-----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, As5Yv8gYAgDua6Lcrt6HPMALSY2vSNmPu9cdXVmruB6TzfgVHZWD3u9QFzP1SMiS Yg2Q7SOsHblgPCmhvVwTGA== 0000000000-06-019425.txt : 20061115 0000000000-06-019425.hdr.sgml : 20061115 20060425153839 ACCESSION NUMBER: 0000000000-06-019425 CONFORMED SUBMISSION TYPE: UPLOAD PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20060425 FILED FOR: COMPANY DATA: COMPANY CONFORMED NAME: FURNITURE BRANDS INTERNATIONAL INC CENTRAL INDEX KEY: 0000050957 STANDARD INDUSTRIAL CLASSIFICATION: HOUSEHOLD FURNITURE [2510] IRS NUMBER: 430337683 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: UPLOAD BUSINESS ADDRESS: STREET 1: 101 S HANLEY RD STE 1900 CITY: ST LOUIS STATE: MO ZIP: 63105 BUSINESS PHONE: 3148631100 MAIL ADDRESS: STREET 1: 101 SOUTH HANLEY RD CITY: ST LOUIS STATE: MO ZIP: 63105 FORMER COMPANY: FORMER CONFORMED NAME: INTERNATIONAL SHOE CO DATE OF NAME CHANGE: 19690313 LETTER 1 filename1.txt Mail Stop 7010 April 25, 2006 Ms. Denise L. Ramos Furniture Brands International, Inc. 101 South Hanley Road St. Louis, Missouri 63105 RE: Furniture Brands International, Inc. Form 10-K for the fiscal year ended December 31, 2005 Filed March 15, 2006 File #1-91 Dear Ms. Ramos: We have reviewed your filings and have the following comments. Where indicated, we think you should revise your document in response to these comments. If you disagree, we will consider your explanation as to why our comment is inapplicable or a revision is unnecessary. Please be as detailed as necessary in your explanation. In some of our comments, we may ask you to provide us with supplemental information so we may better understand your disclosure. After reviewing this information, we may or may not raise additional comments. Please understand that the purpose of our review process is to assist you in your compliance with the applicable disclosure requirements and to enhance the overall disclosure in your filing. We look forward to working with you in these respects. We welcome any questions you may have about our comments or on any other aspect of our review. Feel free to call us at the telephone numbers listed at the end of this letter. Form 10-K for the fiscal year ended December 31, 2005 General 1. We assume that each of your brands represents an operating segment that you aggregate for reporting purposes. Please provide us with a comprehensive analysis that supports the continuing aggregation of your operating segments. We acknowledge that we addressed this issue five years ago, however, because you have experienced growth in brands and you overall business has evolved, we are concerned that possible changes in economic factors may indicate revisiting your analysis. 2. With a view towards future disclosure, please tell us if you offer a warranty on your products to your customers and, if so, tell us how you are accounting for this obligation. Financial Condition and Liquidity, page 17 3. In future filings, please revise your summary of contractual obligations to include the cash requirements for the interest on your debt in your tabular presentation or a footnote thereto. If you provide a textual discussion, the discussion should quantify the related cash requirements using the same time frames stipulated in the table. Refer to footnote 46 to Release No. 33-8350, "Interpretation: Commission Guidance Regarding Management`s Discussion and Analysis of Financial Condition and Results of Operations." Other Long-term liabilities, page 22 4. Please provide us with the components of your Other long-term liabilities and explain the increase in 2005. Note 2. Significant Accounting Policies Intangible Assets, page 27 5. Please tell us, and clarify in future filings, how you measure impairment for goodwill and trademarks. In particular, describe the two-step aspect to recognizing goodwill impairment and how the implied fair value of goodwill is derived in the second step. See paragraphs 19-21 of SFAS 142 for more guidance on this issue. In addition, identifiable intangibles need to be assessed individually without regard to the reporting unit. See paragraphs 14 and 17 of SFAS 142 for more guidance on this issue. Confirm to us that you follow the appropriate guidance, and provide us with proposed changes in the future. Note 11. Leases, page 37 6. Tell us, with a view towards future disclosure, if you have recorded a liability for your lease payment guarantees. Schedule II. 7. Please tell us why the addition to your allowance for cash discounts/chargebacks/other has increased when compared to prior year additions. * * * * Please respond to these comments within 10 business days, or tell us when you will provide us with a response. Please provide us with a supplemental response letter that keys your responses to our comments and provides any requested supplemental information. Detailed letters greatly facilitate our review. Please file your supplemental response on EDGAR as a correspondence file. Please understand that we may have additional comments after reviewing your responses to our comments. We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filings reviewed by the staff to be certain that they have provided all information investors require. Since the company and its management are in possession of all facts relating to a company`s disclosure, they are responsible for the accuracy and adequacy of the disclosures they have made. In connection with responding to our comments, please provide, in writing, a statement from the company acknowledging that: * the company is responsible for the adequacy and accuracy of the disclosure in their filings; * staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the filing; and * the company may not assert staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States. In addition, please be advised that the Division of Enforcement has access to all information you provide to the staff of the Division of Corporation Finance in our review of your filing or in response to our comments on your filing. If you have any questions regarding these comments, please direct them to Tricia Armelin, Staff Accountant, at (202) 551- 3747, or in her absence, to me at (202) 551-3689. Sincerely, John Hartz Senior Assistant Chief Accountant Ms. Denise L. Ramos Furniture Brands International, Inc. April 25, 2006 Page 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549-7010 DIVISION OF CORPORATION FINANCE -----END PRIVACY-ENHANCED MESSAGE-----