Good day and welcome to the Coach conference call. Today's call is being recorded. At this time for opening remarks and introductions, I would like to turn the call over to Vice President of Investor Relations at Coach, Ms. Andrea Shaw Resnick. You may begin. Andrea Shaw Resnick: Good morning and thank you for joining us. With me to discuss our quarterly results are Lew Frankfort, Coach's Chairman and CEO; and Mike Devine, Coach's CFO. Mike Tucci, President of North American Retail, is also joining us. Before we begin, we must point out that this conference call will involve certain forward-looking statements, including projections for our business in the current and future quarters or fiscal years. These statements are based upon a number of continuing assumptions. Future results may differ materially from our current expectations, based upon risks and uncertainties such as expected economic trends or our ability to anticipate customer preferences. Please refer to our latest annual report on Form 10-K for a complete list of these risk factors. Also, please note that historical growth trends may not be indicative of future growth. We presently expect to update our estimates each quarter only. However, the failure to update this information should not be taken as Coach's acceptance of these estimates on a continuing basis. Coach may also choose to discontinue presenting future estimates at any time. Now, let me outline the speakers and topics for this conference call. Lew Frankfort will provide the overall summary of our second fiscal quarter 2007 results and will also discuss our strategies going forward. Mike Tucci will review the holiday season from a U.S. retail perspective and discuss key initiatives for the spring season ahead. Mike Devine will conclude with details on financial and operational highlights for the quarter, as well as our…

Thanks, Lew. As mentioned in our release, our holiday offerings were remarkably well-received across categories, collections and price points. Overall, sales were driven by handbags and women's accessories, while items such as pet accessories and our $98 multifunction wallet were great giftables at sharp prices. The real story around holiday was the introduction of Legacy, a new collection that was inspired by our heritage with many iconic elements. As some of you know, we created 15 Legacy shop-in-shops in our flagship locations and for the first time ever, dedicated an entire catalog to this collection. We also significantly increased our investment in the collection in the wake of the exceptional pilot results we achieved last spring. Legacy was a standout, representing about 18% of sales for the quarter, and at price points about 45% above our core offering, elevated our overall mix. Separately, our key item investment strategy was successful, as our ten key item concepts achieved our objective of representing about 50% of sales. Additionally, introductions including Gallery Totes, Holiday Patchwork, Duffels and Satchels also posted strong results, and our December resort package of Legacy, in signature khaki trim with gold and a denim and white version, sold through quickly. We were also very pleased with our pilot of jewelry this holiday, underscoring the potential of this flanker category. This capsule group, primarily consisting of bangle bracelets, was introduced in November in a cross-section of about 60 stores and on Coach.com. The group performed exceptionally well and sales were significantly ahead of plan. We will take the key learnings from the jewelry pilot as we expand the assortment and distribution in advance of Mother's Day and prepare for a global launch next fall. Overall for the quarter, we were delighted with the breadth of our appeal. Not only at…

Thanks, Mike. Naturally, we're thrilled with our results and what they bode for the future. As outlined in our release, our opportunities notably in our home market are boundless. We expect double-digit category growth in handbags and accessories to continue unabated in North America as the following drivers are still intact: First, consumers are purchasing more handbags as they increasingly use accessories to play a leading role in updating their wardrobes. This is a secular shift which has evolved over many years. Second, concrete evidence of this shift is the surge in traffic we are experiencing in Coach retail stores, coming from an acceleration of new consumers, many of whom are trading up to Coach; as well as the surprisingly strong sales we are seeing in new stores in secondary markets such as Naples, Florida, and Milwaukee, Wisconsin. Third, we are also seeing pent-up demand from the moderate customer who has traditionally followed the lead of the upscale consumer. This is clearly illustrated by the strength of the category in department stores where both units and average prices are rising. Fourth, commensurate with this increased demand, handbag and accessory shelf space is growing in department stores, as they devote more square footage to this category. Finally, new accessory brands are entering the market, while apparel brands and other retailers with their own stores are also entering the category, driving consumer interest through increased visibility, including advertising. Our analysis also shows that about one-third or more of new consumers are actually trading up to Coach from brands such as Fossil, Liz Claiborne, Kenneth Cole and the like, further reflecting the enhanced role accessories are enjoying within a wardrobe. This leads us to believe that we have been significantly understating our addressable market, which we now estimate to be over $7 billion,…

(Operator Instructions) Your first question comes from Bob Drbul - Lehman Brothers. Bob Drbul - Lehman Brothers: Two questions. The first one is can you elaborate a little bit more on the gross margin surprises that you had in the quarter, and some of the factors? Japan or currency or the Legacy contribution? The second question I have is, overall can you just elaborate a little bit on the Japanese market, Lew, in terms of what you're seeing and do you still believe that your long-term sales and market share targets are still attainable, given the tougher market over in Japan?

Sure. Let me take the second question first. Japan is a vital market, but what's clear is that it's increasingly mature as consumers are spending money elsewhere. What we saw in the overall market was a contraction of about 5% in the holiday period for imported brands. Now, we were up 17% or 18% during that period. But nevertheless, the market is contracting and the competition is obviously intense. We feel very strongly that our proposition is appropriate and strong for Japan and we continue to envision double-digit growth in Japan, but at a slower rate than we've experienced in the past. We're looking to achieve about 10% to 15% growth during the second half of this year. In terms of our market share, we think 15% target is very realistic over the next few years. At the same time, as we mentioned, North America's accelerating, so we're thrilled to have our lead market afford us so many additional opportunities beyond what we ever contemplated. With regard to gross margin, we didn't really have any surprises. We were very pleased with our gross margin. We said that it would be approximately equal to last year, and the 50 basis points difference, in our minds, is roughly equal. Mike, you may want to just elaborate on why. Mike Devine: Sure, Lew. What I would first start out by saying is, Bob, we really feel like where the investment community should focus their attention and their effort is on the operating margin line, and we couldn't be more pleased with the fact that we've recorded the highest operating margin in the company's history this quarter. With that being said, if we were to build a bridge for the 50-basis point difference at these exceptional levels between this year and last, about one-third of it is coming from channel mix with the factory channel -- which by the way, their organic gross margin rate is up nicely from last year, but still below the weighted average total for the company -- but about one-third of it coming from channel mix driven by factory success, where it was well ahead of last year and our own expectations. The remaining two-thirds of the 50 bips is coming out of the currency line, our FX, we actually had some help in last year's second quarter from the yen that we did not anniversary in this year's second quarter. So those are the two primary factors of why we're different from LY. Bob Drbul - Lehman Brothers: Thank you very much.

Your next question comes from Jeff Edelman - UBS. Jeff Edelman - UBS: Lew, what are you learning about the new markets that you're entering? They're smaller, obviously, less traffic in the malls. Can you give a sense of volume you're running there and the impact on profitability, please?

Sure. What we're finding first is that our new stores are running well ahead of our expectations, and we're very pleased with the reception that we're getting from customers when we open in those malls, both customers who are long-term fans of Coach as well as first-time buyers. Their reaction is thank you for opening in our malls, and what we're finding in general is that the rate of new customers is increasing. This year we estimate that the rate of new customers into our franchise represent about 20% of our customers compared with about 15% last year. It's a very healthy level of increase. When we dissect on who are the new customers, we're finding that about one-third are consumers who are accustomed to spending at our average handbag price points; one-third are consumers trading down; and very pleasingly, one-third are consumers trading up from the moderate segment. So our stores are exceeding our expectations, and it just tells us that there are many, many more stores across America that we can very successfully open than we've contemplated. Jeff Edelman - UBS: Thank you.

Your next question comes from Margaret Mager - Goldman Sachs. Margaret Mager - Goldman Sachs: Hi, Lew. Congratulations on another good quarter.

Thank you. Margaret Mager - Goldman Sachs: Can you talk or elaborate on what you just said, that you think you could have many more stores than you might have originally contemplated? I know you were targeting 400 stores and with 40 opening up per year, you're going to move pretty quickly towards that number. So if you can expand on that thought and also elaborate on what you're thinking about layering on additional growth strategies for Coach? Would that be possibly entering Europe? If so, what might the timing look like, or making acquisitions, et cetera. So if you could talk about the long-term growth strategy. Secondly, I'd like to ask about the development of the higher price point business where Mike Tucci said you're now at 7% of your mix at $400 or higher. What's the plan there to introduce more $400-plus price point bags and how do you see that evolving in terms of penetration? Thanks.

I think there are a lot of parts to your question. Let me take several of them and then ask Mike Tucci to talk about the retail store opportunity and the opportunity on the higher end. First, for context, the category in North America, it grew by 20% this year. This is the fourth consecutive year of double-digit growth. Even though we grew by over 30%, our market share grew extremely modestly. We have only about 20% market share in the United States and as I indicated earlier, our average store is twice as productive as it was five years ago. When we first went public, I believe we had contemplated a total of 250 stores in our universe. Today, as you mentioned, we're projecting 400. We do think the opportunities are obviously greater than that, but we're not going to be commenting on that until we complete our annual operating plan for next year when we take our yearly look at the market and we know that it's obviously much more than 400 locations. We continue to believe that North America represents boundless opportunities and we do anticipate double-digit growth continuing. We're also thrilled with our U.S. department store business here, which grew, as I commented, by another 35% this fall. Now, in terms of new markets beyond Japan, which continues to be a growth market for us, we see Greater China as the number one largest opportunity during our post LRP period. We are, as I indicated, rapidly developing a footprint in China in order to build awareness and be well-positioned for when that tipping point occurs when the middle class is in large enough numbers so that they will buy premium accessories at very good levels. We believe that's just one or two or perhaps three years away. Beyond that, we are looking at other regional markets and our business has grown very rapidly in Korea and Taiwan, to name two markets. We are not contemplating expanding into Europe now because that market continues to be extremely mature, very competitive, and the opportunities that exist for us in the remaining 75% of the world are boundless. Mike, would you like to wrap up for me?

Sure. On store growth, just quickly, it's important to note that we've spent several years building our team and our infrastructure from a systems standpoint and store construction and planning standpoint to manage to a 40-store opening cadence per year. It's a very measured and thoughtful decision, some of which was brought about by the extraordinary results of the stores that we've been opening over the last 12 months, and also a very significant window of opportunity brought about by very careful negotiations with our five key developers, Simmons, General Growth, Matridge, Talisman and Wetfield, all of whom we have developed some strong relationships with and were able to look at their portfolio in total. So that, we feel, is the best approach that we can take today, is to go at an accelerated rate; and that would imply that the addressable opportunity could be larger in terms of store count, we'll do that work. In terms of development of bags over $400, Legacy, of course, was the catalyst in driving that 7.5% penetration level. Maybe another way of looking at it is that bags over $400 ran at a 40% comp clip in Q2. That's a very, very important number and we break our business into price bands and say where is the opportunity? We've been talking about an opportunity to protect our opening entry price points in the franchise, in key handbag category and small accessories, and to take advantage of a growing market opportunity in bags at the higher tier of our price range north of $400. We will continue to focus on that. We're obviously well-positioned for the back half of the year, and we are also very, very intently working on what our merchandise investments will look like for Q1 and Q2 of next year. That price band will play an important role. Margaret Mager - Goldman Sachs: Is Ergo a $400 level program?

It's very interesting. Ergo is actually more of a mid-range. It's right in the sweet spot. There are some bags in the Ergo collection that'll be in the $400 range, but it's really more typical of what we would see in what we call our core offering in Soho and Hamptons and other core handbag resources. Margaret Mager - Goldman Sachs: Okay. Thank you.

Retail in Ergo is closer to the $300 price point than the $400 price point. Margaret Mager - Goldman Sachs: Okay. Thanks so much, Mike and Lew, and good luck in the upcoming second half.

Thank you.

Your next question comes from Kimberly Greenberger - Citigroup.

I have a question about your indirect sales. This is the second quarter in a row where we've seen indirect sales growth in the sort of 10% to 12% range, and obviously U.S. department stores are seeing very robust sales. It would seem that implies some deceleration, if you will, in international wholesale. I was wondering if you are expecting that to continue for the next two quarters and then to stabilize, or do you see a sort of second leg of deceleration as we move into fiscal '08? Thanks.

That's a good question, Kimberly. One of the things we did this holiday season was monitor our shipments very carefully so that we would not be in a position where our distributors had excess inventory. We could have obviously shipped considerably more than we did. The reality is that our number one travel market has been Hawaii, and travel inbound to Hawaii is down 8% year-on-year, and that has significantly impacted our business in Hawaii. We expect that level to stabilize and for the tourist part of our international wholesale business to level off as we put more effort to grow our domestic international wholesale business. So over the next quarter or two, we very well might see lighter shipments than we had contemplated a while ago when travel was stronger. But we expect that in FY '08 for that to bounceback once we anniversary the downward travel levels.

Terrific. That's helpful. Thanks, Lew.

Your next question comes from Paul Lejuez - Credit Suisse. Paul Lejuez - Credit Suisse: Thanks, guys. Can you just remind us of what sort of money you're spending in some of these newer international markets, just as far as what are the capital investments required? Second, doesn't sound like you leveraged SG&A on the Japan business. How much of a drag on SG&A was Japan? Thanks. Mike Devine: First in terms of the international doors that are being opened, Paul, Coach's capital contribution is modest. We actually categorized the new locations in our mind into a couple of categories and only those that we would consider to be what we call strategic will we participate in the capital with our distributor partner, and typically it's at levels of 50% or below. So the weighted average across all of our international store openings is probably somewhere in the 25% to 30% range of the construction costs and the opening costs. Actually, Paul, it's very interesting in this quarter, SG&A leverage at Coach Japan did contribute to Coach's quarterly SG&A leverage in a very modest way, as their SG&A growth was slower than the Company's total growth as a whole and they were very close to breaking even on their own P&L on SG&A. We should expect to see that over the next quarter or two, as Lew had talked about as we plan the growth trajectory down modestly in Japan. So there actually was a bit of an inflection point for Coach Japan this quarter. Paul Lejuez - Credit Suisse: And you expect that to continue, to still leverage modestly? Mike Devine: We would expect to see that as we plan the back half of the year. For FY '08, as we go through our detailed planning process, we will make that call and we will talk to The Street about it. It's too early to call for '08 at this point. Paul Lejuez - Credit Suisse: Okay, great. Thanks. Good luck.

Your next question comes from Christine Chen - Pacific Growth Equities. Christine Chen - Pacific Growth Equities: Congratulations on another fabulous quarter.

Thank you, Christine. Christine Chen - Pacific Growth Equities: Wondering if you could talk a little bit more about the jewelry business, how many doors will it be in going forward? I know that you tested it in the 60. Then if you could just give the actual metrics for conversion traffic and average transaction size.

You got a lot of good information coming your way. I'll do the jewelry piece first. I think the way that we should think about jewelry is that we saw an immediate very strong reaction from a consumer standpoint to jewelry when we put it out in Q2. It was in 60 stores, and we learned a lot from that pilot. We're chasing it, to be very frank, to be able to just maintain sales at the demand that's coming in, in the 60 stores that we have, and we'll continue to focus on jewelry for the back half of the year in maintaining inventory levels and sales levels in those stores. It is absolutely a category that has great gift appeal and gives our stores an opportunity to build on our core franchise of handbags and small leather goods. We will roll it out to all stores for fall. We've seen our fall jewelry presentation in our recent line reviews. We think it's spectacular. We think it will be a more broad assortment. We're working on positioning in stores. We're working on fixturing in stores. We're working on product knowledge and selling attributes in stores, and I think the next six months is an opportunity for us to go to school on that business and come out in a very bold way and also introduce the category on a global level. In terms of traffic conversion and ADT metrics, we saw it coming. I have to say that when we had a strong traffic spike in Q1, that was a very strong indicator that we had an opportunity around traffic in Q2. Traffic and conversion were both up between mid and high single-digits, and we really focused on managing the conversion of that traffic. As an example, in our ten peak days this year during the holiday quarter, we were able to increase the number of transactions in an average comp store by 14%. That's big news when you think about throughput and the level of traffic that hits us in our ten most heavily trafficked days in the quarter. So we managed it well with great investments and great operating skill. And then on the ADT side, that was the bump that took us up slightly in comp and that was driven by Legacy. Christine Chen - Pacific Growth Equities: The margins for jewelry, are those comparable to handbags?

Absolutely. Christine Chen - Pacific Growth Equities: Thank you. Good luck.

Your next question comes from Melissa Otto - WR Hambrecht. Melissa Otto - WR Hambrecht: Congratulations on a great quarter. Just a couple of questions around the China business. What is the company doing about copies that seem to be pretty ubiquitous in that market?

Well first, we have a multi-pronged approach towards protecting our trademark, and to hit it with a few points. First, we have registered our trademarks in China, and we have worked very closely with the Chinese government and both the national government as well as provincial government and the customs departments to be respectful of the Coach trademarks; and they have been taking very significant actions to both shut down factories and prevent counterfeits from leaving the market. We've had an anti-counterfeiting program in place in China for five years, and it's been very successful. We do recognize that some level of counterfeiting will occur, and we try to bring it to as low a level as possible. Melissa Otto - WR Hambrecht: Just a quick follow-up question, could you give some color around the size of the fragrance rollout, maybe some numbers around it, what you're expecting for that.

We're launching fragrance in our North American retail stores and on the Internet in its first phase, and we're looking for success to be somewhere between 2% and 3% of sales once fragrance is launched. Melissa Otto - WR Hambrecht: Great. Thank you very much.

You're welcome.

Your next question comes from Antoine Belge - HSBC. Antoine Belge - HSBC: The first question relates to the environmental factory, no slowdown there. Can you perhaps elaborate on the most recent trends during the quarter? And also follow up on Legacy. It seems that you've been opening shop-in-shops. Is it true for stand-alone stores for the Legacy, which would then become a sort of sub-brand of Coach?

With regard to the second question, I'm not sure I fully understand. Let me try to paraphrase. Your question has to do with Legacy and its future role in Coach? Antoine Belge - HSBC: Yes exactly, and especially since you've said you've opened shop-in-shops already for Legacy within your own store. Do you think it's possible to see perhaps a stand-alone store for the Legacy products separate your current Coach store network?

It's an excellent question, and we're not prepared to announce anything today, but we would say stay tuned and you might very well see us moving in that direction. But, again, we're not ready to announce anything today. In terms of our factories, the question, Andrea? Andrea Shaw Resnick: Factory stores.

Does your first question have to do with the strength of factory stores? Antoine Belge - HSBC: Yes, exactly, and any slowdown in factory?

Let me just mention if I could Antoine, the first thing to realize for us at Coach, we do not go on sale in our full-priced stores. We offer an excellent value 365 days a year and our consumers understand that. At the same time, goods purchased in America on sale or in discount sectors are a significant majority of all sales made in the United States are in the discount sector and people are accustomed to looking for special pricing. In many ways, our factory stores serve as our diffusion channel because instead of having a separate brand, we have distinctive product where customers have to go if they want to purchase Coach at a discount and we have a very loyal factory store consumer who primarily shops in factory stores. The growth in factory store traffic overall was very strong in the holiday quarter. It was up almost mid single-digits. Our traffic was up considerably more than that, and the momentum that we experienced during the second quarter, that is the strength of the business in the second quarter, has continued into the third quarter. We see no slowdown. Antoine Belge - HSBC: Thank you.

Your next question comes from John Rouleau - Wachovia Securities. John Rouleau - Wachovia Securities: Hi, Lew. Just as a follow-up on the Legacy business, will you continue with a similar type of Legacy offering in the back half of the year, or does that change much?

Legacy will be a very important piece of our business in the back half. An example is Carly, which is a new introduction in our January offering on 12-26. We will have SKU and color adds to Legacy throughout the back half as well, absolutely. You'll see it in store throughout the rest of the year. John Rouleau - Wachovia Securities: So if it was 18% of the mix, which I think probably was a bit stronger than you had maybe initially thought, but should we look at that as a benchmark going forward, or how should we think about that?

I think that the penetration is one that will ebb and flow based on platform introductions, strength of the overall lifestyle offering within Legacy. As an example, when we feature Ergo later this spring, Ergo will show some penetration erosion into Legacy. But I think we're very much feeling like Legacy becomes a platform for us that maintains a year-round presence in the stores. We will build on the Legacy point of view in stores as we go into fall next year with a new extension of Legacy, and it may very well exceed the penetrations that we saw this year. John Rouleau - Wachovia Securities: Thank you.

Your next question comes from Jim Hurley - Telsey Advisory Group. Jim Hurley - Telsey Advisory Group: Thank you, good morning and congratulations as well. My question is about the Internet, exceptionally strong growth there relative to pretty much every competitor and even total online sales growth. Did you do anything different this year than you had in the past as it relates to driving online sales?

Our internet business was very, very strong and I think what we're pleased with there is that number 1, it's a tremendous communication vehicle for the brand. We get as many visitors on our internet site as we do in all of our stores in North America. So if you think about the opportunity to engage a consumer on Coach.com, it's as important to us as every customer who walks into one of our stores throughout the year. We did change our strategy or shifted our emphasis in Q2. Number 1, we had a very strong gift and merchandise focus on the site around ease of shopping, strong item messaging, and a very, very strong point of view around key collections such as Legacy and other handbag drivers. E-mail was a very strategic approach, which was segmented and much more focused on specific messaging to consumer types, so our campaigns were very segmented and pointed. Lastly, we made a decision to move away from what we would call Internet advertising. Some might call it banner advertising on the internet, which has a tendency to drive traffic to the site, but is not necessarily driving qualified traffic to the site. The result of that was that the organic traffic that came in was converted at significantly higher rates, particularly in December versus a year ago. That's what drove almost a 50% increase in our sales online. Jim Hurley - Telsey Advisory Group: That's great. Any noticeable trends in terms of average transaction size online versus in the stores or are they pretty similar?

Very consistent. It mirrors, we merchandise our internet site as a flagship store, and it mirrors the same kind of behavior that you would see in a flagship store in Coach. Jim Hurley - Telsey Advisory Group: Great. Thanks and congrats again. Andrea Shaw Resnick: At this time, it's 9:32, after our stated close time. Of course, we'll all be available for questions later today if you need us. Have a wonderful day.

Thank you. That concludes today's conference call.