-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Vca+Mh1ZJcW52qCVBfWGiwMFcrn5iqWUb4cfziQKWlSLxwEU2IZ0lQM3xF/W6j5f dxeXTB05zDYkDPtJ7b5Atg== 0000078239-07-000037.txt : 20070627 0000078239-07-000037.hdr.sgml : 20070627 20070627160015 ACCESSION NUMBER: 0000078239-07-000037 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20061231 FILED AS OF DATE: 20070627 DATE AS OF CHANGE: 20070627 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PHILLIPS VAN HEUSEN CORP /DE/ CENTRAL INDEX KEY: 0000078239 STANDARD INDUSTRIAL CLASSIFICATION: MEN'S & BOYS' FURNISHINGS, WORK CLOTHING, AND ALLIED GARMENTS [2320] IRS NUMBER: 131166910 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-07572 FILM NUMBER: 07943837 BUSINESS ADDRESS: STREET 1: 200 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10016 BUSINESS PHONE: 2123813500 MAIL ADDRESS: STREET 1: 200 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10016 11-K 1 form11kpvhhourlysalaried2007.htm Financial Statements

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

_____________

FORM 11-K

ANNUAL REPORT
PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

(Mark One):

ý  ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.


For the fiscal year ended    December 31, 2006   

OR

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


For the transition period from __________ to __________

Commission file number    1-724         

A.  Full title of the plan and the address of the plan, if different from that of the issuer named below:  PVH Associates Investment Plan for Hourly Associates and PVH Associates Investment Plan for Salaried Associates

B.  Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: Phillips-Van Heusen Corporation, 200 Madison Avenue, New York, New York 10016





 SIGNATURES

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

PHILLIPS-VAN HEUSEN CORPORATION

ASSOCIATES INVESTMENT PLANS




Date:  June 27, 2007

By

   /s/  Pamela N. Hootkin

Pamela N. Hootkin, Member of

Administrative Committee




Financial Statements


Years ended December 31, 2006 and 2005


Contents


Phillips-Van Heusen Corporation

Associates Investment Plan For Hourly Associates


Page


Report of Independent Registered Public Accounting Firm

F-1

Financial Statements

Statements of Net Assets Available for Benefits

F-2

Statements of Changes in Net Assets Available for Benefits

F-3

Notes to Financial Statements

F-4

Supplemental Schedule

Schedule H, Line 4i--Schedule of Investments Held at Year End

F-14



Phillips-Van Heusen Corporation

Associates Investment Plan For Salaried Associates

Page


Report of Independent Registered Public Accounting Firm

F-15

Financial Statements

Statements of Net Assets Available for Benefits

F-16

Statements of Changes in Net Assets Available for Benefits

F-17

Notes to Financial Statements

F-18

Supplemental Schedule

Schedule H, Line 4i--Schedule of Investments Held at Year End

F-28





Report of Independent Registered Public Accounting Firm


Administrative Committee of the Plan

Phillips-Van Heusen Corporation

Associates Investment Plan for Hourly Associates


We have audited the accompanying statement of net assets available for benefits of the Phillips-Van Heusen Corporation Associates Investment Plan for Hourly Associates as of December 31, 2006 and 2005, and the related statement of changes in net assets available for benefits for the years then ended. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audits in accordance with the auditing standards of the Public Company Accounting Oversights Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. We were not engaged to perform an audit of the Plan’s internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the plan’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes ex­amining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant e stimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.


In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2006 and 2005, and the changes in its net assets available for benefits for the years then ended, in conformity with accounting principles generally accepted in the United States.


Our audit was performed for the purpose of forming an opinion on the financial statements taken as a whole.  The accompanying supplemental schedule of investments held at year end as of December 31, 2006, is presented for purposes of additional analysis and is not a required part of the financial statements but is supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974.  This supplemental schedule is the responsibility of the Plan’s management.  The supplemental schedule has been subjected to the auditing procedures applied in our audit of the financial statements and, in our opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole.



/S/ SPIELMAN KOENIGSBERG & PARKER, LLP


June 22, 2007








F-1


PHILLIPS-VAN HEUSEN CORPORATION
ASSOCIATES INVESTMENT PLAN FOR HOURLY ASSOCIATES

STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS

For the Years Ended December 31, 2006 and 2005




 

2006

2005

 



Assets



 



Investments, at fair value:



Investment in Phillips-Van Heusen

 

 

Corporation Associates Investment

 

 

Plans Master Trust

$ 9,391,798 

 

Investments held by Wells Fargo Bank:

 

 

Stable Return Fund

 

$ 1,435,105

Mutual Funds

 

5,139,766

Investment in Phillips-Van Heusen

 

 

Corporation Associates Investment

 

 

Plans Master Trust

 

2,844,336

Adjustment to contract value from fair

 

 

value for interest in common/collective

 

 

trust relating to fully benefit-responsive

 

 

investment contracts

21,098 

19,556

Participant loans receivable

320,613 

511,489

Contributions receivable

       21,327 

       43,225

Total Assets

  9,754,836 

  9,993,477

 

 

 

Liabilities

 

 

Miscellaneous payables

            524 

           -      

Total Liabilities

            524 

           -      

 

 

 

Net assets available for benefits

$ 9,754,312 

$ 9,993,477






The accompanying notes are an integral

part of these financial statements



F-2


PHILLIPS-VAN HEUSEN CORPORATION
ASSOCIATES INVESTMENT PLAN FOR HOURLY ASSOCIATES

STATEMENT OF CHANGES IN NET
ASSETS AVAILABLE FOR BENEFITS

For the Years Ended December 31, 2006 and 2005



 

2006

2005

 

 

 

Additions

 

 

 

 

 

Contributions:

 

 

Employer, net of forfeitures

$    348,764   

$     391,674   

Employees

788,476   

840,453   

Interest and investment income

188,052   

170,023   

Loan interest

29,127   

22,130   

Master trust investment income

1,422,977   

          -          

Adjustment to contract value from fair value

 

 

for interest in common/collective trust relating

 

 

to fully benefit-responsive investment contracts

21,098   

19,556   

Transfer from Phillips-Van Heusen Associates

 

 

Investment Plan for Salaried Associates

       12,183   

          -          

 

 

 

Total additions

  2,810,677   

  1,443,836   

 

 

 

Deductions

 

 

 

 

 

Payments to participants

3,344,988   

685,187   

Transfer to Phillips-Van Heusen Associates

 

 

Investment Plan for Salaried Associates

       31,259   

          -          

 

 

 

Total deductions

3,376,247   

685,187   

 

 

 

Net realized and unrealized appreciation

 

 

of investments

    326,405   

     669,955   

 

 

 

Net (decrease) increase in net assets available for benefits

(239,165)  

1,428,604   

 

 

 

Net assets available for benefits at beginning of year

  9,993,477  

  8,564,873   

 

 

 

Net assets available for benefits at end of year

$9,754,312  

$9,993,477   


The accompanying notes are an integral

part of these financial statements



F-3


PHILLIPS-VAN HEUSEN CORPORATION
ASSOCIATES INVESTMENT PLAN FOR HOURLY ASSOCIATES

NOTES TO FINANCIAL STATEMENTS

For the Years Ended December 31, 2006 and 2005






1.

Description of the Plan


The following description of the Phillips-Van Heusen Corporation (the “Company”) Associates Investment Plan for Hourly Associates (the “Plan”) provides only general information.  Participants should refer to the Plan Document for a more complete description of the Plan’s provisions.


Change in Trustee and Recordkeeper


Effective November 3, 2006, the Plan’s Trustee changed from Wells Fargo Bank (the “Predecessor Trustee”) to Nationwide Trust Company (the “Trustee” or “Successor Trustee”), and the Plan’s “Recordkeeper” changed from Wells Fargo Retirement Plan Solutions to The 401(k) Company.


Master Trust


The Phillips-Van Heusen Corporation Associates Investment Plans Master Trust (the “Master Trust”) was established for the investment of the Phillips-Van Heusen Stock Fund (the “PVH Stock Fund”).  Effective with the change in Recordkeeper and Trustee on November 3, 2006, all of the investments of the Company’s Associates Investment Plan for Hourly Employees and the Associates Investment Plan for Salaried Employees were combined into the new Master Trust held by the Nationwide Trust Company.


General


The Plan is a defined contribution plan covering hourly production, warehouse, distribution, leased employees and U.S. retail field employees of the Company, who are at least age 21 or older, have completed at least three consecutive months of service and are regularly scheduled to work at least 20 hours per week. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (“ERISA”).  




F-4


PHILLIPS-VAN HEUSEN CORPORATION
ASSOCIATES INVESTMENT PLAN FOR HOURLY ASSOCIATES

NOTES TO FINANCIAL STATEMENTS




Contributions


Participants may contribute up to 25% of pre-tax annual compensation, limited to $15,000 and $14,000 per annum in 2006 and 2005 respectively.  In addition, pursuant to EGTRRA of 2001, all participants who have attained the age of 50 before the close of the plan year are eligible to make “catch-up” contributions up to $5,000 for the plan year ended December 31, 2006.  The Company matches 100% of the first 2% of eligible compensation that a participant contributed to the Plan plus 25% of the next 4% of eligible compensation contributed by the participant.


Participant Accounts


Each participant’s account is credited with the participant’s contributions and allocations of (a) the Company’s contributions and (b) Plan earnings.  Forfeited balances of terminated participants’ nonvested accounts are used to reduce future Company contributions.


Vesting


Amounts attributable to employee contributions and the allocated earnings thereon are immediately vested.  Participants become 25%, 50%, 75% and 100% vested in Company contributions after two, three, four and five years of service, respectively.  Upon death, permanent disability or reaching age 65, participants or their beneficiaries become 100% vested in Company contributions.


Investment Options


Upon enrollment in the Plan, a participant may direct employee or Company contributions into any one of four pre-mixed asset allocation models or any of 10 individual investment options.  A participant may contribute a maximum of 25% of employee contributions into the PVH Stock Fund.





F-5


PHILLIPS-VAN HEUSEN CORPORATION
ASSOCIATES INVESTMENT PLAN FOR HOURLY ASSOCIATES

NOTES TO FINANCIAL STATEMENTS






Participant Loans Receivable


Participants may borrow from the Plan, with certain restrictions, using their vested account balance as collateral.  The minimum loan amount is $1,000 and the maximum loan amount is the lesser of (i) $50,000 reduced by the participant’s highest outstanding loan balance during the previous 12 months, or (ii) 50% of the vested value of the participant’s account. Interest is fixed for the term of the loan at the prime rate plus 1%.  Loan repayments are made through payroll deductions which may be specified for a term of 1 to 5 years or up to 15 years for the purchase of a primary residence.  


At December 31, 2006, total outstanding participant loans outstanding totaled $320,613, with maturity dates through 2012 at interest rates ranging from 5% to 9.25%.


Forfeitures


Contributions made on behalf of non-vested or partially vested employees who have terminated are retained by the Plan and are used to reduce the Company’s future matching contributions.  


Payment of Benefits


Participants electing final distributions will receive payment in the form of a lump sum amount equal to the value of their vested account unless the participant notifies the Company of their intent to receive all or a portion of their balance attributable to the PVH Stock Fund paid in the form of shares of the Company’s Common Stock.


Plan Termination


Although it has not expressed any intent to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA.  In the event of Plan termination, participants will become 100% vested in their accounts.






F-6


PHILLIPS-VAN HEUSEN CORPORATION
ASSOCIATES INVESTMENT PLAN FOR HOURLY ASSOCIATES

NOTES TO FINANCIAL STATEMENTS




2.

Significant Accounting Policies


The accounting records of the Plan are maintained on the accrual basis.


Substantially all administrative expenses are paid by the Company.


In accordance with the Rules and Regulations of the Department of Labor, investments are included in the accompanying financial statements at market value as determined by quoted market prices or at fair value as determined by the trustee.  Purchases and sales of securities are reflected on a trade date basis.


All assets of the Plan are held by the Trustee in the Master Trust and are segregated from the assets of the Company.  The Plan shares in the Master Trust interest and investment income based upon its participants’ shares of the Master Trust net assets available for benefits.


The preparation of the financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes.  Actual results could differ from those estimates.

In December 2005, the Financial Accounting Standards Board (FSAB) issued FASB Staff Position AAG INV-1 and SOP 94-4-1, Reporting of Fully Benefit-Responsive Investment Contracts Held by Certain Investment Companies Subject to the AICPA Investment Company Guide and Defined-Contribution Health and Welfare and Pension Plans (FSP).  This FSP requires investments in benefit-responsive investment contracts be presented at fair value.  However, contract value is the relevant measurement attribute for that portion of the net assets available for benefits of a defined contribution plan attributable to fully benefit-responsive investment contracts because contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the Plan.  The Plan invests in investment contracts though a common/collective trust.  As required by the FSP, the Statement of Net Assets Available for Benefits presents the fair value of the investments in the common/collective trust as well as the adjustment of the investment in the common/collective trust from fair value to contract value relating to the investment contracts.  The Statement of Changes in Net Assets Available for Benefits is prepared on a contact value basis.  The result of the implementation of the FSP was an adjustment from fair value to contract value in the amount of $21,098 and $19,556 as of December 31, 2006 and 2005, respectively.




F-7


PHILLIPS-VAN HEUSEN CORPORATION
ASSOCIATES INVESTMENT PLAN FOR HOURLY ASSOCIATES

NOTES TO FINANCIAL STATEMENTS





3.

Transactions with Parties-in-Interest


During the years ended December 31, 2006 and 2005, the Master Trust purchased 53,146 and 47,988 shares, respectively, of the Company’s common stock and received $138,106 and $153,906, respectively, from the Company as payment of dividends on its common stock. The AIP Master Trust also sold 152,495 and 160,053 shares of the Company’s common stock during the years ended December 31, 2006 and 2005, respectively.


4.

Assets of the Plan


Investments that represent 5% or more of the fair value of the Plan’s net assets at the end of the plan year are as follows:


 

2006

2005

 

 

 

Investment in Phillips-Van Heusen

 

 

Corporation Associates Investment

 

 

Plans Master Trust

$   9,391,798  

$  2,844,336   

Dodge & Cox Balanced

*  

1,283,331   

Dreyfus Appreciation

#  

1,207,303   

Wells Fargo Stable Return Fund (S)

*  

1,435,105   

Wells Fargo Advantage Small Cap

 

 

Value Fund (Z)

*  

600,404   

Wells Fargo Advantage Total Return

 

 

Bond (Adm)

#  

628,267   

Wells Fargo S&P 500 Index Fund (G)

#  

988,751   

Shares of registered companies representing

 

 

less than 5%

 

431,710   

 

 

 

 

 

 

*  Investment became part of the Master Trust at the end of the plan year.

 

#  Investment not offered at the end of the plan year.  

 

 






F-8


PHILLIPS-VAN HEUSEN CORPORATION
ASSOCIATES INVESTMENT PLAN FOR HOURLY ASSOCIATES

NOTES TO FINANCIAL STATEMENTS






During 2006** and 2005, the Plan’s investments (including investments purchased, sold, as well as held during the year) appreciated in fair value as determined by quoted market prices as follows:



Net Realized and Unrealized

Appreciation in Fair Value of Investments


 

2006**

 

2005

 

 

 

 

Common stock—PVH Stock Fund

$      -       

 

$499,455  

Shares of registered investment companies

  326,405  

 

  170,500  

 

$326,405  

 

$669,955  



** Represents appreciation for the period January 1, 2006 through November 2, 2006 of investments not in the Master Trust.  See below for Master Trust information.  





F-9


PHILLIPS-VAN HEUSEN CORPORATION PENSION PLAN

ASSOCIATES INVESTMENT PLAN FOR HOURLY ASSOCIATES

NOTES TO FINANCIAL STATEMENTS






5.

Interest in the Master Trust


Effective November 3, 2006, the plan’s investments, with the exception of participant loans, are held in a Master Trust with the assets of the Associates Plan for Salaried Associates.  The assets of the Master Trust are held by Nationwide Trust Company.  The plan participates in the Master Trust for the investment of the pooled assets of various funds.  Each participating plan has an undivided interest in the Master Trust.  Income and assets of the Master Trust are allocated to the Plan based on participant balances.  The assets of the Master Trust at December 31, 2006 consist of the following:


 

2006

 


Cash

$           27,724 

Receivable from investments sold

86,852 

Payable for investments purchased

(86,852)

Other payable

(9,619)

Investments, at market value:

 

Common Collective Trust

22,338,688 

Mutual Funds

86,595,356 

Common Stock

42,951,591 

Money Market Funds

        1,195,213 

 

 

Total Master Trust Investments

$ 153,098,953 

 

 

Plan’s beneficial interest

$     9,391,798 

 

 

Plan’s percentage interest

                   6%  

 

 




F-10


PHILLIPS-VAN HEUSEN CORPORATION PENSION PLAN

ASSOCIATES INVESTMENT PLAN FOR HOURLY ASSOCIATES

NOTES TO FINANCIAL STATEMENTS






Net investment income for the Master Trust through December 31, 2006 is as follows:


 

2006

 

 

Net appreciation (depreciation) in fair value of investments determined by quoted market prices:

 

Common Stock

$ 16,261,622 

Mutual Funds and Common Collective Trust

      (883,605)

 

 

 

15,378,017 

 

 

Interest and dividend income

     3,941,060 

 

 

Total master trust investment income

$ 19,319,077 

 

 




6.

Income Tax Status


The Plan has received a determination letter from the Internal Revenue Service dated September 2, 2003, stating that the Plan is qualified under Section 401(a) of the Internal Revenue Code (the “Code”) and, therefore, the related trust is exempt from taxation.  Once qualified, the Plan is required to operate in conformity with the Code to maintain its qualification.  The plan administrator believes that the Plan is currently designed and being operated in compliance with the applicable requirements of the Code and, therefore, believes that the Plan is qualified and the related trust is tax-exempt.




F-11


PHILLIPS-VAN HEUSEN CORPORATION PENSION PLAN

ASSOCIATES INVESTMENT PLAN FOR HOURLY ASSOCIATES

NOTES TO FINANCIAL STATEMENTS





7.

Reconciliation of Financial Statements to Form 5500



The following is a reconciliation of net assets available for benefits per the financial statements to the Form 5500 at December 31, 2006:

 

 

 

Net assets available for benefits per the financial statements

$9,754,312

Less adjustment to contract value                                                      

       21,098

Net assets available for benefits per the Form 5500

$9,733,214




F-12



























SUPPLEMENTAL SCHEDULE





EIN: 13-1166910

Plan No: 012


PHILLIPS-VAN HEUSEN CORPORATION

ASSOCIATES INVESTMENT PLAN FOR HOURLY ASSOCIATES


SCHEDULE H, LINE 4i--SCHEDULE OF INVESTMENTS AT YEAR END


For the Year Ended December 31, 2006


Identity of Holder

Description of Investment

Current Value

 

 

 

Nationwide Trust Company

Cash

$          2,727

Nationwide Trust Company

Cash Management Trust of

 

 

America; 85,424.950 shares

85,425

Nationwide Trust Company

SEI Stable Asset Fund;

 

 

148,178.610 shares

144,377

Nationwide Trust Company

State Street S&P 500 Index:

 

 

16,378.745 shares

617,741

Nationwide Trust Company

Wells Fargo Stable Return;

 

 

30,526.472 shares

1,203,029

Nationwide Trust Company

American Beacon Large Cap Value

 

 

33,987.093 shares

774,226

Nationwide Trust Company

Bond Fund of America

 

 

49,094.715 shares

653,942

Nationwide Trust Company

Dodge & Cox Balanced Fund;

 

 

10,468.642 shares

911,609

Nationwide Trust Company

Growth Fund of America;

 

 

21,783.914 shares

711,463

Nationwide Trust Company

Hartford HLS Small Cap Growth;

 

 

7,043.303 shares

146,078

Nationwide Trust Company

Thornburg International Value;

 

 

18,924.301 shares

548,994

Nationwide Trust Company

Wells Fargo Advantage Small Cap;

 

 

16,778.523 shares

522,315

Nationwide Trust Company

Phillip-Van Heusen Corp. Common Stock;

 

 

61,189.373 shares

   3,069,871

 

 

 

Total investments held by

 

 

   Nationwide Trust Co., FSB

 

$ 9,391,798





F-14


Report of Independent Registered Public Accounting Firm


Administrative Committee of the Plan

Phillips-Van Heusen Corporation

Associates Investment Plan for Salaried Associates


We have audited the accompanying statements of net assets available for benefits of the Phillips-Van Heusen Corporation Associates Investment Plan for Salaried Associates as of December 31, 2006 and 2005, and the related statements of changes in net assets available for benefits for the years then ended. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audit.


We conducted our audits in accordance with the standards of the Public Company Accounting Oversights Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. We were not engaged to perform an audit of the Plan’s internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the plan’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes ex­amining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.


In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2006 and 2005 and the changes in its net assets available for benefits for the years then ended, in conformity with accounting principles generally accepted in the United States.


Our audit was performed for the purpose of forming an opinion on the financial statements taken as a whole.  The accompanying supplemental schedule of investments held at year end as of December 31, 2006 is presented for purposes of additional analysis and is not a required part of the financial statements but is supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974.  This supplemental schedule is the responsibility of the Plan’s management. The supplemental schedule has been subjected to the auditing procedures applied in our audit of the financial statements and, in our opinion is fairly stated in all material respects in relation to the financial statements taken as a whole.




/S/ SPIELMAN KOENIGSBERG & PARKER, LLP



June 22, 2007





F-15


PHILLIPS-VAN HEUSEN CORPORATION

ASSOCIATES INVESTMENT PLAN FOR SALARIED ASSOCIATES


STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS


December 31, 2006 and 2005


 

2006

 

2005

 

 


 

Assets

 


 

   Investments, at fair value:

 


 

     Investment in Phillips-Van Heusen

 

 

 

         Corporation Associates Investment Plans

 

 

 

         Master Trust

$ 143,707,155

 

$               -

   Investments held by Wells Fargo Bank:

 


   

   Stable Return Fund

 


11,890,792

   Mutual Funds

 


73,542,816

Investment in Phillips-Van Heusen

 


 

   Corporation Associates Investment

 


 

    Plans Master Trust

 


29,777,423

      Adjustment to contract value from fair

 


 

        value for interest in common/collective

 


 

        trust relating to fully benefit-responsive

 


 

        investment contracts           

220,145


162,034

   Participant loans receivable

1,773,210


1,789,881

   Contributions receivable

443,086


379,825

                           Total Assets

146,143,596


117,542,771

 

 


 

  Liabilities

 


 

       Miscellaneous payables

 9,277


 -

                           Total liabilities

 9,277


 -

 

 


 

Net assets available for benefits

$ 146,134,319


$ 117,542,771





The accompanying notes are an integral

part of these financial statements



F-16


PHILLIPS-VAN HEUSEN CORPORATION

ASSOCIATES INVESTMENT PLAN FOR SALARIED ASSOCIATES


STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS


For the Years Ended December 31, 2006 and 2005


 

2006

 

2005

Additions




   Contributions:




   Employer, net of forfeitures

$     3,288,623


$    3,035,467

   Employees

8,723,948


7,837,210

   Rollovers

273,473


397,583

   Interest and investment income

2,130,908


3,004,984

   Transfer from Phillips-Van Heusen Associates

 


 

        Investment Plan for Hourly Associates

31,259


 

   Loan interest

129,242


98,438

   Master trust investment income

17,896,100


 

    Adjustment to contract value from fair value



 

       for interest in common/collective trust relating



 

       to fully benefit-responsive investment contracts

220,145


162,034

 



 

         

Total additions

32,693,698


14,535,716

 



 

Deductions



 

   Payments to participants

10,377,037


6,846,759

   Transfer to Phillips-Van Heusen Associates



 

         Investment Plan for Hourly Associates

12,183


-

 



 

Total deductions

10,389,220


6,846,759

 



 

Net realized and unrealized appreciation of investments

6,287,070


7,537,324

 



 

Net increase in net assets available for benefits

28,591,548


15,226,281

 



 

Net assets available for benefits at beginning of year

117,542,771


102,316,490

 



 

Net assets available for benefits at end of year

$ 146,134,319


$ 117,542,771


The accompanying notes are an integral

part of these financial statements



F-17


PHILLIPS-VAN HEUSEN CORPORATION

ASSOCIATES INVESTMENT PLAN FOR SALARIED ASSOCIATES


NOTES TO FINANCIAL STATEMENTS


For the Years Ended December 31, 2006 and 2005



1.

Description of the Plan


The following description of the Phillips-Van Heusen Corporation (the “Company”) Associates Investment Plan for Salaried Associates (the “Plan”) provides only general information. Participants should refer to the Plan Document for a more complete description of the Plan’s provisions.


Change in Trustee and Recordkeeper


Effective November 3, 2006, the Plan’s Trustee changed from Wells Fargo Bank (the “Predecessor Trustee”) to Nationwide Trust Company (the “Trustee” or “Successor Trustee”), and the Plan’s “Recordkeeper” changed from Wells Fargo Retirement Plan Solutions to The 401(k) Company.


Master Trust


The Phillips-Van Heusen Corporation Associates Investment Plans Master Trust (the “Master Trust”) was established for the investment of the Phillips-Van Heusen Stock Fund (the “PVH Stock Fund”).  Effective with the change in Recordkeeper and Trustee on November 3, 2006, all of the investments of the Company’s Associates Investment Plan for Hourly Employees and the Associates Investment Plan for Salaried Employees were combined into the new Master Trust held by the Nationwide Trust Company.


General


The Plan is a defined contribution plan covering salaried or clerical employees of the Company who are at least age 21 or older, have completed at least three consecutive months of service and are regularly scheduled to work at least 20 hours per week.  The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (“ERISA”).  





F-18


PHILLIPS-VAN HEUSEN CORPORATION

ASSOCIATES INVESTMENT PLAN FOR SALARIED ASSOCIATES


NOTES TO FINANCIAL STATEMENTS





Contributions


Participants may contribute up to 25% of pre-tax annual compensation, limited to $15,000 and $14,000 per annum in 2006 and 2005, respectively.  In addition, pursuant to EGTRRA of 2001, all participants who have attained the age of 50 before the close of the plan year are eligible to make “catch-up” contributions up to $5,000 for the plan year ended December 31, 2006.  The Company matches 100% of the first 2% of eligible compensation that a participant contributed to the Plan plus 25% of the next 4% of eligible compensation contributed by the participant.  


Participant Accounts


Each participant’s account is credited with the participant’s contributions and allocations of (a) the Company’s contributions and (b) Plan earnings.  Forfeited balances of terminated participants’ nonvested accounts are used to reduce future Company contributions.


Vesting


Amounts attributed to employee contributions and the allocated earnings thereon are immediately vested.  Participants become 25%, 50%, 75% and 100% vested in Company contributions and the allocated earnings thereon after two, three, four and five years of service, respectively.  Upon death, permanent disability, or reaching age 65, participants or their beneficiaries become 100% vested in Company contributions.


Investment Options


Upon enrollment in the Plan, a participant may direct employee or Company contributions into any one of four pre-mixed asset allocation models or any of 10 individual investment options .  A participant may contribute a maximum of 25% of employee contributions into the PVH Stock Fund.




F-19


PHILLIPS-VAN HEUSEN CORPORATION

ASSOCIATES INVESTMENT PLAN FOR SALARIED ASSOCIATES


NOTES TO FINANCIAL STATEMENTS





Participant Loans Receivable


Participants may borrow from the Plan, with certain restrictions, using their vested account balance as collateral. The minimum loan amount is $1,000 and the maximum loan amount is the lesser of (i) $50,000 reduced by the participant’s highest outstanding loan balance during the previous 12 months, or (ii) 50% of the vested value of the participant’s account. Interest is fixed for the term of the loan at the prime rate plus 1%. Loan repayments are made through payroll deductions, which may be specified for a term of 1 to 5 years or up to 15 years for the purchase of a primary residence.

At December 31, 2006, participant loans outstanding totaled $1,773,210, with maturity dates through 2021 at interest rates ranging from 5% to 10.5%.



Forfeitures


Contributions made on behalf of non-vested or partially vested employees who have terminated are retained by the Plan and are used to reduce the Company’s future matching contributions.  


Payment of Benefits


Participants electing final distributions will receive payment in the form of a lump sum amount equal to the value of their vested account unless the participant notifies the Company of their intent to receive all or a portion of their balance attributable to the PVH Stock Fund paid in the form of shares of the Company’s Common Stock.


Plan Termination


Although it has not expressed any intent to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA. In the event of Plan termination, participants will become 100% vested in their accounts.



F-20




PHILLIPS-VAN HEUSEN CORPORATION

ASSOCIATES INVESTMENT PLAN FOR SALARIED ASSOCIATES


NOTES TO FINANCIAL STATEMENTS


2.

Significant Accounting Policies


The accounting records of the Plan are maintained on the accrual basis.


Substantially all administrative expenses are paid by the Company.  


In accordance with the Rules and Regulations of the Department of Labor, investments are included in the accompanying financial statements at market value as determined by quoted market price or at fair value as determined by the trustee. Purchase and sales of securities are reflected on a trade date basis.


All assets of the Plan are held by the Trustee and are segregated from the assets of the Company.  The Master Trust holds the investments in The PVH Stock Fund.  The Plan shares in the Master Trust interest and investment income based upon its participants’ shares of the Master Trust net assets available for benefits.


The preparation of the financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates.

In December 2005, the Financial Accounting Standards Board (FSAB) issued FASB Staff Position AAG INV-1 and SOP 94-4-1, Reporting of Fully Benefit-Responsive Investment Contracts Held by Certain Investment Companies Subject to the AICPA Investment Company Guide and Defined-Contribution Health and Welfare and Pension Plans (FSP).  This FSP requires investments in benefit-responsive investment contracts be presented at fair value.  However, contract value is the relevant measurement attribute for that portion of the net assets available for benefits of a defined contribution plan attributable to fully benefit-responsive investment contracts because contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the Plan.  The Plan invests in investment contracts though a common/collective trust.  As required by the FSP, the Statement of Net Assets Available for Benefits presents the fair value of the investments in the common/collective trust as well as the adjustment of the investment in the common/collective trust from fair value to contract value relating to the investment contracts.  The Statement of Changes in Net Assets Available for Benefits is prepared on a contact value basis.  The result of the implementation of the FSP was an adjustment from fair value to contract value in the amount of $220,145 and $162,034 as of December 31, 2006 and 2005, respectively.




F-21




PHILLIPS-VAN HEUSEN CORPORATION

ASSOCIATES INVESTMENT PLAN FOR SALARIED ASSOCIATES


NOTES TO FINANCIAL STATEMENTS




3.

Transactions with Parties-in-Interest


During the years ended December 31, 2006 and 2005, the Master Trust purchased 53,146 and 47,988 shares, respectively, of the Company’s common stock and received $138,106 and $153,906, respectively, from the Company as payment of dividends on its common stock. The AIP Master Trust also sold 152,495 and 160,053 shares of the Company’s common stock during the years ended December 31, 2006 and 2005, respectively.


4

Assets of the Plan


Investments that represent 5% or more of the fair value of the Plan’s net assets at the end of the plan year are as follows:



 

2006

2005

 

 

 

Investment in Phillips-Van Heusen

 

 

Corporation Associates Investment

 

 

Plans Master Trust

143,707,155  

$29,777,423   

Dodge & Cox Balanced

*  

18,753,093   

Dreyfus Appreciation

#  

16,995,799   

Oakmark International

#  

7,723,406   

Wells Fargo Stable Return Fund (S)

*  

11,890,792   

Wells Fargo Advantage Small Cap

 

 

Value Fund (Z)

*  

12,188,812   

Wells Fargo Advantage Total Return

 

 

Bond (Adm)

#  

5,900,260   

Wells Fargo S&P 500 Index Fund (G)

#  

8,624,725   

Shares of registered companies representing

 

 

less than 5%

 

3,356,721   

 

 

 

 

 

 

*  Investment became part of the Master Trust at the end of the plan year.

 

#  Investment not offered at the end of the plan year.  

 

 




F-22




PHILLIPS-VAN HEUSEN CORPORATION

ASSOCIATES INVESTMENT PLAN FOR SALARIED ASSOCIATES


NOTES TO FINANCIAL STATEMENTS




During 2006 and 2005, the Plan’s investments (including investments purchased, sold, as well as held during the year) appreciated in fair value as determined by quoted market prices as follows:



 

Net Realized and Unrealized

 

Appreciation in Fair Value of Investments

 

2006**

 

2005

 

 

 

 

Common stock—PVH Stock Fund

$         -    

 

$5,293,289  

Shares of registered investment

 

 

 

  companies

 6,287,070  

 

2,244,035  

 

$6,287,070  

 

$7,537,324  



** Appreciation for the period January 1, 2006 through November 2, 2006 of investments not in the Master Trust.  See below for Master Trust information.  



F-23




PHILLIPS-VAN HEUSEN CORPORATION

ASSOCIATES INVESTMENT PLAN FOR SALARIED ASSOCIATES


NOTES TO FINANCIAL STATEMENTS





5.

Interest in the Master Trust


Effective November 3, 2006, the plan’s investments, with the exception of participant loans, are held in a Master Trust with the assets of the Associates Plan for Hourly Associates.  The assets of the Master Trust are held by Nationwide Trust Company.  The plan participates in the Master Trust for the investment of the pooled assets of various funds.  Each participating plan has an undivided interest in the Master Trust.  Income and assets of the Master Trust are allocated to the Plan based on participant balances.  The assets of the Master Trust at December 31, 2006 consist of the following:


 

 

 

2006

 

 



Cash

$          27,724

 

Receivable from investments sold

86,852


Payable for investments purchased

(86,852)


Other Payable

(9,619)


Investments, at market value:

 


Common Collective Trust

22,338,688


Mutual Funds

86,595,356


Common Stock

42,951,591


Money Market Funds

        1,195,213


 

 


Total Master Trust Investments

$  153,098,953


 

 


Plan’s beneficial interest

$  143,707,155


 

 


Plan’s percentage interest

                  94%

 

 

 

 



F-24




PHILLIPS-VAN HEUSEN CORPORATION

ASSOCIATES INVESTMENT PLAN FOR SALARIED ASSOCIATES


NOTES TO FINANCIAL STATEMENTS




Net investment income for the Master Trust through December 31, 2006 is as follows:


 

2006

 

 

 

 

Net appreciation (depreciation) in fair value of

 

 

   investments determined by quoted market prices:

 

 

Common Stock

$    16,261,622

 

Mutual Funds and Common Collective Trust

        (883,605)


 



 

     15,378,017


 



Interest and dividend income

        3,941,060     


 



Total master trust investment income

$    19,319,077     

 

 

 

 

 

 

 


6.

Income Tax Status


The Plan has received a determination letter from the Internal Revenue Service dated September 2, 2003, stating that the Plan is qualified under Section 401(a) of the Internal Revenue Code (the “Code”) and, therefore, the related trust is exempt from taxation.  Once qualified, the Plan is required to operate in conformity with the Code to maintain its qualification.  The plan administrator believes that the Plan is currently designed and being operated in compliance with the applicable requirements of the Code and, therefore, believes that the Plan is qualified and the related trust is tax-exempt.







F-25




PHILLIPS-VAN HEUSEN CORPORATION

ASSOCIATES INVESTMENT PLAN FOR SALARIED ASSOCIATES


NOTES TO FINANCIAL STATEMENTS






7.

Reconciliation of Financial Statements to Form 5500

The following is a reconciliation of net assets available for benefits per the financial statements to the Form 5500 at December 31, 2006:


 

 

 

 

Net assets available for benefits per the financial

 

 

   statements

$

146,134,319

 

Less adjustment to contract value                                                      

 

220,145

 

Net assets available for benefits per the Form 5500

$

145,914,174

 




























F-26
























SUPPLEMENTAL SCHEDULE







EIN: 13-1166910

Plan No: 007

PHILLIPS-VAN HEUSEN CORPORATION

ASSOCIATES INVESTMENT PLAN FOR SALARIED ASSOCIATES


SCHEDULE H, LINE 4i--SCHEDULE OF INVESTMENTS HELD AT YEAR END


For the Year Ended December 31, 2006


Identity of Holder

Description of Investment

Current Value

 

 

 

Nationwide Trust Company

Cash

$        24,997

Nationwide Trust Company

Federated Capital Reserves

 

 

3.770 shares

4

Nationwide Trust Company

Cash Management Trust of America

 

 

1,109,784.090 shares

1,109,784

Nationwide Trust Company

SEI Stable Asset Fund;

 

 

1,546,011.800 shares

1,506,365

Nationwide Trust Company

State Street S&P 500 Index:

 

 

167,394.624 shares

6,313,456

Nationwide Trust Company

Wells Fargo Stable Return;

 

 

318,546.585 shares

12,553,720

Nationwide Trust Company

American Beacon Large Cap Value;

 

 

709,773.633 shares

16,168,643

Nationwide Trust Company

Bond Fund of America;

 

 

758,368.144 shares

10,101,464

Nationwide Trust Company

Dodge & Cox Balanced Fund;

 

 

165,650.583 shares

14,424,853

Nationwide Trust Company

Growth Fund of America;

 

 

417,983.897 shares

13,651,354

Nationwide Trust Company

Hartford HLS Small Cap Growth;

 

 

118,493.468 shares

2,457,554

Nationwide Trust Company

Lazard Funds Emerging Markets;

 

 

0.056 shares

1

Nationwide Trust Company

Phoenix Real Estate Securities;

 

 

0.030 shares

1

Nationwide Trust Company

Thornburg International Value;

 

 

526,450.657 shares

15,272,333

Nationwide Trust Company

Wells Fargo Advantage Small Cap;

 

 

329,281.243 shares

10,250,525

Nationwide Trust Company

Phillip-Van Heusen Corp. Common Stock;

 

 

794,931.627 shares

39,881,720

 

Due to broker

(9,619)

Total investments held by

 

 

  Nationwide Trust Co., FSB

 

$ 143,707,155



F-28






EXHIBIT INDEX



Exhibit No.

 

 

 

23.1

Consent of Independent Auditors (Associates Investment Plan for Hourly Associates)

 

 

23.2

Consent of Independent Auditors (Associates Investment Plan for Salaried Associates)





EX-23.1 2 elevenkexhibit231.htm Consent of Independent Registered Public Accounting Firm

EXHIBIT 23.1







Consent of Independent Registered Public Accounting Firm


We consent to the incorporation by reference in the Registration Statement (Form S-8 No. 333-14392) pertaining to the Phillips-Van Heusen Corporation Associates Investment Plan for Hourly Associates of our report dated June 22, 2007, with respect to the financial statements of the Phillips-Van Heusen Corporation Associates Investment Plan for Hourly Associates included in this Annual Report (Form 11-K) for the year ended December 31, 2006.




/S/ SPIELMAN KOENIGSBERG & PARKER, LLP



June 25, 2007



EX-23.2 3 elevenkexhibit232.htm Consent of Independent Registered Public Accounting Firm

EXHIBIT 23.2







Consent of Independent Registered Public Accounting Firm


We consent to the incorporation by reference in the Registration Statement (Form S-8 No. 333-14392) pertaining to the Phillips-Van Heusen Corporation Associates Investment Plan for Salaried Associates of our report dated June 22, 2007, with respect to the financial statements of the Phillips-Van Heusen Corporation Associates Investment Plan for Salaried Associates included in this Annual Report (Form 11-K) for the year ended December 31, 2006.




/S/ SPIELMAN KOENIGSBERG & PARKER, LLP



June 25, 2007



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