896985--12/14/2006--MOTHERS_WORK

related topics

{customer, product, revenue}

{stock, price, operating}

{stock, price, share}

{debt, indebtedness, cash}

{cost, operation, labor}

{operation, natural, condition}

{product, market, service}

{operation, international, foreign}

{system, service, information}

{property, intellectual, protect}

{personnel, key, retain}

{provision, law, control}

{tax, income, asset}

{control, financial, internal}

{condition, economic, financial}

We may not be successful in expanding our business and opening new stores. Our comparable store sales and quarterly operating results have fluctuated in the past and can be expected to continue to fluctuate in the future and, as a result, the market price of our common stock may fluctuate or decline substantially. Our business, financial condition and results of operations may be materially and adversely impacted at any time by a significant number of competitors. Our relationships with third-party retailers may not be successful. We require a significant amount of cash to service our indebtedness, which reduces the cash available to finance any growth and could adversely affect our financial health. We are heavily dependent on our management information systems and our ability to maintain and upgrade these systems from time to time. As an apparel retailer, we rely on numerous third parties in the supply chain to produce and deliver the products that we sell, and our business may be negatively impacted by disruptions in the supply chain. We could be materially and adversely affected if our distribution operations were disrupted. We could be materially and adversely affected if we are unable to obtain sufficient raw materials or maintain satisfactory manufacturing arrangements. Our stores are heavily dependent on the customer traffic generated by shopping malls. Our success depends on our ability to identify and rapidly respond to fashion trends. The failure to retain our existing senior management team or to attract and retain highly skilled and qualified personnel could have a material adverse impact on our business, financial condition and results of operations. Our quarterly operating results and inventory levels may fluctuate significantly as a result of seasonality in our business. Our business depends on sustained demand for maternity clothing and is sensitive to birth rates, economic conditions and consumer spending. If an independent manufacturer violates labor or other laws, or is accused of violating any such laws, or if their labor practices diverge from those generally accepted as ethical, it could harm our business and brand image. Our earnings would decline if our goodwill becomes impaired. We may be unable to protect our trademarks and other intellectual property. War or acts of terrorism or the threat of either may negatively impact availability of merchandise and otherwise adversely impact our business. The terms of our debt instruments impose financial and operating restrictions. Our share price may be volatile and could decline substantially. Our charter documents contain certain anti-takeover provisions, and we are entitled to certain other protective provisions under Delaware law. We do not expect to pay cash dividends in the foreseeable future. Any increase in our sales and marketing efforts that target markets outside the U.S. would expose us to additional risks associated with international operations. We could have failures in our system of internal controls.

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896985--12/14/2006--MOTHERS_WORK_INC