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December
17, 2009
VIA
EDGAR
Mr.
Blaise Rhodes
Staff
Accountant
Division
of Corporation Finance
Mail Stop
3561
United
States Securities and Exchange Commission
100 F
Street, NE
Washington,
D.C. 20549-0404
Re:
Coach, Inc.
Form 10-K for Fiscal Year Ended June
27, 2009
Filed August 19, 2009
File No. 001-16153
Dear Mr.
Rhodes:
Thank you
for spending time with us to discuss the Staff’s November 6, 2009 letter to
Coach, Inc. setting forth the Commission’s comments to our Form 10-K for the
fiscal year ended June 27, 2009, as well as our responses to the Staff’s
comments, contained in our correspondence letter filed on November 30,
2009. The purpose of this correspondence is to provide the
Staff with the additional information requested during our conference
call.
Funding
of the Coach Foundation that may be likely to occur in the future at smaller
amounts will come from the Company’s operations, and we will not treat such
funding as an item affecting comparability with the presentation of non-GAAP
measures in our Form 10-Q or Form 10-K filings. In the event that the
foundation is funded in the future in a significant amount directly attributable
to a newly-arising unusual, non-recurring item, the Company may treat such
funding as an item affecting comparability and present non-GAAP measures, as we
believe this information, along with the related disclosures could be beneficial
to investors. If the Company makes such disclosure for a future
significant funding related to an unusual, non-recurring item, we will ensure
compliance with all applicable guidance, including Item 10(e) of Regulation S-K
and the Commission’s FAQ Regarding the Use of Non-GAAP Financial
Measures. We note, as further discussed in the following paragraph,
that we do not anticipate any such unusual, non-recurring items in the near
future.
To
reiterate the comments from our November 30th
correspondence, we believe the items affecting comparability in our Form 10-K
for the fiscal year ended June 26, 2009 were highly unusual and unlikely to
recur in the near future, and while these are our current expectations as of the
date of this letter, we note that the Company’s results of operations could be
materially affected by a number of factors, macroeconomic and
other. We can state with a high degree of certainty that the specific
events that drove the tax adjustments in fiscal 2008 and 2009 will not recur. We
also believe it is unlikely that other significant, unusual tax adjustments will
recur in the near future, including through our 2010 fiscal year-end.
Additionally, we do not expect any significant charitable foundation
contributions at any time in the near future, noting that the previous
significant contributions were directly attributable to the discrete, unusual
tax settlements. Our cost savings measures in fiscal 2009 were highly
unusual for the Company and we believe that any significant cost savings
measures of this magnitude are unlikely to recur in the near future, including
through our 2010 fiscal year-end. The cost savings measures in fiscal
2009 included the closure of under-performing stores during the stores’ lease
terms. A significant point of note is that prior to these fiscal 2009
store closures, the Company in its history had never closed a store, except as
allowed by the lease terms either as a result of natural expiration or
otherwise, and similar closures are unlikely to recur in the near future,
including through our 2010 fiscal year-end. Additionally, as noted in our
November 30th
correspondence, beginning with fiscal 2009 the Company’s Human Resource
Committee resolution for incentive compensation goals for all employees excluded
unusual charges or gains from measurement of corporate performance, and
therefore adjustments to incentive compensation affecting comparability in
connection with unusual, non-recurring items are not expected to recur in the
foreseeable future.
In
connection with the Staff’s comments and our responses, we would also like to
acknowledge our understanding that the Company is responsible for the adequacy
and accuracy of all disclosures in our filings; that staff comments or changes
to disclosures in response to staff comments do not foreclose the Commission
from taking any action with respect to the filings; and that 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. We believe
that these responses address your comments. If you have any further
questions, please do not hesitate to call me directly at (212)
629-2240.
Sincerely,
/s/ Michael F. Devine,
III
Michael
F. Devine, III
Executive
Vice President and Chief Financial Officer
cc:
Ms. Tia
Jenkins, Senior Assistant Chief Accountant - SEC Division of Corporation
Finance
Mr. Brian
Bhandari, Branch Chief – SEC Division of Corporate Finance
Mr. Lew
Frankfort, Chairman and Chief Executive Officer of Coach, Inc.