8-K

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported)

November 8, 2004

Pacific Sunwear of California, Inc.

(Exact Name of Registrant as Specified in Charter)

California	0-21296	95-3759463
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification Number)

3450 East Miraloma Avenue, Anaheim, CA 92806-2101

(Address of Principal Executive Offices)

Registrant’s telephone number, including area code:

(714) 414-4000

TABLE OF CONTENTS

	ITEM 2.02. Results of Operations and Financial Condition
SIGNATURES
EXHIBIT INDEX
	Exhibit 99.1 Press Release Dated November 8, 2004
EXHIBIT 99.1

ITEM 2.02. Results of Operations and Financial Condition

     The following information is furnished pursuant to Item 2, “Results of Operations and Financial Condition.” On November 8, 2004, Pacific Sunwear of California, Inc. announced results for its third quarter ended October 30, 2004. The full text of the press release is furnished as Exhibit 99.1 to this report.

SIGNATURES

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

	Pacific Sunwear of California, Inc.
Date: November 8, 2004	By:	/s/ FRANK J. SCHOOLS
	Name:	Frank J. Schools
	Title:	Vice President, Finance and Assistant Secretary

EXHIBIT INDEX

     Exhibit 99.1        Press Release Dated November 8, 2004. EX-99.1 2 a03094exv99w1.htm EXHIBIT 99.1

Exhibit 99.1

CONTACT:
Frank Schools, Vice President Finance (714) 414-4062

FOR IMMEDIATE RELEASE

PACIFIC SUNWEAR REPORTS THIRD QUARTER
NET INCOME INCREASES 30%, TO $31.9 MILLION,
YEAR TO DATE NET INCOME UP 44%

     ANAHEIM, CA/November 8, 2004 — Pacific Sunwear of California, Inc. (NASDAQ:PSUN) today reported record results for the third quarter ended October 30, 2004. Net income for the third quarter increased 30% to $31.9 million, or $.43 per share, basic, and $.42 per share, diluted, compared to $24.5 million, or $.32 per share, basic, and $.31 per share, diluted, for the third quarter of fiscal 2003.

     Total sales for the third quarter of fiscal 2004 (thirteen weeks) were $329.1 million, an increase of 17.0% over total sales of $281.3 million for the third quarter of fiscal 2003 (thirteen weeks). Company same store sales increased 6.6% for the third quarter of fiscal 2004 with PacSun same store sales up 6.8% and d.e.m.o. same store sales up 4.8%.

     “I am pleased to report another strong earnings quarter in 2004 for Pacific Sunwear,” stated Greg Weaver, Chairman and CEO. “Third quarter earnings were up 30% and operating margin increased to 15.5% vs. 14.0% last year. Year to date, our operating margin has increased to 12.4% vs. 10.3% last year.”

     “Our same store sales guidance for the fourth quarter is for same store sales growth of 5%. We are comfortable with the current consensus earnings per share estimates of analysts for the fourth quarter of fiscal 2004 of $0.52. This takes our full year fiscal 2004 earnings per share guidance to $1.36.”

     “As previously announced, Seth Johnson has joined Pacific Sunwear as of November 1st as Chief Operating Officer and as a member of our Board of Directors. We are pleased to have him on board,” concluded Mr. Weaver.

     Net income for the first nine months of fiscal 2004 was $66.2 million, or $.87 per share, basic, and $.85 per share, diluted, an increase of 44% over net income of $45.9 million, or $.60 per share, basic, and $.59 per share, diluted, for the first nine months of fiscal 2003. Total sales for the nine months of fiscal 2004 were $849.0 million, an increase of 18.9% over total sales of $714.0 million for the nine months of fiscal 2003. Company same-store sales increased 8.4% for the first nine months of fiscal 2004 with PacSun same-store sales up 8.8% and d.e.m.o. same-store sales up 4.7%.

-MORE-

3450 East Miraloma Avenue • Anaheim, CA 92806 • (714) 414-4000

     Pacific Sunwear is a leading specialty retailer of everyday casual apparel, accessories and footwear designed to meet the needs of active teens and young adults. As of October 30, 2004, the Company operated 734 PacSun stores, 84 PacSun outlet stores and 159 d.e.m.o. stores, for a total of 977 stores in 50 states and Puerto Rico. PacSun’s website address is www.pacsun.com.

     The matters discussed in this news release with respect to earnings per share guidance for the fourth quarter and full year fiscal 2004, as well as fourth quarter same-store sales guidance, are forward-looking statements that involve risks and uncertainties, including changes in customer demands and preferences, lower than expected same store sales, competition from other retailers, higher than anticipated costs and uncertainties generally associated with apparel retailing. The historical results achieved are not necessarily indicative of future prospects of the Company. More information on factors that could affect the Company’s financial results is included in the Company’s Report on Form 10-K for the year ended January 31, 2004 and subsequent periodic reports filed with the Securities and Exchange Commission. We undertake no obligation to update our forward-looking statements to reflect new information or events or for any other reason.

     Pacific Sunwear of California, Inc. releases are available on Pacific Sunwear’s Corporate News on the Net site at http://www.businesswire.com/cnn/psun.htm.

PACIFIC SUNWEAR OF CALIFORNIA, INC.

3450 East Miraloma Avenue • Anaheim, CA 92806 • (714) 414-4000

SUMMARY STATEMENTS OF INCOME
(unaudited)
(in $ thousands, except share and per share data)

	Third Quarter Ended				Nine Months Ended
	OCT. 30,		NOV. 1,		OCT. 30,		NOV. 1,
	2004		2003		2004		2003
Net sales	$	329,083		281,253	$	849,011	$	713,976
Gross margin		118,880		100,617		297,272		244,305
Selling, G&A expenses		67,993		61,358		192,004		170,499
Operating income		50,887		39,259		105,268		73,806
Interest income, net		403		213		1,176		342
Income before taxes		51,290		39,472		106,444		74,148
Income tax expense		19,394		14,963		40,248		28,281
Net income	$	31,896	$	24,509	$	66,196	$	45,867
Net income per share, basic	$	0.43	$	0.32	$	0.87	$	0.60
Net income per share, diluted	$	0.42	$	0.31	$	0.85	$	0.59
Weighted avg. shares outstanding, basic		74,415,403		77,685,516		76,298,445		76,031,944
Weighted avg. shares outstanding, diluted		75,919,451		79,876,426		77,996,056		78,322,218

3450 East Miraloma Avenue • Anaheim, CA 92806 • (714) 414-4000

PACIFIC SUNWEAR OF CALIFORNIA, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(unaudited)
(in $ thousands)

	OCT. 30,		JAN. 31,		NOV. 1,
	2004		2004		2003
ASSETS
Current assets:
Cash & cash equivalents	$	45,951	$	142,840	$	83,495
Short-term investments		38,573		33,035		10,410
Inventories		201,010		147,751		169,184
Other current assets		37,139		29,910		25,395
Total current assets		322,673		353,536		288,484
Property and equipment, net		220,844		203,644		203,763
Other long-term assets		19,222		18,081		16,802
Total assets	$	562,739	$	575,261	$	509,049
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable and accrued expenses	$	105,844	$	93,634	$	78,842
Income taxes payable		12,007		15,024		7,450
Current portion of long-term debt and capital leases		1,762		1,886		1,952
Total current liabilities		119,613		110,544		88,244
Long-term portion of debt and capital leases		736		1,455		1,936
Other long-term liabilities		36,255		34,500		29,084
Total liabilities		156,604		146,499		119,264
Total shareholder’s equity		406,135		428,762		389,785
Total liabilities and shareholders’ equity	$	562,739	$	575,261	$	509,049

3450 East Miraloma Avenue • Anaheim, CA 92806 • (714) 414-4000

PACIFIC SUNWEAR OF CALIFORNIA, INC.
CONDENSED CONSOLIDATED CASH FLOWS
(unaudited)
(in $ thousands)

	FOR THE NINE MONTHS ENDED
	OCT. 30, 2004			NOV. 1, 2003
Cash flows from operating activities:
Net income	$	66,196		$	45,867
Depreciation & amortization		29,661			26,939
Loss on disposal of property and equipment		2,474			1,492
Tax benefits related to exercise of stock options		4,429			14,449
Changes in operating assets and liabilities:
Inventories		(53,259	)		(45,751	)
Accounts payable and accrued expenses		14,274			12,904
Income taxes and deferred income taxes		(3,017	)		(550	)
Other assets and liabilities		(6,615	)		4,560
Net cash provided by operating activities		54,143			59,910
Cash flows from investing activities:
Purchases of short-term investments		(23,374	)		(10,410	)
Maturities of short-term investments		17,836			—
Increase in accrued capital expenditures		3,407			2,960
Purchases of property and equipment		(48,693	)		(30,681	)
Net cash used in investing activities		(50,824	)		(38,131	)
Cash flows from financing activities:
Repurchases of common stock		(109,502	)		—
Proceeds from exercise of stock options		10,779			27,111
Repayments under long-term debt and capital leases		(1,485	)		(1,800	)
Cash paid in-lieu of fractional shares		—			(33	)
Net cash (used in)/provided by financing activities		(100,208	)		25,278
Net (decrease)/increase in cash and cash equivalents		(96,889	)		47,057
Cash and cash equivalents, beginning of period		142,840			36,438
Cash and cash equivalents, end of period	$	45,951		$	83,495

PACIFIC SUNWEAR OF CALIFORNIA, INC.
SELECTED STORE OPERATING DATA

	OCT. 30,			NOV. 1,
	2004			2003
Stores open at beginning of fiscal year		877			791
Stores opened during first nine months		105			75
Stores closed during first nine months		(5	)		(3	)
Stores open at end of third quarter		977			863
Other operating data:
PacSun stores		734			664
Outlet stores		84			78
d.e.m.o. stores		159			121
		977			863
Total square footage at end of period (in thousands)		3,391			2,937

3450 East Miraloma Avenue • Anaheim, CA 92806 • (714) 414-4000

EX-99.1

Exhibit 99.1