, real estate rental income, land sales, and fees earned through the Company's travel business and other complementary business services. Corporate Overhead and Other expenses include unallocated shared-service costs, operations of various ancillary subsidiaries such as real estate development and travel, and segment eliminations. Unallocated shared-service costs include receiving, distribution, and storage costs of inventory, merchandising, and quality assurance costs, as well as corporate headquarters occupancy costs.

Segment assets are those directly used in or clearly allocable to an operating segment’s operations. For the Retail segment, assets include inventory in the retail stores, land, buildings, fixtures, and leasehold improvements. For the Direct segment, assets primarily include deferred catalog costs and fixed assets. Goodwill totaling $3,340, $3,535, and $3,454, at June 29, 2013, December 29, 2012, and June 30, 2012, respectively, was included in the Retail segment. The change in the carrying value of goodwill between periods is due to foreign currency translation adjustments. Assets for the Financial Services segment include cash, credit card loans, restricted cash, receivables, fixtures, and other assets. Cash and cash equivalents of the Financial Services segment were $282,753, $91,365, and $302,191, at June 29, 2013, December 29, 2012, and June 30, 2012, respectively. Assets for the Corporate Overhead and Other segment include corporate headquarters and facilities, merchandise distribution inventory, shared technology infrastructure and related information technology systems, corporate cash and cash equivalents, economic development bonds, prepaid expenses, deferred income taxes, and other corporate long-lived assets. Depreciation, amortization, and property and equipment expenditures are recognized in each respective segment. Intercompany revenue between segments was eliminated in consolidation.

Under an Intercompany Agreement, the Financial Services segment pays to the Retail and Direct business segments a fixed license fee equal to 70 basis points on all originated charge volume of the Cabela's CLUB Visa credit card portfolio. In addition, among other items, the agreement requires the Financial Services segment to reimburse the Retail and Direct segments for certain operating and promotional costs.

24

CABELA'S INCORPORATED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in Thousands Except Share and Per Share Amounts)

(Unaudited)

Financial information by segment is presented in the following tables for the periods presented:

										Corporate Overhead and Other
							Financial Services
	Retail			Direct									Total
Three Months Ended June 29, 2013:
Merchandise sales	$	483,560		$	180,124		$	—		$	—		$	663,684
Non-merchandise revenue:
Financial Services	—			—			88,578			—			88,578
Other	363			—			—			4,180			4,543
Total revenue	$	483,923		$	180,124		$	88,578		$	4,180		$	756,805
Operating income (loss)	$	91,073		$	30,731		$	25,915		$	(80,784	)	$	66,935
As a percentage of revenue	18.8		%	17.1		%	29.3		%	N/A			8.8		%
Depreciation and amortization	$	13,474		$	1,873		$	384		$	7,073		$	22,804
Assets	1,171,269			154,345			3,947,273			770,333			6,043,220
Three Months Ended June 30, 2012:
Merchandise sales	$	384,209		$	158,453		$	—		$	—		$	542,662
Non-merchandise revenue:
Financial Services	—			—			79,267			—			79,267
Other	484			—			—			4,841			5,325
Total Revenue	$	384,693		$	158,453		$	79,267		$	4,841		$	627,254
Operating income (loss)	$	71,224		$	29,165		$	21,276		$	(63,837	)	$	57,828
As a percentage of revenue	18.5		%	18.4		%	26.8		%	N/A			9.2		%
Depreciation and amortization	$	11,567		$	1,831		$	317		$	5,686		$	19,401
Assets	963,717			148,688			3,427,594			667,698			5,207,697

25

CABELA'S INCORPORATED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in Thousands Except Share and Per Share Amounts)

(Unaudited)

										Corporate Overhead and Other
							Financial Services
	Retail			Direct									Total
Six Months Ended June 29, 2013:
Merchandise sales	$	970,115		$	405,282		$	—		$	—		$	1,375,397
Non-merchandise revenue:
Financial Services	—			—			174,350			—			174,350
Other	557			—			—			8,998			9,555
Total revenue	$	970,672		$	405,282		$	174,350		$	8,998		$	1,559,302
Operating income (loss)	$	175,751		$	75,628		$	50,016		$	(155,345	)	$	146,050
As a percentage of revenue	18.1		%	18.7		%	28.7		%	N/A			9.4		%
Depreciation and amortization	$	25,827		$	3,761		$	758		$	13,550		$	43,896
Assets	1,171,269			154,345			3,947,273			770,333			6,043,220
Six Months Ended June 30, 2012:
Merchandise sales	$	729,291		$	348,648		$	—		$	—		$	1,077,939
Non-merchandise revenue:
Financial Services	—			—			162,722			—			162,722
Other	733			—			—			9,364			10,097
Total Revenue	$	730,024		$	348,648		$	162,722		$	9,364		$	1,250,758
Operating income (loss)	$	115,451		$	63,339		$	50,278		$	(124,664	)	$	104,404
As a percentage of revenue	15.8		%	18.2		%	30.9		%	N/A			8.3		%
Depreciation and amortization	$	22,373		$	3,634		$	560		$	11,282		$	37,849
Assets	963,717			148,688			3,427,594			667,698			5,207,697

26

CABELA'S INCORPORATED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in Thousands Except Share and Per Share Amounts)

(Unaudited)

The components and amounts of total revenue for the Financial Services segment were as follows for the periods presented.

	Three Months Ended						Six Months Ended
	June 29, 2013			June 30, 2012			June 29, 2013			June 30, 2012
Interest and fee income	$	81,189		$	72,085		$	162,438		$	145,193
Interest expense	(15,937		)	(12,689		)	(29,788		)	(26,580		)
Provision for loan losses	(11,851		)	(12,198		)	(24,626		)	(18,844		)
Net interest income, net of provision for loan losses	53,401			47,198			108,024			99,769
Non-interest income:
Interchange income	85,697			74,939			163,327			143,366
Other non-interest income	1,400			3,981			2,683			8,020
Total non-interest income	87,097			78,920			166,010			151,386
Less: Customer rewards costs	(51,920		)	(46,851		)	(99,684		)	(88,433		)
Financial Services revenue	$	88,578		$	79,267		$	174,350		$	162,722

The following table sets forth the percentage of the Company's merchandise revenue contributed by major product categories for our Retail and Direct segments and in total for the three and six months ended June 29, 2013, and June 30, 2012.

Three Months Ended:	Retail				Direct				Total
Product Category:	June 29, 2013		June 30, 2012		June 29, 2013		June 30, 2012		June 29, 2013		June 30, 2012
Hunting Equipment	45.0	%	39.7	%	39.6	%	30.3	%	43.5	%	37.0	%
General Outdoors	37.2		42.0		38.9		45.5		37.7		43.0
Clothing and Footwear	17.8		18.3		21.5		24.2		18.8		20.0
Total	100.0	%	100.0	%	100.0	%	100.0	%	100.0	%	100.0	%

Six Months Ended:	Retail				Direct				Total
Product Category:	June 29, 2013		June 30, 2012		June 29, 2013		June 30, 2012		June 29, 2013		June 30, 2012
Hunting Equipment	52.7	%	45.3	%	44.0	%	32.9	%	50.1	%	41.3	%
General Outdoors	29.8		36.0		32.5		40.0		30.6		37.3
Clothing and Footwear	17.5		18.7		23.5		27.1		19.3		21.4
Total	100.0	%	100.0	%	100.0	%	100.0	%	100.0	%	100.0	%

27

CABELA'S INCORPORATED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in Thousands Except Share and Per Share Amounts)

(Unaudited)

15. FAIR VALUE MEASUREMENTS        

Fair value represents the estimated price to sell an asset or transfer a liability in an orderly transaction between market participants at the measurement date under current market conditions. In determining fair value of financial instruments, the Company uses various methods, including discounted cash flow projections based on available market interest rates and data, and management estimates of future cash payments. Judgment is required in interpreting certain market data to develop the estimates of fair value and, accordingly, any changes in assumptions or methods may affect the fair value estimates. Financial instrument assets and liabilities measured and reported at fair value are classified and disclosed in one of the following categories:

• Level 1 - Quoted market prices in active markets for identical assets or liabilities.

• Level 2 - Observable inputs other than quoted market prices.

• Level 3 - Unobservable inputs corroborated by little, if any, market data.

Level 3 is comprised of financial instruments whose fair value is estimated based on internally developed models or methodologies utilizing significant inputs that are primarily unobservable from objective sources. At June 29, 2013, the Company's financial instruments carried on our condensed consolidated balance sheets subject to fair value measurements consisted of economic development bonds and were classified as Level 3 for valuation purposes. For the three and six months ended June 29, 2013, and June 30, 2012, there were no transfers in or out of Levels 1, 2, or 3.

The table below presents changes in fair value of the economic development bonds measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the periods presented:

	Three Months Ended						Six Months Ended
	June 29, 2013			June 30, 2012			June 29, 2013			June 30, 2012
Balance, beginning of period	$	84,463		$	88,715		$	85,041		$	86,563
Total gains or losses:
Included in earnings - realized	—			—			—			—
Included in accumulated other comprehensive income - unrealized	(4,464		)	1,213			(3,377		)	3,870
Valuation adjustments	—			—			—			—
Purchases, issuances, and settlements:
Purchases	—			—			—			—
Issuances	—			—			—			—
Settlements	(956		)	(1,593		)	(2,621		)	(2,098		)
Balance, end of period	$	79,043		$	88,335		$	79,043		$	88,335

Fair values of the Company's economic development bonds were estimated using discounted cash flow projection estimates. These estimates are based on available market interest rates and the estimated amounts and timing of expected future payments to be received from municipalities under tax development zones, which the Company considers to be unobservable inputs (Level 3). These fair values do not reflect any premium or discount that could result from offering these bonds for sale or through early redemption, or any related income tax impact. Declines in the fair value of available-for-sale economic development bonds below cost that are deemed to be other than temporary are reflected in earnings. At June 29, 2013, and June 30, 2012, none of the bonds with a fair value below carrying value were deemed to have other than a temporary impairment.     

28

CABELA'S INCORPORATED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in Thousands Except Share and Per Share Amounts)

(Unaudited)

On a quarterly basis, we perform various procedures to analyze the amounts and timing of projected cash flows to be received from our economic development bonds. We revalue each economic development bond using discounted cash flow models based on available market interest rates (Level 2 inputs) and management estimates, including the estimated amounts and timing of expected future tax payments (Level 3 inputs) to be received by the municipalities under tax increment financing districts. Projected cash flows are derived from sales and property taxes. Based on our analysis, in those instances where the expected cash flows are insufficient to recover the current carrying value of the bond, we adjust the carrying value of the individual bonds to their revised estimated fair value. The governmental entity from which the Company purchases the bonds is not liable for repayment of principal and interest on the bonds to the extent that the associated taxes are insufficient to fund principal and interest amounts under the bonds. Should sufficient tax revenue not be generated by the subject properties, the Company may not receive all anticipated payments and thus will be unable to realize the full carrying values of the economic development bonds, which result in a corresponding decrease to deferred grant income.

Long-lived assets other than goodwill and other intangible assets, which generally are tested separately for impairment on an annual basis, are evaluated for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. The calculation for an impairment loss compares the carrying value of the asset to that asset's estimated fair value, which may be based on estimated future discounted cash flows or unobservable market prices. We recognize an impairment loss if the asset's carrying value exceeds its estimated fair value. Frequently our impairment loss calculations contain multiple uncertainties because they require management to make assumptions and to apply judgment to estimate future cash flows and asset fair values, including forecasting cash flows under different scenarios. We have consistently applied our accounting methodologies that we use to assess impairment loss. However, if actual results are not consistent with our estimates and assumptions used in estimating future cash flows and asset fair values, we may be exposed to losses that could be material.

The Company evaluates the recoverability of property and equipment, land held for sale, goodwill and intangibles whenever indicators of impairment exist using significant unobservable inputs. This evaluation included existing store locations and future retail store sites. The Company recognized an impairment loss of $937 during the three and six months ended June 29, 2013, related to the closure of its former Winnipeg retail store in conjunction with the opening of a new next-generation store in Winnipeg in May 2013. The impairment loss of $937 included leasehold improvements write-offs as well as lease cancellation and restoration costs.

The carrying amounts of cash and cash equivalents, accounts receivable, restricted cash, accounts payable, gift instruments (including credit card and loyalty rewards programs), accrued expenses, and income taxes receivable and payable included in the condensed consolidated balance sheets approximate fair value given the short-term nature of these financial instruments. The secured variable funding obligations of the Trust, which include variable rates of interest that adjust daily, can fluctuate daily based on the short-term operational needs of the Financial Services segment with advances and pay downs at par value. Therefore, the carrying value of the secured variable funding obligations of the Trust approximates fair value. The estimated fair value for held to maturity securities are based on prices obtained from independent brokers which are estimated using pricing models that incorporate market data.

29

CABELA'S INCORPORATED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in Thousands Except Share and Per Share Amounts)

(Unaudited)

The table below presents the estimated fair values of the Company's financial instruments that are not carried at fair value on our condensed consolidated balance sheets at the periods indicated. The fair values of all financial instruments listed below were estimated based on internally developed models or methodologies utilizing observable inputs (Level 2).

	June 29, 2013				December 29, 2012				June 30, 2012
	Carrying Value		Estimated Fair Value		Carrying Value		Estimated Fair Value		Carrying Value		Estimated Fair Value
Financial Assets:
Credit card loans, net	$	3,442,685	$	3,442,685	$	3,497,472	$	3,497,472	$	2,994,459	$	2,994,459
Held-to-maturity investment securities	135,000		134,980		—		—		—		—
Financial Liabilities:
Time deposits	1,189,510		1,206,981		1,048,018		1,086,411		1,058,044		1,097,690
Secured long-term obligations of the Trust	2,154,750		2,046,847		1,827,500		1,807,083		1,827,500		1,783,643
Long-term debt	383,264		415,916		336,535		373,120		340,119		339,736

Credit Card Loans. Credit card loans are originated with variable rates of interest that adjust with changing market interest rates so the carrying value of the credit card loans, including the carrying value of deferred credit card origination costs, less the allowance for loan losses, approximates fair value. This valuation does not include the value that relates to estimated cash flows generated from new loans over the life of the cardholder relationship. Accordingly, the aggregate fair value of the credit card loans does not represent the underlying value of the established cardholder relationship.

Time Deposits. Time deposits are pooled in homogeneous groups, and the future cash flows of those groups are discounted using current market rates offered for similar products for purposes of estimating fair value. For all periods presented, we have consistently applied our discounting methodologies to estimated future cash flows in determining estimated fair value for time deposits.

Secured Long-Term Obligations of the Trust. The estimated fair value of secured long-term obligations of the Trust is based on future cash flows associated with each type of debt discounted using current borrowing rates for similar types of debt of comparable maturity. For all periods presented, we have consistently applied our discounting methodologies to estimated future cash flows in determining estimated fair value for secured long-term obligations of the Trust.

Long-Term Debt. The estimated fair value of long-term debt is based on future cash flows associated with each type of debt discounted using current borrowing rates for similar types of debt of comparable maturity. For all periods presented, we have consistently applied our discounting methodologies to estimated future cash flows in determining estimated fair value for long-term debt.

16.    ACCOUNTING PRONOUNCEMENTS

Effective February 5, 2013, the Financial Accounting Standards Board issued ASU No. 2013-02, Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income, which adds additional disclosure requirements relating to the reclassification of items out of accumulated other comprehensive income.  This ASU was effective for the first quarter of 2013 for the Company. During the three and six months ended June 29, 2013, the Company did not have any reclassification of items out of accumulated other comprehensive income.

30

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

This report contains “forward-looking statements” that are based on our beliefs, assumptions, and expectations of future events, taking into account the information currently available to us.  All statements other than statements of current or historical fact contained in this report are forward-looking statements within the meaning of the Private Securities Litigation Reform Act.  The words “believe,” “may,” “should,” “anticipate,” “estimate,” “expect,” “intend,” “objective,” “seek,” “plan,” and similar statements are intended to identify forward-looking statements.  Forward-looking statements involve risks and uncertainties that may cause our actual results, performance, or financial condition to differ materially from the expectations of future results, performance, or financial condition we express or imply in any forward-looking statements.  These risks and uncertainties include, but are not limited to:

• the state of the economy and the level of discretionary consumer spending, including changes in consumer preferences and demographic trends;

• adverse changes in the capital and credit markets or the availability of capital and credit;

• our ability to successfully execute our omni-channel strategy;

• increasing competition in the outdoor sporting goods industry and for credit card products and reward programs;

• the cost of our products, including increases in fuel prices;

• the availability of our products due to political or financial instability in countries where the goods we sell are manufactured;

• supply and delivery shortages or interruptions, and other interruptions or disruptions to our systems, processes, or controls, caused by system changes or other factors;

• increased or adverse government regulations, including regulations relating to firearms and ammunition;

• our ability to protect our brand, intellectual property, and reputation;

• the outcome of litigation, administrative, and/or regulatory matters (including a Commissioner's charge we received from the Chair of the U. S. Equal Employment Opportunity Commission ("EEOC") in January 2011);

• our ability to manage credit, liquidity, interest rate, operational, legal, regulatory capital, and compliance risks;

• our ability to increase credit card receivables while managing credit quality;

• our ability to securitize our credit card receivables at acceptable rates or access the deposits market at acceptable rates;

• the impact of legislation, regulation, and supervisory regulatory actions in the financial services industry, including the Dodd-Frank Wall Street Reform and Consumer Protection Act (the "Reform Act"); and

• other risks, relevant factors, and uncertainties identified in our filings with the Securities and Exchange Commission ("SEC") (including the information set forth in the "Risk Factors" section of our Annual Report on Form 10-K for the fiscal year ended December 29, 2012), which filings are available at the SEC's website at www.sec.gov.

Given the risks and uncertainties surrounding forward-looking statements, you should not place undue reliance on these statements.  Our forward-looking statements speak only as of the date of this report.  Other than as required by law, we undertake no obligation to update or revise forward-looking statements, whether as a result of new information, future events, or otherwise.

The following discussion and analysis of financial condition, results of operations, liquidity, and capital resources should be read in conjunction with our audited consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the fiscal year ended December 29, 2012, as filed with the SEC, and our unaudited interim condensed consolidated financial statements and the notes thereto appearing elsewhere in this report.

Critical Accounting Policies and Use of Estimates

Our critical accounting policies and use of estimates utilized in the preparation of the condensed consolidated financial statements as of June 29, 2013, remain unchanged from December 29, 2012.

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Cabela's®

We are a leading specialty retailer, and the world's largest direct marketer, of hunting, fishing, camping, and related outdoor merchandise.  We provide a quality service to our customers who enjoy an outdoor lifestyle by supplying outdoor products through our multi-channel retail business consisting of our Retail and Direct segments. Our Retail business segment currently consists of 45 stores, including an Outpost store that we opened in Saginaw, Michigan, on February 14, 2013, our second Outpost store, and the four next-generation stores that we opened to date in 2013:

•Columbus, Ohio, on March 7, 2013;

•Grandville, Michigan, on March 21, 2013;

•Louisville, Kentucky, on April 11, 2013; and

•Green Bay, Wisconsin, on July 25, 2013.

We have 42 stores located in the United States and three in Canadawith total retail square footage now at 5.5 million square feet, an increase of 7.6% compared to the end of 2012.

Our Direct business segment is comprised of our highly acclaimed Internet website and supplemented by our catalog distributions as a selling and marketing tool. World's Foremost Bank ("WFB," "Financial Services segment," or "Cabela's CLUB") also plays an integral role in supporting our merchandising business.  The Financial Services segment, comprised of our credit card services, reinforces our strong brand and strengthens our customer loyalty through our credit card loyalty programs.

Executive Overview

	Three Months Ended
	June 29, 2013		June 30, 2012		Increase (Decrease)			% Change
	(Dollars in Thousands Except Earnings Per Diluted Share)
Revenue:
Retail	$	483,923	$	384,693	$	99,230		25.8	%
Direct	180,124		158,453		21,671			13.7
Total	664,047		543,146		120,901			22.3
Financial Services	88,578		79,267		9,311			11.7
Other revenue	4,180		4,841		(661		)	(13.7	)
Total revenue	$	756,805	$	627,254	$	129,551		20.7
Operating income	$	66,935	$	57,828	$	9,107		15.7
Net income	$	44,545	$	33,870	$	10,675		31.5
Earnings per diluted share	$	0.62	$	0.47	$	0.15		31.9

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	Six Months Ended
	June 29, 2013		June 30, 2012		Increase (Decrease)			% Change
	(Dollars in Thousands Except Earnings Per Diluted Share)
Revenue:
Retail	$	970,672	$	730,024	$	240,648		33.0	%
Direct	405,282		348,648		56,634			16.2
Total	1,375,954		1,078,672		297,282			27.6
Financial Services	174,350		162,722		11,628			7.1
Other revenue	8,998		9,364		(366		)	(3.9	)
Total revenue	$	1,559,302	$	1,250,758	$	308,544		24.7
Operating income	$	146,050	$	104,404	$	41,646		39.9
Net income	$	94,392	$	62,696	$	31,696		50.6
Earnings per diluted share	$	1.32	$	0.87	$	0.45		51.7

Revenues in the three months ended June 29, 2013, totaled $757 million, an increase of $130 million, or 20.7%, over the three months ended June 30, 2012.  Total merchandise sales increased $121 million, or 22.3%, comparing the three month periods due to increases of $57 million in revenue from new retail stores and $37 million, or 10.5%, in comparable store sales, led by an increase in the hunting equipment product category. These increases were complemented by an increase of $22 million in Direct revenue, primarily due to increases in the hunting equipment product category.

Revenues in the six months ended June 29, 2013, totaled $1.6 billion, an increase of $309 million, or 24.7%, over the six months ended June 30, 2012.  Total merchandise sales increased $297 million, or 27.6%, comparing the six month periods due to increases of $119 million in revenue from new retail stores and $116 million, or 17.1%, in comparable store sales, led by an increase in the hunting equipment product category. These increases were complemented by an increase of $57 million in Direct revenue, primarily due to increases in the hunting equipment product category.

Financial Services revenue increased $9 million, or 11.7%, in the three months ended June 29, 2013, compared to the three months ended June 30, 2012, and $12 million, or 7.1%, in the six months ended June 29, 2013, compared to the six months ended June 30, 2012. These increases in revenue were primarily due to increases in interest income and interchange income, partially offset by higher customer reward costs due to growth in the number of active accounts and average balance per account. Interchange income in the three months ended June 29, 2013, was increased by $1 million pursuant to an adjustment to our estimated liability for the proposed Visa settlement due to a group of plaintiffs opting out of such proposed settlement in May 2013.

Operating income increased $9 million, or 15.7%, in the three months ended June 29, 2013, compared to the three months ended June 30, 2012, while operating income as a percentage of revenue decreased 40 basis points over the same period. The increase in total operating income was primarily due to increases in revenue from all three business segments as well as an increase in our merchandise gross profit. This improvement was partially offset by higher consolidated operating expenses which helped to drive down our operating income as a percentage of revenue. Selling, distribution, and administrative expenses increased primarily due to increases in comparable and new store costs and related support areas.

Operating income increased $42 million, or 39.9%, in the six months ended June 29, 2013, compared to the six months ended June 30, 2012, and operating income as a percentage of revenue increased 110 basis points over the same period. The increases in total operating income and total operating income as a percentage of total revenue were primarily due to increases in revenue from all three business segments as well as an increase in our merchandise gross profit. These improvements were partially offset by higher consolidated operating expenses. Selling, distribution, and administrative expenses increased primarily due to increases in comparable and new store costs and related support areas. However, expressed as a percentage of total revenue, selling, distribution, and administrative expenses decreased 180 basis points to 34.6% in the six months ended June 29, 2013, compared to the six months ended June 30, 2012.

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Our vision is to be the best omni-channel retail company in the world by creating intense customer loyalty for our outdoor brand. This loyalty will be created through two pillars of excellence: highly engaged outfitters and shareholders who support our short and long term goals. We will focus on these areas to achieve our new vision:

• Intensify Customer Loyalty. We will deepen our customer relationships, aggressively serve current and developing market segments, and increase our innovation in Cabela's products and services.

• Grow Profitably and Sustainably. Through sustaining and adapting our culture, we will continuously seek ways to improve profitability and increase revenue in all business segments.

• Enhance Technology Capability. We will implement a strategic technology road map, streamline our systems, and accelerate customer-facing technologies.

• Simplify Our Business. As we focus on our priorities, we will align our goals to foster collaboration and streamline cross-functional processes.

• Improve Marketing Effectiveness. We will optimize all marketing channels and expand our digital and e-commerce capabilities while continuing to strengthen the Cabela's brand.

Improvements in these areas have led to an increase in our return on invested capital, an important measure of how effectively we have deployed capital in our operations in generating cash flows. Increases in our return on invested capital, on an after-tax basis, indicate improvements in our use of capital, thereby creating value in our Company.

We offer our customers integrated opportunities to access and use our retail store, Internet, and catalog channels. Our in-store pick-up program allows customers to order products through our catalogs, Internet site, and store kiosks and have them delivered to the retail store of their choice without incurring shipping costs, thereby helping to increase foot traffic in our stores. Conversely, our expanding retail stores introduce customers to our Internet and catalog channels. We are capitalizing on our omni-channel model by building on the strengths of each channel, primarily through improvements in our merchandise planning system. This system, along with our replenishment system, allows us to identify the correct product mix in each of our retail stores, maintain the proper inventory levels to satisfy customer demand in both our Retail and Direct business channels, and improve our distribution efficiencies.

We continue to work with vendors to negotiate the best prices on products and to manage inventory levels, as well as to ensure vendors deliver all products and services as expected. Our efforts continue in detailed pre-season planning, in-season monitoring of sales, and management of inventory to focus product assortments on our core customer base. As a result, our merchandise gross margin as a percentage of merchandise revenue increased 30 basis points to 37.7% in the three months ended June 29, 2013, compared to 37.4% in the three months ended June 30, 2012, and 70 basis points to 36.6% in the six months ended June 29, 2013, compared to 35.9% in the six months ended June 30, 2012. These increases were primarily attributable to improved in-season and pre-season merchandise inventory planning, improvements in vendor collaboration, an ongoing focus on private label products, and improvements in price optimization to ensure we are pricing correctly in the marketplace. The increases in our merchandise gross profit as a percentage of merchandise sales were partially offset by an adverse product mix shift due to increased sales of firearms and ammunition, which carry a lower margin.

We have improved our retail store merchandising processes, information technology systems, and distribution and logistics capabilities.  We have also improved our visual merchandising within the stores and coordinated merchandise at our stores by adding more regional product assortments.  To enhance customer service at our retail stores, we have increased our staff of outfitters and have continued our management training and mentoring programs for our retail store managers.

Comparing Retail segment results for the three and six months ended June 29, 2013, to the three and six months ended June 30, 2012:

• operating income increased $20 million, or 27.9%, and $60 million, or 52.2%;

• operating income as a percentage of Retail segment revenue increased 30 basis points to 18.8%, and 230 basis points to 18.1%; and

• comparable store sales increased 10.5% and 17.1%, respectively.

Our Retail business segment currently consists of 45 stores, including the four next-generation stores that we opened in 2013 and an Outpost store that we opened in Saginaw, Michigan, in February 2013. We now have 42 stores located in the United States and three in Canadawith total retail square footage at 5.5 million square feet, an increase of 7.6% from the end of 2012. The new store formats are more productive and generate higher returns which will help to increase our return on invested capital.

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For the remainder of 2013, we plan to open three additional next-generation stores located in Thornton, Colorado; Lone Tree, Colorado; and Regina, Saskatchewan, Canada; and two Outpost stores in Waco, Texas; and Kalispell, Montana.

We have announced plans to open additional retail stores in 2014 as follows:

• 10 next-generation stores located in Christiana, Delaware; Greenville, South Carolina; Anchorage, Alaska; Woodbury, Minnesota; Bristol, Virginia; Tualatin, Oregon; Edmonton, Alberta, Canada; Cheektowaga, New York; Acworth, Georgia; and Barrie, Ontario, Canada; and

• three Outpost stores located in Lubbock, Texas; Missoula, Montana; and Augusta, Georgia.

We have also announced plans to open a next-generation store located in Berlin, Massachusetts in 2015.

We recognized an impairment loss totaling $1 million in the three months ended June 29, 2013, related to the closure of our former 44,000 square foot Winnipeg, Manitoba, retail store and the opening of a new 70,000 square foot next-generation store in Winnipeg in May 2013. Looking to the end of 2013, we expect to increase retail square footage up to 13% over 2012, as well as generate an increased profit per square foot compared to the legacy store base, with the planned openings of these next-generation and Outpost stores.

We are focusing on improving our customers' digital shopping experiences on Cabelas.com and via mobile devices. Our marketing focus continues to be on developing a seamless omni-channel experience for our customers regardless of their transaction channel. Our digital transformation continues with efforts around enhancing our Internet website to support the Direct business. The amount of traffic coming through mobile devices is growing significantly.  As a result, we continue to utilize best-in-class technology to improve our customers' digital shopping experiences and build on the advances we have made to capitalize on the variety of ways customers are shopping at Cabela's today.  We have seen early successes in our social marketing initiatives and now have over 2.5 million fans on Facebook.  Our omni-channel marketing efforts are resulting in increases in new customers, as well as customer engagement across multiple channels with a consistent experience across all channels. Our goal is to create a digital presence that mirrors our customers' in-store shopping experience.

In 2012 and continuing in the first half of 2013, we realized improvements in Internet traffic, growth in multi-channel customers, and very early progress in our print-to-digital transformation. We have developed a multi-year approach to reverse the downward trend in our Direct segment and transform our legacy catalog business into an omni-channel enterprise supporting transformation to digital, e-commerce, and mobile while optimizing the customer experience with our growing retail footprint. We are in the very early stages of this effort. Near term efforts have been focusing on our print-to-digital transformation and testing targeted shipping offers. Also in January 2013, we opened an office in Westminster, Colorado, to attract high-quality talent to improve our website, social media, and mobile applications.

Comparing Direct segment results for the three and six months ended June 29, 2013, to the three and six months ended June 30, 2012:

• revenue increased $22 million, or 13.7%, and $57 million, or 16.2%;

• operating income increased $2 million, or 5.4%, and $12 million, or 19.4%; and

• operating income as a percentage of Direct segment revenue decreased 130 basis points to 17.1% comparing quarter over quarter but increased 50 basis points to 18.7% comparing the six months ended June 29, 2013, to the six months ended June 30, 2012.

Operating income as a percentage of Direct segment revenue decreased 130 basis points to 17.1% in the three months ended June 29, 2013, compared to the three months ended June 30, 2012, primarily due to an increase in advertising and direct marketing costs attributable to increases in our national brand advertising and expanded use of digital marketing channels.

Cabela's CLUB continues to manage credit card delinquencies and charge-offs below industry average by adhering to our conservative underwriting criteria and active account management. Comparing Cabela's CLUB results for the six months ended June 29, 2013, to June 30, 2012:

• net charge-offs as a percentage of average credit card loans decreased to 1.87%, down six basis points;

• the average balance of our credit card loans increased to $3.4 billion, or 12.8%; and

• our number of average active accounts increased 10.4% to 1.6 million, and the average balance per active account increased 2.1%.

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During the six months ended June 29, 2013, the Financial Services segment issued $377 million in certificates of deposit, early renewed its $300 million variable funding facility, extending the commitment for an additional two years, and completed a $385 million term securitization.

Current Business Environment

Worldwide Credit Markets and Macroeconomic Environment - We believe that improvements in the United States economy led to a lower level of delinquencies and a decrease in charge-off rates comparing the six months ended June 29, 2013, to the six months ended June 30, 2012. We expect our charge-off rates and delinquency levels to remain below industry averages. The Financial Services segment continues to monitor developments in the securitization and certificates of deposit markets to ensure adequate access to liquidity.

Developments in Legislation and Regulation - In late 2012 and into 2013, there has been significant discussion regarding enacted gun control legislation and potential gun control legislation, primarily aimed at modern sporting rifles, certain semiautomatic pistols, and high capacity magazines. For example, the States of Colorado, Connecticut, Maryland, and New York have recently enacted legislation that prohibits the sale of certain high capacity magazines and, in some cases, the sale of certain firearms. In January 2013, legislation was introduced in the United States Senate that would, if enacted, prohibit the sale of certain modern sporting rifles, certain semiautomatic pistols, and magazines that hold more than 10 rounds. We do not expect the recently enacted state legislation to have a significant impact on our business. Any new federal legislation that prohibits the sale of certain modern sporting rifles, semiautomatic pistols, or ammunition could negatively impact our hunting equipment sales. Our mix of modern sporting rifles, semiautomatic pistols, and ammunition most likely to be impacted by any legislative changes is a small percentage of our total hunting equipment sales. We expect demand for firearms, ammunition, and accessories to remain strong as gun control continues to be a legislative focus.

On July 9, 2013, the Federal Deposit Insurance Corporation ("FDIC") adopted an interim final rule which revises its risk-based and leverage capital requirements for FDIC-supervised institutions. This interim final rule is substantially identical to a joint final rule issued by the Office of the Comptroller of the Currency and the Board of Governors of the Federal Reserve System on July 2, 2013. The interim final rules and the joint final rules implement the regulatory capital reforms recommended by the Basel Committee on Banking Supervision in December 2010, commonly referred to as “Basel III,” and capital reforms required by the Reform Act. Among other things, the interim final rules and the joint final rules revise the agencies' prompt corrective action framework by introducing a common equity tier 1 capital requirement and a higher minimum tier 1 capital requirement. In addition, the interim final rules and the joint final rules include a supplementary leverage ratio for depository institutions subject to the advanced approaches capital rules. The phase-in period for the interim final rule will begin for WFB in January 2015. WFB is continuing to assess how the interim final rules and the joint final rules will impact WFB and its ability to comply with the new common equity tier 1 capital requirement and higher minimum tier 1 capital requirement.

The Dodd-Frank Wall Street Reform and Consumer Protection Act (the "Reform Act") was signed into law in July 2010 and has made extensive changes to the laws regulating financial services firms and credit rating agencies and requires significant rule-making. In addition, the Reform Act along with the Credit Card Accountability Responsibility and Disclosure Act of 2009 (the "CARD Act") mandated multiple studies which could result in additional legislative or regulatory action.

The Reform Act imposes a moratorium on the approval of applications for FDIC insurance for an industrial bank, credit card bank, or trust bank that is owned by a commercial firm, as defined. Furthermore, the FDIC must, under most circumstances, disapprove any change in control that would result in direct or indirect control by a commercial firm of a credit card bank, such as WFB. The Reform Act does not, however, eliminate the exception from the definition of “bank” under the Bank Holding Company Act of 1956, as amended (the “BHCA”) for credit card banks, such as WFB. If the credit card bank exception were eliminated or modified, we may be required to divest our ownership of WFB unless we were willing and able to become a bank holding company under the BHCA. Any such required divestiture may materially adversely affect our business and results of operations.

The Reform Act established the new independent Consumer Financial Protection Bureau (the “Bureau”) which has broad rulemaking, supervisory, and enforcement authority over consumer products, including credit cards. The Bureau has extensive rulemaking authority and enforcement authority, and WFB is subject to the Bureau's regulation. While the Bureau will not examine WFB, it will receive information from the FDIC, WFB's primary federal regulator. The Bureau is specifically authorized to issue rules identifying as unlawful acts or practices it defines as “unfair, deceptive or abusive acts” in connection with any transaction with a consumer or in connection with a consumer financial product or service. It is uncertain what rules will be adopted by the Bureau, how such rules will be enforced, and whether or not such rules will require WFB to modify existing practices or procedures.

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In 2012, the Bureau, acting in conjunction with the FDIC and other agencies, announced its first high-profile enforcement actions against credit card issuers for deceptive marketing and other illegal practices related to the advertising of ancillary products, collection practices, and other matters.  By these public enforcement actions, the Bureau and the FDIC have signaled a heightened scrutiny of credit card issuers.  We anticipate increased activity by regulators in pursuing consumer protection claims going forward.

The Reform Act will also affect a number of significant changes relating to asset-backed securities, including additional oversight and regulation of credit rating agencies and additional reporting and disclosure requirements. The changes resulting from the Reform Act or any rules or regulations adopted by the Bureau may impact our profitability, require changes to certain of the Financial Services segment's business practices, impose upon the Financial Services segment more stringent capital, liquidity, and leverage ratio requirements, increase FDIC deposit insurance premiums, or otherwise adversely affect the Financial Services segment's business. These changes may also require the Financial Services segment to invest significant management attention and resources to evaluate and make necessary changes.

The Jumpstart Our Business Startups Act (the “JOBS Act”) was signed into law on April 5, 2012, and will implement extensive changes to the laws regulating private offerings of securities, including Rule 144A private offerings such as the private offerings of asset-backed securities of the Cabela's Master Credit Card Trust and related entities (collectively referred to as the “Trust”) that WFB sponsors. On July 10, 2013, the SEC adopted final amendments to Rule 144A which provide that securities may be offered pursuant to Rule 144A by means of general solicitation or general advertising, including to persons other than qualified institutional buyers, so long as the issuer reasonably believes that each ultimate purchaser is a qualified institutional buyer. In the adopting release, the SEC also stated that, consistent with the historical treatment of concurrent Regulation S and Rule 144A offerings, concurrent offerings under Regulation S would not be integrated with domestic offerings conducted under Rule 144A by means of general solicitation or advertising. The impact that the JOBS Act and the recent amendments to Rule 144A will have on the securitization market and the Financial Services segment is unclear at this time.

On October 11, 2011, the Federal Reserve, the Office of the Comptroller of Currency, the FDIC, and the SEC issued proposed regulations implementing certain provisions under the Reform Act limiting proprietary trading and sponsorship or investment in hedge funds and private equity funds (the "Volcker Rule"). The proposed regulations are complex and have been the subject of extensive comment. As proposed, these regulations may apply to us and could limit our ability to engage in the types of transactions covered by the Volcker Rule and may impose potentially burdensome compliance, monitoring, and reporting obligations. There remains considerable uncertainty regarding whether the final regulations implementing the Volcker Rule will differ from the proposed regulations and the effect of any final regulations on our Retail and Direct businesses and the business of the Financial Services segment and its ability and willingness to sponsor securitization transactions in the future.

On September 19, 2011, the SEC proposed a new rule under the Securities Act of 1933, as amended, to implement certain provisions of the Reform Act. Under the proposed rule, an underwriter, placement agent, initial purchaser, or sponsor of an asset-backed security, or any affiliate of any such person, shall not at any time within one year after the first closing of the sale of the asset-backed security engage in any transaction that would involve or result in any material conflict of interest with respect to any investor in a transaction arising out of such activity. The proposed rule would exempt certain risk mitigating hedging activities, liquidity commitments, and bona fide market-making activity. It is not clear how the final rule will differ from the proposed rule, if at all. The final rule's impact on the securitization market and the Financial Services segment is also unclear at this time.    

The Trust is structured to qualify for the exemption from the Investment Company Act of 1940, as amended (the “Investment Company Act”) provided by Investment Company Act Rule 3a-7. On August 31, 2011, the SEC issued an advance notice of proposed rulemaking regarding possible amendments to Investment Company Act Rule 3a-7. At this time, it is uncertain what form the related proposed and final rules will take, whether the Trust would continue to be eligible to rely on the exemption provided by Investment Company Act Rule 3a-7, and whether the Trust would qualify for any other Investment Company Act exemption.

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On July 26, 2011, the SEC re-proposed certain rules for asset-backed securities offerings (“SEC Regulation AB II”) which were originally proposed by the SEC on April 7, 2010. If adopted, SEC Regulation AB II would substantially change the disclosure, reporting, and offering process for private offerings of asset-backed securities that rely on the Rule 144A safe harbor, including the Trust's private offerings of asset-backed securities. As currently proposed, SEC Regulation AB II would, among other things, alter the safe harbor standards for private placements of asset-backed securities imposing informational requirements similar to those applicable to registered public offerings. The final form that SEC Regulation AB II may take is uncertain at this time, but it may impact the Financial Services segment's ability and/or desire to sponsor securitization transactions in the future.

On March 29, 2011, pursuant to the provisions of the Reform Act, the SEC, the Federal Reserve, the FDIC, and certain other federal agencies issued proposed regulations requiring securitization sponsors to retain an economic interest in assets that they securitize. Subject to certain exceptions, the proposed regulations would generally require the sponsor of a securitization transaction to retain at least 5% of the credit risk of the securitized assets and would provide securitization sponsors with a number of options for satisfying this requirement. Each of these options would require the sponsor to provide certain disclosures to investors a reasonable time prior to sale and upon request to the SEC and the sponsor's applicable federal banking regulator. In addition, the sponsor would be subject to certain prohibitions on hedging, transferring, or financing the retained credit risk. If adopted, the proposed regulations will likely affect most types of private securitization transactions, including those sponsored by the Financial Services segment. It is not clear how the final regulations will differ from the proposed regulations, if at all, or the impact of the final regulations on the Financial Services segment and its ability and willingness to continue to rely on the securitization market for funding.

Proposed Settlement of Visa Litigation - In June 2005, a number of entities, each purporting to represent a class of retail merchants, sued Visa and several member banks, and other credit card associations, alleging, among other things, that Visa and its member banks have violated United States antitrust laws by conspiring to fix the level of interchange fees. On July 13, 2012, the parties to this litigation announced that they had entered into a memorandum of understanding, which subject to certain conditions, including court approval, obligates the parties to enter into a settlement agreement to resolve the claims brought by the class members. On November 9, 2012, the settlement received preliminary court approval. The court has scheduled a September 12, 2013, hearing for final approval of the settlement. The settlement agreement requires, among other things, (i) the distribution to class merchants of an amount equal to 10 basis points of default interchange across all credit rate categories for a period of eight consecutive months, which otherwise would have been paid to issuers like WFB, (ii) Visa to change its rules to allow merchants to charge a surcharge on credit card transactions subject to a cap, and (iii) Visa to meet with merchant buying groups that seek to negotiate interchange rates collectively. To date, WFB has not been named as a defendant in any credit card industry lawsuits. Management believed that the 10 basis point reduction of default interchange across all credit rate categories for a period of eight consecutive months would result in a reduction of interchange income of approximately $12.5 million in the Financial Services segment. Therefore, a liability of $12.5 million was recorded in the fourth quarter of fiscal 2012 to accrue for such proposed settlement. However, in May 2013, a group of plaintiffs opted out of the proposed settlement to pursue their own legal action. In light of this group of plaintiffs opting out of the proposed settlement, management re-evaluated the impact of the 10 basis point reduction of default interchange across all credit rate categories for a period of eight consecutive months and determined that the estimated liability for the proposed settlement should be reduced by $1.2 million in the second quarter ended June 29, 2013, resulting in a liability of $11.3 million outstanding as of June 29, 2013.

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Operations Review

 The three months ended June 29, 2013, and June 30, 2012, each consisted of 13 weeks, and the six months ended June 29, 2013, and June 30, 2012, each consisted of 26 weeks. Our operating results expressed as a percentage of revenue were as follows for the periods presented.

	Three Months Ended				Six Months Ended
	June 29, 2013		June 30, 2012		June 29, 2013		June 30, 2012
Revenue	100.00	%	100.00	%	100.00	%	100.00	%
Cost of revenue	54.63		54.26		55.93		55.26
Gross profit (exclusive of depreciation and amortization)	45.37		45.74		44.07		44.74
Selling, distribution, and administrative expenses	36.40		36.52		34.64		36.40
Impairment and restructuring charges	0.12		—		0.06		—
Operating income	8.85		9.22		9.37		8.34
Other income (expense):
Interest expense, net	(0.52	)	(1.03	)	(0.59	)	(0.87	)
Other income, net	0.15		0.23		0.17		0.23
Total other income (expense), net	(0.37	)	(0.80	)	(0.42	)	(0.64	)
Income before provision for income taxes	8.48		8.42		8.95		7.70
Provision for income taxes	2.59		3.02		2.89		2.69
Net income	5.89	%	5.40	%	6.06	%	5.01	%

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Results of Operations - Three Months Ended June 29, 2013, Compared to June 30, 2012

Revenues

Retail revenue includes sales realized and customer services performed at our retail stores, sales from orders placed through our retail store Internet kiosks, and sales from customers utilizing our in-store pick-up program. Direct revenue includes Internet and call center (catalog) sales from orders placed through our website, over the phone, and by mail where the merchandise is shipped to non-retail store locations. Financial Services revenue is comprised of interest and fee income, interchange income, other non-interest income, interest expense, provision for loan losses, and customer rewards costs from our credit card operations. Other revenue sources include fees for our hunting and fishing outfitter services, fees for our full-service travel agency business, real estate rental income and land sales, and other complementary business services.

Comparisons and analysis of our revenues are presented below for the three months ended:

	June 29, 2013				June 30, 2012				Increase (Decrease)			% Change
			%				%
	(Dollars in Thousands)
Retail	$	483,923	63.9	%	$	384,693	61.3	%	$	99,230		25.8	%
Direct	180,124		23.8		158,453		25.3		21,671			13.7
Financial Services	88,578		11.7		79,267		12.6		9,311			11.7
Other	4,180		0.6		4,841		0.8		(661		)	(13.7	)
Total	$	756,805	100.0	%	$	627,254	100.0	%	$	129,551		20.7

Product Sales Mix - The following table sets forth the percentage of our merchandise revenue contributed by major product categories for our Retail and Direct segments and in total for the three months ended June 29, 2013, and June 30, 2012.

	Retail				Direct				Total
	June 29, 2013		June 30, 2012		June 29, 2013		June 30, 2012		June 29, 2013		June 30, 2012
Hunting Equipment	45.0	%	39.7	%	39.6	%	30.3	%	43.5	%	37.0	%
General Outdoors	37.2		42.0		38.9		45.5		37.7		43.0
Clothing and Footwear	17.8		18.3		21.5		24.2		18.8		20.0
Total	100.0	%	100.0	%	100.0	%	100.0	%	100.0	%	100.0	%

The hunting equipment merchandise category includes a wide variety of firearms, ammunition, optics, archery products, and related accessories and supplies. The general outdoors merchandise category includes a full range of equipment and accessories supporting all outdoor activities, including all types of fishing and tackle products, boats and marine equipment, camping gear and equipment, food preparation and outdoor cooking products, all-terrain vehicles and accessories for automobiles and all-terrain vehicles, and gifts and home furnishings. The clothing and footwear merchandise category includes fieldwear apparel and footwear, sportswear, casual clothing and footwear, and workwear products.

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Retail Revenue - Retail revenue increased $99 million, or 25.8%, in the three months ended June 29, 2013, compared to the three months ended June 30, 2012, primarily due to an increase of $57 million in revenue from the addition of new retail stores comparing the respective periods and an increase in comparable store sales of $37 million. Retail revenue growth was led by an increase in the hunting equipment product category primarily from increases in firearms and ammunition, hunting apparel, and optics.

	Three Months Ended
	June 29, 2013		June 30, 2012		Increase (Decrease)		% Change
	(Dollars in Thousands)
Comparable stores sales	$	383,675	$	347,147	$	36,528	10.5	%

Direct Revenue- Direct revenue increased $22 million, or 13.7%, in the three months ended June 29, 2013, compared to the three months ended June 30, 2012. Direct revenue growth was due to an increase in the hunting equipment product category and from our omni-channel marketing initiatives and print-to-digital transformation.

Financial Services Revenue -  The following table sets forth the components of Financial Services revenue for the three months ended:

	June 29, 2013			June 30, 2012			Increase (Decrease)			% Change
	(Dollars in Thousands)
Interest and fee income	$	81,189		$	72,085		$	9,104		12.6	%
Interest expense	(15,937		)	(12,689		)	3,248			25.6
Provision for loan losses	(11,851		)	(12,198		)	(347		)	(2.8	)
Net interest income, net of provision for loan losses	53,401			47,198			6,203			13.1
Non-interest income:
Interchange income	85,697			74,939			10,758			14.4
Other non-interest income	1,400			3,981			(2,581		)	(64.8	)
Total non-interest income	87,097			78,920			8,177			10.4
Less: Customer rewards costs	(51,920		)	(46,851		)	5,069			10.8
Financial Services revenue	$	88,578		$	79,267		$	9,311		11.7

Financial Services revenue increased $9 million, or 11.7%, for the three months ended June 29, 2013, compared to the three months ended June 30, 2012. The increase in interest and fee income of $9 million was due to an increase in credit card loans, partially offset by lower London Interbank Offered Rate ("LIBOR") rates. The increase in interest expense of $3 million was due to the issuances of a ten year term securitization and ten year certificates of deposit. During the three months ended June 29, 2013, we reduced the allowance for loan losses by $2 million due to a decrease in our restructured credit card loans.  This decrease was offset by an increase in charge-offs that we experienced due to the growth of our credit card loan portfolio.  See “Asset Quality of Cabela's CLUB” in this report for additional information on trends in the restructured credit card loans portfolio. The increase in interchange income of $11 million was primarily due to an increase in credit card purchases. Interchange income in the three months ended June 29, 2013, was also increased by $1 million pursuant to an adjustment to the estimated liability for the proposed Visa settlement. The increase in customer rewards costs of $5 million was primarily due to an increase in credit card purchases.

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The following table sets forth the components of Financial Services revenue as a percentage of average total credit card loans, including any accrued interest and fees, for the three months ended:

	June 29, 2013		June 30, 2012
Interest and fee income	9.6	%	9.6	%
Interest expense	(1.9	)	(1.6	)
Provision for loan losses	(1.4	)	(1.6	)
Interchange income	10.1		10.0
Other non-interest income	0.2		0.4
Customer rewards costs	(6.1	)	(6.4	)
Financial Services revenue	10.5	%	10.4	%

Key statistics reflecting the performance of Cabela's CLUB are shown in the following chart for the three months ended:

	June 29, 2013			June 30, 2012			Increase (Decrease)			% Change
	(Dollars in Thousands Except Average Balance per Account )
Average balance of credit card loans (1)	$	3,387,851		$	3,001,213		$	386,638		12.9	%
Average number of active credit card accounts	1,651,288			1,492,033			159,255			10.7
Average balance per active credit card account (1)	$	2,052		$	2,011		$	41		2.0
Net charge-offs on credit card loans (1)	$	15,879		$	13,948		$	1,931		13.8
Net charge-offs as a percentage of average    credit card loans (1)	1.87		%	1.86		%	0.01		%
(1) Includes accrued interest and fees

The average balance of credit card loans increased to $3.4 billion, or 12.9%, for the three months ended June 29, 2013, compared to the three months ended June 30, 2012, due to an increase in the number of active accounts and the average balance per account.  The average number of active accounts increased to 1.7 million, or 10.7%, compared to the three months ended June 30, 2012, due to our successful marketing efforts in new account acquisitions. Net charge-offs as a percentage of average credit card loans increased to 1.87% for the three months ended June 29, 2013, up one basis point compared to the three months ended June 30, 2012, due to a decrease in recoveries, mostly offset by improvements in bankruptcies, delinquencies, and delinquency roll-rates. See “Asset Quality of Cabela's CLUB” in this report for additional information on trends in delinquencies and non-accrual loans and analysis of our allowance for loan losses.

Other Revenue

Other revenue was $5 million in both the three months ended June 29, 2013, and the three months ended June 30, 2012. In July 2013, we decided that our real estate brokerage business specializing in selling hunting and recreational property will cease. We anticipate that it will take approximately 18 months to wind down this business. This will result in an annual reduction of approximately $2 million in other revenue.

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Merchandise Gross Profit        

Comparisons and analysis of our gross profit on merchandising revenue are presented below for the periods presented:

	Three Months Ended
	June 29, 2013			June 30, 2012			Increase (Decrease)			% Change
	(Dollars in Thousands)
Merchandise sales	$	663,684		$	542,662		$	121,022		22.3	%
Merchandise gross profit	250,219			202,880			47,339			23.3
Merchandise gross profit as a percentage    of merchandise sales	37.7		%	37.4		%	0.3		%

Merchandise Gross Profit- Our merchandise gross profit increased $47 million, or 23.3%, to $250 million in the three months ended June 29, 2013, compared to the three months ended June 30, 2012. The increase in our merchandise gross profit was primarily due to firearms and ammunition, as well as continued improvements in vendor collaboration, an ongoing focus on private label products, and further advancements in price optimization.     

Our merchandise gross profit as a percentage of merchandise sales increased 30 basis points in the three months ended June 29, 2013, compared to the three months ended June 30, 2012, primarily due to continued improvements in pre-season and in-season inventory management and vendor collaboration. The increase in our merchandise gross profit as a percentage of merchandise sales was partially offset by an adverse product mix shift due to increased sales of firearms and ammunition, which carry a lower margin.        

Selling, Distribution, and Administrative Expenses        

Selling, distribution, and administrative expenses include all operating expenses related to our retail stores, Internet website, distribution centers, product procurement, Cabela's CLUB credit card operations, and overhead costs, including: advertising and marketing, catalog costs, employee compensation and benefits, occupancy costs, information systems processing, and depreciation and amortization. Comparisons and analysis of our selling, distribution, and administrative expenses are presented below for the periods presented:

	Three Months Ended
	June 29, 2013			June 30, 2012			Increase (Decrease)			% Change
	(Dollars in Thousands)
Selling, distribution, and administrative expenses	$	275,468		$	229,049		$	46,419		20.3	%
SD&A expenses as a percentage of total revenue	36.4		%	36.5		%	(0.1		)%
Retail store pre-opening costs	$	4,597		$	2,191		$	2,406		109.8

Selling, distribution, and administrative expenses increased $46 million, or 20.3%, in the three months ended June 29, 2013, compared to the three months ended June 30, 2012. However, expressed as a percentage of total revenue, selling, distribution, and administrative expenses decreased 10 basis points to 36.4% in the three months ended June 29, 2013, compared to the three months ended June 30, 2012. The most significant factors contributing to the changes in selling, distribution, and administrative expenses in these respective periods included:

• an increase of $26 million in employee compensation, benefits, and contract labor primarily due to the opening of new retail stores and increases in staff for other retail stores, merchandising and distribution centers, credit card growth support, and general corporate overhead support;

• an increase of $9 million in advertising, promotional costs related to new and existing retail stores, and direct marketing costs;

• an increase of $6 million in building expenses and depreciation primarily related to the operations and maintenance of our new and existing retail stores as well as corporate offices;

• an increase of $2 million in professional fees; and,

• an increase of $2 million in software-related expenses primarily to support operational growth.

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Significant changes in our consolidated selling, distribution, and administrative expenses related to specific business segments included the following:

Retail Segment:

• An increase of $14 million in employee compensation, benefits, and contract labor primarily due to the opening of new retail stores and increases in staff for other retail stores and merchandising teams.

• An increase of $2 million in advertising and promotional costs related to new and existing retail stores.

• An increase of $4 million in building expenses primarily related to the operations and maintenance of our new and existing retail stores.

Direct Segment:

• An increase of $7 million in advertising and direct marketing costs primarily due to increases in our national brand advertising, Internet related expenses due to our expanded use of digital marketing channels, and enhancements to our website.

• An increase of $1 million in employee compensation, benefits, and contract labor.

Financial Services Segment:

• An increase of $2 million in employee compensation, benefits, and contract labor to support operational growth.

Corporate Overhead, Distribution Centers, and Other:

• An increase of $9 million in employee compensation, benefits, and contract labor in general corporate and the distribution centers to support operational growth.

• An increase of $2 million in building expenses primarily related to updates to our corporate offices.

• An increase of $2 million in professional fees.

• An increase of $2 million in software-related expenses primarily to support operational growth.

Impairment and Restructuring Charges

We recognized an impairment loss totaling $1 million in the three months ended June 29, 2013, related to the closure of our former Winnipeg retail store and the opening of a new next-generation store in Winnipeg in May 2013. The impairment loss of $1 million included leasehold improvements write-offs as well as lease cancellation and restoration costs. No impairment losses were recognized in the three months ended June 30, 2012.

Operating Income

Operating income is revenue less cost of revenue and selling, distribution, and administrative expenses.  Operating income for our merchandise business segments excludes costs associated with operating expenses of distribution centers, procurement activities, and other corporate overhead costs.

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Comparisons and analysis of operating income are presented below for the periods presented:

	Three Months Ended
	June 29, 2013			June 30, 2012			Increase (Decrease)			% Change
	(Dollars in Thousands)
Total operating income	$	66,935		$	57,828		$	9,107		15.7	%
Total operating income as a percentage of total revenue	8.8		%	9.2		%	(0.4		)%
Operating income by business segment:
Retail	$	91,073		$	71,224		$	19,849		27.9
Direct	30,731			29,165			1,566			5.4
Financial Services	25,915			21,276			4,639			21.8
Operating income as a percentage of segment revenue:
Retail	18.8		%	18.5		%	0.3		%
Direct	17.1			18.4			(1.3		)
Financial Services	29.3			26.8			2.5

Operating income increased $9 million, or 15.7%, in the three months ended June 29, 2013, compared to the three months ended June 30, 2012, while operating income as a percentage of revenue decreased 40 basis points to 8.8% in the three months ended June 29, 2013. The increase in total operating income was primarily due to increases in revenue from all business segments as well as an increase in our merchandise gross profit. This improvement was partially offset by higher consolidated operating expenses. Selling, distribution, and administrative expenses increased primarily due to increases in comparable and new store costs and related support areas.

Under an Intercompany Agreement, the Financial Services segment pays to the Retail and Direct business segments a fixed license fee equal to 70 basis points on all originated charge volume of the Cabela's CLUB Visa credit card portfolio. In addition, among other items, the agreement requires the Financial Services segment to reimburse the Retail and Direct segments for certain operating and promotional costs. Fees paid under the Intercompany Agreement by the Financial Services segment to these two segments increased $5 million in the three months ended June 29, 2013, compared to the three months ended June 30, 2012; a $3 million increase to the Retail segment and a $2 million increase to the Direct segment.

Interest (Expense) Income, Net

Interest expense, net of interest income, was $4 million in the three months ended June 29, 2013, compared to $6 million in the three months ended June 30, 2012. The decrease in interest expense in the three months ended June 29, 2013, is in part due to a higher amount of interest capitalized in the 2013 second quarter related to increased store expansion activity compared to 2012.

Other Non-Operating Income, Net

Other non-operating income was $1 million in both the three months ended June 29, 2013, and the three months ended June 30, 2012.  This income is primarily from interest earned on our economic development bonds.

Provision for Income Taxes

Our effective tax rate was 30.5% for the three months ended June 29, 2013, compared to 35.9% for the three months ended June 30, 2012.  The decrease in our effective tax rate for the three months ended June 29, 2013, compared to the three months ended June 30, 2012, is primarily due to the settlement of state income taxes during the three months ended June 30, 2012, and the mix of taxable income between the United States and foreign tax jurisdictions.

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Results of Operations - Six Months Ended June 29, 2013, Compared to June 30, 2012

Revenues

Comparisons and analysis of our revenues are presented below for the six months ended:

	June 29, 2013				June 30, 2012				Increase (Decrease)			% Change
			%				%
	(Dollars in Thousands)
Retail	$	970,672	62.2	%	$	730,024	58.4	%	$	240,648		33.0	%
Direct	405,282		26.0		348,648		27.9		56,634			16.2
Financial Services	174,350		11.2		162,722		13.0		11,628			7.1
Other	8,998		0.6		9,364		0.7		(366		)	(3.9	)
Total	$	1,559,302	100.0	%	$	1,250,758	100.0	%	$	308,544		24.7

Product Sales Mix - The following table sets forth the percentage of our merchandise revenue contributed by major product categories for our Retail and Direct segments and in total for the six months ended June 29, 2013, and June 30, 2012.

	Retail				Direct				Total
	June 29, 2013		June 30, 2012		June 29, 2013		June 30, 2012		June 29, 2013		June 30, 2012
Hunting Equipment	52.7	%	45.3	%	44.0	%	32.9	%	50.1	%	41.3	%
General Outdoors	29.8		36.0		32.5		40.0		30.6		37.3
Clothing and Footwear	17.5		18.7		23.5		27.1		19.3		21.4
Total	100.0	%	100.0	%	100.0	%	100.0	%	100.0	%	100.0	%

Retail Revenue - Retail revenue increased $241 million, or 33.0%, in the six months ended June 29, 2013, compared to the six months ended June 30, 2012, primarily due to an increase of $119 million in revenue from the addition of new retail stores comparing the respective periods and an increase in comparable store sales of $116 million. Retail revenue growth was led by an increase in the hunting equipment product category primarily from increases in firearms and ammunition, hunting apparel and optics.

	Six Months Ended
	June 29, 2013		June 30, 2012		Increase (Decrease)		% Change
	(Dollars in Thousands)
Comparable stores sales	$	792,912	$	677,167	$	115,745	17.1	%

Direct Revenue- Direct revenue increased $57 million, or 16.2%, in the six months ended June 29, 2013, compared to the six months ended June 30, 2012. Direct revenue growth was due to an increase in the hunting equipment product category and from our omni-channel marketing initiatives and print-to-digital transformation.

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Financial Services Revenue -  The following table sets forth the components of Financial Services revenue for the six months ended:

	June 29, 2013			June 30, 2012			Increase (Decrease)			% Change
	(Dollars in Thousands)
Interest and fee income	$	162,438		$	145,193		$	17,245		11.9	%
Interest expense	(29,788		)	(26,580		)	3,208			12.1
Provision for loan losses	(24,626		)	(18,844		)	5,782			30.7
Net interest income, net of provision for loan losses	108,024			99,769			8,255			8.3
Non-interest income:
Interchange income	163,327			143,366			19,961			13.9
Other non-interest income	2,683			8,020			(5,337		)	(66.5	)
Total non-interest income	166,010			151,386			14,624			9.7
Less: Customer rewards costs	(99,684		)	(88,433		)	11,251			12.7
Financial Services revenue	$	174,350		$	162,722		$	11,628		7.1

Financial Services revenue increased $12 million, or 7.1%, for the six months ended June 29, 2013, compared to the six months ended June 30, 2012. The increase in interest and fee income of $17 million was due to an increase in credit card loans, partially offset by lower LIBOR rates. The increase in interest expense of $3 million was due to the issuances of a ten year term securitization and ten year certificates of deposit. The provision for loan losses increased $6 million partially due to differences in timing and amounts of the reduction of the allowance for loan losses in the prior year due to an improving trend in the quality of our credit card portfolio. We continue to experience favorable trends, however, at a normalized pace. Increase in the provision is also due to growth in our credit card loan portfolio, even though our net-charge-off rates and allowance for loan losses have decreased. The increases in interchange income of $20 million and customer rewards costs of $11 million was primarily due to an increase in credit card purchases. The decrease in other non-interest income is a result of the discontinuance of the payment assurance program in the third quarter of 2012.

The following table sets forth the components of Financial Services revenue as a percentage of average total credit card loans, including any accrued interest and fees, for the six months ended:

	June 29, 2013		June 30, 2012
Interest and fee income	9.7	%	9.8	%
Interest expense	(1.8	)	(1.8	)
Provision for loan losses	(1.5	)	(1.2	)
Interchange income	9.7		9.6
Other non-interest income	0.2		0.6
Customer rewards costs	(5.9	)	(6.0	)
Financial Services revenue	10.4	%	11.0	%

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Key statistics reflecting the performance of Cabela's CLUB are shown in the following chart for the six months ended:

	June 29, 2013			June 30, 2012			Increase (Decrease)			% Change
	(Dollars in Thousands Except Average Balance per Account )
Average balance of credit card loans (1)	$	3,367,002		$	2,984,384		$	382,618		12.8	%
Average number of active credit card accounts	1,642,420			1,487,242			155,178			10.4
Average balance per active credit card account (1)	$	2,050		$	2,007		$	43		2.1
Net charge-offs on credit card loans (1)	$	31,464		$	28,794		$	2,670		9.3
Net charge-offs as a percentage of average    credit card loans (1)	1.87		%	1.93		%	(0.06		)%
(1) Includes accrued interest and fees

The average balance of credit card loans increased to $3.4 billion, or 12.8%, for the six months ended June 29, 2013, compared to the six months ended June 30, 2012, due to an increase in the number of active accounts and the average balance per account.  The average number of active accounts increased to 1.6 million, or 10.4%, compared to the six months ended June 30, 2012, due to our successful marketing efforts in new account acquisitions. Net charge-offs as a percentage of average credit card loans decreased to 1.87% for the six months ended June 29, 2013, down six basis points compared to the six months ended June 30, 2012, due to improvements in bankruptcies, delinquencies, and delinquency roll-rates, partially offset by a decrease in recoveries. See “Asset Quality of Cabela's CLUB” in this report for additional information on trends in delinquencies and non-accrual loans and analysis of our allowance for loan losses.

Other Revenue

Other revenue was $10 million in both the six months ended June 29, 2013, and the six months ended June 30, 2012.

Merchandise Gross Profit        

Comparisons and analysis of our gross profit on merchandising revenue are presented below for the periods presented:

	Six Months Ended
	June 29, 2013			June 30, 2012			Increase (Decrease)			% Change
	(Dollars in Thousands)
Merchandise sales	$	1,375,397		$	1,077,939		$	297,458		27.6	%
Merchandise gross profit	503,305			387,437			115,868			29.9
Merchandise gross profit as a percentage    of merchandise sales	36.6		%	35.9		%	0.7		%

Merchandise Gross Profit- Our merchandise gross profit increased $116 million, or 29.9%, to $503 million in the six months ended June 29, 2013, compared to the six months ended June 30, 2012. The increase in our merchandise gross profit was primarily due to firearms and ammunition, as well as continued improvements in vendor collaboration, an ongoing focus on private label products, and further advancements in price optimization.     

Our merchandise gross profit as a percentage of merchandise sales increased 70 basis points in the six months ended June 29, 2013, compared to the six months ended June 30, 2012, primarily due to continued improvements in pre-season and in-season inventory management and vendor collaboration. The increase in our merchandise gross profit as a percentage of merchandise sales was partially offset by an adverse product mix shift due to increased sales of firearms and ammunition, which carry a lower margin.    

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Selling, Distribution, and Administrative Expenses        

Selling, distribution, and administrative expenses include all operating expenses related to our retail stores, Internet website, distribution centers, product procurement, Cabela's CLUB credit card operations, and overhead costs, including: advertising and marketing, catalog costs, employee compensation and benefits, occupancy costs, information systems processing, and depreciation and amortization. Comparisons and analysis of our selling, distribution, and administrative expenses are presented below for the periods presented:

	Six Months Ended
	June 29, 2013			June 30, 2012			Increase (Decrease)			% Change
	(Dollars in Thousands)
Selling, distribution, and administrative expenses	$	540,155		$	455,218		$	84,937		18.7	%
SD&A expenses as a percentage of total revenue	34.6		%	36.4		%	(1.8		)%
Retail store pre-opening costs	$	10,275		$	6,189		$	4,086		66.0

Selling, distribution, and administrative expenses increased $85 million, or 18.7%, in the six months ended June 29, 2013, compared to the six months ended June 30, 2012. However, expressed as a percentage of total revenue, selling, distribution, and administrative expenses decreased 180 basis points to 34.6% in the six months ended June 29, 2013, compared to the six months ended June 30, 2012. The most significant factors contributing to the changes in selling, distribution, and administrative expenses in these respective periods included:

• an increase of $54 million in employee compensation, benefits, and contract labor primarily due to the opening of new retail stores and increases in staff for other retail stores, merchandising and distribution centers, credit card growth support, and general corporate overhead support;

• an increase of $10 million in building expenses and depreciation primarily related to the operations and maintenance of our new and existing retail stores as well as corporate offices;

• an increase of $7 million in advertising, promotional costs related to new and existing retail stores, and direct marketing costs;

• an increase of $4 million in professional fees; and,

• an increase of $3 million in software-related expenses primarily to support operational growth.

Significant changes in our consolidated selling, distribution, and administrative expenses related to specific business segments included the following:

Retail Segment:

• An increase of $29 million in employee compensation, benefits, and contract labor primarily due to the opening of new retail stores and increases in staff for other retail stores and merchandising teams.

• An increase of $6 million in building expenses primarily related to the operations and maintenance of our new and existing retail stores.

• An increase of $3 million in advertising and promotional costs related to new and existing retail stores.

Direct Segment:

• An increase of $4 million in advertising and direct marketing costs primarily due to increases in our national brand advertising, Internet related expenses due to our expanded use of digital marketing channels, and enhancements to our website.

• An increase of $2 million in employee compensation, benefits, and contract labor.

• An increase of $2 million in professional fees.

Financial Services Segment:

• An increase of $4 million in employee compensation, benefits, and contract labor to support operational growth.

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Corporate Overhead, Distribution Centers, and Other:

• An increase of $19 million in employee compensation, benefits, and contract labor in general corporate and the distribution centers to support operational growth.

• An increase of $4 million in building expenses primarily related to updates to our corporate offices.

• An increase of $2 million in professional fees.

• An increase of $3 million in software-related expenses primarily to support operational growth.

Impairment and Restructuring Charges

We recognized an impairment loss totaling $1 million in the six months ended June 29, 2013, related to the closure of our former Winnipeg retail store and the opening of a new next-generation store in Winnipeg in May 2013. The impairment loss of $1 million included leasehold improvements write-offs as well as lease cancellation and restoration costs. No impairment losses were recognized in the six months ended June 30, 2012. 

Operating Income

Comparisons and analysis of operating income are presented below for the periods presented:

	Six Months Ended
	June 29, 2013			June 30, 2012			Increase (Decrease)			% Change
	(Dollars in Thousands)
Total operating income	$	146,050		$	104,404		$	41,646		39.9	%
Total operating income as a percentage of total revenue	9.4		%	8.3		%	1.1		%
Operating income by business segment:
Retail	$	175,751		$	115,451		$	60,300		52.2
Direct	75,628			63,339			12,289			19.4
Financial Services	50,016			50,278			(262		)	(0.5	)
Operating income as a percentage of segment revenue:
Retail	18.1		%	15.8		%	2.3		%
Direct	18.7			18.2			0.5
Financial Services	28.7			30.9			(2.2		)

Operating income increased $42 million, or 39.9%, in the six months ended June 29, 2013, compared to the six months ended June 30, 2012, and operating income as a percentage of revenue increased 110 basis points to 9.4% in the six months ended June 29, 2013. The increases in total operating income and total operating income as a percentage of total revenue were primarily due to increases in revenue from all business segments as well as an increase in our merchandise gross profit. These improvements were partially offset by higher consolidated operating expenses. Selling, distribution, and administrative expenses increased primarily due to increases in comparable and new store costs and related support areas.

Under an Intercompany Agreement, the Financial Services segment pays to the Retail and Direct business segments a fixed license fee equal to 70 basis points on all originated charge volume of the Cabela's CLUB Visa credit card portfolio. In addition, among other items, the agreement requires the Financial Services segment to reimburse the Retail and Direct segments for certain operating and promotional costs. Fees paid under the Intercompany Agreement by the Financial Services segment to these two segments increased $11 million in the six months ended June 29, 2013, compared to the six months ended June 30, 2012; a $9 million increase to the Retail segment and a $2 million increase to the Direct segment.

Interest (Expense) Income, Net

Interest expense, net of interest income, was $9 million in the six months ended June 29, 2013, compared to $11 million in the six months ended June 30, 2012. The decrease in interest expense in the six months ended June 29, 2013, is in part due to a higher amount of interest capitalized in 2013 related to increased store expansion activity compared to 2012.

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Other Non-Operating Income, Net

Other non-operating income was $3 million in both the six months ended June 29, 2013, and the six months ended June 30, 2012.  

Provision for Income Taxes

Our effective tax rate was 32.3% for the six months ended June 29, 2013, compared to 34.9% for the six months ended June 30, 2012.  The decrease in our effective tax rate for the six months ended June 29, 2013, compared to the six months ended June 30, 2012, is primarily due to the settlement of state income taxes during the six months ended June 30, 2012.

Asset Quality of Cabela's CLUB

Delinquencies and Non-Accrual

We consider the entire balance of an account, including any accrued interest and fees, delinquent if the minimum payment is not received by the payment due date. Our aging method is based on the number of completed billing cycles during which a customer has failed to make a required payment. As part of collection efforts, a credit card loan may be closed and placed on non-accrual or restructured in a fixed payment plan prior to charge off. Our fixed payment plans consist of a lower interest rate, reduced minimum payment, and elimination of fees.  Loans on fixed payment plans include loans in which the customer has engaged a consumer credit counseling agency to assist them in managing their debt. Non-accrual loans with two consecutive missed payments will resume accruing interest at the rate they had accrued at before they were placed on non-accrual.Payments received on non-accrual loans will be applied to principal and reduce the amount of the loan.

The quality of our credit card loan portfolio at any time reflects, among other factors: 1) the creditworthiness of cardholders, 2) general economic conditions, 3) the success of our account management and collection activities, and 4) the life-cycle stage of the portfolio.  During periods of economic weakness, delinquencies and net charge-offs are more likely to increase. We have mitigated periods of economic weakness by selecting a customer base that is very creditworthy.  We use the scores of Fair Isaac Corporation ("FICO"), a widely-used tool for assessing an individual's credit rating, as the primary credit quality indicator. The median FICO scores of our credit cardholders were 793 at June 29, 2013 and December 29, 2012, compared to 794 at June 30, 2012.

The following table reports delinquencies, including any delinquent non-accrual and restructured credit card loans, as a percentage of our credit card loans, including any accrued interest and fees, in a manner consistent with our monthly external reporting at the periods ended:

	June 29, 2013		December 29, 2012		June 30, 2012
Number of days delinquent:
Greater than 30 days	0.66	%	0.72	%	0.73	%
Greater than 60 days	0.39		0.46		0.43
Greater than 90 days	0.20		0.24		0.23

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Delinquencies declined as a result of improvements in the economic environment and our conservative underwriting criteria and active account management.

The table below shows delinquent, non-accrual, and restructured loans as a percentage of our credit card loans, including any accrued interest and fees, at the periods ended:    

	June 29, 2013		December 29, 2012		June 30, 2012
Number of days delinquent and still accruing (1):
Greater than 30 days	0.54	%	0.57	%	0.57	%
Greater than 60 days	0.32		0.36		0.33
Greater than 90 days	0.16		0.19		0.18
(1) Excludes non-accrual and restructured loans which are presented below.
Non-accrual	0.16		0.17		0.20
Restructured	1.19		1.35		1.69

Allowance for Loan Losses and Charge-offs

The allowance for loan losses represents management's estimate of probable losses inherent in the credit card loan portfolio. The allowance for loan losses is established through a charge to the provision for loan losses and is regularly evaluated by management for adequacy. Loans on a payment plan or non-accrual are segmented from the rest of the credit card loan portfolio into a restructured credit card loan segment before establishing an allowance for loan losses as these loans have a higher probability of loss. Management estimates losses inherent in the credit card loans segment and restructured credit card loans segment based on a model which tracks historical loss experience on delinquent accounts, bankruptcies, death, and charge-offs, net of estimated recoveries. The Financial Services segment uses a migration analysis and historical bankruptcy and death rates to estimate the likelihood that a credit card loan will progress through the various stages of delinquency and to charge-off. This analysis estimates the gross amount of principal that will be charged off over the next twelve months, net of recoveries. This estimate is used to derive an estimated allowance for loan losses. In addition to these methods of measurement, management also considers other factors such as general economic and business conditions affecting key lending areas, credit concentration, changes in origination and portfolio management, and credit quality trends. Since the evaluation of the inherent loss with respect to these factors is subject to a high degree of uncertainty, the measurement of the overall allowance is subject to estimation risk, and the amount of actual losses can vary significantly from the estimated amounts.

Charge-offs consist of the uncollectible principal, interest, and fees on a customer's account.  Recoveries are the amounts collected on previously charged-off accounts.  Most bankcard issuers charge off accounts at 180 days. We charge off credit card loans on a daily basis after an account becomes at a minimum 130 days contractually delinquent to allow us to manage the collection process more efficiently. Accounts relating to cardholder bankruptcies, cardholder deaths, and fraudulent transactions are charged off earlier.  The Financial Services segment records charged-off cardholder fees and accrued interest receivable directly against interest and fee income included in Financial Services revenue.

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The following table shows the activity in our allowance for loan losses and charge off activity for the periods presented:

	Three Months Ended						Six Months Ended
	June 29, 2013			June 30, 2012			June 29, 2013			June 30, 2012
	(Dollars in Thousands)
Balance, beginning of period	$	64,700		$	67,050		$	65,600		$	73,350
Provision for loan losses	11,851			12,198			24,626			18,844
Charge-offs	(18,648		)	(16,834		)	(36,948		)	(34,846		)
Recoveries	4,597			4,636			9,222			9,702
Net charge-offs	(14,051		)	(12,198		)	(27,726		)	(25,144		)
Balance, end of period	$	62,500		$	67,050		$	62,500		$	67,050
Net charge-offs on credit card loans	$	(14,051	)	$	(12,198	)	$	(27,726	)	$	(25,144	)
Charge-offs of accrued interest and fees (recorded as a reduction in interest and fee income)	(1,828		)	(1,749		)	(3,738		)	(3,650		)
Total net charge-offs including accrued interest and fees	$	(15,879	)	$	(13,947	)	$	(31,464	)	$	(28,794	)
Net charge-offs including accrued interest and fees as a percentage of average credit card loans	1.87		%	1.86		%	1.87		%	1.93		%

For the six months ended June 29, 2013, net charge-offs as a percentage of average credit card loans decreased to 1.87%, down 6 basis points compared to 1.93% for the six months ended June 30, 2012. We believe our charge-off levels remain well below industry averages.  Our net charge-off rates and allowance for loan losses have decreased due to improved outlooks in the quality of our credit card portfolio evidenced by lower delinquencies and delinquency roll-rates and favorable charge-off trends.

Liquidity and Capital Resources

Overview

Our Retail and Direct segments and our Financial Services segment have significantly differing liquidity and capital needs. We believe that we will have sufficient capital available from cash on hand, our revolving credit facility, and other borrowing sources to fund our cash requirements and near-term growth plans for at least the next 12 months. We continually evaluate the credit markets for certificates of deposit and securitizations to determine the most cost effective source of funds for the Financial Services segment. At June 29, 2013, December 29, 2012, and June 30, 2012, cash on a consolidated basis totaled $346 million, $289 million, and $347 million, respectively, of which $283 million, $91 million, and $302 million, respectively, was cash at the Financial Services segment which will be utilized to meet this segment's liquidity requirements. 

As of June 29, 2013, cash and cash equivalents held by our foreign subsidiaries totaled $48 million.  Our intent is to permanently reinvest a portion of these funds from earnings outside the United States for capital expansion and to repatriate a portion of these funds. Based on our current projected capital needs and the current amount of cash and cash equivalents held by our foreign subsidiaries, we do not anticipate incurring any material tax costs beyond our accrued tax position in connection with any repatriation, but we may be required to accrue for unanticipated additional tax costs in the future if our expectations or the amount of cash held by our foreign subsidiaries change.

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On October 11, 2011, the Federal Reserve, the Office of the Comptroller of Currency, the FDIC, and the SEC issued proposed regulations implementing certain provisions under the Reform Act limiting proprietary trading and sponsorship or investment in hedge funds and private equity funds (the "Volcker Rule"). The proposed regulations are complex and have been the subject of extensive comment. As proposed, these regulations may apply to us and could limit our ability to engage in the types of transactions covered by the Volcker Rule and may impose potentially burdensome compliance, monitoring, and reporting obligations. There remains considerable uncertainty regarding whether the final regulations implementing the Volcker Rule will differ from the proposed regulations and the effect of any final regulations on our Retail and Direct businesses and the business of the Financial Services segment and its ability and willingness to sponsor securitization transactions in the future.

Retail and Direct Segments – The primary cash requirements of our merchandising business relate to capital for new retail stores, purchases of inventory, investments in our management information systems and infrastructure, and general working capital needs. We historically have met these requirements with cash generated from our merchandising business operations, borrowing under our revolving credit facility, and issuing debt and equity securities.

The cash flow we generate from our merchandising business is seasonal, with our peak cash requirements for inventory occurring from April through November. While we have consistently generated overall positive annual cash flow from our operating activities, other sources of liquidity are required by our merchandising business during these peak cash use periods. These sources historically have included short-term borrowings under our revolving credit facility and access to debt markets. While we generally have been able to manage our cash needs during peak periods, if any disruption occurred to our funding sources, or if we underestimated our cash needs, we would be unable to purchase inventory and otherwise conduct our merchandising business to its maximum effectiveness, which could result in reduced revenue and profits.

Our $415 million revolving credit facility expires on November 2, 2016, and permits the issuance of letters of credit up to $100 million and swing line loans up to $20 million. This credit facility may be increased to $500 million subject to certain terms and conditions. Advances under the credit facility will be used for the Company's general business purposes, including working capital support.

Our unsecured $415 million revolving credit facility and unsecured senior notes contain certain financial covenants, including the maintenance of minimum debt coverage, a fixed charge coverage ratio, a leverage ratio, and a minimum consolidated net worth standard. In the event that we failed to comply with these covenants, a default would trigger and all principal and outstanding interest would immediately be due and payable. At June 29, 2013, we were in compliance with all financial covenants under our credit agreements and unsecured notes. We anticipate that we will continue to be in compliance with all financial covenants under our credit agreements and unsecured notes through at least the next 12 months.

We announced on February 14, 2013, that we intend to repurchase up to 750,000 shares of our outstanding common stock in open market transactions through February 2014 pursuant to our share repurchase program. The share repurchase program does not obligate us to repurchase any outstanding shares of our common stock, and the program may be limited or terminated at any time. During the six months ended June 29, 2013, we repurchased 163,740 shares of our common stock at a cost of $9 million. During the six months ended June 29, 2013, we issued 642,417 shares of our treasury common stock related to the exercise of stock options and the vesting of stock awards.

Financial Services Segment – The primary cash requirements of the Financial Services segment relate to the financing of credit card loans.  These cash requirements will increase if our credit card originations increase or if our cardholders' balances or spending increase. The Financial Services segment sources operating funds in the ordinary course of business through various financing activities, which include funding obtained from securitization transactions, obtaining brokered and non-brokered certificates of deposit, borrowing under its federal funds purchase agreements, and generating cash from operations. During the six months ended June 29, 2013, the Financial Services segment issued $377 million in certificates of deposit, early renewed its $300 million variable funding facility, extending the commitment for an additional two years, and completed a $385 million term securitization that will mature in February 2023. For the remaining six months of 2013, the Financial Services segment intends to complete a term securitization and issue additional certificates of deposit. We believe that these liquidity sources are sufficient to fund the Financial Services segment's foreseeable cash requirements and near-term growth plans.

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WFB is prohibited by regulations from lending money to Cabela's or other affiliates. WFB is subject to capital requirements imposed by Nebraska banking law and the Visa U.S.A., Inc. membership rules, and its ability to pay dividends is also limited by Nebraska and Federal banking law.  If there are any disruptions in the credit markets, the Financial Services segment, like many other financial institutions, may increase its funding from certificates of deposit which may result in increased competition in the deposits market with fewer funds available or at unattractive rates.  Our ability to issue certificates of deposit is reliant on our current regulatory capital levels.  WFB is classified as a “well capitalized” bank, the highest category under the regulatory framework for prompt corrective action.  If WFB were to be classified as an “adequately capitalized” bank, which is the next level category down from "well capitalized," we would be required to obtain a waiver from the FDIC in order to continue to issue certificates of deposit.  We will invest additional capital in the Financial Services segment, if necessary, in order for WFB to continue to meet the minimum requirements for the "well capitalized" classification under the regulatory framework for prompt corrective action. In addition to the non-brokered certificates of deposit market to fund growth and maturing securitizations, we have access to the brokered certificates of deposit market through multiple financial institutions for liquidity and funding purposes.

On July 9, 2013, the Federal Deposit Insurance Corporation ("FDIC") adopted an interim final rule which revises its risk-based and leverage capital requirements for FDIC-supervised institutions. This interim final rule is substantially identical to a joint final rule issued by the Office of the Comptroller of the Currency and the Board of Governors of the Federal Reserve System on July 2, 2013. The interim final rules and the joint final rules implement the regulatory capital reforms recommended by the Basel Committee on Banking Supervision in December 2010, commonly referred to as “Basel III,” and capital reforms required by the Reform Act. Among other things, the interim final rules and the joint final rules revise the agencies' prompt corrective action framework by introducing a common equity tier 1 capital requirement and a higher minimum tier 1 capital requirement. In addition, the interim final rules and the joint final rules include a supplementary leverage ratio for depository institutions subject to the advanced approaches capital rules. The phase-in period for the interim final rule will begin for WFB in January 2015. WFB is continuing to assess how the interim final rules and the joint final rules willimpact WFB and its ability to comply with the new common equity tier 1 capital requirement and higher minimum tier 1 capital requirement.

The ability of the Financial Services segment to engage in securitization transactions on favorable terms or at all could be adversely affected by disruptions in the capital markets or other events, which could materially affect our business and cause the Financial Services segment to lose an important source of capital.  The Reform Act, which was signed into law in July 2010, will also affect a number of significant changes relating to asset-backed securities, including additional oversight and regulation of credit rating agencies and additional reporting and disclosure requirements. In December 2012, the Staff of the Division of Markets and Trading of the SEC issued its Report to Congress on Assigned Credit Ratings (the “Report”) pursuant to the provisions of the Reform Act.  In the Report, the Staff analyzed the manner in which credit rating agencies are currently compensated in connection with the issuance of credit ratings of asset-backed securities and various alternative compensation structures.  It is unclear if or when Congress or the SEC will take any further legislative or regulatory action in response to the issues considered in the Report.  If any further legislative or regulatory action is taken in response to these issues, the ability and willingness of WFB to continue to rely on the securitization market for funding could be adversely affected. The changes resulting from the Reform Act may impact our profitability, require changes to certain Financial Services segment business practices, impose upon the Financial Services segment more stringent capital, liquidity, and leverage ratio requirements, increase FDIC deposit insurance premiums, or otherwise adversely affect the Financial Services segment's business. These changes may also require the Financial Services segment to invest significant management attention and resources to evaluate and make necessary changes. On September 27, 2010, the FDIC approved a final rule that, subject to certain conditions, preserved the safe-harbor treatment for legal isolation of transferred assets applicable to certain grandfathered revolving trusts and master trusts that had issued at least one series of asset-backed securities as of such date, which we believe included the Trust. The final rule imposes significant new conditions on the availability of the safe-harbor with respect to securitizations that are not grandfathered.

In addition, several rules and regulations have recently been proposed or adopted that may substantially affect issuers of asset-backed securities. On September 19, 2011, the SEC proposed a new rule under the Securities Act of 1933, as amended, to implement certain provisions of the Reform Act. Under the proposed rule, an underwriter, placement agent, initial purchaser, or sponsor of an asset-backed security, or any affiliate of any such person, shall not at any time within one year after the first closing of the sale of the asset-backed security engage in any transaction that would involve or result in any material conflict of interest with respect to any investor in a transaction arising out of such activity. The proposed rule would exempt certain risk-mitigating hedging activities, liquidity commitments, and bona fide market-making activity. It is not clear how the final rule will differ from the proposed rule, if at all. The final rule's impact on the securitization market and the Financial Services segment is also unclear at this time.

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The JOBS Act was signed into law on April 5, 2012, and will implement extensive changes to the laws regulating private offerings of securities, including Rule 144A private offerings such as the private offerings of asset-backed securities of the Trust that WFB sponsors. On July 10, 2013, the SEC adopted final amendments to Rule 144A which provide that securities may be offered pursuant to Rule 144A by means of general solicitation or general advertising, including to persons other than qualified institutional buyers, so long as the issuer reasonably believes that each ultimate purchaser is a qualified institutional buyer. In the adopting release, the SEC also stated that, consistent with the historical treatment of concurrent Regulation S and Rule 144A offerings, concurrent offerings under Regulation S would not be integrated with domestic offerings conducted under Rule 144A by means of general solicitation or advertising. The impact that the JOBS Act and the recent amendments to Rule 144A will have on the securitization market and the Financial Services segment is unclear at this time.

The Trust is structured to qualify for the exemption from the Investment Company Act provided by Investment Company Act Rule 3a-7. On August 31, 2011, the SEC issued an advance notice of proposed rulemaking regarding possible amendments to Investment Company Act Rule 3a-7. At this time, it is uncertain what form the related proposed and final rules will take, whether the Trust would continue to be eligible to rely on the exemption provided by Investment Company Act Rule 3a-7, and whether the Trust would qualify for any other Investment Company Act exemption.

On July 26, 2011, the SEC re-proposed certain rules for asset-backed securities offerings ("SEC Regulation AB II") which were originally proposed by the SEC on April 7, 2010. If adopted, SEC Regulation AB II would substantially change the disclosure, reporting, and offering process for private offerings of asset-backed securities that rely on the Rule 144A safe harbor, including the Trust's private offerings of asset-backed securities. As currently proposed, SEC Regulation AB II would, among other things, alter the safe harbor standards for private placements of asset-backed securities imposing informational requirements similar to those applicable to registered public offerings. The final form that SEC Regulation AB II may take is uncertain at this time, but it may impact the Financial Services segment's ability and/or desire to sponsor securitization transactions in the future.

On March 29, 2011, pursuant to the provisions of the Reform Act, the SEC, the Federal Reserve, the FDIC, and certain other federal agencies issued proposed regulations requiring securitization sponsors to retain an economic interest in assets that they securitize. Subject to certain exceptions, the proposed regulations would generally require the sponsor of a securitization transaction to retain at least 5% of the credit risk of the securitized assets and would provide securitization sponsors with a number of options for satisfying this requirement. Each of these options would require the sponsor to provide certain disclosures to investors a reasonable time prior to sale and upon request to the SEC and the sponsor's applicable federal banking regulator. In addition, the sponsor would be subject to certain prohibitions on hedging, transferring, or financing the retained credit risk. If adopted, the proposed regulations will likely affect most types of private securitization transactions, including those sponsored by the Financial Services segment. It is not clear how the final regulations will differ from the proposed regulations, if at all, or the impact of the final regulations on the Financial Services segment and its ability and willingness to continue to rely on the securitization market for funding.

Operating, Investing, and Financing Activities

The following table presents changes in our cash and cash equivalents for the periods presented:

	Six Months Ended
	June 29, 2013			June 30, 2012
	(In Thousands)
Net cash provided by operating activities	$	182,712		$	69,906
Net cash used in investing activities	(309,420		)	(62,741		)
Net cash provided by financing activities	183,462			35,545

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2013 versus 2012

Operating Activities - Cash from operating activities increased $113 million in the six months ended June 29, 2013, compared to the six months ended June 30, 2012. Comparing the respective periods, we had net increases of $48 million in accounts payable and accrued expenses, $40 million in income taxes receivable/payable and deferred income taxes, and $34 million in prepaid expenses and other current assets, as well as $32 million in cash generated from operations. Partially offsetting these increases in cash from operations was a decrease relating to inventories of $62 million. Inventories increased $144 million at June 29, 2013, to $696 million, compared to December 29, 2012, while inventories increased $82 million at June 30, 2012, compared to fiscal year end 2011. The increase in inventories in 2013 is primarily due to the addition of new retail stores.

Investing Activities - Cash used in investing activities increased $247 million in the six months ended June 29, 2013, compared to the six months ended June 30, 2012. Cash paid for property and equipment additions totaled $135 million in the six months ended June 29, 2013, compared to $86 million in the six months ended June 30, 2012. At June 29, 2013, we estimated total capital expenditures for the development, construction, and completion of retail stores to approximate $237 million through the next 12 months. We expect to fund these estimated capital expenditures with funds from operations. In addition, net cash flows from credit card loans originated externally decreased $53 million compared to the respective period a year ago. The Financial Services segment also purchased $135 million of U.S. government agency held-to-maturity securities during the six months ended June 29, 2013.

Financing Activities - Cash provided by financing activities increased $148 million in the six months ended June 29, 2013, compared to the six months ended June 30, 2012.  Comparing the respective periods, this net change was primarily due to increases in time deposits of $141 million in the six months ended June 29, 2013, compared to increases in time deposits of $76 million in the six months ended June 30, 2012, a net change of $65 million. Additionally, we had increases of $52 million in net borrowings on revolving credit facilities and inventory financing and $37 million in net repayments on secured obligations of the Trust of the Financial Services segment. Partially offsetting these increases was a decrease in unrepresented checks of $9 million when comparing the respective periods.

The following table presents the borrowing activities of our merchandising business and the Financial Services segment for the periods presented:

	Six Months Ended
	June 29, 2013			June 30, 2012
	(In Thousands)
Borrowings on revolving credit facilities and inventory financing, net	$	55,013		$	3,207
Secured borrowings (repayments) of the Trust, net	2,250			(35,000		)
Repayments of long-term debt	(8,270		)	(8,262		)
Total	$	48,993		$	(40,055	)

The following table summarizes our availability under the Company's debt and credit facilities, excluding the facilities of the Financial Services segment, at the periods ended:

	June 29, 2013			June 30, 2012
	(In Thousands)
Amounts available for borrowing under credit facilities (1)	$	415,000		$	430,000
Principal amounts outstanding	(55,000		)	(3,461		)
Outstanding letters of credit and standby letters of credit	(35,950		)	(22,311		)
Remaining borrowing capacity, excluding the Financial Services segment facilities	$	324,050		$	404,228

(1) Consists of our revolving credit facility of $415 million for both periods and, for June 30, 2012, the $15 million CAD credit facility for our operations in Canada.

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The Financial Services segment also has total borrowing availability of $85 million under its agreements to borrow federal funds.  At June 29, 2013, the entire $85 million of borrowing capacity was available.

Our $415 million unsecured credit agreement requires us to comply with certain financial and other customary covenants, including:

• a fixed charge coverage ratio (as defined) of no less than 2.00 to 1 as of the last day of any fiscal quarter for the most recently ended four fiscal quarters (as defined);

• a leverage ratio (as defined) of no more than 3.00 to 1 as of the last day of any fiscal quarter; and

• a minimum consolidated net worth standard (as defined).

In addition, our unsecured senior notes contain various covenants and restrictions that are usual and customary for transactions of this type. Also, the debt agreements contain cross default provisions to other outstanding credit facilities. In the event that we failed to comply with these covenants, a default would trigger and all principal and outstanding interest would immediately be due and payable. At June 29, 2013, we were in compliance with all financial covenants under our credit agreements and unsecured notes. We anticipate that we will continue to be in compliance with all financial covenants under our credit agreements and unsecured notes through the next 12 months.

Our $15 million CAD unsecured revolving credit facility, set to expire June 30, 2013, was terminated January 31, 2013.  

Economic Development Bonds and Grants

Economic Development Bonds - Economic development bonds are related to the Company's government economic assistance arrangements relating to the construction of new retail stores or retail development. State or local governments may sell economic development bonds primarily to provide funding for the construction and equipping of our retail stores. In the past, we have primarily been the sole purchaser of these bonds. While purchasing these bonds involves an initial cash outlay by us in connection with a new store or property, some or all of these costs can be recaptured through the repayments of the bonds. The payments of principal and interest on the bonds are typically tied to sales, property, or lodging taxes generated from the store and, in some cases, from businesses in the surrounding area, over periods which range between 15 and 30 years. Some of our bonds may be repurchased for par value by the governmental entity prior to the maturity date of the bonds. The governmental entity from which we purchase the bonds is not otherwise liable for repayment of principal and interest on the bonds to the extent that the associated taxes are insufficient to pay the bonds. If sufficient tax revenue is not generated by the subject properties, we will not receive scheduled payments and will be unable to realize the full value of the bonds carried on our condensed consolidated balance sheet. At June 29, 2013, December 29, 2012, and June 30, 2012, economic development bonds totaled $79 million, $85 million, and $88 million, respectively.

On a quarterly basis, we perform various procedures to analyze the amounts and timing of projected cash flows to be received from our economic development bonds. We revalue each economic development bond using discounted cash flow models based on available market interest rates (Level 2 inputs) and management estimates, including the estimated amounts and timing of expected future tax payments (Level 3 inputs) to be received by the municipalities under tax increment financing districts. Projected cash flows are derived from sales and property taxes. Due to the seasonal nature of the Company's business, fourth quarter sales are significant to projecting future cash flows under the economic development bonds. We evaluate the impact of bond payments that have been received since the most recent quarterly evaluation, including those subsequent to the end of the quarter. Typically, bond payments are received twice annually. The payments received around the end of the fourth quarter provide us with additional facts for our fourth quarter projections. We make inquiries of local governments and/or economic development authorities for information on any anticipated third-party development, specifically on land owned by the Company, but also on land not owned by the Company in the tax increment financing development district, and to assess any current and potential development where cash flows under the bonds may be impacted by additional development and the anticipated development is material to the estimated and recorded carrying value based on projected cash flows. We make revisions to the cash flow estimates of each bond based on the information obtained. In those instances where the expected cash flows are insufficient to recover the current carrying value of the bond, we adjust the carrying value of the individual bonds to their revised estimated fair value. The governmental entity from which the Company purchases the bonds is not liable for repayment of principal and interest on the bonds to the extent that the associated taxes are insufficient to fund principal and interest amounts under the bonds. Should sufficient tax revenue not be generated by the subject properties, the Company may not receive all anticipated payments and thus will be unable to realize the full carrying values of the economic development bonds, which result in a corresponding decrease to deferred grant income.

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Grants - We generally have received grant funding in exchange for commitments made by us to the state or local government providing the funding. The commitments, such as assurance of agreed employment and wage levels at our retail stores or that the retail store will remain open, typically phase out over approximately five to ten years. If we fail to maintain the commitments during the applicable period, the funds we received may have to be repaid or other adverse consequences may arise, which could affect our cash flows and profitability.  At each period ended June 29, 2013, December 29, 2012, and June 30, 2012, the total amount of grant funding subject to specific contractual remedies was $7 million.

Securitization of Credit Card Loans

The Financial Services segment historically has funded most of its growth in credit card loans through an asset securitization program. The Financial Services segment utilizes the Trust for the purpose of routinely selling and securitizing credit card loans and issuing beneficial interest to investors. The Trust issues variable funding facilities and long-term notes each of which has an undivided interest in the assets of the Trust. The Financial Services segment must retain a minimum 20 day average of 5% of the loans in the securitization trust which ranks pari passu with the investors' interests in the securitization trusts.  In addition, the Financial Services segment owns notes issued by the Trust from some of the securitizations, which in some cases may be subordinated to other notes issued.  The Financial Services segment's retained interests are eliminated upon consolidation of the Trust. The consolidated assets of the Trust are subject to credit, payment, and interest rate risks on the transferred credit card loans.  The credit card loans of the Trust are restricted for the repayment of the secured borrowings of the Trust.

To protect investors, the securitization structures include certain features that could result in earlier-than-expected repayment of the securities, which could cause the Financial Services segment to sustain a loss of one or more of its retained interests and could prompt the need to seek alternative sources of funding. The primary investor protection feature relates to the availability and adequacy of cash flows in the securitized pool of loans to meet contractual requirements, the insufficiency of which triggers early repayment of the securities. The Financial Services segment refers to this as the “early amortization” feature.  Investors are allocated cash flows derived from activities related to the accounts comprising the securitized pool of loans, the amounts of which reflect finance charges collected, certain fee assessments collected, allocations of interchange, and recoveries on charged off accounts.  These cash flows are considered to be restricted under the governing documents to pay interest to investors, servicing fees, and to absorb the investor's share of charge-offs occurring within the securitized pool of loans. Any cash flows remaining in excess of these requirements are reported to investors as excess spread.  An excess spread of less than zero percent for a contractually specified period, generally a three-month average, would trigger an early amortization event. Such an event could result in the Financial Services segment incurring losses related to its retained interests. In addition, if the retained interest in the loans of the Financial Services segment falls below the 5% minimum 20 day average and the Financial Services segment fails to add new accounts to the securitized pool of loans, an early amortization event would be triggered.  The investors have no recourse to the Financial Services segment's other assets for failure of debtors to pay other than for breaches of certain customary representations, warranties, and covenants. These representations, warranties, covenants, and the related indemnities do not protect the Trust or third party investors against credit-related losses on the loans.   

Another feature, which is applicable to the notes issued from the Trust, is one in which excess cash flows generated by the transferred loans are held at the Trust for the benefit of the investors. This cash reserve account funding is triggered when the three-month average excess spread rate of the Trust decreases to below 4.50% or 5.50% (depending on the series) with increasing funding requirements as excess spread levels decline below preset levels or as contractually required by the governing documents. Similar to early amortization, this feature also is designed to protect the investors' interests from loss thus making the cash restricted.  Upon scheduled maturity or early amortization of a securitization, the Financial Services segment is required to remit principal payments received on the securitized pool of loans to the Trust which are restricted for the repayment of the investors' principal note.

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The total amounts and maturities for our credit card securitizations as of June 29, 2013, were as follows:

Series	Type	Total Available Capacity		Third Party Investor Available Capacity		Third Party Investor Outstanding		Interest Rate	Expected Maturity
		(Dollars in Thousands)
2010-I	Term	$	45,000	$	—	$	—	Fixed	January 2015
2010-I	Term	255,000		255,000		255,000		Floating	January 2015
2010-II	Term	165,000		127,500		127,500		Fixed	September 2015
2010-II	Term	85,000		85,000		85,000		Floating	September 2015
2011-II	Term	200,000		155,000		155,000		Fixed	June 2016
2011-II	Term	100,000		100,000		100,000		Floating	June 2016
2011-IV	Term	210,000		165,000		165,000		Fixed	October 2016
2011-IV	Term	90,000		90,000		90,000		Floating	October 2016
2012-I	Term	350,000		275,000		275,000		Fixed	February 2017
2012-I	Term	150,000		150,000		150,000		Floating	February 2017
2012-II	Term	375,000		300,000		300,000		Fixed	June 2017
2012-II	Term	125,000		125,000		125,000		Floating	June 2017
2013-I	Term	385,000		327,250		327,250		Fixed	February 2023
Total term		2,535,000		2,154,750		2,154,750
2008-III	Variable Funding	260,115		225,000		—		Floating	March 2015
2011-I	Variable Funding	352,941		300,000		—		Floating	March 2016
2011-III	Variable Funding	411,765		350,000		—		Floating	September 2014
Total variable		1,024,821		875,000		—
Total available		$	3,559,821	$	3,029,750	$	2,154,750

We have been, and will continue to be, particularly reliant on funding from securitization transactions for the Financial Services segment. A failure to renew existing facilities or to add additional capacity on favorable terms as it becomes necessary could increase our financing costs and potentially limit our ability to grow the business of the Financial Services segment. Unfavorable conditions in the asset-backed securities markets generally, including the unavailability of commercial bank liquidity support or credit enhancements, could have a similar effect. During the six months ended June 29, 2013, the Financial Services segment issued $377 million in certificates of deposit, early renewed its $300 million variable funding facility, extending the commitment for an additional two years, and completed a $385 million term securitization that will mature in February 2023. We believe that these liquidity sources are sufficient to fund the Financial Services segment's foreseeable cash requirements, including certificate of deposit maturities, and near-term growth plans.

Furthermore, the securitized credit card loans of the Financial Services segment could experience poor performance, including increased delinquencies and credit losses, lower payment rates, or a decrease in excess spreads below certain thresholds. This could result in a downgrade or withdrawal of the ratings on the outstanding securities issued in the Financial Services segment's securitization transactions, cause early amortization of these securities, or result in higher required credit enhancement levels.  Credit card loans performed within established guidelines and no events which could trigger an early amortization occurred during the six months ended June 29, 2013, the year ended December 29, 2012, and the six months ended June 30, 2012.  

60

Certificates of Deposit

The Financial Services segment utilizes brokered and non-brokered certificates of deposit to partially finance its operating activities that are issued in minimum amounts of one hundred thousand dollars in various maturities.  At June 29, 2013, the Financial Services segment had $1.2 billion of certificates of deposit outstanding with maturities ranging from July 2013 to June 2023 and with a weighted average effective annual fixed rate of 2.30%. This outstanding balance compares to $1.0 billion at December 29, 2012 and $1.1 billion at June 30, 2012, with weighted average effective annual fixed rates of 2.22% and 2.32%, respectively.

Impact of Inflation

We do not believe that our operating results have been materially affected by inflation during the preceding three years. We cannot assure, however, that our operating results will not be adversely affected by inflation in the future.

Contractual Obligations and Other Commercial Commitments

In the normal course of business, we enter into various contractual obligations that may require future cash payments. For a description of our contractual obligations and other commercial commitments as of December 29, 2012, see our annual report on Form 10-K for the fiscal year ending December 29, 2012, under “Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations - Liquidity and Capital Resources - Contractual Obligations and Other Commercial Commitments.”

Off-Balance Sheet Arrangements

Operating Leases - We lease various items of office equipment and buildings.  Rent expense for these operating leases is recorded in selling, distribution, and administrative expenses in the condensed consolidated statements of income.

Credit Card Limits - The Financial Services segment bears off-balance sheet risk in the normal course of its business. One form of this risk is through the Financial Services segment's commitment to extend credit to cardholders up to the maximum amount of their credit limits. The aggregate of such potential funding requirements totaled $25 billion above existing balances at the end of June 29, 2013. These funding obligations are not included on our condensed consolidated balance sheet.  While the Financial Services segment has not experienced, and does not anticipate that it will experience, a significant draw down of unfunded credit lines by its cardholders, such an event would create a cash need at the Financial Services segment which likely could not be met by our available cash and funding sources. The Financial Services segment has the right to reduce or cancel these available lines of credit at any time.

Seasonality

Our business is seasonal in nature and interim results may not be indicative of results for the full year. Due to buying patterns around the holidays and the opening of hunting seasons, our merchandise revenue is traditionally higher in the third and fourth quarters than in the first and second quarters, and we typically earn a disproportionate share of our operating income in the fourth quarter.  Because of our retail store expansion, and fixed costs associated with retail stores, our quarterly operating income may be further impacted by these seasonal fluctuations. We anticipate our sales will continue to be seasonal in nature.

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Item 3. Quantitative and Qualitative Disclosures About Market Risk

We are exposed to interest rate risk through the operations of the Financial Services segment, and, to a lesser extent, through our merchandising operations. We also are exposed to foreign currency risk through our merchandising operations.

Financial Services Segment Interest Rate Risk

Interest rate risk refers to changes in earnings due to interest rate changes. To the extent that interest income collected on credit card loans and interest expense on certificates of deposit and secured borrowings do not respond equally to changes in interest rates, or that rates do not change uniformly, earnings could be affected. The variable rate credit card loans are indexed to the one month London Interbank Offered Rate (“LIBOR”) and the credit card portfolio is segmented into risk-based pricing tiers each with a different interest margin. Variable rate secured borrowings are indexed to LIBOR-based rates of interest and are periodically repriced.  Certificates of deposit and fixed rate secured borrowings are priced at the current prevailing market rate at the time of issuance. We manage and mitigate our interest rate sensitivity through several techniques, including managing the maturity, repricing, and mix of fixed and variable assets and liabilities by issuing fixed rate secured borrowings or certificates of deposit and by indexing the customer rates to the same index as our secured borrowings.

The table below shows the mix of our credit card account balances as a percentage of total balances outstanding at the periods ended:

	June 29, 2013		December 29, 2012		June 30, 2012
Balances carrying an interest rate based upon various interest rate indices	64.5	%	62.3	%	64.5	%
Balances carrying an interest rate of 7.99% or 9.99%	4.2		4.2		3.7
Balances carrying a promotional interest rate of 0.00%	0.1		0.2		0.2
Balances not carrying interest because the previous month balance was paid in full	31.2		33.3		31.6
Total	100.0	%	100.0	%	100.0	%

Charges on the credit cards issued by the Financial Services segment were priced at a margin over various defined lending rates.  No interest is charged if the account is paid in full within 25 days of the billing cycle, which represented 31.2% of total balances outstanding at June 29, 2013.  Some of the zero percentage promotion expenses are passed through to the merchandise vendors for each specific promotion offered.  

Management has performed several interest rate risk analyses to measure the effects of the timing of the repricing of our interest sensitive assets and liabilities. Based on these analyses, at June 29, 2013, we believe that an increase in LIBOR is more likely; therefore, we believe that an immediate increase in interest rates of 50 basis points would result in a pre-tax increase to projected earnings of approximately $8 million for the Financial Services segment over the next 12 months.

Merchandising Business Interest Rate Risk

The interest payable on our line of credit is based on variable interest rates and therefore affected by changes in market interest rates. If interest rates on existing variable rate debt increased 1.0%, our interest expense and results from operations and cash flows would not be materially affected.

Foreign Currency Risk

We purchase a significant amount of inventory from vendors outside of the United States in transactions that are primarily U. S. dollar transactions. A small percentage of our international purchase transactions are in currencies other than the U. S. dollar. Any currency risks related to these transactions are immaterial to us. A decline in the relative value of the U. S. dollar to other foreign currencies could, however, lead to increased merchandise costs. For our retail operations in Canada, we intend to fund all transactions in Canadian dollars and utilize cash held by our foreignsubsidiaries to fund such operations.

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Item 4. Controls and Procedures        

We maintain disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), designed to ensure that information required to be disclosed in reports filed under the Exchange Act is recorded, processed, summarized, and reported within specified time periods. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

In connection with this quarterly report on Form 10-Q, our Chief Executive Officer and Chief Financial Officer evaluated, with the participation of our management, the effectiveness of our disclosure controls and procedures as of the end of the period covered by this report. Based on management's evaluation, our Chief Executive Officer and Chief Financial Officer each concluded that our disclosure controls and procedures were effective as of June 29, 2013.

Changes in Internal Control Over Financial Reporting

There were no changes in our internal control over financial reporting that occurred during the quarter ended June 29, 2013, that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II - OTHER INFORMATION

Item 1. Legal Proceedings.

We are party to various legal proceedings arising in the ordinary course of business. These actions include commercial, intellectual property, employment (including the Commissioner's charge referenced in Part I, Item 1A, "Risk Factors - Legal proceedings may increase our costs and have a material adverse effect on our results of operations," of our Annual Report on Form 10-K for the fiscal year ended December 29, 2012), regulatory, and product liability claims. Some of these actions involve complex factual and legal issues and are subject to uncertainties. The activities of World's Foremost Bank ("WFB") are subject to complex federal and state laws and regulations. WFB's regulators are authorized to impose penalties for violations of these laws and regulations and, in some cases, to order WFB to pay restitution. We cannot predict with assurance the outcome of the actions brought against us. Accordingly, adverse developments, settlements, or resolutions may occur and have a material effect on our results of operations for the period in which such development, settlement, or resolution occurs. However, we do not believe that the outcome of any current legal proceeding would have a material effect on our results of operations, cash flows, or financial position taken as a whole.

Item 1A. Risk Factors.

There have been no material changes from the risk factors disclosed in the “Risk Factors” section of our Annual Report on Form 10-K for the fiscal year ended December 29, 2012.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.    

On August 23, 2011, the Company's Board of Directors authorized a share repurchase program that provides for share repurchases on an ongoing basis to offset dilution resulting from equity awards under the Company's current or future equity compensation plans. As a result, the Company announced on February 14, 2013, that it would repurchase up to 750,000 shares of its common stock in open market transactions through February 2014. The share repurchase program does not obligate us to repurchase any outstanding shares of our common stock, and the program may be limited or terminated at any time.

The following table shows the stock repurchase activity of the Company for each of the three fiscal months in the second fiscal quarter ended June 29, 2013:    

	Total Number of Shares Purchased	Average Price Paid Per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs	Maximum Number of Shares That May Yet be Purchased Under Publicly Announced Plans or Programs
March 31 through April 27, 2013	—	—		—	677,800
April 28 through June 1, 2013	91,540	$	54.47	91,540	586,260
June 2 through June 29, 2013	—	—		—	586,260
Total	91,540	$	54.47	91,540

Item 3. Defaults Upon Senior Securities.

Not applicable.

Item 4. Mine Safety Disclosures.

Not applicable.

Item 5. Other Information.

Not applicable.

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Item 6. Exhibits.

(a)           Exhibits.

Exhibit Number	Description
10.1	Cabela's Incorporated 2013 Stock Plan (incorporated by reference to Appendix C to the Company's Proxy Statement dated April 23, 2013, and filed with the Securities and Exchange Commission on April 23, 2013)
10.2	Cabela's Incorporated 2013 Performance Bonus Plan (incorporated by reference to Appendix E to the Company's Proxy Statement dated April 23, 2013, and filed with the Securities and Exchange Commission on April 23, 2013)
31.1	Certification of CEO Pursuant to Rule 13a-14(a) under the Exchange Act
31.2	Certification of CFO Pursuant to Rule 13a-14(a) under the Exchange Act
32.1	Certifications Pursuant to 18 U.S.C. Section 1350
101.INS*	XBRL Instance Document	Furnished with this report.
101.SCH*	XBRL Taxonomy Extension Schema Document	Submitted electronically with this report.
101.CAL*	XBRL Taxonomy Calculation Linkbase Document	Submitted electronically with this report.
101.LAB*	XBRL Taxonomy Label Linkbase Document	Submitted electronically with this report.
101.PRE*	XBRL Taxonomy Extension Presentation Linkbase Document	Submitted electronically with this report.
101.DEF*	XBRL Taxonomy Extension Definition Linkbase Document	Submitted electronically with this report.

* As provided in Rule 406T of Regulation S-T, these interactive data files are furnished and not filed for purposes of Sections 11 and 12 of the Securities Act of 1933 and Section 18 of the Securities Exchange Act of 1934.

65

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 thereunto duly authorized.

		CABELA'S INCORPORATED
Dated:	July 26, 2013	By:	/s/ Thomas L. Millner
			Thomas L. Millner
			President and Chief Executive Officer
Dated:	July 26, 2013	By:	/s/ Ralph W. Castner
			Ralph W. Castner
			Executive Vice President and Chief Financial Officer

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Exhibit Index

Exhibit Number	Description
10.1	Cabela's Incorporated 2013 Stock Plan (incorporated by reference to Appendix C to the Company's Proxy Statement dated April 23, 2013, and filed with the Securities and Exchange Commission on April 23, 2013)
10.2	Cabela's Incorporated 2013 Performance Bonus Plan (incorporated by reference to Appendix E to the Company's Proxy Statement dated April 23, 2013, and filed with the Securities and Exchange Commission on April 23, 2013)
31.1	Certification of CEO Pursuant to Rule 13a-14(a) under the Exchange Act
31.2	Certification of CFO Pursuant to Rule 13a-14(a) under the Exchange Act
32.1	Certifications Pursuant to 18 U.S.C. Section 1350
101.INS*	XBRL Instance Document	Furnished with this report.
101.SCH*	XBRL Taxonomy Extension Schema Document	Submitted electronically with this report.
101.CAL*	XBRL Taxonomy Calculation Linkbase Document	Submitted electronically with this report.
101.LAB*	XBRL Taxonomy Label Linkbase Document	Submitted electronically with this report.
101.PRE*	XBRL Taxonomy Extension Presentation Linkbase Document	Submitted electronically with this report.
101.DEF*	XBRL Taxonomy Extension Definition Linkbase Document	Submitted electronically with this report.

* As provided in Rule 406T of Regulation S-T, these interactive data files are furnished and not filed for purposes of Sections 11 and 12 of the Securities Act of 1933 and Section 18 of the Securities Exchange Act of 1934.

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EX-31.1

Exhibit 31.1

CERTIFICATION

I, Thomas L. Millner, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Cabela's Incorporated;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d. Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors:

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Dated:	July 26, 2013	/s/ Thomas L. Millner
		Thomas L. Millner President and Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATION

I, Ralph W. Castner, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Cabela's Incorporated;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d. Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors:

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Dated:	July 26, 2013	/s/ Ralph W. Castner
		Ralph W. Castner Executive Vice President and Chief Financial Officer

EX-32.1

Exhibit 32.1

CERTIFICATIONS

PURSUANT TO 18 U.S.C. SECTION 1350

In connection with the Quarterly Report of Cabela's Incorporated  (the “registrant”) on Form 10-Q for the period ended June 29, 2013, as filed with the Securities and Exchange Commission on the date hereof (the “report”), each of the undersigned certifies, pursuant to 18 U.S.C. Section 1350, that to his knowledge:

(1)      the report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

(2)      the information contained in the report fairly presents, in all material respects, the financial condition and results of operations of the registrant.

Dated:	July 26, 2013
		/s/ Thomas L. Millner
		Thomas L. Millner
		President and Chief Executive Officer
		/s/ Ralph W. Castner
		Ralph W. Castner
		Executive Vice President and Chief Financial Officer

XML

Commitments and Contingencies

6 Months Ended

Jun. 29, 2013

Commitments and Contingencies [Abstract]

Commitments and Contingencies Disclosure [Text Block]

COMMITMENTS AND CONTINGENCIES

The Company leases various buildings, computer and other equipment, and storage space under operating leases which expire on various dates through January 2037. Rent expense on these leases as well as other month to month rentals was $3,496 and $6,888 in the three and six months ended June 29, 2013, respectively, compared to $2,862 and $5,404 in the three and six months ended June 30, 2012, respectively.

The following is a schedule of future minimum rental payments under operating leases at June 29, 2013:

For the six months ending December 28, 2013	$	6,055
For the fiscal years ending:
2014	13,138
2015	15,024
2016	14,704
2017	14,376
Thereafter	212,156
	$	275,453

The Company leases certain retail store locations. Some of these leases include tenant allowances that are amortized over the life of the lease. In the six months ended June 29, 2013, the Company received $4,200 in tenant allowances. No tenant allowances were received in the six months ended June 30, 2012. The Company expects to receive $750 in tenant allowances under leases during the remainder of 2013. Certain leases require the Company to pay contingent rental amounts based on a percentage of sales, in addition to real estate taxes, insurance, maintenance, and other operating expenses associated with the leased premises. These leases have terms which include renewal options ranging from 10 to 70 years.    

The Company has entered into real estate purchase, construction, and/or economic incentive agreements for various new retail store site locations. At June 29, 2013, the Company had total estimated cash commitments of approximately $237,300 outstanding for projected expenditures connected with the development, construction, and completion of new retail stores. This does not include any amounts for contractual obligations associated with retail store locations where the Company is in the process of certain negotiations.

Under various grant programs, state or local governments provide funding for certain costs associated with developing and opening a new retail store. The Company generally receives grant funding in exchange for commitments, such as assurance of agreed employment and wage levels at the retail store or that the retail store will remain open, made by the Company to the state or local government providing the funding. The commitments typically phase out over approximately five to 10 years. If the Company failed to maintain the commitments during the applicable period, the funds received may have to be repaid or other adverse consequences may arise, which could affect the Company's cash flows and profitability. At June 29, 2013, December 29, 2012, and June 30, 2012, the total amount of grant funding subject to a specific contractual remedy was $6,785, $7,257, and $7,491, respectively. No grant funding was received in the six months ended June 29, 2013.

The Company operates an open account document instructions program, which provides for Cabela's-issued letters of credit. The Company had obligations to pay participating vendors $71,927, $55,455, and $72,603, at June 29, 2013, December 29, 2012, and June 30, 2012, respectively.

The Financial Services segment enters into financial instruments with off-balance sheet risk in the normal course of business through the origination of unsecured credit card loans. Unsecured credit card accounts are commitments to extend credit and totaled $24,736,000, $20,976,000, and $20,594,000, at June 29, 2013, December 29, 2012, and June 30, 2012, respectively. These commitments are in addition to any current outstanding balances of a cardholder. Unsecured credit card loans involve, to varying degrees, elements of credit risk in excess of the amount recognized in the condensed consolidated balance sheets. The principal amounts of these instruments reflect the Financial Services segment's maximum related exposure. The Financial Services segment has not experienced and does not anticipate that all customers will exercise the entire available line of credit at any given point in time. The Financial Services segment has the right to reduce or cancel the available lines of credit at any time.

Proposed Settlement of Visa Litigation – In June 2005, a number of entities, each purporting to represent a class of retail merchants, sued Visa and several member banks, and other credit card associations, alleging, among other things, that Visa and its member banks have violated United States antitrust laws by conspiring to fix the level of interchange fees. On July 13, 2012, the parties to this litigation announced that they had entered into a memorandum of understanding, which subject to certain conditions, including court approval, obligates the parties to enter into a settlement agreement to resolve the claims brought by the class members. On November 9, 2012, the settlement received preliminary court approval. The court has scheduled a September 12, 2013, hearing for final approval of the settlement. The settlement agreement requires, among other things, (i) the distribution to class merchants of an amount equal to 10 basis points of default interchange across all credit rate categories for a period of eight consecutive months, which otherwise would have been paid to issuers like WFB, (ii) Visa to change its rules to allow merchants to charge a surcharge on credit card transactions subject to a cap, and (iii) Visa to meet with merchant buying groups that seek to negotiate interchange rates collectively. To date, WFB has not been named as a defendant in any credit card industry lawsuits. Based on the original group of plaintiffs initially involved in the proposed settlement, management believed that the 10 basis point reduction of default interchange across all credit rate categories for a period of eight consecutive months would result in a reduction of interchange income of approximately $12,500 in the Financial Services segment. Therefore, a liability of $12,500 was recorded in the fourth quarter of fiscal 2012 to accrue for such proposed settlement. However, in May 2013, a group of plaintiffs opted out of the proposed settlement to pursue their own legal action. In light of this group of plaintiffs opting out of the proposed settlement, management re-evaluated the impact of the 10 basis point reduction of default interchange across all credit rate categories for a period of eight consecutive months and determined that the estimated liability for the proposed settlement should be reduced by $1,200 in the second quarter ended June 29, 2013, resulting in a liability of $11,300 outstanding as of June 29, 2013.

Litigation and Claims – The Company is party to various legal proceedings arising in the ordinary course of business. These actions include commercial, intellectual property, employment, regulatory, and product liability claims. Some of these actions involve complex factual and legal issues and are subject to uncertainties. The activities of WFB are subject to complex federal and state laws and regulations. WFB's regulators are authorized to impose penalties for violations of these laws and regulations and, in some cases, to order WFB to pay restitution. The Company cannot predict with assurance the outcome of the actions brought against it. Accordingly, adverse developments, settlements, or resolutions may occur and have a material effect on the Company's results of operations for the period in which such development, settlement, or resolution occurs. However, the Company does not believe that the outcome of any current legal proceeding would have a material effect on its results of operations, cash flows, or financial position taken as a whole.

On January 6, 2011, the Company received a Commissioner's charge from the Chair of the U.S. Equal Employment Opportunity Commission ("EEOC") alleging that the Company has discriminated against non-Whites on the basis of their race and national origin in recruitment and hiring. The Company is disputing these allegations, and the EEOC currently is in the early stages of its investigation. At the present time, the Company is unable to form a judgment regarding a favorable or unfavorable outcome regarding this matter or the potential range of loss in the event of an unfavorable outcome.

XML

Condensed Consolidated Statement of Comprehensive Income Parentheticals (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 29, 2013	Jun. 30, 2012	Jun. 29, 2013	Jun. 30, 2012
Taxes on unrealized loss on economic development bonds	$ (1,420)	$ 425	$ (1,018)	$ 1,355
Taxes on derivative adjustment	$ 0	$ (11)	$ 0	$ 53

XML

Cabela's Master Credit Card Trust

6 Months Ended

Jun. 29, 2013

Cabela's Master Credit Card Trust [Abstract]

Loans, Notes, Trade and Other Receivables Disclosure [Text Block]

CABELA'S MASTER CREDIT CARD TRUST    

The Financial Services segment utilizes the Trust for the purpose of routinely selling and securitizing credit card loans and issuing beneficial interest to investors. The Trust issues variable funding facilities and long-term notes each of which has an undivided interest in the assets of the Trust. The Financial Services segment must retain a minimum 20 day average of 5% of the loans in the securitization trust which ranks pari passu with the investors' interests in the securitized trusts.  In addition, the Financial Services segment owns notes issued by the Trust from some of the securitizations, which in certain cases may be subordinated to other notes issued.  The consolidated assets of the Trust are subject to credit, payment, and interest rate risks on the transferred credit card loans. The secured borrowings contain legal isolation requirements which would protect the assets pledged as collateral for the securitization investors as well as protect Cabela's and WFB from any liability from default on the notes.

To protect investors, the securitization structures include certain features that could result in earlier-than-expected repayment of the securities, which could cause the Financial Services segment to sustain a loss of one or more of its retained interests and could prompt the need to seek alternative sources of funding. The primary investor protection feature relates to the availability and adequacy of cash flows in the securitized pool of loans to meet contractual requirements, the insufficiency of which triggers early repayment of the securities. The Financial Services segment refers to this as the early amortization feature.  Investors are allocated cash flows derived from activities related to the accounts comprising the securitized pool of loans, the amounts of which reflect finance charges collected, certain fee assessments collected, allocations of interchange, and recoveries on charged-off accounts.  These cash flows are considered to be restricted under the governing documents to pay interest to investors, servicing fees, and to absorb the investor's share of charge-offs occurring within the securitized pool of loans. Any cash flows remaining in excess of these requirements are reported to investors as excess spread.  An excess spread of less than zero percent for a contractually specified period, generally a three-month average, would trigger an early amortization event. Such an event could result in the Financial Services segment incurring losses related to its retained interests. In addition, if the retained interest in the loans of the Financial Services segment falls below the 5% minimum 20 day average and the Financial Services segment fails to add new accounts to the securitized pool of loans, an early amortization event would be triggered.  The investors have no recourse to the other assets of the Financial Services segment for failure of debtors to pay other than for breaches of certain customary representations, warranties, and covenants. These representations, warranties, covenants, and the related indemnities do not protect the Trust or third party investors against credit-related losses on the loans.

Another feature, which is applicable to the notes issued from the Trust, is one in which excess cash flows generated by the transferred loans are held at the Trust for the benefit of the investors. This cash reserve account funding is triggered when the three-month average excess spread rate of the Trust decreases to below 4.50% or 5.50% (depending on the series) with increasing funding requirements as excess spread levels decline below preset levels or as contractually required by the governing documents. Similar to early amortization, this feature also is designed to protect the investors' interests from loss thus making the cash restricted.  Upon scheduled maturity or early amortization of a securitization, the Financial Services segment is required to remit principal payments received on the securitized pool of loans to the Trust which are restricted for the repayment of the investors' principal note. Credit card loans performed within established guidelines and no events which could trigger an early amortization occurred during the six months ended June 29, 2013, the year ended December 29, 2012, and the six months ended June 30, 2012.  

The following table presents the components of the consolidated assets and liabilities of the Trust at the periods ended:

	June 29, 2013		December 29, 2012		June 30, 2012
Consolidated assets:
Restricted credit card loans, net of allowance of $62,200, $65,090, and $66,740	$	3,415,691	$	3,458,043	$	2,971,675
Restricted cash	19,412		17,292		15,826
Total	$	3,435,103	$	3,475,335	$	2,987,501
Consolidated liabilities:
Secured variable funding obligations	$	—	$	325,000	$	—
Secured long-term obligations	2,154,750		1,827,500		1,827,500
Interest due to third party investors	1,691		1,424		1,281
Total	$	2,156,441	$	2,153,924	$	1,828,781

CREDIT CARD LOANS AND ALLOWANCE FOR LOAN LOSSES    

The Financial Services segment grants individual credit card loans to its customers and is diversified in its lending with borrowers throughout the United States. Credit card loans are reported at their principal amounts outstanding less the allowance for loan losses and deferred credit card origination costs. As part of collection efforts, a credit card loan may be closed and placed on non-accrual or restructured in a fixed payment plan prior to charge-off. The fixed payment plans consist of a lower interest rate, reduced minimum payment, and elimination of fees. Loans on fixed payment plans include loans in which the customer has engaged a consumer credit counseling agency to assist them in managing their debt. Customers who miss two consecutive payments once placed on a payment plan or non-accrual will resume accruing interest at the rate they had accrued at before they were placed on a plan. Interest and fees are accrued in accordance with the terms of the applicable cardholder agreements on credit card loans until the date of charge-off unless placed on non-accrual. Payments received on non-accrual loans are applied to principal. The Financial Services segment does not record any liabilities for off-balance sheet risk of unfunded commitments through the origination of unsecured credit card loans.

The direct credit card account origination costs associated with costs of successful credit card originations incurred in transactions with independent third parties, and certain other costs incurred in connection with credit card approvals, are deferred credit card origination costs included in credit card loans and are amortized on a straight-line basis over 12 months. Other account solicitation costs, including printing, list processing, and postage are expensed as solicitation occurs.

The following table reflects the composition of the credit card loans at the periods ended:

	June 29, 2013			December 29, 2012			June 30, 2012
Restricted credit card loans of the Trust (restricted for repayment of secured borrowings of the Trust)	$	3,477,891		$	3,523,133		$	3,038,415
Unrestricted credit card loans	22,592			34,356			19,351
Total credit card loans	3,500,483			3,557,489			3,057,766
Allowance for loan losses	(62,500		)	(65,600		)	(67,050		)
Deferred credit card origination costs	4,702			5,583			3,743
Credit card loans, net	$	3,442,685		$	3,497,472		$	2,994,459

Allowance for Loan Losses:

The allowance for loan losses represents management's estimate of probable losses inherent in the credit card loan portfolio. The allowance for loan losses is established through a charge to the provision for loan losses and is regularly evaluated by management for adequacy. Loans on a payment plan or non-accrual are segmented from the rest of the credit card loan portfolio into a restructured credit card loan segment before establishing an allowance for loan losses as these loans have a higher probability of loss. Management estimates losses inherent in the credit card loans segment and restructured credit card loans segment based on a model which tracks historical loss experience on delinquent accounts, bankruptcies, death, and charge-offs, net of estimated recoveries. The Financial Services segment uses a migration analysis and historical bankruptcy and death rates to estimate the likelihood that a credit card loan will progress through the various stages of delinquency and to charge-off. This analysis estimates the gross amount of principal that will be charged off over the next 12 months, net of recoveries. This estimate is used to derive an estimated allowance for loan losses. In addition to these methods of measurement, management also considers other factors such as general economic and business conditions affecting key lending areas, credit concentration, changes in origination and portfolio management, and credit quality trends. Since the evaluation of the inherent loss with respect to these factors is subject to a high degree of uncertainty, the measurement of the overall allowance is subject to estimation risk, and the amount of actual losses can vary significantly from the estimated amounts.

Credit card loans that have been modified through a fixed payment plan or placed on non-accrual are considered impaired and are collectively evaluated for impairment. The Financial Services segment charges off credit card loans and restructured credit card loans on a daily basis after an account becomes at a minimum 130 days contractually delinquent. Accounts relating to cardholder bankruptcies, cardholder deaths, and fraudulent transactions are charged off earlier. The Financial Servicessegment recognizes charged-off cardholder fees and accrued interest receivable in interest and fee income that is included in Financial Services revenue.

The following table reflects the activity in the allowance for loan losses by credit card segment for the periods presented:

	Three Months Ended
	June 29, 2013									June 30, 2012
	Credit Card Loans			Restructured Credit Card Loans			Total Credit Card Loans			Credit Card Loans			Restructured Credit Card Loans			Total Credit Card Loans
Balance, beginning of period	$	43,700		$	21,000		$	64,700		$	40,050		$	27,000		$	67,050
Provision for loan losses	11,259			592			11,851			12,160			38			12,198
Charge-offs	(15,044		)	(3,604		)	(18,648		)	(13,527		)	(3,307		)	(16,834		)
Recoveries	3,585			1,012			4,597			3,367			1,269			4,636
Net charge-offs	(11,459		)	(2,592		)	(14,051		)	(10,160		)	(2,038		)	(12,198		)
Balance, end of period	$	43,500		$	19,000		$	62,500		$	42,050		$	25,000		$	67,050
	Six Months Ended
	June 29, 2013									June 30, 2012
	Credit Card Loans			Restructured Credit Card Loans			Total Credit Card Loans			Credit Card Loans			Restructured Credit Card Loans			Total Credit Card Loans
Balance, beginning of period	$	42,600		$	23,000		$	65,600		$	44,350		$	29,000		$	73,350
Provision for loan losses	23,948			678			24,626			18,360			484			18,844
Charge-offs	(30,053		)	(6,895		)	(36,948		)	(27,714		)	(7,132		)	(34,846		)
Recoveries	7,005			2,217			9,222			7,054			2,648			9,702
Net charge-offs	(23,048		)	(4,678		)	(27,726		)	(20,660		)	(4,484		)	(25,144		)
Balance, end of period	$	43,500		$	19,000		$	62,500		$	42,050		$	25,000		$	67,050

Credit Quality Indicators, Delinquent, and Non-Accrual Loans:

The Financial Services segment segregates the loan portfolio into loans that have been restructured and other credit card loans in order to facilitate the estimation of the losses inherent in the portfolio as of the reporting date. The Financial Services segment uses the scores of Fair Isaac Corporation (“FICO”), a widely-used tool for assessing an individual's credit rating, as the primary credit quality indicator. The FICO score is an indicator of quality, with the risk of loss increasing as an individual's FICO score decreases. The credit card loan segment was disaggregated into the following classes as reflected in the tables below based upon the loan's current related FICO score.

The Financial Services segment considers a loan to be delinquent if the minimum payment is not received by the payment due date. The aging method is based on the number of completed billing cycles during which a customer has failed to make a required payment.

The table below provides information on non-accrual, past due, and restructured credit card loans by class using the respective quarter FICO score at the periods ended:

June 29, 2013:	FICO Score of Credit Card Loans Segment						Restructured Credit Card Loans Segment (1)
	691 and Below		692 - 758		759 and Above				Total
Credit card loan status:
Current	$	468,396	$	1,157,053	$	1,768,415	$	39,168	$	3,433,032
1 to 29 days past due	18,148		12,297		11,304		4,047		45,796
30 to 59 days past due	6,019		1,037		250		1,572		8,878
60 or more days past due	10,102		226		9		2,440		12,777
Total past due	34,269		13,560		11,563		8,059		67,451
Total credit card loans	$	502,665	$	1,170,613	$	1,779,978	$	47,227	$	3,500,483
90 days or more past due and still accruing	$	5,061	$	11	$	6	$	1,091	$	6,169
Non-accrual	—		—		—		5,685		5,685

December 29, 2012:	FICO Score of Credit Card Loans Segment						Restructured Credit Card Loans Segment (1)
	691 and Below		692 - 758		759 and Above				Total
Credit card loan status:
Current	$	453,894	$	1,134,840	$	1,856,587	$	44,193	$	3,489,514
1 to 29 days past due	17,901		11,558		10,094		4,304		43,857
30 to 59 days past due	6,060		1,004		203		1,811		9,078
60 or more days past due	11,416		189		43		3,392		15,040
Total past due	35,377		12,751		10,340		9,507		67,975
Total credit card loans	$	489,271	$	1,147,591	$	1,866,927	$	53,700	$	3,557,489
90 days or more past due and still accruing	$	6,118	$	38	$	4	$	1,481	$	7,641
Non-accrual	—		—		—		5,985		5,985
June 30, 2012:	FICO Score of Credit Card Loans Segment						Restructured Credit Card Loans Segment (1)
	691 and Below		692 - 758		759 and Above				Total
Credit card loan status:
Current	$	401,520	$	983,517	$	1,562,809	$	48,214	$	2,996,060
1 to 29 days past due	16,664		10,820		8,669		4,580		40,733
30 to 59 days past due	5,555		979		313		1,848		8,695
60 or more days past due	8,972		202		30		3,074		12,278
Total past due	31,191		12,001		9,012		9,502		61,706
Total credit card loans	$	432,711	$	995,518	$	1,571,821	$	57,716	$	3,057,766
90 days or more past due and still accruing	$	4,809	$	30	$	9	$	1,307	$	6,155
Non-accrual	—		—		—		6,195		6,195

(1) Specific allowance for loan losses of $19,000, $23,000, and $25,000, at June 29, 2013, December 29, 2012, and June 30, 2012, respectively, are included in allowance for loan losses.

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Accounting Pronouncements

6 Months Ended

Jun. 29, 2013

Accounting Pronouncements [Abstract]

Schedule of New Accounting Pronouncements and Changes in Accounting Principles [Table Text Block]

ACCOUNTING PRONOUNCEMENTS

Effective February 5, 2013, the Financial Accounting Standards Board issued ASU No. 2013-02, Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income, which adds additional disclosure requirements relating to the reclassification of items out of accumulated other comprehensive income.  This ASU was effective for the first quarter of 2013 for the Company. During the three and six months ended June 29, 2013, the Company did not have any reclassification of items out of accumulated other comprehensive income.

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Stock-Based Compensation Plans and Employee Benefit Plans

6 Months Ended

Jun. 29, 2013

Stock Award Plans [Abstract]

Disclosure of Compensation Related Costs, Share-based Payments [Text Block]

STOCK-BASED COMPENSATION PLANS AND EMPLOYEE BENEFIT PLANS        

Stock-Based Compensation. The Company recognized total stock-based compensation expense of $3,820 and $7,313 for the three and six months ended June 29, 2013, respectively, and $3,345 and $6,600 in the three and six months ended June 30, 2012, respectively. Compensation expense related to the Company's stock-based payment awards is recognized in selling, distribution, and administrative expenses in the condensed consolidated statements of income. At June 29, 2013, the total unrecognized deferred stock-based compensation balance for all equity awards issued, net of expected forfeitures, was $25,637, net of tax, which is expected to be amortized over a weighted average period of 3.0 years.

New Stock Plan. Effective June 5, 2013, the shareholders of the Company approved the Cabela's Incorporated 2013 Stock Plan (the "2013 Stock Plan"). The 2013 Stock Plan replaces the Cabela's Incorporated 2004 Stock Plan (the "2004 Stock Plan") and provides for the grant of incentive stock options, non-statutory stock options ("NSOs"), stock appreciation rights, performance stock, performance units, restricted stock, and restricted stock units to employees and consultants. Non-employee directors are eligible to receive any type of award offered under the 2013 Stock Plan except incentive stock options. Awards granted under the 2013 Stock Plan have a term of no greater than ten years from the grant date and become exercisable under the vesting schedule determined at the time of grant. As of June 29, 2013, the maximum number of shares available for awards under the 2013 Stock Plan was 3,969,630.

Option Awards. During the six months ended June 29, 2013, there were 207,595 NSOs granted to employees under the 2004 Stock Plan at an exercise price of $50.91 per share. These options have an eight-year term and vest over four years. On March 2, 2013, the Company also issued 64,000 premium-priced NSOs to its President and Chief Executive Officer under the 2004 Stock Plan at an exercise price of $58.55 (which was equal to 115% of the closing price of the Company's common stock on the New York Stock Exchange on March 1, 2013). The premium-priced NSOs vest in three equal annual installments beginning on March 2, 2017, and expire on March 2, 2021. At June 29, 2013, there were 3,567,702 awards outstanding under the 2004 Stock Plan. No future grants of awards will be made under the 2004 Stock Plan.

On June 6, 2013, the Company granted 30,000 NSOs to non-employee directors under the 2013 Stock Plan at an exercise price of $67.69 per share. These options have an eight-year term and vest over one year.

During the six months ended June 29, 2013, there were 358,306 options exercised. To the extent available, the Company will issue its treasury shares for the exercise of stock options before issuing new shares. The aggregate intrinsic value of awards exercised was $15,481 and $41,195 during the six months ended June 29, 2013, and June 30, 2012, respectively. Based on the Company's closing stock price of $64.76 at June 29, 2013, the total number of in-the-money awards exercisable as of June 29, 2013, was 2,082,276.

Nonvested Stock and Stock Unit Awards. During the six months ended June 29, 2013, the Company issued 344,345 units of nonvested stock under the 2004 Stock Plan to employees at a weighted average fair value of $50.90 per unit. These nonvested stock units vest evenly over four years on the grant date anniversary based on the passage of time. On March 2, 2013, the Company also issued 55,400 units of performance-based restricted stock units under the 2004 Stock Plan to certain executives at a fair value of $50.91 per unit. These performance-based restricted stock units will begin vesting in four equal annual installments on March 2, 2014, if the performance criteria is achieved.

On June 6, 2013, the Company granted 370 units of nonvested stock to a non-employee director of WFB under the 2013 Stock Plan at a fair value of $67.69 per unit. These nonvested stock units vest over one year.

Employee Stock Purchase Plan. Effective June 5, 2013, the shareholders of the Company approved the Cabela's Incorporated 2013 Employee Stock Purchase Plan (the "2013 ESPP") which replaces the Cabela's Incorporated 2004 Employee Stock Purchase Plan for all awards granted on or after August 1, 2013. As of June 29, 2013, the maximum number of shares of common stock available for issuance under the 2013 ESPP was 2,000,000 shares and under the 2004 Plan was 630,517 shares. During the six months ended June 29, 2013, there were 33,065 shares issued under the 2004 Plan.

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Earnings Per Share (Details)	3 Months Ended		6 Months Ended
	Jun. 29, 2013	Jun. 30, 2012	Jun. 29, 2013	Jun. 30, 2012
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Basic weighted average shares outstanding	70,503,889	70,034,486	70,330,817	69,744,356
Stock options, nonvested stock units, and employee stock purchase plans	1,183,887	1,507,616	1,276,516	2,251,562
Diluted weighted average shares outstanding	71,687,776	71,542,102	71,607,333	71,995,918
Stock options outstanding and nonvested stock units issued considered anti-dilutive excluded from calculation	7,582	64,000	3,791	196,758

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Cabela's Master Credit Card Trust (Details) (USD $) In Thousands, unless otherwise specified	Jun. 29, 2013	Dec. 29, 2012	Jun. 30, 2012
Consolidated assets: [Abstract]
Restricted credit card loans, net of allowance of $62,200, $65,090, and $66,740	$ 3,415,691	$ 3,458,043	$ 2,971,675
Restricted cash of the Trust	19,412	17,292	15,826
Total Consolidated Assets of the Trust	3,435,103	3,475,335	2,987,501
Allowance for loan losses	(62,500)	(65,600)	(67,050)
Consolidated liabilities: [Abstract]
Secured variable funding obligations	0	325,000	0
Secured long-term obligations	2,154,750	1,827,500	1,827,500
Interest due to third party investors	1,691	1,424	1,281
Total Consolidated liabilities of the Trust	2,156,441	2,153,924	1,828,781
Cabela's Master Credit Card Trust [Member]
Consolidated assets: [Abstract]
Allowance for loan losses	$ 62,200	$ 6,458,043	$ 2,971,675

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Securities (Tables)

6 Months Ended

Jun. 29, 2013

Securities [Abstract]

Available-for-sale Securities [Table Text Block]

Securities consisted of the following for the periods ended:

			Gross Unrealized Gains		Gross Unrealized Losses
	Amortized Cost							Fair
								Value
June 29, 2013:
Available-for-sale securities:
Economic development bonds	$	71,924	$	7,119	$	—		$	79,043
Held-to-maturity securities:
U.S. government agency (1)	$	135,000	$	—	$	(20	)	$	134,980
December 29, 2012:
Available-for-sale securities:
Economic development bonds	$	74,545	$	10,496	$	—		$	85,041
June 30, 2012:
Available-for-sale securities:
Economic development bonds	$	79,783	$	8,552	$	—		$	88,335

(1) Represents U.S. government agency held-to-maturity securities held by the Financial Services segment and available for utilization only by the Financial Services Segment pursuant to regulatory restrictions.

Schedule of Available-for-sale Securities Reconciliation [Table Text Block]

The carrying value and fair value of these securities classified by estimated maturity based on expected future cash flows at June 29, 2013, were as follows:

	Available-for-Sale				Held-to-Maturity
	Amortized Cost		Fair Value		Amortized Cost		Fair Value
For the six months ending December 28, 2013	$	1,711	$	2,091	$	135,000	$	134,980
For the fiscal years ending:
2014	1,891		2,319		—		—
2015	2,022		2,484		—		—
2016	2,381		2,879		—		—
2017	2,541		2,937		—		—
2018 - 2022	20,203		22,723		—		—
2023 and thereafter	41,175		43,610		—		—
Totals	$	71,924	$	79,043	$	135,000	$	134,980

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Credit Card Loans and Allowance For Loan Losses Credit Card Loans (Tables)

6 Months Ended

Jun. 29, 2013

Credit Card Loans [Abstract]

Credit Card Loans [Table Text Block]

The following table reflects the composition of the credit card loans at the periods ended:

	June 29, 2013			December 29, 2012			June 30, 2012
Restricted credit card loans of the Trust (restricted for repayment of secured borrowings of the Trust)	$	3,477,891		$	3,523,133		$	3,038,415
Unrestricted credit card loans	22,592			34,356			19,351
Total credit card loans	3,500,483			3,557,489			3,057,766
Allowance for loan losses	(62,500		)	(65,600		)	(67,050		)
Deferred credit card origination costs	4,702			5,583			3,743
Credit card loans, net	$	3,442,685		$	3,497,472		$	2,994,459

Allowance for Credit Losses on Financing Receivables [Table Text Block]

The following table reflects the activity in the allowance for loan losses by credit card segment for the periods presented:

	Three Months Ended
	June 29, 2013									June 30, 2012
	Credit Card Loans			Restructured Credit Card Loans			Total Credit Card Loans			Credit Card Loans			Restructured Credit Card Loans			Total Credit Card Loans
Balance, beginning of period	$	43,700		$	21,000		$	64,700		$	40,050		$	27,000		$	67,050
Provision for loan losses	11,259			592			11,851			12,160			38			12,198
Charge-offs	(15,044		)	(3,604		)	(18,648		)	(13,527		)	(3,307		)	(16,834		)
Recoveries	3,585			1,012			4,597			3,367			1,269			4,636
Net charge-offs	(11,459		)	(2,592		)	(14,051		)	(10,160		)	(2,038		)	(12,198		)
Balance, end of period	$	43,500		$	19,000		$	62,500		$	42,050		$	25,000		$	67,050
	Six Months Ended
	June 29, 2013									June 30, 2012
	Credit Card Loans			Restructured Credit Card Loans			Total Credit Card Loans			Credit Card Loans			Restructured Credit Card Loans			Total Credit Card Loans
Balance, beginning of period	$	42,600		$	23,000		$	65,600		$	44,350		$	29,000		$	73,350
Provision for loan losses	23,948			678			24,626			18,360			484			18,844
Charge-offs	(30,053		)	(6,895		)	(36,948		)	(27,714		)	(7,132		)	(34,846		)
Recoveries	7,005			2,217			9,222			7,054			2,648			9,702
Net charge-offs	(23,048		)	(4,678		)	(27,726		)	(20,660		)	(4,484		)	(25,144		)
Balance, end of period	$	43,500		$	19,000		$	62,500		$	42,050		$	25,000		$	67,050

Financing Receivable Credit Quality Indicators [Table Text Block]

The table below provides information on non-accrual, past due, and restructured credit card loans by class using the respective quarter FICO score at the periods ended:

June 29, 2013:	FICO Score of Credit Card Loans Segment						Restructured Credit Card Loans Segment (1)
	691 and Below		692 - 758		759 and Above				Total
Credit card loan status:
Current	$	468,396	$	1,157,053	$	1,768,415	$	39,168	$	3,433,032
1 to 29 days past due	18,148		12,297		11,304		4,047		45,796
30 to 59 days past due	6,019		1,037		250		1,572		8,878
60 or more days past due	10,102		226		9		2,440		12,777
Total past due	34,269		13,560		11,563		8,059		67,451
Total credit card loans	$	502,665	$	1,170,613	$	1,779,978	$	47,227	$	3,500,483
90 days or more past due and still accruing	$	5,061	$	11	$	6	$	1,091	$	6,169
Non-accrual	—		—		—		5,685		5,685

December 29, 2012:	FICO Score of Credit Card Loans Segment						Restructured Credit Card Loans Segment (1)
	691 and Below		692 - 758		759 and Above				Total
Credit card loan status:
Current	$	453,894	$	1,134,840	$	1,856,587	$	44,193	$	3,489,514
1 to 29 days past due	17,901		11,558		10,094		4,304		43,857
30 to 59 days past due	6,060		1,004		203		1,811		9,078
60 or more days past due	11,416		189		43		3,392		15,040
Total past due	35,377		12,751		10,340		9,507		67,975
Total credit card loans	$	489,271	$	1,147,591	$	1,866,927	$	53,700	$	3,557,489
90 days or more past due and still accruing	$	6,118	$	38	$	4	$	1,481	$	7,641
Non-accrual	—		—		—		5,985		5,985
June 30, 2012:	FICO Score of Credit Card Loans Segment						Restructured Credit Card Loans Segment (1)
	691 and Below		692 - 758		759 and Above				Total
Credit card loan status:
Current	$	401,520	$	983,517	$	1,562,809	$	48,214	$	2,996,060
1 to 29 days past due	16,664		10,820		8,669		4,580		40,733
30 to 59 days past due	5,555		979		313		1,848		8,695
60 or more days past due	8,972		202		30		3,074		12,278
Total past due	31,191		12,001		9,012		9,502		61,706
Total credit card loans	$	432,711	$	995,518	$	1,571,821	$	57,716	$	3,057,766
90 days or more past due and still accruing	$	4,809	$	30	$	9	$	1,307	$	6,155
Non-accrual	—		—		—		6,195		6,195

(1) Specific allowance for loan losses of $19,000, $23,000, and $25,000, at June 29, 2013, December 29, 2012, and June 30, 2012, respectively, are included in allowance for loan losses.

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Stock-Based Compensation Plans and Employee Benefit Plans (Details) (USD $) In Thousands, except Share data, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 29, 2013	Jun. 30, 2012	Jun. 29, 2013	Jun. 30, 2012
Stock-based compensation	$ 3,820	$ 3,345	$ 7,313	$ 6,600
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period			358,306
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant	3,969,630		3,969,630
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized	25,637		25,637
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term			3 years 0 months 0 days
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Total Intrinsic Value			$ 15,481	$ 41,195
Closing Stock Price of one share of Cabela's Stock	$ 64.76		$ 64.76
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number	2,082,276		2,082,276
Stock Issued During Period, Shares, Employee Stock Purchase Plans			33,065
Stock Options [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross			207,595
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price			$ 50.91
Cabela's Incorpoarted 2004 Stock Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number	3,567,702		3,567,702
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant	630,517		630,517
Restricted Stock Units (RSUs) [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross			344,345
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value			$ 50.90
Cabela's Incorpoarted 2013 Stock Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized	2,000,000		2,000,000
Director [Member] | Restricted Stock Units (RSUs) [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross			370
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value			$ 67.69
Management [Member] | Restricted Stock Units (RSUs) [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross			55,400
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value			$ 50.91
Chief Executive Officer [Member] | Stock Options [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross			64,000
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price			$ 58.55

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Supplemental Cash Flow Information (Tables)

6 Months Ended

Jun. 29, 2013

Supplemental Cash Flow Information [Abstract]

Schedule of Cash Flow, Supplemental Disclosures [Table Text Block]

The following table sets forth non-cash financing and investing activities and other cash flow information for the periods presented.

	Six Months Ended
	June 29, 2013		June 30, 2012
Non-cash financing and investing activities:
Accrued property and equipment additions (1)	$	31,808	$	20,004
Other cash flow information:
Interest paid (2)	$	33,255	$	39,090
Income taxes, net of refunds	$	18,326	$	45,494

(1) Accrued property and equipment additions are recognized in the condensed consolidated statements of cash flows in the period they are paid.

(2) Includes interest from the Financial Services segment totaling $29,397 and $26,945, respectively.

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Securities (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 29, 2013	Jun. 30, 2012	Jun. 29, 2013	Jun. 30, 2012	Mar. 30, 2013	Dec. 29, 2012	Mar. 31, 2012	Dec. 31, 2011
Schedule of Available-for-sale Securities [Line Items]
Included in earnings - realized	$ 0	$ 0	$ 0	$ 0
Investment Income, Interest			2,068	2,596
Available-for-sale Securities, Amortized Cost Basis	71,924	79,783	71,924	79,783		74,545
Available-for-sale Securities, Debt Maturities, within One Year, Amortized Cost Basis	1,711		1,711
Available-for-sale Securities, Debt Maturities, within One Year, Fair Value	2,091		2,091
Held-to-maturity Securities, Debt Maturities, within One Year, Net Carrying Amount	135,000		135,000
Held-to-maturity Securities, Debt Maturities, Next Twelve Months, Fair Value	134,980		134,980
Available-for-sale Securities, Debt Maturities, Year Two, Amortized Cost Basis	1,891		1,891
Available-for-sale Securities, Debt Maturities, Year Two, Fair Value	2,319		2,319
Available-for-sale Securities, Debt Maturities, Year Three, Amortized Cost Basis	2,022		2,022
Available-for-sale Securities, Debt Maturities, Year Three, Fair Value	2,484		2,484
Available-for-sale Securities, Debt Maturities, Year Four, Amortized Cost Basis	2,381		2,381
Available-for-sale Securities, Debt Maturities, Year Four, Fair Value	2,879		2,879
Available-for-sale Securities, Debt Maturities, Year Five, Amortized Cost Basis	2,541		2,541
Available-for-sale Securities, Debt Maturities, Year Five, Fair Value	2,937		2,937
Available-for-sale Securities, Debt Maturities, after Five Through Ten Years, Amortized Cost Basis	20,203		20,203
Available-for-sale Securities, Debt Maturities, after Five Through Ten Years, Fair Value	22,723		22,723
Available-for-sale Securities, Debt Maturities, after Ten Years, Amortized Cost Basis	41,175		41,175
Available-for-sale Securities, Debt Maturities, after Ten Years, Fair Value	43,610		43,610
Available-for-sale Securities, Debt Maturities, Amortized Cost Basis	71,924		71,924
Available-for-sale Securities, Fair Value Disclosure	79,043	88,335	79,043	88,335	84,463	85,041	88,715	86,563
Held-to-maturity investment securities	135,000	0	135,000	0		0
Available-for-sale Securities, Gross Unrealized Gains	7,119	8,552	7,119	8,552		10,496
Available-for-sale Securities, Gross Unrealized Losses	0	0	0	0		0
Held-to-maturity Securities, Unrecognized Holding Gain	0		0
Held-to-maturity Securities, Unrecognized Holding Loss	(20)		(20)
Held-to-maturity Securities, Fair Value	$ 134,980	$ 0	$ 134,980	$ 0		$ 0

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Supplemental Cash Flow Information (Details) (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 29, 2013	Jun. 30, 2012
Interest Paid By Subsidiary	$ 29,397	$ 26,945
Accrued property and equipment additions (1)	31,808	20,004
Interest paid (2)	33,255	39,090
Income taxes, net of refunds	$ 18,326	$ 45,494

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Commitments and Contingencies (Tables)

6 Months Ended

Jun. 29, 2013

Future Minimum Lease Payments [Line Items]

Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block]

The following is a schedule of future minimum rental payments under operating leases at June 29, 2013:

For the six months ending December 28, 2013	$	6,055
For the fiscal years ending:
2014	13,138
2015	15,024
2016	14,704
2017	14,376
Thereafter	212,156
	$	275,453

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Impairment and Restructuring Charges (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 29, 2013	Jun. 30, 2012	Jun. 29, 2013	Jun. 30, 2012
Restructuring Cost and Reserve [Line Items]
Impairment and restructuring charges	$ 937	$ 0	$ 937	$ 0

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Cabela's Master Credit Card Trust (Tables)

6 Months Ended

Jun. 29, 2013

Consolidated Assets and Liabilities of the Trust [Abstract]

Consolidated Assets and Liabilities of the Trust [Table Text Block]

The following table presents the components of the consolidated assets and liabilities of the Trust at the periods ended:

	June 29, 2013		December 29, 2012		June 30, 2012
Consolidated assets:
Restricted credit card loans, net of allowance of $62,200, $65,090, and $66,740	$	3,415,691	$	3,458,043	$	2,971,675
Restricted cash	19,412		17,292		15,826
Total	$	3,435,103	$	3,475,335	$	2,987,501
Consolidated liabilities:
Secured variable funding obligations	$	—	$	325,000	$	—
Secured long-term obligations	2,154,750		1,827,500		1,827,500
Interest due to third party investors	1,691		1,424		1,281
Total	$	2,156,441	$	2,153,924	$	1,828,781

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Condensed Consolidated Balance Sheets Parentheticals (USD $) In Thousands, except Share data, unless otherwise specified	Jun. 29, 2013	Dec. 29, 2012	Jun. 30, 2012
Restricted credit card loans of the Trust	$ 3,477,891	$ 3,523,133	$ 3,038,415
Allowance for loan losses	62,500	65,600	67,050
Unpresented checks	$ 24,571	$ 28,928	$ 23,287
Common stock, par value	$ 0.01	$ 0.01	$ 0.01
Common stock, shares authorized	245,000,000	245,000,000	245,000,000
Common stock, shares issued	70,563,558	70,545,558	70,542,289
Preferred stock, par value	70,549,821	70,053,144	69,742,289
Preferred stock, shares authorized	$ 0.01	$ 0.01	$ 0.01
Preferred stock, shares authorized	10,000,000	10,000,000	10,000,000
Preferred Stock, Shares Issued	0	0	0
Treasury stock, at cost	13,737	492,414	800,000

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Condensed Consolidated Statements of Shareholders' Equity (USD $) In Thousands, except Share data	Total	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Accumulated Other Comprehensive Income (Loss) [Member]	Treasury Stock [Member]	Common Stock [Member]
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest Beginning of Period at Dec. 31, 2011	$ 1,181,316	$ 334,925	$ 862,914	$ 2,731	$ (19,950)	$ 696
Shares, Issued Beginning of Period at Dec. 31, 2011						69,641,818
Net income	62,696		62,696
Other comprehensive income	1,591			1,591
Common stock repurchased	(28,977)				(28,977)
Stock-based compensation	6,358	6,358
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period						900,471
Adjustments to Additional Paid in Capital, Share-based Compensation, Stock Options, Requisite Service Period Recognition	23,495	3,536			19,950	9
Excess tax benefit on employee stock option exercises	1,188	1,188
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest End of Period at Jun. 30, 2012	1,247,667	346,007	925,610	4,322	(28,977)	705
Shares, Issued End of Period at Jun. 30, 2012						70,542,289
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest Beginning of Period at Dec. 29, 2012	1,375,979	351,161	1,036,427	5,542	(17,856)	705
Shares, Issued Beginning of Period at Dec. 29, 2012						70,545,558
Net income	94,392		94,392
Other comprehensive income	(3,868)			(3,868)
Common stock repurchased	(8,893)				(8,893)
Stock-based compensation	7,010	7,010
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period	358,306					18,000
Adjustments to Additional Paid in Capital, Share-based Compensation, Stock Options, Requisite Service Period Recognition	2,459	(23,543)			26,001	1
Excess tax benefit on employee stock option exercises	3,769	3,769
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest End of Period at Jun. 29, 2013	$ 1,470,848	$ 338,397	$ 1,130,819	$ 1,674	$ (748)	$ 706
Shares, Issued End of Period at Jun. 29, 2013						70,563,558

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Credit Card Loans and Allowance For Loan Losses

6 Months Ended

Jun. 29, 2013

FICO SCores Credit Card Loans [Abstract]

Loans, Notes, Trade and Other Receivables Disclosure [Text Block]

CABELA'S MASTER CREDIT CARD TRUST    

The Financial Services segment utilizes the Trust for the purpose of routinely selling and securitizing credit card loans and issuing beneficial interest to investors. The Trust issues variable funding facilities and long-term notes each of which has an undivided interest in the assets of the Trust. The Financial Services segment must retain a minimum 20 day average of 5% of the loans in the securitization trust which ranks pari passu with the investors' interests in the securitized trusts.  In addition, the Financial Services segment owns notes issued by the Trust from some of the securitizations, which in certain cases may be subordinated to other notes issued.  The consolidated assets of the Trust are subject to credit, payment, and interest rate risks on the transferred credit card loans. The secured borrowings contain legal isolation requirements which would protect the assets pledged as collateral for the securitization investors as well as protect Cabela's and WFB from any liability from default on the notes.

To protect investors, the securitization structures include certain features that could result in earlier-than-expected repayment of the securities, which could cause the Financial Services segment to sustain a loss of one or more of its retained interests and could prompt the need to seek alternative sources of funding. The primary investor protection feature relates to the availability and adequacy of cash flows in the securitized pool of loans to meet contractual requirements, the insufficiency of which triggers early repayment of the securities. The Financial Services segment refers to this as the early amortization feature.  Investors are allocated cash flows derived from activities related to the accounts comprising the securitized pool of loans, the amounts of which reflect finance charges collected, certain fee assessments collected, allocations of interchange, and recoveries on charged-off accounts.  These cash flows are considered to be restricted under the governing documents to pay interest to investors, servicing fees, and to absorb the investor's share of charge-offs occurring within the securitized pool of loans. Any cash flows remaining in excess of these requirements are reported to investors as excess spread.  An excess spread of less than zero percent for a contractually specified period, generally a three-month average, would trigger an early amortization event. Such an event could result in the Financial Services segment incurring losses related to its retained interests. In addition, if the retained interest in the loans of the Financial Services segment falls below the 5% minimum 20 day average and the Financial Services segment fails to add new accounts to the securitized pool of loans, an early amortization event would be triggered.  The investors have no recourse to the other assets of the Financial Services segment for failure of debtors to pay other than for breaches of certain customary representations, warranties, and covenants. These representations, warranties, covenants, and the related indemnities do not protect the Trust or third party investors against credit-related losses on the loans.

Another feature, which is applicable to the notes issued from the Trust, is one in which excess cash flows generated by the transferred loans are held at the Trust for the benefit of the investors. This cash reserve account funding is triggered when the three-month average excess spread rate of the Trust decreases to below 4.50% or 5.50% (depending on the series) with increasing funding requirements as excess spread levels decline below preset levels or as contractually required by the governing documents. Similar to early amortization, this feature also is designed to protect the investors' interests from loss thus making the cash restricted.  Upon scheduled maturity or early amortization of a securitization, the Financial Services segment is required to remit principal payments received on the securitized pool of loans to the Trust which are restricted for the repayment of the investors' principal note. Credit card loans performed within established guidelines and no events which could trigger an early amortization occurred during the six months ended June 29, 2013, the year ended December 29, 2012, and the six months ended June 30, 2012.  

The following table presents the components of the consolidated assets and liabilities of the Trust at the periods ended:

	June 29, 2013		December 29, 2012		June 30, 2012
Consolidated assets:
Restricted credit card loans, net of allowance of $62,200, $65,090, and $66,740	$	3,415,691	$	3,458,043	$	2,971,675
Restricted cash	19,412		17,292		15,826
Total	$	3,435,103	$	3,475,335	$	2,987,501
Consolidated liabilities:
Secured variable funding obligations	$	—	$	325,000	$	—
Secured long-term obligations	2,154,750		1,827,500		1,827,500
Interest due to third party investors	1,691		1,424		1,281
Total	$	2,156,441	$	2,153,924	$	1,828,781

CREDIT CARD LOANS AND ALLOWANCE FOR LOAN LOSSES    

The Financial Services segment grants individual credit card loans to its customers and is diversified in its lending with borrowers throughout the United States. Credit card loans are reported at their principal amounts outstanding less the allowance for loan losses and deferred credit card origination costs. As part of collection efforts, a credit card loan may be closed and placed on non-accrual or restructured in a fixed payment plan prior to charge-off. The fixed payment plans consist of a lower interest rate, reduced minimum payment, and elimination of fees. Loans on fixed payment plans include loans in which the customer has engaged a consumer credit counseling agency to assist them in managing their debt. Customers who miss two consecutive payments once placed on a payment plan or non-accrual will resume accruing interest at the rate they had accrued at before they were placed on a plan. Interest and fees are accrued in accordance with the terms of the applicable cardholder agreements on credit card loans until the date of charge-off unless placed on non-accrual. Payments received on non-accrual loans are applied to principal. The Financial Services segment does not record any liabilities for off-balance sheet risk of unfunded commitments through the origination of unsecured credit card loans.

The direct credit card account origination costs associated with costs of successful credit card originations incurred in transactions with independent third parties, and certain other costs incurred in connection with credit card approvals, are deferred credit card origination costs included in credit card loans and are amortized on a straight-line basis over 12 months. Other account solicitation costs, including printing, list processing, and postage are expensed as solicitation occurs.

The following table reflects the composition of the credit card loans at the periods ended:

	June 29, 2013			December 29, 2012			June 30, 2012
Restricted credit card loans of the Trust (restricted for repayment of secured borrowings of the Trust)	$	3,477,891		$	3,523,133		$	3,038,415
Unrestricted credit card loans	22,592			34,356			19,351
Total credit card loans	3,500,483			3,557,489			3,057,766
Allowance for loan losses	(62,500		)	(65,600		)	(67,050		)
Deferred credit card origination costs	4,702			5,583			3,743
Credit card loans, net	$	3,442,685		$	3,497,472		$	2,994,459

Allowance for Loan Losses:

The allowance for loan losses represents management's estimate of probable losses inherent in the credit card loan portfolio. The allowance for loan losses is established through a charge to the provision for loan losses and is regularly evaluated by management for adequacy. Loans on a payment plan or non-accrual are segmented from the rest of the credit card loan portfolio into a restructured credit card loan segment before establishing an allowance for loan losses as these loans have a higher probability of loss. Management estimates losses inherent in the credit card loans segment and restructured credit card loans segment based on a model which tracks historical loss experience on delinquent accounts, bankruptcies, death, and charge-offs, net of estimated recoveries. The Financial Services segment uses a migration analysis and historical bankruptcy and death rates to estimate the likelihood that a credit card loan will progress through the various stages of delinquency and to charge-off. This analysis estimates the gross amount of principal that will be charged off over the next 12 months, net of recoveries. This estimate is used to derive an estimated allowance for loan losses. In addition to these methods of measurement, management also considers other factors such as general economic and business conditions affecting key lending areas, credit concentration, changes in origination and portfolio management, and credit quality trends. Since the evaluation of the inherent loss with respect to these factors is subject to a high degree of uncertainty, the measurement of the overall allowance is subject to estimation risk, and the amount of actual losses can vary significantly from the estimated amounts.

Credit card loans that have been modified through a fixed payment plan or placed on non-accrual are considered impaired and are collectively evaluated for impairment. The Financial Services segment charges off credit card loans and restructured credit card loans on a daily basis after an account becomes at a minimum 130 days contractually delinquent. Accounts relating to cardholder bankruptcies, cardholder deaths, and fraudulent transactions are charged off earlier. The Financial Servicessegment recognizes charged-off cardholder fees and accrued interest receivable in interest and fee income that is included in Financial Services revenue.

The following table reflects the activity in the allowance for loan losses by credit card segment for the periods presented:

	Three Months Ended
	June 29, 2013									June 30, 2012
	Credit Card Loans			Restructured Credit Card Loans			Total Credit Card Loans			Credit Card Loans			Restructured Credit Card Loans			Total Credit Card Loans
Balance, beginning of period	$	43,700		$	21,000		$	64,700		$	40,050		$	27,000		$	67,050
Provision for loan losses	11,259			592			11,851			12,160			38			12,198
Charge-offs	(15,044		)	(3,604		)	(18,648		)	(13,527		)	(3,307		)	(16,834		)
Recoveries	3,585			1,012			4,597			3,367			1,269			4,636
Net charge-offs	(11,459		)	(2,592		)	(14,051		)	(10,160		)	(2,038		)	(12,198		)
Balance, end of period	$	43,500		$	19,000		$	62,500		$	42,050		$	25,000		$	67,050
	Six Months Ended
	June 29, 2013									June 30, 2012
	Credit Card Loans			Restructured Credit Card Loans			Total Credit Card Loans			Credit Card Loans			Restructured Credit Card Loans			Total Credit Card Loans
Balance, beginning of period	$	42,600		$	23,000		$	65,600		$	44,350		$	29,000		$	73,350
Provision for loan losses	23,948			678			24,626			18,360			484			18,844
Charge-offs	(30,053		)	(6,895		)	(36,948		)	(27,714		)	(7,132		)	(34,846		)
Recoveries	7,005			2,217			9,222			7,054			2,648			9,702
Net charge-offs	(23,048		)	(4,678		)	(27,726		)	(20,660		)	(4,484		)	(25,144		)
Balance, end of period	$	43,500		$	19,000		$	62,500		$	42,050		$	25,000		$	67,050

Credit Quality Indicators, Delinquent, and Non-Accrual Loans:

The Financial Services segment segregates the loan portfolio into loans that have been restructured and other credit card loans in order to facilitate the estimation of the losses inherent in the portfolio as of the reporting date. The Financial Services segment uses the scores of Fair Isaac Corporation (“FICO”), a widely-used tool for assessing an individual's credit rating, as the primary credit quality indicator. The FICO score is an indicator of quality, with the risk of loss increasing as an individual's FICO score decreases. The credit card loan segment was disaggregated into the following classes as reflected in the tables below based upon the loan's current related FICO score.

The Financial Services segment considers a loan to be delinquent if the minimum payment is not received by the payment due date. The aging method is based on the number of completed billing cycles during which a customer has failed to make a required payment.

The table below provides information on non-accrual, past due, and restructured credit card loans by class using the respective quarter FICO score at the periods ended:

June 29, 2013:	FICO Score of Credit Card Loans Segment						Restructured Credit Card Loans Segment (1)
	691 and Below		692 - 758		759 and Above				Total
Credit card loan status:
Current	$	468,396	$	1,157,053	$	1,768,415	$	39,168	$	3,433,032
1 to 29 days past due	18,148		12,297		11,304		4,047		45,796
30 to 59 days past due	6,019		1,037		250		1,572		8,878
60 or more days past due	10,102		226		9		2,440		12,777
Total past due	34,269		13,560		11,563		8,059		67,451
Total credit card loans	$	502,665	$	1,170,613	$	1,779,978	$	47,227	$	3,500,483
90 days or more past due and still accruing	$	5,061	$	11	$	6	$	1,091	$	6,169
Non-accrual	—		—		—		5,685		5,685

December 29, 2012:	FICO Score of Credit Card Loans Segment						Restructured Credit Card Loans Segment (1)
	691 and Below		692 - 758		759 and Above				Total
Credit card loan status:
Current	$	453,894	$	1,134,840	$	1,856,587	$	44,193	$	3,489,514
1 to 29 days past due	17,901		11,558		10,094		4,304		43,857
30 to 59 days past due	6,060		1,004		203		1,811		9,078
60 or more days past due	11,416		189		43		3,392		15,040
Total past due	35,377		12,751		10,340		9,507		67,975
Total credit card loans	$	489,271	$	1,147,591	$	1,866,927	$	53,700	$	3,557,489
90 days or more past due and still accruing	$	6,118	$	38	$	4	$	1,481	$	7,641
Non-accrual	—		—		—		5,985		5,985
June 30, 2012:	FICO Score of Credit Card Loans Segment						Restructured Credit Card Loans Segment (1)
	691 and Below		692 - 758		759 and Above				Total
Credit card loan status:
Current	$	401,520	$	983,517	$	1,562,809	$	48,214	$	2,996,060
1 to 29 days past due	16,664		10,820		8,669		4,580		40,733
30 to 59 days past due	5,555		979		313		1,848		8,695
60 or more days past due	8,972		202		30		3,074		12,278
Total past due	31,191		12,001		9,012		9,502		61,706
Total credit card loans	$	432,711	$	995,518	$	1,571,821	$	57,716	$	3,057,766
90 days or more past due and still accruing	$	4,809	$	30	$	9	$	1,307	$	6,155
Non-accrual	—		—		—		6,195		6,195

(1) Specific allowance for loan losses of $19,000, $23,000, and $25,000, at June 29, 2013, December 29, 2012, and June 30, 2012, respectively, are included in allowance for loan losses.

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Management Representations

6 Months Ended

Jun. 29, 2013

Management Representations [Abstract]

Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block]

MANAGEMENT REPRESENTATIONS    

Principles of Consolidation – The condensed consolidated financial statements included herein are unaudited and have been prepared by management of Cabela's Incorporated and its wholly-owned subsidiaries (“Cabela's,” “Company,” “we,” “our,” or “us”) pursuant to the rules and regulations of the United States Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to such rules and regulations. The Company's condensed consolidated balance sheet as of December 29, 2012, was derived from the Company's audited consolidated balance sheet as of that date. All other condensed consolidated financial statements contained herein are unaudited and reflect all adjustments which are, in the opinion of management, necessary to summarize fairly our financial position and results of operations, comprehensive income, and cash flows for the periods presented. All of these adjustments are of a normal recurring nature. All intercompany accounts and transactions have been eliminated in consolidation.

Cabela's wholly-owned bank subsidiary, World's Foremost Bank ("WFB," "Financial Services segment," or "Cabela's CLUB"), is the primary beneficiary of the Cabela's Master Credit Card Trust and related entities (collectively referred to as the “Trust”) under the guidance of Accounting Standards Codification ("ASC") Topics 810, Consolidations, and 860, Transfers and Servicing. Accordingly, the Trust has been consolidated for all reporting periods in this report. As the servicer and the holder of retained interests in the Trust, WFB has the powers to direct the activities that most significantly impact the Trust's economic performance and the right to receive significant benefits or obligations to absorb significant losses of the Trust.

Because of the seasonal nature of the Company's operations, results of operations of any single reporting period should not be considered as indicative of results for a full year. These condensed consolidated financial statements should be read in conjunction with the Company's audited consolidated financial statements for the fiscal year ended December 29, 2012.

Cash and Cash Equivalents – Cash and cash equivalents of the Financial Services segment were $282,753, $91,365, and $302,191, at June 29, 2013, December 29, 2012, and June 30, 2012, respectively. Due to regulatory restrictions on WFB, the Company cannot use WFB's cash for non-banking operations.

Reporting Periods – Unless otherwise stated, the fiscal periods referred to in the notes to these condensed consolidated financial statements are the 13 weeks ended June 29, 2013 (“three months ended June 29, 2013”), the 13 weeks ended June 30, 2012 (“three months ended June 30, 2012”), the 26 weeks ended June 29, 2013 (“six months ended June 29, 2013”), the 26 weeks ended June 30, 2012 (“six months ended June 30, 2012”), and the 52 weeks ended December 29, 2012 ("year ended 2012"). WFB follows a calendar fiscal period and, accordingly, the respective three month periods ended on June 30, 2013 and 2012, and the fiscal year ended on December 31, 2012.

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Borrowings of Financial Services Segment (Details) (USD $) In Thousands, unless otherwise specified				6 Months Ended		12 Months Ended	6 Months Ended				6 Months Ended		12 Months Ended	6 Months Ended		12 Months Ended	6 Months Ended		12 Months Ended	6 Months Ended		12 Months Ended	6 Months Ended		12 Months Ended	6 Months Ended					6 Months Ended																																																	6 Months Ended
	Jun. 29, 2013	Dec. 29, 2012	Jun. 30, 2012	Jun. 29, 2013 Series 2012-II [Member]	Jun. 30, 2012 Series 2012-II [Member]	Dec. 29, 2012 Series 2012-II [Member]	Jun. 29, 2013 Series 2013-I [Member]	Jun. 29, 2013 Secured Debt, Variable Funding Facility [Member]	Jun. 30, 2012 Secured Debt, Variable Funding Facility [Member]	Mar. 26, 2013 Secured Debt, Variable Funding Facility [Member]	Jun. 29, 2013 Series 2010-I	Jun. 30, 2012 Series 2010-I	Dec. 29, 2012 Series 2010-I	Jun. 29, 2013 Series 2010-II	Jun. 30, 2012 Series 2010-II	Dec. 29, 2012 Series 2010-II	Jun. 29, 2013 Series 2011-II [Member]	Jun. 30, 2012 Series 2011-II [Member]	Dec. 29, 2012 Series 2011-II [Member]	Jun. 29, 2013 Series 2011-IV [Member]	Jun. 30, 2012 Series 2011-IV [Member]	Dec. 29, 2012 Series 2011-IV [Member]	Jun. 29, 2013 Series 2012-I [Member]	Jun. 30, 2012 Series 2012-I [Member]	Dec. 29, 2012 Series 2012-I [Member]	Jun. 29, 2013 Minimum [Member]	Jun. 29, 2013 Maximum [Member]	Jun. 29, 2013 Federal Funds Purchased [Member]	Jun. 30, 2012 Federal Funds Purchased [Member]	Dec. 29, 2012 Federal Funds Purchased [Member]	Jun. 29, 2013 Note Class A [Member] Series 2013-I [Member]	Jun. 29, 2013 Note Class A [Member] Series 2012-I [Member]	Jun. 29, 2013 Fixed Rate Obligation [Member]	Dec. 29, 2012 Fixed Rate Obligation [Member]	Jun. 30, 2012 Fixed Rate Obligation [Member]	Jun. 29, 2013 Fixed Rate Obligation [Member] Series 2012-II [Member]	Dec. 29, 2012 Fixed Rate Obligation [Member] Series 2012-II [Member]	Jun. 30, 2012 Fixed Rate Obligation [Member] Series 2012-II [Member]	Jun. 29, 2013 Fixed Rate Obligation [Member] Series 2013-I [Member]	Jun. 29, 2013 Fixed Rate Obligation [Member] Series 2010-I	Dec. 29, 2012 Fixed Rate Obligation [Member] Series 2010-I	Jun. 30, 2012 Fixed Rate Obligation [Member] Series 2010-I	Jun. 29, 2013 Fixed Rate Obligation [Member] Series 2010-II	Dec. 29, 2012 Fixed Rate Obligation [Member] Series 2010-II	Jun. 30, 2012 Fixed Rate Obligation [Member] Series 2010-II	Jun. 29, 2013 Fixed Rate Obligation [Member] Series 2011-II [Member]	Dec. 29, 2012 Fixed Rate Obligation [Member] Series 2011-II [Member]	Jun. 30, 2012 Fixed Rate Obligation [Member] Series 2011-II [Member]	Jun. 29, 2013 Fixed Rate Obligation [Member] Series 2011-IV [Member]	Dec. 29, 2012 Fixed Rate Obligation [Member] Series 2011-IV [Member]	Jun. 30, 2012 Fixed Rate Obligation [Member] Series 2011-IV [Member]	Jun. 29, 2013 Fixed Rate Obligation [Member] Series 2012-I [Member]	Dec. 29, 2012 Fixed Rate Obligation [Member] Series 2012-I [Member]	Jun. 30, 2012 Fixed Rate Obligation [Member] Series 2012-I [Member]	Jun. 29, 2013 Variable Rate Obligations [Member]	Dec. 29, 2012 Variable Rate Obligations [Member]	Jun. 30, 2012 Variable Rate Obligations [Member]	Jun. 29, 2013 Variable Rate Obligations [Member] Series 2012-II [Member]	Dec. 29, 2012 Variable Rate Obligations [Member] Series 2012-II [Member]	Jun. 30, 2012 Variable Rate Obligations [Member] Series 2012-II [Member]	Jun. 29, 2013 Variable Rate Obligations [Member] Series 2013-I [Member]	Jun. 29, 2013 Variable Rate Obligations [Member] Series 2010-I	Dec. 29, 2012 Variable Rate Obligations [Member] Series 2010-I	Jun. 30, 2012 Variable Rate Obligations [Member] Series 2010-I	Jun. 29, 2013 Variable Rate Obligations [Member] Series 2010-II	Dec. 29, 2012 Variable Rate Obligations [Member] Series 2010-II	Jun. 30, 2012 Variable Rate Obligations [Member] Series 2010-II	Jun. 29, 2013 Variable Rate Obligations [Member] Series 2011-II [Member]	Dec. 29, 2012 Variable Rate Obligations [Member] Series 2011-II [Member]	Jun. 30, 2012 Variable Rate Obligations [Member] Series 2011-II [Member]	Jun. 29, 2013 Variable Rate Obligations [Member] Series 2011-IV [Member]	Dec. 29, 2012 Variable Rate Obligations [Member] Series 2011-IV [Member]	Jun. 30, 2012 Variable Rate Obligations [Member] Series 2011-IV [Member]	Jun. 29, 2013 Variable Rate Obligations [Member] Series 2012-I [Member]	Dec. 29, 2012 Variable Rate Obligations [Member] Series 2012-I [Member]	Jun. 30, 2012 Variable Rate Obligations [Member] Series 2012-I [Member]	Jun. 29, 2013 Secured Debt [Member]	Dec. 29, 2012 Secured Debt [Member]	Jun. 30, 2012 Secured Debt [Member]	Jun. 29, 2013 Subordinated Debt [Member] Series 2013-I [Member]
Assets and Associated Liabilities of Transfers Accounted for as Secured Borrowings [Line Items]
Debt Instrument, Maximum Borrowing Capacity								$ 875,000		$ 300,000																		$ 85,000
Debt Instrument, Maturity Date				Jun. 15, 2017	Jun. 15, 2017	Jun. 15, 2017	Feb. 15, 2023				Jan. 15, 2015	Jan. 15, 2015	Jan. 15, 2015	Sep. 15, 2015	Sep. 15, 2015	Sep. 15, 2015	Jun. 01, 2016	Jun. 15, 2016	Jun. 15, 2016	Oct. 17, 2016	Oct. 15, 2016	Oct. 15, 2016	Feb. 15, 2017	Feb. 15, 2017	Feb. 15, 2017
Total debt	383,264	336,535	340,119	425,000	425,000	425,000	327,250				255,000	255,000	255,000	212,500	212,500	212,500	255,000	255,000	255,000	255,000	255,000	255,000	425,000	425,000	425,000								1,349,750	1,022,500	1,022,500	300,000	300,000	300,000	327,250	0	0	0	127,500	127,500	127,500	155,000	155,000	155,000	165,000	165,000	165,000	275,000	275,000	275,000	805,000	805,000	805,000	125,000	125,000	125,000	0	255,000	255,000	255,000	85,000	85,000	85,000	100,000	100,000	100,000	90,000	90,000	90,000	150,000	150,000	150,000	2,154,750	1,827,500	1,827,500
Long-term Debt, Weighted Average Interest Rate				1.22%	1.25%	1.23%	2.71%				1.64%	1.69%	1.66%	1.73%	1.75%	1.74%	1.76%	1.78%	1.77%	1.49%	1.51%	1.50%	1.31%	1.33%	1.32%											1.45%	1.45%	1.45%	2.71%	0.00%	0.00%	0.00%	2.29%	2.29%	2.29%	2.39%	2.39%	2.39%	1.90%	1.90%	1.90%	1.63%	1.63%	1.63%				0.67%	0.69%	0.79%	0.00%	1.64%	1.66%	1.69%	0.89%	0.91%	0.94%	0.79%	0.81%	0.84%	0.74%	0.76%	0.79%	0.72%	0.74%	0.77%
Current maturities of long-term debt	8,410	8,402	8,394																														0	0	0																				0	0	0																				0	0	0
Long-term debt, less current maturities	374,854	328,133	331,725																														1,349,750	1,022,500	1,022,500																				805,000	805,000	805,000																				2,154,750	1,827,500	1,827,500
Long-term Debt and Capital Lease Obligations								0
Debt Instrument, Basis Spread on Variable Rate																										0.50%	0.85%
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage																										0.25%	0.40%
Short-term Debt, Average Outstanding Amount								50,442	260,989																			14	756
Debt, Weighted Average Interest Rate								0.78%	0.78%																			0.75%	0.75%
Notes Issued																															327,250	385,000																																																57,750
Debt Instrument, Amount Outstanding																												$ 0	$ 0	$ 0

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Borrowings of Financial Services Segment (Tables)

6 Months Ended

Jun. 29, 2013

Borrowings of the Financial Services Segment [Abstract]

Schedule of Assets and Associated Liabilities Accounted for as Secured Borrowings [Table Text Block]

June 29, 2013:
Series	Expected Maturity Date	Fixed Rate Obligations		Interest Rate		Variable Rate Obligations		Interest Rate		Total Obligations		Interest Rate
Series 2010-I	January 2015	$	—	—	%	$	255,000	1.64	%	$	255,000	1.64	%
Series 2010-II	September 2015	127,500		2.29		85,000		0.89		212,500		1.73
Series 2011-II	June 2016	155,000		2.39		100,000		0.79		255,000		1.76
Series 2011-IV	October 2016	165,000		1.90		90,000		0.74		255,000		1.49
Series 2012-I	February 2017	275,000		1.63		150,000		0.72		425,000		1.31
Series 2012-II	June 2017	300,000		1.45		125,000		0.67		425,000		1.22
Series 2013-I	February 2023	327,250		2.71		—		—		327,250		2.71
Total secured obligations		1,349,750				805,000				2,154,750
Less: current maturities		—				—				—
Secured long-term obligations of the Trust, less current maturities		$	1,349,750			$	805,000			$	2,154,750

December 29, 2012:
Series	Expected Maturity Date	Fixed Rate Obligations		Interest Rate		Variable Rate Obligations		Interest Rate		Total Obligations		Interest Rate
Series 2010-I	January 2015	$	—	—	%	$	255,000	1.66	%	$	255,000	1.66	%
Series 2010-II	September 2015	127,500		2.29		85,000		0.91		212,500		1.74
Series 2011-II	June 2016	155,000		2.39		100,000		0.81		255,000		1.77
Series 2011-IV	October 2016	165,000		1.90		90,000		0.76		255,000		1.50
Series 2012-I	February 2017	275,000		1.63		150,000		0.74		425,000		1.32
Series 2012-II	June 2017	300,000		1.45		125,000		0.69		425,000		1.23
Total secured obligations		1,022,500				805,000				1,827,500
Less: current maturities		—				—				—
Secured long-term obligations of the Trust, less current maturities		$	1,022,500			$	805,000			$	1,827,500

June 30, 2012:
Series	Expected Maturity Date	Fixed Rate Obligations		Interest Rate		Variable Rate Obligations		Interest Rate		Total Obligations		Interest Rate
Series 2010-I	January 2015	$	—	—	%	$	255,000	1.69	%	$	255,000	1.69	%
Series 2010-II	September 2015	127,500		2.29		85,000		0.94		212,500		1.75
Series 2011-II	June 2016	155,000		2.39		100,000		0.84		255,000		1.78
Series 2011-IV	October 2016	165,000		1.90		90,000		0.79		255,000		1.51
Series 2012-I	February 2017	275,000		1.63		150,000		0.77		425,000		1.33
Series 2012-II	June 2017	300,000		1.45		125,000		0.79		425,000		1.25
Total secured obligations		1,022,500				805,000				1,827,500
Less: current maturities		—				—				—
Secured long-term obligations of the Trust, less current maturities		$	1,022,500			$	805,000			$	1,827,500

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Stockholders' Equity and Dividend Restrictions (Tables)

6 Months Ended

Jun. 29, 2013

Accumulated Other Comprehensive Income [Abstract]

Treasury Stock Activity [Table Text Block]

The following table reconciles the share activity relating to the Company's treasury stock for the periods presented.

	Number of Treasury Shares
	Three Months Ended			Six Months Ended
	June 29, 2013		June 30, 2012	June 29, 2013		June 30, 2012
Balance, beginning of period	51,495		—	492,414		800,935
Purchase of treasury stock	91,540		800,000	163,740		800,000
Treasury shares issued on exercise of stock options and share-based payment awards	(129,298	)	—	(642,417	)	(800,935	)
Balance, end of period	13,737		800,000	13,737		800,000

Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block]

The components of accumulated other comprehensive income, net of related taxes, are as follows for the periods ended:

	June 29, 2013			December 29, 2012			June 30, 2012
Accumulated net unrealized holding gains on economic development bonds	$	4,464		$	6,823		$	5,559
Accumulated net unrealized holding loss on derivatives	—			(1		)	(39		)
Cumulative foreign currency translation adjustments	(2,790		)	(1,280		)	(1,198		)
Total accumulated other comprehensive income	$	1,674		$	5,542		$	4,322

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Management Representations (Details) (USD $) In Thousands, unless otherwise specified	Jun. 29, 2013	Dec. 29, 2012	Jun. 30, 2012
Cash and Cash Equivalent at Subsidiary	$ 282,753	$ 91,365	$ 302,191

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Segment Reporting (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 29, 2013	Jun. 30, 2012	Jun. 29, 2013	Jun. 30, 2012	Dec. 29, 2012
Segment Reporting Information [Line Items]
Merchandise Revenue Percentage	100.00%	100.00%	100.00%	100.00%
Interest and Fee Income, Loans, Consumer	$ 81,189	$ 72,085	$ 162,438	$ 145,193
Goodwill	3,340	3,454	3,340	3,454	3,535
Merchandise sales	663,684	542,662	1,375,397	1,077,939
Financial Services Revenue	88,578	79,267	174,350	162,722
Other revenue	4,543	5,325	9,555	10,097
Total revenues	756,805	627,254	1,559,302	1,250,758
Operating Income (Loss)	66,935	57,828	146,050	104,404
Operating Income as a Percentage of Revenue	8.80%	9.20%	9.40%	8.30%
Depreciation, Depletion and Amortization	22,804	19,401	43,896	37,849
Assets	6,043,220	5,207,697	6,043,220	5,207,697	5,748,163
Cash and Cash Equivalent at Subsidiary	282,753	302,191	282,753	302,191	91,365
Interest Expense, Other	(15,937)	(12,689)	(29,788)	(26,580)
Provision for Other Credit Losses	(11,851)	(12,198)	(24,626)	(18,844)
Interest Income (Expense), after Provision for Loan Loss	53,401	47,198	108,024	99,769
Interchange income	85,697	74,939	163,327	143,366
Noninterest Income, Other Operating Income	1,400	3,981	2,683	8,020
Noninterest Income	87,097	78,920	166,010	151,386
Customer rewards costs	(51,920)	(46,851)	(99,684)	(88,433)
Retail Sales [Domain]
Segment Reporting Information [Line Items]
Merchandise Revenue Percentage	100.00%	100.00%	100.00%	100.00%
Direct Sales [Domain]
Segment Reporting Information [Line Items]
Merchandise Revenue Percentage	100.00%	100.00%	100.00%	100.00%
451110 Sporting Goods Stores [Member]
Segment Reporting Information [Line Items]
Merchandise sales	483,560	384,209	970,115	729,291
Financial Services Revenue	0	0	0	0
Other revenue	363	484	557	733
Total revenues	483,923	384,693	970,672	730,024
Operating Income (Loss)	91,073	71,224	175,751	115,451
Operating Income as a Percentage of Revenue	18.80%	18.50%	18.10%	15.80%
Depreciation, Depletion and Amortization	13,474	11,567	25,827	22,373
Assets	1,171,269	963,717	1,171,269	963,717
454390 Other Direct Selling Establishments [Member]
Segment Reporting Information [Line Items]
Merchandise sales	180,124	158,453	405,282	348,648
Financial Services Revenue	0	0	0	0
Other revenue	0	0	0	0
Total revenues	180,124	158,453	405,282	348,648
Operating Income (Loss)	30,731	29,165	75,628	63,339
Operating Income as a Percentage of Revenue	17.10%	18.40%	18.70%	18.20%
Depreciation, Depletion and Amortization	1,873	1,831	3,761	3,634
Assets	154,345	148,688	154,345	148,688
551111 Offices of Bank Holding Companies [Member]
Segment Reporting Information [Line Items]
Merchandise sales	0	0	0	0
Financial Services Revenue	88,578	79,267	174,350	162,722
Other revenue	0	0	0	0
Total revenues	88,578	79,267	174,350	162,722
Operating Income (Loss)	25,915	21,276	50,016	50,278
Operating Income as a Percentage of Revenue	29.30%	26.80%	28.70%	30.90%
Depreciation, Depletion and Amortization	384	317	758	560
Assets	3,947,273	3,427,594	3,947,273	3,427,594
All Other Segments [Member]
Segment Reporting Information [Line Items]
Merchandise sales	0	0	0
Financial Services Revenue	0	0	0	0
Other revenue	4,180	4,841	8,998	9,364
Total revenues	4,180	4,841	8,998	9,364
Operating Income (Loss)	(80,784)	(63,837)	(155,345)	(124,664)
Depreciation, Depletion and Amortization	7,073	5,686	13,550	11,282
Assets	770,333	667,698	770,333	667,698
Revenue from External Customers				$ 0
Hunting Equipment [Member]
Segment Reporting Information [Line Items]
Merchandise Revenue Percentage	43.50%	37.00%	50.10%	41.30%
Hunting Equipment [Member] | Retail Sales [Domain]
Segment Reporting Information [Line Items]
Merchandise Revenue Percentage	45.00%	39.70%	52.70%	45.30%
Hunting Equipment [Member] | Direct Sales [Domain]
Segment Reporting Information [Line Items]
Merchandise Revenue Percentage	39.60%	30.30%	44.00%	32.90%
General Outdoor [Member]
Segment Reporting Information [Line Items]
Merchandise Revenue Percentage	37.70%	43.00%	30.60%	37.30%
General Outdoor [Member] | Retail Sales [Domain]
Segment Reporting Information [Line Items]
Merchandise Revenue Percentage	37.20%	42.00%	29.80%	36.00%
General Outdoor [Member] | Direct Sales [Domain]
Segment Reporting Information [Line Items]
Merchandise Revenue Percentage	38.90%	45.50%	32.50%	40.00%
Clothing and Footwear [Member]
Segment Reporting Information [Line Items]
Merchandise Revenue Percentage	18.80%	20.00%	19.30%	21.40%
Clothing and Footwear [Member] | Retail Sales [Domain]
Segment Reporting Information [Line Items]
Merchandise Revenue Percentage	17.80%	18.30%	17.50%	18.70%
Clothing and Footwear [Member] | Direct Sales [Domain]
Segment Reporting Information [Line Items]
Merchandise Revenue Percentage	21.50%	24.20%	23.50%	27.10%

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Commitments and Contingencies (Details) (USD $)	3 Months Ended		6 Months Ended
	Jun. 29, 2013	Jun. 30, 2012	Jun. 29, 2013	Jun. 30, 2012	Dec. 29, 2012
For the six months ending December 28, 2013	$ 6,055,000		$ 6,055,000
Operating Leases, Rent Expense	3,496,000	2,862,000	6,888,000	5,404,000
Payments for (Proceeds from) Tenant Allowance			4,200,000	0
Lease Incentive Receivable, Current	750		750
Operating Leases, Future Minimum Payments, Due in Two Years	13,138,000		13,138,000
Operating Leases, Future Minimum Payments, Due in Three Years	15,024,000		15,024,000
Operating Leases, Future Minimum Payments, Due in Four Years	14,704,000		14,704,000
Operating Leases, Future Minimum Payments, Due in Five Years	14,376,000		14,376,000
Thereafter	212,156,000		212,156,000
Purchase Commitment, Remaining Minimum Amount Committed	237,300,000		237,300,000
Grant Funding Subject to Contractual Remedies	6,785,000	7,491,000	6,785,000	7,491,000	7,257,000
Grant Funding Received			0
Committments to Extend Credit	24,736,000,000	20,594,000,000	24,736,000,000	20,594,000,000	20,976,000,000
Operating Leases, Future Minimum Payments Due	275,453,000		275,453,000
Loss Contingency, Estimate of Possible Loss	11,300,000		11,300,000		12,500,000
Payment Guarantee [Member]
Letters of Credit Outstanding, Amount	$ 71,927,000	$ 72,603,000	$ 71,927,000	$ 72,603,000	$ 55,455,000

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Condensed Consolidated Statement of Comprehensive Income (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 29, 2013	Jun. 30, 2012	Jun. 29, 2013	Jun. 30, 2012
Net income	$ 44,545	$ 33,870	$ 94,392	$ 62,696
Total other comprehensive income (loss)	(4,308)	(308)	(3,868)	1,591
Comprehensive income	40,237	33,562	90,524	64,287
Accumulated Other Comprehensive Income (Loss) [Member]
Unrealized gain (loss) on economic development bonds, net of taxes of $(1,420), $425, $(1,018), and $1,355	(3,044)	788	(2,359)	2,515
Cash flow hedges, net of taxes of $0, $(11), $0 and $53	0	(20)	1	99
Foreign currency translation adjustments	(1,264)	(1,076)	(1,510)	(1,023)
Total other comprehensive income (loss)			$ (3,868)	$ 1,591

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Long-Term Debt and Capital Leases

6 Months Ended

Jun. 29, 2013

Long Term Debt and Capital Leases [Abstract]

Debt and Capital Leases Disclosures [Text Block]

LONG-TERM DEBT AND CAPITAL LEASES

Long-term debt, including revolving credit facilities and capital leases, consisted of the following at the periods ended:

	June 29, 2013			December 29, 2012			June 30, 2012
Unsecured revolving credit facility	$	55,000		$	—		$	—
Unsecured notes due 2016 with interest at 5.99%	215,000			215,000			215,000
Unsecured senior notes due 2017 with interest at 6.08%	60,000			60,000			60,000
Unsecured senior notes due 2014-2018 with interest at 7.20%	40,714			48,857			48,857
Unsecured revolving credit facility of Canada operations	—			—			3,461
Capital lease obligations payable through 2036	12,550			12,678			12,801
Total debt	383,264			336,535			340,119
Less current portion of debt	(8,410		)	(8,402		)	(8,394		)
Long-term debt, less current maturities	$	374,854		$	328,133		$	331,725

The Company has a credit agreement providing for a $415,000 revolving credit facility that expires on November 2, 2016. There was $55,000 outstanding under our credit agreement at June 29, 2013, with no amounts outstanding at December 29, 2012, and June 30, 2012. The unsecured $415,000 revolving credit facility permits the issuance of letters of credit up to $100,000 and swing line loans up to $20,000. This credit facility may be increased to $500,000 subject to certain terms and conditions.

During the six months ended June 29, 2013, and June 30, 2012, the daily average principal balance outstanding on the lines of credit was $20,904 and $1,740, respectively, and the weighted average interest rate was 1.45% and 1.62%, respectively. Letters of credit and standby letters of credit totaling $35,950 and $22,311 were outstanding at June 29, 2013, and June 30, 2012, respectively. The daily average outstanding amount of total letters of credit during the six months ended June 29, 2013, and June 30, 2012, was $20,785 and $12,083, respectively.

The Company also had a credit agreement for its operations in Canada providing for a $15,000 Canadian ("CAD") unsecured revolving credit facility through June 30, 2013. This credit agreement was terminated January 31, 2013. There was $3,461 outstanding at June 30, 2012.

At June 29, 2013, the Company was in compliance with all financial covenants under the credit agreements and unsecured notes. At June 29, 2013, the Company was in compliance with the financial covenant requirements of its $415,000 credit agreement with a fixed charge coverage ratio of 11.02 to 1 (minimum requirement is 2.00 to 1), a leverage ratio of 0.84 to 1 (requirement is no more than 3.00 to 1), and a consolidated net worth that was $451,982 in excess of the minimum. We anticipate that we will continue to be in compliance with all financial covenants under our credit agreements and unsecured notes through at least the next 12 months.

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Condensed Consolidated Balance Sheets (USD $) In Thousands, unless otherwise specified	Jun. 29, 2013	Dec. 29, 2012	Jun. 30, 2012
Cash and cash equivalents	$ 345,504	$ 288,750	$ 347,389
Restricted cash of the Trust	19,412	17,292	15,826
Held-to-maturity investment securities	135,000	0	0
Accounts receivable, net	24,243	46,081	24,400
Credit card loans (includes restricted credit card loans of the Trust of $3,477,891, $3,523,133, and $3,038,415), net of allowance for loan losses of $62,500, $65,600, and $67,050	3,442,685	3,497,472	2,994,459
Inventories	696,101	552,575	577,120
Prepaid expenses and other current assets	85,547	132,694	134,999
Income taxes receivable and deferred income taxes	40,090	54,164	31,142
Assets, Current	4,788,582	4,589,028	4,125,335
Property and equipment, net	1,125,591	1,021,656	928,442
Land held for sale	18,708	23,448	36,666
Economic development bonds	79,043	85,041	88,335
Other assets	31,296	28,990	28,919
Assets	6,043,220	5,748,163	5,207,697
Accounts payable, including unpresented checks of $24,571, $28,928, and $23,287	337,389	285,039	273,662
Gift instrument, credit card rewards, and loyalty rewards programs	254,968	262,653	221,449
Accrued expenses	137,551	180,906	109,699
Time deposits	364,487	367,350	261,340
Current maturities of secured variable funding obligations of the Trust	0	325,000	0
Current maturities of long-term debt	8,410	8,402	8,394
Liabilities, Current	1,102,805	1,429,350	874,544
Long-term time deposits	825,023	680,668	796,704
Secured long-term obligations of the Trust, less current maturities	2,154,750	1,827,500	1,827,500
Long-term debt, less current maturities	374,854	328,133	331,725
Deferred income taxes	13,401	10,571	31,084
Other long-term liabilities	101,539	95,962	98,473
COMMITMENTS AND CONTINGENCIES
Preferred stock, $0.01 par value; Authorized – 10,000,000 shares; Issued – none	0	0	0
Class A Voting, Authorized – 245,000,000 shares; Issued – 70,563,558, 70,545,558, and 70,542,289 shares; Outstanding – 70,549,821, 70,053,144, and 69,742,289 shares	706	705	705
Additional paid-in capital	338,397	351,161	346,007
Retained earnings	1,130,819	1,036,427	925,610
Accumulated other comprehensive income	1,674	5,542	4,322
Treasury stock, at cost – 13,737, 492,414, and 800,000 shares	(748)	(17,856)	(28,977)
Stockholders' Equity Attributable to Parent	1,470,848	1,375,979	1,247,667
Liabilities and Equity	$ 6,043,220	$ 5,748,163	$ 5,207,697

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Condensed Consolidated Statements of Income (USD $) In Thousands, except Share data, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 29, 2013	Jun. 30, 2012	Jun. 29, 2013	Jun. 30, 2012
Merchandise sales	$ 663,684	$ 542,662	$ 1,375,397	$ 1,077,939
Financial Services revenue	88,578	79,267	174,350	162,722
Other revenue	4,543	5,325	9,555	10,097
Total revenues	756,805	627,254	1,559,302	1,250,758
Merchandise costs (exclusive of depreciation and amortization)	413,465	339,782	872,092	690,502
Cost of other revenue	0	595	68	634
Total cost of revenue (exclusive of depreciation and amortization)	413,465	340,377	872,160	691,136
Selling, distribution, and administrative expenses	275,468	229,049	540,155	455,218
Impairment and restructuring charges	937	0	937	0
Operating income	66,935	57,828	146,050	104,404
Interest expense, net	(3,914)	(6,444)	(9,270)	(10,948)
Other non-operating income, net	1,108	1,450	2,647	2,851
Income before provision for income taxes	64,129	52,834	139,427	96,307
Provision for income taxes	19,584	18,964	45,035	33,611
Net income	$ 44,545	$ 33,870	$ 94,392	$ 62,696
Earnings per basic share	$ 0.63	$ 0.48	$ 1.34	$ 0.90
Earnings per diluted share	$ 0.62	$ 0.47	$ 1.32	$ 0.87
Basic weighted average shares outstanding	70,503,889	70,034,486	70,330,817	69,744,356
Diluted weighted average shares outstanding	71,687,776	71,542,102	71,607,333	71,995,918

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Fair Value Measurements (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 29, 2013	Jun. 30, 2012	Jun. 29, 2013	Jun. 30, 2012	Dec. 29, 2012
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Impairment and restructuring charges	$ 937	$ 0	$ 937	$ 0
Credit card loans (includes restricted credit card loans of the Trust of $3,477,891, $3,523,133, and $3,038,415), net of allowance for loan losses of $62,500, $65,600, and $67,050	3,442,685	2,994,459	3,442,685	2,994,459	3,497,472
Loans Receivable, Fair Value Disclosure	3,442,685	2,994,459	3,442,685	2,994,459	3,497,472
Held-to-maturity investment securities	135,000	0	135,000	0	0
Held-to-maturity Securities, Fair Value	134,980	0	134,980	0	0
Balance, beginning of period	84,463	88,715	85,041	86,563
Included in earnings - realized	0	0	0	0
Included in accumulated other comprehensive income - unrealized	(4,464)	1,213	(3,377)	3,870
Valuation adjustments	0	0	0	0
Purchases	0	0	0	0
Issuances	0	0	0	0
Settlements	(956)	(1,593)	(2,621)	(2,098)
Balance, end of period	79,043	88,335	79,043	88,335
Time Deposits	1,189,510	1,058,044	1,189,510	1,058,044	1,048,018
Deposits, Fair Value Disclosure	1,206,981	1,097,690	1,206,981	1,097,690	1,086,411
Total debt	383,264	340,119	383,264	340,119	336,535
Long-term Debt, Fair Value	415,916	339,736	415,916	339,736	373,120
Secured Debt [Member]
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Total debt	2,154,750	1,827,500	2,154,750	1,827,500	1,827,500
Debt Instrument, Fair Value Disclosure	$ 2,046,847	$ 1,783,643	$ 2,046,847	$ 1,783,643	$ 1,807,083

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Long-Term Debt and Capital Leases (Tables)

6 Months Ended

Jun. 29, 2013

Debt Instrument [Line Items]

Schedule of Debt [Table Text Block]

Long-term debt, including revolving credit facilities and capital leases, consisted of the following at the periods ended:

	June 29, 2013			December 29, 2012			June 30, 2012
Unsecured revolving credit facility	$	55,000		$	—		$	—
Unsecured notes due 2016 with interest at 5.99%	215,000			215,000			215,000
Unsecured senior notes due 2017 with interest at 6.08%	60,000			60,000			60,000
Unsecured senior notes due 2014-2018 with interest at 7.20%	40,714			48,857			48,857
Unsecured revolving credit facility of Canada operations	—			—			3,461
Capital lease obligations payable through 2036	12,550			12,678			12,801
Total debt	383,264			336,535			340,119
Less current portion of debt	(8,410		)	(8,402		)	(8,394		)
Long-term debt, less current maturities	$	374,854		$	328,133		$	331,725

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Fair Value Measurements

6 Months Ended

Jun. 29, 2013

Fair Value Measurements [Abstract]

Fair Value Disclosures [Text Block]

FAIR VALUE MEASUREMENTS        

Fair value represents the estimated price to sell an asset or transfer a liability in an orderly transaction between market participants at the measurement date under current market conditions. In determining fair value of financial instruments, the Company uses various methods, including discounted cash flow projections based on available market interest rates and data, and management estimates of future cash payments. Judgment is required in interpreting certain market data to develop the estimates of fair value and, accordingly, any changes in assumptions or methods may affect the fair value estimates. Financial instrument assets and liabilities measured and reported at fair value are classified and disclosed in one of the following categories:

• Level 1 - Quoted market prices in active markets for identical assets or liabilities.

• Level 2 - Observable inputs other than quoted market prices.

• Level 3 - Unobservable inputs corroborated by little, if any, market data.

Level 3 is comprised of financial instruments whose fair value is estimated based on internally developed models or methodologies utilizing significant inputs that are primarily unobservable from objective sources. At June 29, 2013, the Company's financial instruments carried on our condensed consolidated balance sheets subject to fair value measurements consisted of economic development bonds and were classified as Level 3 for valuation purposes. For the three and six months ended June 29, 2013, and June 30, 2012, there were no transfers in or out of Levels 1, 2, or 3.

The table below presents changes in fair value of the economic development bonds measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the periods presented:

	Three Months Ended						Six Months Ended
	June 29, 2013			June 30, 2012			June 29, 2013			June 30, 2012
Balance, beginning of period	$	84,463		$	88,715		$	85,041		$	86,563
Total gains or losses:
Included in earnings - realized	—			—			—			—
Included in accumulated other comprehensive income - unrealized	(4,464		)	1,213			(3,377		)	3,870
Valuation adjustments	—			—			—			—
Purchases, issuances, and settlements:
Purchases	—			—			—			—
Issuances	—			—			—			—
Settlements	(956		)	(1,593		)	(2,621		)	(2,098		)
Balance, end of period	$	79,043		$	88,335		$	79,043		$	88,335

Fair values of the Company's economic development bonds were estimated using discounted cash flow projection estimates. These estimates are based on available market interest rates and the estimated amounts and timing of expected future payments to be received from municipalities under tax development zones, which the Company considers to be unobservable inputs (Level 3). These fair values do not reflect any premium or discount that could result from offering these bonds for sale or through early redemption, or any related income tax impact. Declines in the fair value of available-for-sale economic development bonds below cost that are deemed to be other than temporary are reflected in earnings. At June 29, 2013, and June 30, 2012, none of the bonds with a fair value below carrying value were deemed to have other than a temporary impairment.     

On a quarterly basis, we perform various procedures to analyze the amounts and timing of projected cash flows to be received from our economic development bonds. We revalue each economic development bond using discounted cash flow models based on available market interest rates (Level 2 inputs) and management estimates, including the estimated amounts and timing of expected future tax payments (Level 3 inputs) to be received by the municipalities under tax increment financing districts. Projected cash flows are derived from sales and property taxes. Based on our analysis, in those instances where the expected cash flows are insufficient to recover the current carrying value of the bond, we adjust the carrying value of the individual bonds to their revised estimated fair value. The governmental entity from which the Company purchases the bonds is not liable for repayment of principal and interest on the bonds to the extent that the associated taxes are insufficient to fund principal and interest amounts under the bonds. Should sufficient tax revenue not be generated by the subject properties, the Company may not receive all anticipated payments and thus will be unable to realize the full carrying values of the economic development bonds, which result in a corresponding decrease to deferred grant income.

Long-lived assets other than goodwill and other intangible assets, which generally are tested separately for impairment on an annual basis, are evaluated for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. The calculation for an impairment loss compares the carrying value of the asset to that asset's estimated fair value, which may be based on estimated future discounted cash flows or unobservable market prices. We recognize an impairment loss if the asset's carrying value exceeds its estimated fair value. Frequently our impairment loss calculations contain multiple uncertainties because they require management to make assumptions and to apply judgment to estimate future cash flows and asset fair values, including forecasting cash flows under different scenarios. We have consistently applied our accounting methodologies that we use to assess impairment loss. However, if actual results are not consistent with our estimates and assumptions used in estimating future cash flows and asset fair values, we may be exposed to losses that could be material.

The Company evaluates the recoverability of property and equipment, land held for sale, goodwill and intangibles whenever indicators of impairment exist using significant unobservable inputs. This evaluation included existing store locations and future retail store sites. The Company recognized an impairment loss of $937 during the three and six months ended June 29, 2013, related to the closure of its former Winnipeg retail store in conjunction with the opening of a new next-generation store in Winnipeg in May 2013. The impairment loss of $937 included leasehold improvements write-offs as well as lease cancellation and restoration costs.

The carrying amounts of cash and cash equivalents, accounts receivable, restricted cash, accounts payable, gift instruments (including credit card and loyalty rewards programs), accrued expenses, and income taxes receivable and payable included in the condensed consolidated balance sheets approximate fair value given the short-term nature of these financial instruments. The secured variable funding obligations of the Trust, which include variable rates of interest that adjust daily, can fluctuate daily based on the short-term operational needs of the Financial Services segment with advances and pay downs at par value. Therefore, the carrying value of the secured variable funding obligations of the Trust approximates fair value. The estimated fair value for held to maturity securities are based on prices obtained from independent brokers which are estimated using pricing models that incorporate market data.

The table below presents the estimated fair values of the Company's financial instruments that are not carried at fair value on our condensed consolidated balance sheets at the periods indicated. The fair values of all financial instruments listed below were estimated based on internally developed models or methodologies utilizing observable inputs (Level 2).

	June 29, 2013				December 29, 2012				June 30, 2012
	Carrying Value		Estimated Fair Value		Carrying Value		Estimated Fair Value		Carrying Value		Estimated Fair Value
Financial Assets:
Credit card loans, net	$	3,442,685	$	3,442,685	$	3,497,472	$	3,497,472	$	2,994,459	$	2,994,459
Held-to-maturity investment securities	135,000		134,980		—		—		—		—
Financial Liabilities:
Time deposits	1,189,510		1,206,981		1,048,018		1,086,411		1,058,044		1,097,690
Secured long-term obligations of the Trust	2,154,750		2,046,847		1,827,500		1,807,083		1,827,500		1,783,643
Long-term debt	383,264		415,916		336,535		373,120		340,119		339,736

Credit Card Loans. Credit card loans are originated with variable rates of interest that adjust with changing market interest rates so the carrying value of the credit card loans, including the carrying value of deferred credit card origination costs, less the allowance for loan losses, approximates fair value. This valuation does not include the value that relates to estimated cash flows generated from new loans over the life of the cardholder relationship. Accordingly, the aggregate fair value of the credit card loans does not represent the underlying value of the established cardholder relationship.

Time Deposits. Time deposits are pooled in homogeneous groups, and the future cash flows of those groups are discounted using current market rates offered for similar products for purposes of estimating fair value. For all periods presented, we have consistently applied our discounting methodologies to estimated future cash flows in determining estimated fair value for time deposits.

Secured Long-Term Obligations of the Trust. The estimated fair value of secured long-term obligations of the Trust is based on future cash flows associated with each type of debt discounted using current borrowing rates for similar types of debt of comparable maturity. For all periods presented, we have consistently applied our discounting methodologies to estimated future cash flows in determining estimated fair value for secured long-term obligations of the Trust.

Long-Term Debt. The estimated fair value of long-term debt is based on future cash flows associated with each type of debt discounted using current borrowing rates for similar types of debt of comparable maturity. For all periods presented, we have consistently applied our discounting methodologies to estimated future cash flows in determining estimated fair value for long-term debt.

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Income Taxes (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 29, 2013	Jun. 30, 2012	Jun. 29, 2013	Jun. 30, 2012	Dec. 29, 2012
Unrecognized Tax Benefits	$ 42,684	$ 40,413	$ 42,684	$ 40,413	$ 39,252
Statutory federal rate	35.00%	35.00%	35.00%	35.00%
State income taxes, net of federal tax benefit	1.30%	4.00%	1.30%	3.00%
Other nondeductible items	0.30%	0.50%	0.20%	0.60%
Tax exempt interest income	(0.40%)	(0.50%)	(0.40%)	(0.50%)
Rate differential on foreign income	(5.40%)	(3.80%)	(3.70%)	(3.80%)
Change in unrecognized tax benefits	0.40%	0.60%	0.40%	0.60%
Other, net	(0.70%)	0.10%	(0.50%)	0.00%
Effective Income Tax Rate, Continuing Operations	30.50%	35.90%	32.30%	34.90%
Income Tax Deposit on Prior Period Uncertain Tax Positions	53,418		53,418
Cash and Cash Equivalent Held by Foreign Subsidiary	$ 48,485		$ 48,485

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Credit Card Loans and Allowance For Loan Losses (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 29, 2013	Jun. 30, 2012	Jun. 29, 2013	Jun. 30, 2012	Dec. 29, 2012
Financing Receivable, Recorded Investment [Line Items]
Restricted credit card loans of the Trust (restricted for repayment of secured borrowings of the Trust)	$ 3,477,891	$ 3,038,415	$ 3,477,891	$ 3,038,415	$ 3,523,133
Unrestricted credit card loans	22,592	19,351	22,592	19,351	34,356
Credit Card Receivables	3,500,483	3,057,766	3,500,483	3,057,766	3,557,489
Allowance for loan losses	(62,500)	(67,050)	(62,500)	(67,050)	(65,600)
Deferred credit card origination costs	4,702	3,743	4,702	3,743	5,583
Loans and Leases Receivable, Net Reported Amount	3,442,685	2,994,459	3,442,685	2,994,459	3,497,472
Balance, beginning of period	64,700	67,050	65,600	73,350
Provision for loan losses	11,851	12,198	24,626	18,844
Charge-offs	(18,648)	(16,834)	(36,948)	(34,846)
Recoveries	4,597	4,636	9,222	9,702
Net charge-offs	(14,051)	(12,198)	(27,726)	(25,144)
Balance, end of period	62,500	67,050	62,500	67,050
Loans and Leases Receivable, Consumer, Allowance	19,000	25,000	19,000	25,000	23,000
Current
Financing Receivable, Recorded Investment [Line Items]
Credit Card Receivables	3,433,032	2,996,060	3,433,032	2,996,060	3,489,514
1 to 29 days past due
Financing Receivable, Recorded Investment [Line Items]
Credit Card Receivables	45,796	40,733	45,796	40,733	43,857
30 to 59 days past due
Financing Receivable, Recorded Investment [Line Items]
Credit Card Receivables	8,878	8,695	8,878	8,695	9,078
60 or more days past due
Financing Receivable, Recorded Investment [Line Items]
Credit Card Receivables	12,777	12,278	12,777	12,278	15,040
Total past due
Financing Receivable, Recorded Investment [Line Items]
Credit Card Receivables	67,451	61,706	67,451	61,706	67,975
90 days or more past due and still accruing
Financing Receivable, Recorded Investment [Line Items]
Credit Card Receivables	6,169	6,155	6,169	6,155	7,641
Non-accrual
Financing Receivable, Recorded Investment [Line Items]
Credit Card Receivables	5,685	6,195	5,685	6,195	5,985
FICO Score, 691 and Below [Member]
Financing Receivable, Recorded Investment [Line Items]
Credit Card Receivables	502,665	432,711	502,665	432,711	489,271
FICO Score, 691 and Below [Member] | Current
Financing Receivable, Recorded Investment [Line Items]
Credit Card Receivables	468,396	401,520	468,396	401,520	453,894
FICO Score, 691 and Below [Member] | 1 to 29 days past due
Financing Receivable, Recorded Investment [Line Items]
Credit Card Receivables	18,148	16,664	18,148	16,664	17,901
FICO Score, 691 and Below [Member] | 30 to 59 days past due
Financing Receivable, Recorded Investment [Line Items]
Credit Card Receivables	6,019	5,555	6,019	5,555	6,060
FICO Score, 691 and Below [Member] | 60 or more days past due
Financing Receivable, Recorded Investment [Line Items]
Credit Card Receivables	10,102	8,972	10,102	8,972	11,416
FICO Score, 691 and Below [Member] | Total past due
Financing Receivable, Recorded Investment [Line Items]
Credit Card Receivables	34,269	31,191	34,269	31,191	35,377
FICO Score, 691 and Below [Member] | 90 days or more past due and still accruing
Financing Receivable, Recorded Investment [Line Items]
Credit Card Receivables	5,061	4,809	5,061	4,809	6,118
FICO Score, 691 and Below [Member] | Non-accrual
Financing Receivable, Recorded Investment [Line Items]
Credit Card Receivables	0	0	0	0	0
FICO Score, 692-758 [Member]
Financing Receivable, Recorded Investment [Line Items]
Credit Card Receivables	1,170,613	995,518	1,170,613	995,518	1,147,591
FICO Score, 692-758 [Member] | Current
Financing Receivable, Recorded Investment [Line Items]
Credit Card Receivables	1,157,053	983,517	1,157,053	983,517	1,134,840
FICO Score, 692-758 [Member] | 1 to 29 days past due
Financing Receivable, Recorded Investment [Line Items]
Credit Card Receivables	12,297	10,820	12,297	10,820	11,558
FICO Score, 692-758 [Member] | 30 to 59 days past due
Financing Receivable, Recorded Investment [Line Items]
Credit Card Receivables	1,037	979	1,037	979	1,004
FICO Score, 692-758 [Member] | 60 or more days past due
Financing Receivable, Recorded Investment [Line Items]
Credit Card Receivables	226	202	226	202	189
FICO Score, 692-758 [Member] | Total past due
Financing Receivable, Recorded Investment [Line Items]
Credit Card Receivables	13,560	12,001	13,560	12,001	12,751
FICO Score, 692-758 [Member] | 90 days or more past due and still accruing
Financing Receivable, Recorded Investment [Line Items]
Credit Card Receivables	11	30	11	30	38
FICO Score, 692-758 [Member] | Non-accrual
Financing Receivable, Recorded Investment [Line Items]
Credit Card Receivables	0	0	0	0	0
FICO Score, 759 and Above [Member]
Financing Receivable, Recorded Investment [Line Items]
Credit Card Receivables	1,779,978	1,571,821	1,779,978	1,571,821	1,866,927
FICO Score, 759 and Above [Member] | Current
Financing Receivable, Recorded Investment [Line Items]
Credit Card Receivables	1,768,415	1,562,809	1,768,415	1,562,809	1,856,587
FICO Score, 759 and Above [Member] | 1 to 29 days past due
Financing Receivable, Recorded Investment [Line Items]
Credit Card Receivables	11,304	8,669	11,304	8,669	10,094
FICO Score, 759 and Above [Member] | 30 to 59 days past due
Financing Receivable, Recorded Investment [Line Items]
Credit Card Receivables	250	313	250	313	203
FICO Score, 759 and Above [Member] | 60 or more days past due
Financing Receivable, Recorded Investment [Line Items]
Credit Card Receivables	9	30	9	30	43
FICO Score, 759 and Above [Member] | Total past due
Financing Receivable, Recorded Investment [Line Items]
Credit Card Receivables	11,563	9,012	11,563	9,012	10,340
FICO Score, 759 and Above [Member] | 90 days or more past due and still accruing
Financing Receivable, Recorded Investment [Line Items]
Credit Card Receivables	6	9	6	9	4
FICO Score, 759 and Above [Member] | Non-accrual
Financing Receivable, Recorded Investment [Line Items]
Credit Card Receivables	0	0	0	0	0
Restructured Credit Card Loans [Member]
Financing Receivable, Recorded Investment [Line Items]
Credit Card Receivables	47,227	57,716	47,227	57,716	53,700
Restructured Credit Card Loans [Member] | Current
Financing Receivable, Recorded Investment [Line Items]
Credit Card Receivables	39,168	48,214	39,168	48,214	44,193
Restructured Credit Card Loans [Member] | 1 to 29 days past due
Financing Receivable, Recorded Investment [Line Items]
Credit Card Receivables	4,047	4,580	4,047	4,580	4,304
Restructured Credit Card Loans [Member] | 30 to 59 days past due
Financing Receivable, Recorded Investment [Line Items]
Credit Card Receivables	1,572	1,848	1,572	1,848	1,811
Restructured Credit Card Loans [Member] | 60 or more days past due
Financing Receivable, Recorded Investment [Line Items]
Credit Card Receivables	2,440	3,074	2,440	3,074	3,392
Restructured Credit Card Loans [Member] | Total past due
Financing Receivable, Recorded Investment [Line Items]
Credit Card Receivables	8,059	9,502	8,059	9,502	9,507
Restructured Credit Card Loans [Member] | 90 days or more past due and still accruing
Financing Receivable, Recorded Investment [Line Items]
Credit Card Receivables	1,091	1,307	1,091	1,307	1,481
Restructured Credit Card Loans [Member] | Non-accrual
Financing Receivable, Recorded Investment [Line Items]
Credit Card Receivables	5,685	6,195	5,685	6,195	5,985
Nonperforming Financing Receivable [Member]
Financing Receivable, Recorded Investment [Line Items]
Balance, beginning of period	21,000	27,000	23,000	29,000
Provision for loan losses	592	38	678	484
Charge-offs	(3,604)	(3,307)	(6,895)	(7,132)
Recoveries	1,012	1,269	2,217	2,648
Net charge-offs	(2,592)	(2,038)	(4,678)	(4,484)
Balance, end of period	19,000	25,000	19,000	25,000
Performing Financing Receivable [Member]
Financing Receivable, Recorded Investment [Line Items]
Balance, beginning of period	43,700	40,050	42,600	44,350
Provision for loan losses	11,259	12,160	23,948	18,360
Charge-offs	(15,044)	(13,527)	(30,053)	(27,714)
Recoveries	3,585	3,367	7,005	7,054
Net charge-offs	(11,459)	(10,160)	(23,048)	(20,660)
Balance, end of period	$ 43,500	$ 42,050	$ 43,500	$ 42,050

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Segment Reporting (Tables)

6 Months Ended

Jun. 29, 2013

Financial Information by Segment [Abstract]

Schedule of Segment Reporting Information, by Segment [Table Text Block]

Financial information by segment is presented in the following tables for the periods presented:

										Corporate Overhead and Other
							Financial Services
	Retail			Direct									Total
Three Months Ended June 29, 2013:
Merchandise sales	$	483,560		$	180,124		$	—		$	—		$	663,684
Non-merchandise revenue:
Financial Services	—			—			88,578			—			88,578
Other	363			—			—			4,180			4,543
Total revenue	$	483,923		$	180,124		$	88,578		$	4,180		$	756,805
Operating income (loss)	$	91,073		$	30,731		$	25,915		$	(80,784	)	$	66,935
As a percentage of revenue	18.8		%	17.1		%	29.3		%	N/A			8.8		%
Depreciation and amortization	$	13,474		$	1,873		$	384		$	7,073		$	22,804
Assets	1,171,269			154,345			3,947,273			770,333			6,043,220
Three Months Ended June 30, 2012:
Merchandise sales	$	384,209		$	158,453		$	—		$	—		$	542,662
Non-merchandise revenue:
Financial Services	—			—			79,267			—			79,267
Other	484			—			—			4,841			5,325
Total Revenue	$	384,693		$	158,453		$	79,267		$	4,841		$	627,254
Operating income (loss)	$	71,224		$	29,165		$	21,276		$	(63,837	)	$	57,828
As a percentage of revenue	18.5		%	18.4		%	26.8		%	N/A			9.2		%
Depreciation and amortization	$	11,567		$	1,831		$	317		$	5,686		$	19,401
Assets	963,717			148,688			3,427,594			667,698			5,207,697

										Corporate Overhead and Other
							Financial Services
	Retail			Direct									Total
Six Months Ended June 29, 2013:
Merchandise sales	$	970,115		$	405,282		$	—		$	—		$	1,375,397
Non-merchandise revenue:
Financial Services	—			—			174,350			—			174,350
Other	557			—			—			8,998			9,555
Total revenue	$	970,672		$	405,282		$	174,350		$	8,998		$	1,559,302
Operating income (loss)	$	175,751		$	75,628		$	50,016		$	(155,345	)	$	146,050
As a percentage of revenue	18.1		%	18.7		%	28.7		%	N/A			9.4		%
Depreciation and amortization	$	25,827		$	3,761		$	758		$	13,550		$	43,896
Assets	1,171,269			154,345			3,947,273			770,333			6,043,220
Six Months Ended June 30, 2012:
Merchandise sales	$	729,291		$	348,648		$	—		$	—		$	1,077,939
Non-merchandise revenue:
Financial Services	—			—			162,722			—			162,722
Other	733			—			—			9,364			10,097
Total Revenue	$	730,024		$	348,648		$	162,722		$	9,364		$	1,250,758
Operating income (loss)	$	115,451		$	63,339		$	50,278		$	(124,664	)	$	104,404
As a percentage of revenue	15.8		%	18.2		%	30.9		%	N/A			8.3		%
Depreciation and amortization	$	22,373		$	3,634		$	560		$	11,282		$	37,849
Assets	963,717			148,688			3,427,594			667,698			5,207,697

Revenue Components of Financial Services Segment [Table Text Block]

The components and amounts of total revenue for the Financial Services segment were as follows for the periods presented.

	Three Months Ended						Six Months Ended
	June 29, 2013			June 30, 2012			June 29, 2013			June 30, 2012
Interest and fee income	$	81,189		$	72,085		$	162,438		$	145,193
Interest expense	(15,937		)	(12,689		)	(29,788		)	(26,580		)
Provision for loan losses	(11,851		)	(12,198		)	(24,626		)	(18,844		)
Net interest income, net of provision for loan losses	53,401			47,198			108,024			99,769
Non-interest income:
Interchange income	85,697			74,939			163,327			143,366
Other non-interest income	1,400			3,981			2,683			8,020
Total non-interest income	87,097			78,920			166,010			151,386
Less: Customer rewards costs	(51,920		)	(46,851		)	(99,684		)	(88,433		)
Financial Services revenue	$	88,578		$	79,267		$	174,350		$	162,722

Revenue from External Customers by Products and Services [Table Text Block]

Three Months Ended:	Retail				Direct				Total
Product Category:	June 29, 2013		June 30, 2012		June 29, 2013		June 30, 2012		June 29, 2013		June 30, 2012
Hunting Equipment	45.0	%	39.7	%	39.6	%	30.3	%	43.5	%	37.0	%
General Outdoors	37.2		42.0		38.9		45.5		37.7		43.0
Clothing and Footwear	17.8		18.3		21.5		24.2		18.8		20.0
Total	100.0	%	100.0	%	100.0	%	100.0	%	100.0	%	100.0	%

Six Months Ended:	Retail				Direct				Total
Product Category:	June 29, 2013		June 30, 2012		June 29, 2013		June 30, 2012		June 29, 2013		June 30, 2012
Hunting Equipment	52.7	%	45.3	%	44.0	%	32.9	%	50.1	%	41.3	%
General Outdoors	29.8		36.0		32.5		40.0		30.6		37.3
Clothing and Footwear	17.5		18.7		23.5		27.1		19.3		21.4
Total	100.0	%	100.0	%	100.0	%	100.0	%	100.0	%	100.0	%

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Fair Value Measurements (Tables)

6 Months Ended

Jun. 29, 2013

Fair Value of Level 3 Assets and Liabilities [Abstract]

Fair Value, Assets Measured on Recurring Basis [Table Text Block]

	June 29, 2013				December 29, 2012				June 30, 2012
	Carrying Value		Estimated Fair Value		Carrying Value		Estimated Fair Value		Carrying Value		Estimated Fair Value
Financial Assets:
Credit card loans, net	$	3,442,685	$	3,442,685	$	3,497,472	$	3,497,472	$	2,994,459	$	2,994,459
Held-to-maturity investment securities	135,000		134,980		—		—		—		—
Financial Liabilities:
Time deposits	1,189,510		1,206,981		1,048,018		1,086,411		1,058,044		1,097,690
Secured long-term obligations of the Trust	2,154,750		2,046,847		1,827,500		1,807,083		1,827,500		1,783,643
Long-term debt	383,264		415,916		336,535		373,120		340,119		339,736

Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block]

	Three Months Ended						Six Months Ended
	June 29, 2013			June 30, 2012			June 29, 2013			June 30, 2012
Balance, beginning of period	$	84,463		$	88,715		$	85,041		$	86,563
Total gains or losses:
Included in earnings - realized	—			—			—			—
Included in accumulated other comprehensive income - unrealized	(4,464		)	1,213			(3,377		)	3,870
Valuation adjustments	—			—			—			—
Purchases, issuances, and settlements:
Purchases	—			—			—			—
Issuances	—			—			—			—
Settlements	(956		)	(1,593		)	(2,621		)	(2,098		)
Balance, end of period	$	79,043		$	88,335		$	79,043		$	88,335

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Borrowings of Financial Services Segment

6 Months Ended

Jun. 29, 2013

Borrowings of Financial Services Subsidiary [Abstract]

Debt Disclosure [Text Block]

BORROWINGS OF FINANCIAL SERVICES SEGMENT    

The obligations of the Trust are secured borrowings backed by restricted credit card loans. A summary of the secured fixed and variable rate long-term obligations of the Trust by series, the expected maturity dates, and the respective weighted average interest rates are presented in the following tables at the periods ended:

June 29, 2013:
Series	Expected Maturity Date	Fixed Rate Obligations		Interest Rate		Variable Rate Obligations		Interest Rate		Total Obligations		Interest Rate
Series 2010-I	January 2015	$	—	—	%	$	255,000	1.64	%	$	255,000	1.64	%
Series 2010-II	September 2015	127,500		2.29		85,000		0.89		212,500		1.73
Series 2011-II	June 2016	155,000		2.39		100,000		0.79		255,000		1.76
Series 2011-IV	October 2016	165,000		1.90		90,000		0.74		255,000		1.49
Series 2012-I	February 2017	275,000		1.63		150,000		0.72		425,000		1.31
Series 2012-II	June 2017	300,000		1.45		125,000		0.67		425,000		1.22
Series 2013-I	February 2023	327,250		2.71		—		—		327,250		2.71
Total secured obligations		1,349,750				805,000				2,154,750
Less: current maturities		—				—				—
Secured long-term obligations of the Trust, less current maturities		$	1,349,750			$	805,000			$	2,154,750

December 29, 2012:
Series	Expected Maturity Date	Fixed Rate Obligations		Interest Rate		Variable Rate Obligations		Interest Rate		Total Obligations		Interest Rate
Series 2010-I	January 2015	$	—	—	%	$	255,000	1.66	%	$	255,000	1.66	%
Series 2010-II	September 2015	127,500		2.29		85,000		0.91		212,500		1.74
Series 2011-II	June 2016	155,000		2.39		100,000		0.81		255,000		1.77
Series 2011-IV	October 2016	165,000		1.90		90,000		0.76		255,000		1.50
Series 2012-I	February 2017	275,000		1.63		150,000		0.74		425,000		1.32
Series 2012-II	June 2017	300,000		1.45		125,000		0.69		425,000		1.23
Total secured obligations		1,022,500				805,000				1,827,500
Less: current maturities		—				—				—
Secured long-term obligations of the Trust, less current maturities		$	1,022,500			$	805,000			$	1,827,500

June 30, 2012:
Series	Expected Maturity Date	Fixed Rate Obligations		Interest Rate		Variable Rate Obligations		Interest Rate		Total Obligations		Interest Rate
Series 2010-I	January 2015	$	—	—	%	$	255,000	1.69	%	$	255,000	1.69	%
Series 2010-II	September 2015	127,500		2.29		85,000		0.94		212,500		1.75
Series 2011-II	June 2016	155,000		2.39		100,000		0.84		255,000		1.78
Series 2011-IV	October 2016	165,000		1.90		90,000		0.79		255,000		1.51
Series 2012-I	February 2017	275,000		1.63		150,000		0.77		425,000		1.33
Series 2012-II	June 2017	300,000		1.45		125,000		0.79		425,000		1.25
Total secured obligations		1,022,500				805,000				1,827,500
Less: current maturities		—				—				—
Secured long-term obligations of the Trust, less current maturities		$	1,022,500			$	805,000			$	1,827,500

The Trust also issues variable funding facilities which are considered secured borrowings backed by restricted credit card loans. The Trust early renewed one variable funding facility in the amount of $300,000 on March 26, 2013, extending the commitment for an additional two years. At June 29, 2013, the Trust had three variable funding facilities with $875,000 in available capacity and with no amounts outstanding.  The variable funding facilities are scheduled to mature in September 2014, March 2015, and March 2016. Each of these variable funding facilities includes an option to renew subject to certain terms and conditions. Variable rate note interest is priced at a benchmark rate, London Interbank Offered Rate, or commercial paper rate, plus a spread, which ranges from 0.50% to 0.85%.  The variable rate notes provide for a fee ranging from 0.25% to 0.40% on the unused portion of the facilities.  During the six months ended June 29, 2013, and June 30, 2012, the daily average balance outstanding on these notes was $50,442 and $260,989, with a weighted average interest rate of 0.78% for both years.

On March 7, 2013, the Trust sold $385,000 of asset-backed notes, Series 2013-I. This securitization transaction included the issuance of $327,250 of Class A notes and three subordinated classes of notes in the aggregate principal amount of $57,750. The Financial Services segment retained each of the subordinated classes of notes which were eliminated in the preparation of our condensed consolidated financial statements. Each class of notes issued in this securitization transaction has an expected life of approximately ten years and a contractual maturity of approximately thirteen years. This securitization transaction was used to fund the growth in restricted credit card loans.

The Financial Services segment has unsecured federal funds purchase agreements with two financial institutions.  The maximum amount that can be borrowed is $85,000. There were no amounts outstanding at June 29, 2013, December 29, 2012, or June 30, 2012.  During the six months ended June 29, 2013, and June 30, 2012, the daily average balance outstanding was $14 and $756, respectively, with a weighted average rate of 0.75% for both periods.

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Income Taxes (Tables)

6 Months Ended

Jun. 29, 2013

Income Taxes [Abstract]

Schedule of Effective Income Tax Rate Reconciliation [Table Text Block]

A reconciliation of the statutory federal income tax rate to the effective income tax rate was as follows for the periods presented.

	Three Months Ended				Six Months Ended
	June 29, 2013		June 30, 2012		June 29, 2013		June 30, 2012
Statutory federal rate	35.0	%	35.0	%	35.0	%	35.0	%
State income taxes, net of federal tax benefit	1.3		4.0		1.3		3.0
Other nondeductible items	0.3		0.5		0.2		0.6
Tax exempt interest income	(0.4	)	(0.5	)	(0.4	)	(0.5	)
Rate differential on foreign income	(5.4	)	(3.8	)	(3.7	)	(3.8	)
Change in unrecognized tax benefits	0.4		0.6		0.4		0.6
Other, net	(0.7	)	0.1		(0.5	)	—
Effective income tax rate	30.5	%	35.9	%	32.3	%	34.9	%

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Long-Term Debt and Capital Leases (Details) (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 29, 2013	Jun. 30, 2012	Dec. 29, 2012
Debt Instrument [Line Items]
Line of Credit Facility, Maximum Borrowing Capacity	$ 415,000
Unsecured revolving credit facility	55,000	0	0
Unsecured notes due 2016 with interest at 5.99%	215,000	215,000	215,000
Unsecured senior notes due 2017 with interest at 6.08%	60,000	60,000	60,000
Unsecured senior notes due 2014-2018 with interest at 7.20%	40,714	48,857	48,857
Capital lease obligations payable through 2036	12,550	12,801	12,678
Total debt	383,264	340,119	336,535
Less current portion of debt	(8,410)	(8,394)	(8,402)
Long-term debt, less current maturities	374,854	331,725	328,133
Line of Credit Facility, Capacity Available for Specific Purpose Other than for Trade Purchases	100,000
Line of Credit Facility, Capacity Available for Trade Purchases	20,000
Amount that Line of Credit Facility may be Increased to	500,000
Line of Credit Facility, Average Outstanding Amount	20,904	1,740
Line of Credit Facility, Interest Rate During Period	1.45%	1.62%
Letter of Credit, Average Outstanding Amount	20,785	12,083
CANADA
Debt Instrument [Line Items]
Line of Credit Facility, Maximum Borrowing Capacity	15,000
Unsecured revolving credit facility	0	3,461	0
Financial Standby Letter of Credit [Member]
Debt Instrument [Line Items]
Letters of Credit Outstanding, Amount	$ 35,950	$ 22,311

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Income Taxes

6 Months Ended

Jun. 29, 2013

Income Taxes [Abstract]

Income Tax Disclosure [Text Block]

INCOME TAXES    

A reconciliation of the statutory federal income tax rate to the effective income tax rate was as follows for the periods presented.

	Three Months Ended				Six Months Ended
	June 29, 2013		June 30, 2012		June 29, 2013		June 30, 2012
Statutory federal rate	35.0	%	35.0	%	35.0	%	35.0	%
State income taxes, net of federal tax benefit	1.3		4.0		1.3		3.0
Other nondeductible items	0.3		0.5		0.2		0.6
Tax exempt interest income	(0.4	)	(0.5	)	(0.4	)	(0.5	)
Rate differential on foreign income	(5.4	)	(3.8	)	(3.7	)	(3.8	)
Change in unrecognized tax benefits	0.4		0.6		0.4		0.6
Other, net	(0.7	)	0.1		(0.5	)	—
Effective income tax rate	30.5	%	35.9	%	32.3	%	34.9	%

The balance of unrecognized tax benefits, classified as other long-term liabilities in the condensed consolidated balance sheet, totaled $42,684, $39,252, and $40,413, at June 29, 2013, December 29, 2012, and June 30, 2012, respectively. The changes comparing the respective periods were due primarily to our assessments of uncertain tax positions related to prior period tax positions. The Company paid $53,418 in prior periods as deposits for federal taxes related to prior period uncertain tax positions. The deposits are classified as a current asset netted within income taxes receivable and deferred income taxes in the condensed consolidated balance sheet. Because existing tax positions will continue to generate increased liabilities for the Company for unrecognized tax benefits over the next 12 months, and since the Company is routinely under audit by various taxing authorities, it is reasonably possible that the amount of unrecognized tax benefits will change during the next 12 months. However, the Company does not expect the change, if any, to have a material effect on the consolidated financial condition or results of operations within the next 12 months.

As of June 29, 2013, cash and cash equivalents held by the Company's foreign subsidiaries totaled $48,485. The Company's intent is to permanently reinvest a portion of these funds from earnings outside the United States for capital expansion and to repatriate a portion of these funds. Based on the Company's current projected capital needs and the current amount of cash and cash equivalents held by its foreign subsidiaries, the Company does not anticipate incurring any material tax costs beyond its accrued tax position in connection with any repatriation, but it may be required to accrue for unanticipated additional tax costs in the future if the Company's expectations or the amount of cash held by its foreign subsidiaries change.

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Securities

6 Months Ended

Jun. 29, 2013

Securities [Abstract]

Investments in Debt and Marketable Equity Securities (and Certain Trading Assets) Disclosure [Text Block]

SECURITIES    

Securities consisted of the following for the periods ended:

			Gross Unrealized Gains		Gross Unrealized Losses
	Amortized Cost							Fair
								Value
June 29, 2013:
Available-for-sale securities:
Economic development bonds	$	71,924	$	7,119	$	—		$	79,043
Held-to-maturity securities:
U.S. government agency (1)	$	135,000	$	—	$	(20	)	$	134,980
December 29, 2012:
Available-for-sale securities:
Economic development bonds	$	74,545	$	10,496	$	—		$	85,041
June 30, 2012:
Available-for-sale securities:
Economic development bonds	$	79,783	$	8,552	$	—		$	88,335

(1) Represents U.S. government agency held-to-maturity securities held by the Financial Services segment and available for utilization only by the Financial Services Segment pursuant to regulatory restrictions.

The carrying value and fair value of these securities classified by estimated maturity based on expected future cash flows at June 29, 2013, were as follows:

	Available-for-Sale				Held-to-Maturity
	Amortized Cost		Fair Value		Amortized Cost		Fair Value
For the six months ending December 28, 2013	$	1,711	$	2,091	$	135,000	$	134,980
For the fiscal years ending:
2014	1,891		2,319		—		—
2015	2,022		2,484		—		—
2016	2,381		2,879		—		—
2017	2,541		2,937		—		—
2018 - 2022	20,203		22,723		—		—
2023 and thereafter	41,175		43,610		—		—
Totals	$	71,924	$	79,043	$	135,000	$	134,980

Interest earned on the securities totaled $2,068 and $2,596 in the six months ended June 29, 2013, and June 30, 2012, respectively. There were no realized gains or losses on these securities in the six months ended June 29, 2013, or June 30, 2012.

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Condensed Consolidated Statements of Cash Flows (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 29, 2013	Jun. 30, 2012
Net income	$ 94,392	$ 62,696
Depreciation and amortization	43,896	37,849
Impairment and restructuring charges	937	0
Stock-based compensation	7,313	6,600
Deferred income taxes	2,482	3,964
Provision for loan losses	24,626	18,844
Other, net	(1,832)	(2,120)
Accounts receivable	22,187	26,471
Credit card loans originated from internal operations, net	68,063	66,256
Inventories	(143,526)	(82,292)
Prepaid expenses and other current assets	44,558	6,268
Land held for sale	1,532	606
Accounts payable and accrued expenses	3,893	(43,705)
Gift instrument, credit card rewards, and loyalty rewards programs	(7,684)	(5,965)
Other long-term liabilities	6,434	524
Income taxes receivable/payable	15,441	(26,090)
Net cash provided by operating activities	182,712	69,906
Property and equipment additions	(135,416)	(85,921)
Purchases of held-to-maturity investment securities	(135,000)	0
Proceeds from repayments of economic development bonds	2,621	2,098
Change in restricted cash of the Trust, net	(2,120)	2,470
Change in credit card loans originated externally, net	(37,902)	14,605
Other investing changes, net	(1,603)	4,007
Net cash used in investing activities	(309,420)	(62,741)
Change in unpresented checks net of bank balance	(4,357)	4,163
Change in time deposits, net	141,492	75,731
Borrowings on secured obligations of the Trust	937,250	2,220,000
Repayments on secured obligations of the Trust	(935,000)	(2,255,000)
Borrowings on revolving credit facilities and inventory financing	219,703	120,671
Repayments on revolving credit facilities and inventory financing	(164,690)	(117,464)
Payments on long-term debt	(8,270)	(8,262)
Exercise of employee stock options and employee stock purchase plan issuances, net	2,459	23,495
Excess tax benefits from exercise of employee stock options	3,769	1,188
Purchase of treasury stock	(8,893)	(28,977)
Other financing changes, net	(1)	0
Net cash provided by financing activities	183,462	35,545
Net change in cash and cash equivalents	56,754	42,710
Cash and cash equivalents, at beginning of period	288,750	304,679
Cash and cash equivalents, at end of period	$ 345,504	$ 347,389

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Stockholders' Equity and Dividend Restrictions (Details) (USD $) In Thousands, except Share data, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 29, 2013	Jun. 30, 2012	Jun. 29, 2013	Jun. 30, 2012	Feb. 14, 2013	Dec. 29, 2012
Statutory Accounting Practices, Statutory Amount Available for Dividend Payments	$ 180,529		$ 180,529
Balance, beginning of period	51,495	0	492,414	800,935
Purchase of treasury stock	91,540	800,000	163,740	800,000
Treasury shares issued on exercise of stock options and share-based payment awards	(129,298)	0	(642,417)	(800,935)
Balance, end of period	13,737	800,000	13,737	800,000
Stock Repurchase Program, Number of Shares Authorized to be Repurchased	586,260		586,260		750,000
Accumulated net unrealized holding loss on derivatives	0	(39)	0	(39)		(1)
Cumulative foreign currency translation adjustments	(2,790)	(1,198)	(2,790)	(1,198)		(1,280)
Accumulated other comprehensive income	1,674	4,322	1,674	4,322		5,542
Available-for-sale Securities [Member]
Accumulated net unrealized holding gains on economic development bonds	$ 4,464	$ 5,559	$ 4,464	$ 5,559		$ 6,823

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Earnings Per Share (Tables)

6 Months Ended

Jun. 29, 2013

Earnings Per Sharee [Abstract]

Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]

The following table reconciles the number of shares utilized in the earnings per share calculations for the periods presented.

	Weighted Average Number of Shares
	Three Months Ended		Six Months Ended
	June 29, 2013	June 30, 2012	June 29, 2013	June 30, 2012
Common shares – basic	70,503,889	70,034,486	70,330,817	69,744,356
Effect of incremental dilutive securities:
Stock options, nonvested stock units, and employee stock purchase plans	1,183,887	1,507,616	1,276,516	2,251,562
Common shares – diluted	71,687,776	71,542,102	71,607,333	71,995,918
Stock options outstanding and nonvested stock units issued considered anti-dilutive excluded from calculation	7,582	64,000	3,791	196,758

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Stockholders' Equity and Dividend Restrictions

6 Months Ended

Jun. 29, 2013

Shareholders' Equity and Dividend Restrictions [Abstract]

Stockholders' Equity Note Disclosure [Text Block]

STOCKHOLDERS' EQUITY AND DIVIDEND RESTRICTIONS

Retained Earnings - The most significant restrictions on the payment of dividends are contained within the covenants under the Company's revolving credit and unsecured senior notes purchase agreements. Also, Nebraska banking laws govern the amount of dividends that WFB can pay to Cabela's. At June 29, 2013, the Company had unrestricted retained earnings of $180,529 available for dividends. However, the Company has never declared or paid any cash dividends on its common stock, and does not anticipate paying any cash dividends in the foreseeable future.

Accumulated Other Comprehensive Income - The components of accumulated other comprehensive income, net of related taxes, are as follows for the periods ended:

	June 29, 2013			December 29, 2012			June 30, 2012
Accumulated net unrealized holding gains on economic development bonds	$	4,464		$	6,823		$	5,559
Accumulated net unrealized holding loss on derivatives	—			(1		)	(39		)
Cumulative foreign currency translation adjustments	(2,790		)	(1,280		)	(1,198		)
Total accumulated other comprehensive income	$	1,674		$	5,542		$	4,322

Treasury Stock - The Company's Board of Directors authorized a share repurchase program on August 23, 2011, that provides for share repurchases on an ongoing basis to offset dilution resulting from equity awards under the Company's current or future equity compensation plans. On February 14, 2013, the Company announced its intent to repurchase up to 750,000 shares of its common stock in open market transactions through February 2014 pursuant to this share repurchase program. As of June 29, 2013, there were 163,740 shares repurchased with 586,260 shares remaining to be purchased.

The following table reconciles the share activity relating to the Company's treasury stock for the periods presented.

	Number of Treasury Shares
	Three Months Ended			Six Months Ended
	June 29, 2013		June 30, 2012	June 29, 2013		June 30, 2012
Balance, beginning of period	51,495		—	492,414		800,935
Purchase of treasury stock	91,540		800,000	163,740		800,000
Treasury shares issued on exercise of stock options and share-based payment awards	(129,298	)	—	(642,417	)	(800,935	)
Balance, end of period	13,737		800,000	13,737		800,000

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Impairment and Restructuring Charges (Notes)

6 Months Ended

Jun. 29, 2013

Impairment and Restructuring Charges [Abstract]

Restructuring, Impairment, and Other Activities Disclosure [Text Block]

IMPAIRMENT AND RESTRUCTURING CHARGES

Long-lived assets of the Company are evaluated for possible impairment whenever events or changes in circumstances may indicate that the carrying value of an asset may not be recoverable. During the three months ended June 29, 2013, and June 30, 2012, the Company evaluated the recoverability of certain property, equipment, land held for sale, and economic development bonds. In accordance with accounting guidance on asset valuations, the Company recognized an impairment loss totaling $937 in the three and six months ended June 29, 2013, related to the closure of the Company's former Winnipeg retail store in conjunction with the opening of a new next-generation store in Winnipeg in May 2013. The impairment loss of $937 included leasehold improvements write-offs as well as lease cancellation and restoration costs. No impairment losses were recognized in the three and six months ended June 30, 2012. 

Trends and management projections could change undiscounted cash flows in future periods which could trigger possible future write downs. The impairment loss was recorded to the Retail and Corporate Overhead and Other segments.

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Segment Reporting

6 Months Ended

Jun. 29, 2013

Segment Reporting [Abstract]

Segment Reporting Disclosure [Text Block]

SEGMENT REPORTING

The Company has three reportable segments: Retail, Direct, and Financial Services. The Retail segment sells products and services through the Company's retail stores. The Direct segment sells products through our e-commerce websites (Cabelas.com and Cabelas.ca) and direct mail catalogs. The Financial Services segment issues co-branded credit cards. For the Retail segment, operating costs consist primarily of labor, advertising, depreciation, and occupancy costs of retail stores. For the Direct segment, operating costs consist primarily of direct marketing costs (catalog and e-commerce advertising costs) and order processing costs. For the Financial Services segment, operating costs consist primarily of advertising and promotion, license fees, third party services for processing credit card transactions, salaries, and other general and administrative costs.

Revenues included in Corporate Overhead and Other are primarily made up of amounts received from outfitter services, real estate rental income, land sales, and fees earned through the Company's travel business and other complementary business services. Corporate Overhead and Other expenses include unallocated shared-service costs, operations of various ancillary subsidiaries such as real estate development and travel, and segment eliminations. Unallocated shared-service costs include receiving, distribution, and storage costs of inventory, merchandising, and quality assurance costs, as well as corporate headquarters occupancy costs.

Segment assets are those directly used in or clearly allocable to an operating segment’s operations. For the Retail segment, assets include inventory in the retail stores, land, buildings, fixtures, and leasehold improvements. For the Direct segment, assets primarily include deferred catalog costs and fixed assets. Goodwill totaling $3,340, $3,535, and $3,454, at June 29, 2013, December 29, 2012, and June 30, 2012, respectively, was included in the Retail segment. The change in the carrying value of goodwill between periods is due to foreign currency translation adjustments. Assets for the Financial Services segment include cash, credit card loans, restricted cash, receivables, fixtures, and other assets. Cash and cash equivalents of the Financial Services segment were $282,753, $91,365, and $302,191, at June 29, 2013, December 29, 2012, and June 30, 2012, respectively. Assets for the Corporate Overhead and Other segment include corporate headquarters and facilities, merchandise distribution inventory, shared technology infrastructure and related information technology systems, corporate cash and cash equivalents, economic development bonds, prepaid expenses, deferred income taxes, and other corporate long-lived assets. Depreciation, amortization, and property and equipment expenditures are recognized in each respective segment. Intercompany revenue between segments was eliminated in consolidation.

Under an Intercompany Agreement, the Financial Services segment pays to the Retail and Direct business segments a fixed license fee equal to 70 basis points on all originated charge volume of the Cabela's CLUB Visa credit card portfolio. In addition, among other items, the agreement requires the Financial Services segment to reimburse the Retail and Direct segments for certain operating and promotional costs.

Financial information by segment is presented in the following tables for the periods presented:

										Corporate Overhead and Other
							Financial Services
	Retail			Direct									Total
Three Months Ended June 29, 2013:
Merchandise sales	$	483,560		$	180,124		$	—		$	—		$	663,684
Non-merchandise revenue:
Financial Services	—			—			88,578			—			88,578
Other	363			—			—			4,180			4,543
Total revenue	$	483,923		$	180,124		$	88,578		$	4,180		$	756,805
Operating income (loss)	$	91,073		$	30,731		$	25,915		$	(80,784	)	$	66,935
As a percentage of revenue	18.8		%	17.1		%	29.3		%	N/A			8.8		%
Depreciation and amortization	$	13,474		$	1,873		$	384		$	7,073		$	22,804
Assets	1,171,269			154,345			3,947,273			770,333			6,043,220
Three Months Ended June 30, 2012:
Merchandise sales	$	384,209		$	158,453		$	—		$	—		$	542,662
Non-merchandise revenue:
Financial Services	—			—			79,267			—			79,267
Other	484			—			—			4,841			5,325
Total Revenue	$	384,693		$	158,453		$	79,267		$	4,841		$	627,254
Operating income (loss)	$	71,224		$	29,165		$	21,276		$	(63,837	)	$	57,828
As a percentage of revenue	18.5		%	18.4		%	26.8		%	N/A			9.2		%
Depreciation and amortization	$	11,567		$	1,831		$	317		$	5,686		$	19,401
Assets	963,717			148,688			3,427,594			667,698			5,207,697

										Corporate Overhead and Other
							Financial Services
	Retail			Direct									Total
Six Months Ended June 29, 2013:
Merchandise sales	$	970,115		$	405,282		$	—		$	—		$	1,375,397
Non-merchandise revenue:
Financial Services	—			—			174,350			—			174,350
Other	557			—			—			8,998			9,555
Total revenue	$	970,672		$	405,282		$	174,350		$	8,998		$	1,559,302
Operating income (loss)	$	175,751		$	75,628		$	50,016		$	(155,345	)	$	146,050
As a percentage of revenue	18.1		%	18.7		%	28.7		%	N/A			9.4		%
Depreciation and amortization	$	25,827		$	3,761		$	758		$	13,550		$	43,896
Assets	1,171,269			154,345			3,947,273			770,333			6,043,220
Six Months Ended June 30, 2012:
Merchandise sales	$	729,291		$	348,648		$	—		$	—		$	1,077,939
Non-merchandise revenue:
Financial Services	—			—			162,722			—			162,722
Other	733			—			—			9,364			10,097
Total Revenue	$	730,024		$	348,648		$	162,722		$	9,364		$	1,250,758
Operating income (loss)	$	115,451		$	63,339		$	50,278		$	(124,664	)	$	104,404
As a percentage of revenue	15.8		%	18.2		%	30.9		%	N/A			8.3		%
Depreciation and amortization	$	22,373		$	3,634		$	560		$	11,282		$	37,849
Assets	963,717			148,688			3,427,594			667,698			5,207,697

The components and amounts of total revenue for the Financial Services segment were as follows for the periods presented.

	Three Months Ended						Six Months Ended
	June 29, 2013			June 30, 2012			June 29, 2013			June 30, 2012
Interest and fee income	$	81,189		$	72,085		$	162,438		$	145,193
Interest expense	(15,937		)	(12,689		)	(29,788		)	(26,580		)
Provision for loan losses	(11,851		)	(12,198		)	(24,626		)	(18,844		)
Net interest income, net of provision for loan losses	53,401			47,198			108,024			99,769
Non-interest income:
Interchange income	85,697			74,939			163,327			143,366
Other non-interest income	1,400			3,981			2,683			8,020
Total non-interest income	87,097			78,920			166,010			151,386
Less: Customer rewards costs	(51,920		)	(46,851		)	(99,684		)	(88,433		)
Financial Services revenue	$	88,578		$	79,267		$	174,350		$	162,722

The following table sets forth the percentage of the Company's merchandise revenue contributed by major product categories for our Retail and Direct segments and in total for the three and six months ended June 29, 2013, and June 30, 2012.

Three Months Ended:	Retail				Direct				Total
Product Category:	June 29, 2013		June 30, 2012		June 29, 2013		June 30, 2012		June 29, 2013		June 30, 2012
Hunting Equipment	45.0	%	39.7	%	39.6	%	30.3	%	43.5	%	37.0	%
General Outdoors	37.2		42.0		38.9		45.5		37.7		43.0
Clothing and Footwear	17.8		18.3		21.5		24.2		18.8		20.0
Total	100.0	%	100.0	%	100.0	%	100.0	%	100.0	%	100.0	%

Six Months Ended:	Retail				Direct				Total
Product Category:	June 29, 2013		June 30, 2012		June 29, 2013		June 30, 2012		June 29, 2013		June 30, 2012
Hunting Equipment	52.7	%	45.3	%	44.0	%	32.9	%	50.1	%	41.3	%
General Outdoors	29.8		36.0		32.5		40.0		30.6		37.3
Clothing and Footwear	17.5		18.7		23.5		27.1		19.3		21.4
Total	100.0	%	100.0	%	100.0	%	100.0	%	100.0	%	100.0	%

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Earnings Per Share

6 Months Ended

Jun. 29, 2013

Earnings Per Share [Abstract]

Earnings Per Share [Text Block]

EARNINGS PER SHARE

The following table reconciles the number of shares utilized in the earnings per share calculations for the periods presented.

	Weighted Average Number of Shares
	Three Months Ended		Six Months Ended
	June 29, 2013	June 30, 2012	June 29, 2013	June 30, 2012
Common shares – basic	70,503,889	70,034,486	70,330,817	69,744,356
Effect of incremental dilutive securities:
Stock options, nonvested stock units, and employee stock purchase plans	1,183,887	1,507,616	1,276,516	2,251,562
Common shares – diluted	71,687,776	71,542,102	71,607,333	71,995,918
Stock options outstanding and nonvested stock units issued considered anti-dilutive excluded from calculation	7,582	64,000	3,791	196,758

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Document and Entity Information Document	6 Months Ended
	Jun. 29, 2013	Jul. 22, 2013
Entity Information [Line Items]
Entity Registrant Name	CABELAS INC
Entity Central Index Key	0001267130
Current Fiscal Year End Date	--12-28
Entity Filer Category	Large Accelerated Filer
Document Type	10-Q
Document Period End Date	Jun. 29, 2013
Document Fiscal Year Focus	2013
Document Fiscal Period Focus	Q2
Amendment Flag	false
Entity Common Stock, Shares Outstanding		70,569,890
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes

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Supplemental Cash Flow Information

6 Months Ended

Jun. 29, 2013

Supplemental Cash Flow Information [Abstract]

Cash Flow, Supplemental Disclosures [Text Block]

SUPPLEMENTAL CASH FLOW INFORMATION

The following table sets forth non-cash financing and investing activities and other cash flow information for the periods presented.

	Six Months Ended
	June 29, 2013		June 30, 2012
Non-cash financing and investing activities:
Accrued property and equipment additions (1)	$	31,808	$	20,004
Other cash flow information:
Interest paid (2)	$	33,255	$	39,090
Income taxes, net of refunds	$	18,326	$	45,494

(1) Accrued property and equipment additions are recognized in the condensed consolidated statements of cash flows in the period they are paid.

(2) Includes interest from the Financial Services segment totaling $29,397 and $26,945, respectively.