8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


Form 8-K

CURRENT REPORT


Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of Report December 9, 2009
Date of earliest event reported December 9, 2009


Commission file no. 333-133184-12


Neiman Marcus, Inc.
(Exact name of registrant as specified in its charter)

Delaware	20-3509435
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

1618 Main Street Dallas, Texas	75201
(Address of principal executive offices)	(Zip code)

Registrant’s telephone number, including area code: (214) 743-7600

Not Applicable(Former name or former address, if changed since last report)

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

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

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

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

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

ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION

The following information is being furnished, not filed, pursuant to Item 2.02. Accordingly, this information will not be incorporated by reference into any registration statement filed by Neiman Marcus, Inc. under the Securities Act of 1933, as amended, unless specifically identified as being incorporated therein by reference.

On December 9, 2009 Neiman Marcus, Inc. issued a press release announcing its results of operations and financial condition for the fiscal first quarter ended October 31, 2009.  A copy of this press release is attached as Exhibit 99.1.

The press release contains information relating to EBITDA. Management has included this information because it believes it more accurately reflects results from core operating activities and is a better base from which to measure the company's future performance.

ITEM 9.01.	FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(d)	Exhibits.
	99.1 Press release dated December 9, 2009 announcing financial results for the fiscal first quarter ended October 31, 2009.

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

SIGNATURES

		NEIMAN MARCUS, INC.
Date:	December 9, 2009	By:	/s/ T. Dale Stapleton
				T. Dale Stapleton
				Vice President and Controller
				(principal accounting officer
				of the registrant)

EX-99.1

Exhibit 99.1

Neiman Marcus, Inc. Reports First Quarter Earnings

DALLAS--(BUSINESS WIRE)--December 9, 2009--Neiman Marcus, Inc. today reported financial results for the first quarter of fiscal year 2010. For the first quarter of fiscal year 2010, the Company reported total revenues of $868.9 million compared to $985.8 million in the prior year. Comparable revenues decreased 13.7 percent. Operating earnings for the first quarter of fiscal year 2010 were $74.8 million compared to $81.6 million for the first quarter of fiscal year 2009.

“We are pleased with the progress we made in our first quarter,” said Burton M. Tansky, Chairman and CEO of the Company. “As a result of our intense focus on full price selling, inventory management and expense control, we experienced an improvement in our gross margin and EBITDA rates this quarter.”

Mr. Tansky added, “In addition, we further strengthened our balance sheet, ending the quarter with cash of $319 million, an increase of over $200 million from last year. Also, we achieved our inventory reduction goals with ending inventory down approximately 20% compared to last year.”

This release contains information regarding the Company’s EBITDA which is a non-GAAP financial measure. A reconciliation of these figures to the most directly comparable GAAP figures, together with certain other information, can be found at the end of this release.

Other Items

A live webcast of the conference call on earnings can be accessed through the Investor Information section of the Neiman Marcus, Inc. website at www.neimanmarcusgroup.com on Wednesday, December 9, 2009 beginning at 10:00 a.m. Central Standard Time. Following the live broadcast, interested parties may replay the webcast by accessing this website. To access financial information that will be presented during the call, please visit the Investor Information section of the Neiman Marcus, Inc. website at www.neimanmarcusgroup.com.

From time to time, the Company may make statements that predict or forecast future events or results, depend on future events for their accuracy or otherwise contain "forward-looking information." These statements are made based on management's expectations and beliefs concerning future events and are not guarantees of future performance.

The Company cautions readers that actual results may differ materially as a result of various factors, some of which are beyond its control, including but not limited to: political or economic conditions; terrorist activities in the United States and elsewhere; disruptions in business at the Company’s stores, distribution centers or offices; changes in consumer confidence resulting in a reduction of discretionary spending on goods; changes in demographic or retail environments; changes in consumer preferences or fashion trends; competitive responses to the Company’s marketing, merchandising and promotional efforts; changes in the Company’s relationships with key customers; delays in the receipt of merchandise; seasonality of the retail business; adverse weather conditions, particularly during peak selling seasons; delays in anticipated store openings or renovations; natural disasters; significant increases in paper, printing and postage costs; litigation that may have an adverse effect on the Company’s financial results or reputation; changes in the Company’s relationships with designers, vendors and other sources of merchandise; the Company’s success in enforcing its intellectual property rights; the effects of incurring a substantial amount of indebtedness under the Company’s senior secured credit facilities, senior notes and senior subordinated notes and of complying with the related covenants and conditions; the financial viability of the Company’s designers, vendors and other sources of merchandise; the design and implementation of new information systems or enhancement of existing systems; changes in foreign currency exchange rates or inflation rates; impact of funding requirements related to the Company’s noncontributory defined benefit pension plan; changes in the Company’s relationships with certain of key sales associates; changes in key management personnel; changes in the Company’s proprietary credit card arrangement that adversely impact its ability to provide consumer credit; or changes in government or regulatory requirements increasing the Company’s cost of operations.

These and other factors that may adversely effect the Company’s future performance or financial condition are contained in its Annual Report in Form 10-K and other reports filed with and available from the Securities and Exchange Commission. The Company undertakes no obligation to update or revise any forward-looking statements to reflect subsequent events, new information or future circumstances.

NEIMAN MARCUS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
	October 31,		November 1,
(in thousands)	2009		2008
ASSETS
Current assets:
Cash and cash equivalents	$	319,215	$	115,350
Merchandise inventories		863,682		1,084,308
Other current assets		122,893		148,011
Total current assets		1,305,790		1,347,669
Property and equipment, net		973,630		1,068,467
Goodwill and intangible assets, net		3,260,633		4,024,580
Other assets		88,075		74,776
Total assets	$	5,628,128	$	6,515,492
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	237,972	$	249,624
Accrued liabilities		349,130		400,604
Total current liabilities		587,102		650,228
Long-term liabilities:
Long-term debt		2,972,173		2,946,150
Deferred income taxes		690,970		916,072
Other long-term liabilities		446,385		320,441
Total long-term liabilities		4,109,528		4,182,663
Total shareholders’ equity		931,498		1,682,601
Total liabilities and shareholders’ equity	$	5,628,128	$	6,515,492

NEIMAN MARCUS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
	First Quarter Ended
	October 31,		November 1,
(in thousands)	2009		2008
Revenues	$	868,900	$	985,787
Cost of goods sold including buying and occupancy costs		534,223		617,743
Selling, general and administrative expenses		218,819		242,829
Income from credit card program, net		(13,087)		(13,001)
Depreciation expense		35,782		38,599
Amortization of intangible assets		13,845		13,568
Amortization of favorable lease commitments		4,469		4,469
Operating earnings		74,849		81,580
Interest expense, net		59,365		57,845
Earnings before income taxes		15,484		23,735
Income taxes		6,963		10,857
Net earnings	$	8,521	$	12,878

NEIMAN MARCUS, INC.
OTHER OPERATING DATA
(UNAUDITED)
SEGMENTS:	First Quarter Ended
	October 31,			November 1,
(dollars in millions)		2009			2008
REVENUES:
Specialty Retail Stores	$	721.6		$	827.1
Direct Marketing		147.3			158.7
Total	$	868.9		$	985.8
OPERATING EARNINGS:
Specialty Retail Stores	$	87.2		$	94.4
Direct Marketing		21.7			19.4
Corporate expenses		(15.8	)		(14.2	)
Amortization of intangible assets and favorable lease commitments		(18.3	)		(18.0	)
OPERATING EARNINGS	$	74.8		$	81.6

NEIMAN MARCUS, INC.
OTHER OPERATING DATA
(UNAUDITED)
OTHER DATA:
	First Quarter Ended
	October 31,		November 1,
(dollars in millions)	2009		2008
Capital expenditures	$	17.3	$	33.5
Depreciation	$	35.8	$	38.6
Amortization of intangibles	$	18.3	$	18.0
Rent expense	$	21.0	$	22.1
EBITDA*	$	128.9	$	138.2

* For an explanation of EBITDA, see “Non-GAAP Financial Measure.”

NEIMAN MARCUS, INC.
NON-GAAP FINANCIAL MEASURE
(UNAUDITED)
The following table reconciles net earnings as reflected in the Company’s condensed consolidated statements of earnings prepared in accordance with GAAP to EBITDA:
	First Quarter Ended
	October 31,		November 1,
(dollars in millions)	2009		2008
Net earnings	$	8.5	$	12.9
Income taxes		6.9		10.9
Interest expense, net		59.4		57.8
Depreciation		35.8		38.6
Amortization of intangible assets and favorable lease commitments		18.3		18.0
EBITDA	$	128.9	$	138.2

We present the non-GAAP financial measure EBITDA because we use this measure to monitor and evaluate the performance of our business and believe the presentation of this measure will enhance investors’ ability to analyze trends in our business, evaluate our performance relative to other companies in our industry and evaluate our ability to service our debt. In addition, we use EBITDA as a component of the measurement of incentive compensation.

EBITDA is not a presentation made in accordance with GAAP and this computation may vary from others in the industry. In addition, EBITDA contains some, but not all, adjustments that are taken into account in the calculation of the components of various covenants in the indentures governing the Company’s senior secured Asset-Based Revolving Credit Facility, Senior Secured Term Loan Facility, Senior Notes and Senior Subordinated Notes. EBITDA should not be considered as an alternative to operating earnings or net earnings as a measure of operating performance or cash flows as a measure of liquidity. EBITDA has important limitations as an analytical tool and should not be considered in isolation, or as a substitute for analysis of the Company’s results as reported under GAAP. For example, EBITDA does not reflect cash expenditures, or future requirements, for capital expenditures or contractual commitments; does not reflect changes in, or cash requirements, for working capital needs; does not reflect our considerable interest expense, or the cash requirements necessary to service interest or principal payments, on the Company’s debt; excludes tax payments that represent a reduction in cash available; and does not reflect any cash requirements for assets being depreciated and amortized that may have to be replaced in the future.

CONTACT:
Neiman Marcus, Inc.
James E. Skinner, 214-757-2954
Executive Vice President and
Chief Financial Officer
or
Stacie Shirley, 214-757-2967
Vice President – Finance
and Treasurer