UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                            ------------------------


                                    FORM 10-Q


 X       QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
---
         EXCHANGE ACT OF 1934

         For the quarterly period ended September 30, 2002

                                       OR

         TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
         SECURITIES EXCHANGE ACT OF 1934

         For the transition period from                 to
                                        ---------------    ---------------

                         Commission File Number: 1-5571
                            ------------------------

                             RADIOSHACK CORPORATION
             (Exact name of registrant as specified in its charter)

                      Delaware                                  75-1047710
          (State or other jurisdiction of                    (I.R.S. Employer
           incorporation or organization)                   Identification No.)

100 Throckmorton Street, Suite 1800, Fort Worth, Texas             76102
      (Address of principal executive offices)                   (Zip Code)

      Registrant's telephone number, including area code: (817) 415-3700
                           ------------------------

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days. Yes X No __

The number of shares outstanding of the issuer's Common Stock, $1 par value, on
October 31, 2002 was 168,432,183.
        Index to Exhibits is on Sequential Page No. 19. Total pages 22.










                                          PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS.



                                       RADIOSHACK CORPORATION AND SUBSIDIARIES
                                    Consolidated Statements of Income (Unaudited)


                                                          Three Months Ended       Nine Months Ended
                                                             September 30,           September 30,
                                                         ---------------------   ---------------------
(In millions, except per share amounts)                    2002        2001        2002        2001
---------------------------------------                  ---------   ---------   ---------   ---------
                                                                                 

Net sales and operating revenues                         $ 1,047.0   $ 1,080.9   $ 3,079.5   $ 3,259.9
Cost of products sold                                        525.6       554.9     1,528.3     1,675.0
                                                         ---------   ---------   ---------   ---------
Gross profit                                                 521.4       526.0     1,551.2     1,584.9
                                                         ---------   ---------   ---------   ---------

Operating expenses:
  Selling, general and administrative                        420.0       403.8     1,234.5     1,207.0
  Depreciation and amortization                               23.0        27.4        71.9        82.6
  Employee separation and other costs                          --         13.5         --         13.5
  Loss on sale of assets                                       --          --          --         12.4
                                                         ---------   ---------   ---------   ---------
Total operating expenses                                     443.0       444.7     1,306.4     1,315.5
                                                         ---------   ---------   ---------   ---------

Operating income                                              78.4        81.3       244.8       269.4

  Interest income                                              2.2         2.8         6.1        11.4
  Interest expense                                           (11.3)      (13.6)      (32.8)      (38.8)
  Other income                                                 3.1         --         30.8         --
  Provision for loss on Internet-related investment            --          --          --        (30.0)
                                                         ---------   ---------   ---------   ---------

Income before income taxes                                    72.4        70.5       248.9       212.0
Provision for income taxes                                    27.5        26.7        94.6        80.5
                                                         ---------   ---------   ---------   ---------

Net income                                                    44.9        43.8       154.3       131.5

Preferred dividends                                            1.1         1.2         3.4         3.7
                                                         ---------   ---------   ---------   ---------

Net income available to common stockholders              $    43.8   $    42.6   $   150.9   $   127.8
                                                         =========   =========   =========   =========

Net income available per common share:

  Basic                                                  $    0.25   $    0.23   $    0.87   $    0.69
                                                         =========   =========   =========   =========

  Diluted                                                $    0.25   $    0.23   $    0.83   $    0.67
                                                         =========   =========   =========   =========

Shares used in computing earnings per common share:

  Basic                                                      172.1       183.2       174.4       185.2
                                                         =========   =========   =========   =========

  Diluted                                                    178.0       189.9       181.0       192.8
                                                         =========   =========   =========   =========



The accompanying notes are an integral part of these consolidated financial statements.








                             RADIOSHACK CORPORATION AND SUBSIDIARIES
                                   Consolidated Balance Sheets


                                                                September 30,    December 31,   September 30,
                                                                    2002            2001            2001
(In millions, except for share amounts)                          (Unaudited)                     (Unaudited)
---------------------------------------                         -------------   -------------   -------------
                                                                                       
Assets
Current assets:
  Cash and cash equivalents                                    $       365.4   $       401.4   $       246.3
  Accounts and notes receivable, net                                   205.1           276.3           302.9
  Inventories, at lower of cost or market                            1,118.8           949.8         1,103.6
  Other current assets                                                  92.8            86.8            66.6
                                                               -------------   -------------   -------------
    Total current assets                                             1,782.1         1,714.3         1,719.4

Property, plant and equipment, net                                     413.4           417.7           466.2
Other assets, net of accumulated amortization                          121.0           113.1           148.1
                                                               -------------   -------------   -------------
Total assets                                                    $    2,316.5   $     2,245.1   $     2,333.7
                                                               =============   =============   =============

Liabilities and Stockholders' Equity
Current liabilities:
  Short-term debt, including current maturities of long-term
   debt                                                        $        41.8   $       105.5   $       106.7
  Accounts payable                                                     433.1           206.7           315.1
  Accrued expenses                                                     308.0           336.1           284.1
  Income taxes payable                                                 142.2           178.1           139.6
                                                               -------------   -------------   -------------

    Total current liabilities                                          925.1           826.4           845.5

Long-term debt, excluding current maturities                           589.8           565.4           571.8
Other non-current liabilities                                           79.5            75.2            71.6
                                                               -------------   -------------   -------------

    Total liabilities                                                1,594.4         1,467.0         1,488.9
                                                               -------------   -------------   -------------

Commitments and contingent liabilities

Stockholders' equity:
  Preferred stock, no par value, 1,000,000 shares authorized
    Series A junior participating, 300,000 shares designated
      and none issued                                                    --              --              --
    Series B convertible (TESOP), 100,000 shares authorized;
      59,900, 64,500 and 65,700 shares issued, respectively             59.9            64.5            65.7
  Common stock, $1 par value, 650,000,000 shares authorized;
    236,033,000 issued                                                 236.0           236.0           236.0
  Additional paid-in capital                                           139.8           138.8           143.0
  Retained earnings                                                  1,932.2         1,787.3         1,754.4
  Treasury stock, at cost; 66,304,000, 59,233,000 and
    55,909,000 shares, respectively                                 (1,644.3)       (1,443.5)       (1,347.9)
  Unearned deferred compensation                                        (0.9)           (4.3)           (5.9)
  Accumulated other comprehensive loss                                  (0.6)           (0.7)           (0.5)
                                                               -------------   -------------   -------------
   Total stockholders' equity                                          722.1           778.1           844.8
                                                               -------------   -------------   -------------
Total liabilities and stockholders' equity                     $     2,316.5   $     2,245.1   $     2,333.7
                                                               =============   =============   =============

The accompanying notes are an integral part of these consolidated financial statements.







                     RADIOSHACK CORPORATION AND SUBSIDIARIES
                Consolidated Statements of Cash Flows (Unaudited)




                                                                     Nine Months Ended
                                                                       September 30,
(In millions)                                                         2002        2001
-------------                                                      ---------   ---------
                                                                         

Cash flows from operating activities:
Net income                                                         $   154.3   $   131.5
  Adjustments to reconcile net income to net cash provided by
   operating activities:
    Provision for loss on Internet-related investment                    --         30.0
    Loss on sale of assets                                               --         12.4
    Depreciation and amortization                                       71.9        82.6
    Other items                                                         16.2        26.3
  Changes in operating assets and liabilities:
    Receivables                                                         69.0       143.9
    Inventories                                                       (169.0)       60.7
    Other current assets                                                (5.4)       (6.4)
    Accounts payable, accrued expenses and income taxes payable        158.3        (9.9)
                                                                   ---------   ---------
Net cash provided by operating activities                              295.3       471.1
                                                                   ---------   ---------

Cash flows from investing activities:
  Additions to property, plant and equipment                           (76.2)      (97.7)
  Proceeds from sale of property, plant and equipment                    8.3         5.4
  Proceeds from early retirement of CompUSA note                         --        123.6
  Other investing activities                                            (0.1)       (4.1)
                                                                   ---------   ---------
Net cash (used in) provided by investing activities                    (68.0)       27.2
                                                                   ---------   ---------

Cash flows from financing activities:
  Purchases of treasury stock                                         (247.9)     (193.4)
  Exercise of common stock put options                                   --         (2.1)
  Proceeds from sale of common stock put options                         --          0.3
  Sales of treasury stock to employee stock plans                       30.8        37.1
  Proceeds from exercise of stock options                                7.8         5.4
  Purchase of minority interest in consolidated subsidiary               --        (88.0)
  Dividends paid                                                        (2.2)      (32.8)
  Net changes in short-term borrowings                                   --       (451.6)
  Additions to long-term borrowings                                     32.1       346.4
  Repayments of long-term borrowings                                   (83.9)       (4.0)
                                                                   ---------   ---------
Net cash used in financing activities                                 (263.3)     (382.7)
                                                                   ---------   ---------

Net (decrease) increase in cash and cash equivalents                   (36.0)      115.6
Cash and cash equivalents, beginning of period                         401.4       130.7
                                                                   ---------   ---------
Cash and cash equivalents, end of period                           $   365.4       246.3
                                                                   =========   =========


The accompanying notes are an integral part of these consolidated financial
statements.






             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 1 - BASIS OF FINANCIAL STATEMENTS
We prepared the accompanying unaudited interim consolidated financial statements
in accordance with the rules of the Securities and Exchange  Commission  ("SEC")
and,  consequently,  we did  not  include  all of the  disclosures  required  by
generally   accepted   accounting   principles  for  complete  annual  financial
statements.  In management's opinion, all adjustments (consisting only of normal
recurring  adjustments)   considered  necessary  for  a  fair  presentation  are
included.  However,  operating  results  for the  three  and nine  months  ended
September 30, 2002, do not necessarily indicate the results you might expect for
the year ending December 31, 2002. If you desire further information, you should
refer  to  our  consolidated  financial  statements,   related  footnotes,   and
management's  discussion  and  analysis of  financial  condition  and results of
operations  included in our 2001  Annual  Report on Form 10-K for the year ended
December 31, 2001.

NOTE 2 - ACCOUNTING POLICIES
The following  accounting  policies provide  enhanced  information in connection
with the  accounting  policies  disclosed in our 2001 Annual Report on Form 10-K
for the year ended December 31, 2001.

Revenue Recognition: Our revenue is derived principally from the sale of private
label and third party  branded  products and services to  consumers.  Revenue is
recognized,  net of an estimate for customer refunds and product  returns,  when
delivery has occurred or services have been  rendered,  the sales price is fixed
or determinable,  and collectibility is reasonably  assured.  Services and other
operating revenues are less than 10% of total revenue. Certain products, such as
wireless phones and satellite systems,  require the customer to use the services
of a third  party  service  provider.  In most cases,  the third  party  service
provider will pay us a fee or commission  for obtaining a new customer,  as well
as a monthly  recurring  residual  amount  based  upon the  ongoing  arrangement
between the service provider and the customer. Fee or commission revenue, net of
service  disconnects,  is  generally  recognized  at the  time the  customer  is
accepted as a subscriber of a third party service  provider.  Residual income is
recognized as earned under the terms of each contract with the service provider,
which is typically as the service provider bills its customer.

Additionally,  our retail  operations  offer repair service (i.e.  non-warranty)
contracts on products sold. These contracts  generally  provide extended service
coverage  for periods of 12 to 60 months.  We offer these  contracts  in all but
three  states  on  behalf  of an  unrelated  third  party  obligor.  We are  not
considered the primary obligor on these contracts.  In these circumstances,  our
share of  commission  revenue is recognized as income at the time of sale of the
contract. For the contracts offered in the three states where we are the primary
obligor,  revenues from the sale of these contracts are recognized  ratably over
the lives of the contracts. Costs directly related to the sale of such contracts
are  deferred  and  charged  to cost of  products  sold  proportionately  as the
revenues are recognized.  A loss is recognized on extended service  contracts if
the sum of the expected  costs of providing  services  pursuant to the contracts
exceeds the related unearned revenue.

Advertising  Costs:  Our  advertising  costs are  expensed  the  first  time the
advertising takes place. We receive advertising contributions from certain third
party service  providers and product vendors,  which we record when earned as an
offset to advertising expense incurred to promote the applicable products and/or
services.

Reclassifications:   Certain  amounts  in  the  September  30,  2001,  financial
statements  have been  reclassified  to conform  with the  September  30,  2002,
presentation.   These   reclassifications   had  no  effect  on  net  income  or
stockholders' equity as previously reported.



NOTE 3 - BASIC AND DILUTED EARNINGS PER SHARE
The  following  table  summarizes  the  reconciliation  of  the  numerators  and
denominators  used in computing our basic and diluted earnings per share ("EPS")
calculations  for the three and nine months ended  September  30, 2002 and 2001,
respectively.  Basic EPS excludes the effect of potentially  dilutive securities
while  diluted EPS reflects the  potential  dilution that would have occurred if
our  securities  or  other  contracts  to issue  common  stock  were  exercised,
converted,  or resulted in the issuance of our common stock that would have then
shared in our earnings.



                                                        Three Months Ended                     Three Months Ended
                                                        September 30, 2002                     September 30, 2001
                                              -------------------------------------  -------------------------------------
                                                Income       Shares      Per Share     Income       Shares      Per Share
(In millions, except per share amounts)       (Numerator) (Denominator)    Amount    (Numerator) (Denominator)    Amount
---------------------------------------       -----------  -----------  -----------  -----------  -----------  -----------
                                                                                             
Net income                                    $      44.9                            $      43.8
Less: Preferred stock dividends                      (1.1)                                  (1.2)
                                              -----------                            -----------

Basic EPS
Net income available to common
  stockholders                                       43.8        172.1  $      0.25         42.6        183.2  $      0.23
                                                                        ===========                            ===========

Effect of dilutive securities:
Dividends on Series B preferred stock                 1.1                                    1.2
Additional contribution required for TESOP
  if preferred stock had been converted              (1.1)         5.2                      (0.9)         5.7
Stock options                                                      0.7                                    1.0
                                              -----------  -----------               -----------  -----------

Diluted EPS
Net income available to common
  stockholders plus assumed conversions       $      43.8        178.0  $      0.25  $      42.9        189.9  $      0.23
                                              ===========  ===========  ===========  ===========  ===========  ===========

                                                         Nine Months Ended                      Nine Months Ended
                                                        September 30, 2002                     September 30, 2001
                                              -------------------------------------  -------------------------------------
                                                Income       Shares      Per Share     Income       Shares      Per Share
(In millions, except per share amounts)       (Numerator) (Denominator)    Amount    (Numerator) (Denominator)    Amount
---------------------------------------       -----------  -----------  -----------  -----------  -----------  -----------
Net income                                    $     154.3                            $     131.5
Less: Preferred stock dividends                      (3.4)                                  (3.7)
                                              -----------                            -----------

Basic EPS
Net income available to common
  stockholders                                      150.9        174.4  $      0.87        127.8        185.2  $      0.69
                                                                        ===========                            ===========

Effect of dilutive securities:
Dividends on Series B preferred stock                 3.4                                    3.7
Additional contribution required for TESOP
  if preferred stock had been converted              (3.4)         5.4                      (2.6)         5.8
Stock options                                                      1.2                                    1.8
                                              -----------  -----------               -----------  -----------

Diluted EPS
Net income available to common
  stockholders plus assumed conversions       $     150.9        181.0  $      0.83  $     128.9        192.8  $      0.67
                                              ===========  ===========  ===========  ===========  ===========  ===========

Options to purchase 20.5 million and 16.1 million shares of common stock for the
three and nine month periods ended September 30, 2002, respectively, as compared
to options to purchase 15.0 million and 12.4 million  shares of common stock for
the comparable  periods in the prior year,  were not included in the computation
of diluted  earnings per common share because the exercise prices of the options
were  greater  than the  average  market  price of the common  stock  during the
periods and the effect of their  inclusion  in the  computation  would have been
antidilutive.


NOTE 4 - REVOLVING CREDIT FACILITY
In June 2002 we replaced our existing $600.0 million credit  facilities with new
credit  facilities,  also totaling $600.0 million.  A syndicate of banks granted
the new facilities.  These  facilities are comprised of a $300.0 million 364-day
revolving credit facility  maturing in June 2003 and a $300.0 million  five-year
revolving  credit  facility  maturing in June 2007. The terms of these revolving
credit facilities are substantially similar to the previous facilities.  The new
revolving credit  facilities will support any future commercial paper borrowings
and are otherwise available for general corporate purposes.


NOTE 5 - COMPREHENSIVE INCOME
Comprehensive  income consists  primarily of net income,  the gain or loss on an
interest  rate swap used as a cash flow hedge and foreign  currency  translation
adjustments. Total comprehensive income for the three months ended September 30,
2002  and  2001,  was  $51.8  million  and  $43.9  million,   respectively,  and
comprehensive  income for the nine months ended September 30, 2002 and 2001, was
$154.5 million and $132.0 million, respectively.

NOTE 6 - BUSINESS RESTRUCTURING
In 1996 and 1997, we initiated certain restructuring  programs in which a number
of our former McDuff,  Computer City and Incredible  Universe retail stores were
closed. We still have certain real estate  obligations  related to some of these
closed stores.  At December 31, 2001, the balance in the  restructuring  reserve
was  $11.8  million  and  consisted  of  the  remaining  estimated  real  estate
obligations  to be paid.  During the three and nine months ended  September  30,
2002,  approximately $0.5 million and $2.1 million,  respectively,  were charged
against the reserve.  Additionally,  we increased  the reserve  during the third
quarter of 2002 by $6.0 million due to the  bankruptcy  of the  sub-lessee  in a
former Incredible Universe location.  During the nine months ended September 30,
2002, we increased the reserve for real estate obligations by $7.2 million.  The
balance in the  restructuring  reserve at September 30, 2002,  was $16.9 million
and is included as an accrued  expense ($9.2  million) and as other  non-current
liabilities ($7.7 million) in the accompanying 2002 Consolidated  Balance Sheet.
This reserve represents the revised expected loss on the eventual disposition of
these  real  estate  obligations  and is based on current  comparable  rates for
leases in their  respective  markets.  If  facilities  rental rates  continue to
decrease in these markets or if it takes longer than expected to sublease  these
facilities,  the actual loss could  exceed  this  reserve  estimate.  Costs will
continue to be incurred over the remaining terms of these leases, the longest of
which is 17 years.

In  2001  we  recorded  a  total  of  $25.9  million  in  restructuring  charges
principally  related to a general  reduction  of our  corporate  management  and
administrative  labor force,  primarily for early retirement and involuntary and
voluntary  employee  severance during the third quarter of 2001 ($13.5 million),
the  closure of our  national  commercial  installation  business  in the fourth
quarter of 2001 ($4.8  million),  and the closure of 35  underperforming  stores
during the fourth quarter of 2001 ($7.6 million).  The expense for the reduction
in labor force in the third  quarter of 2001 is included in employee  separation
and other costs in our 2001 Consolidated Statement of Income. These 2001 charges
included  severance  payments to the affected  employees ($8.8  million);  other
employee related costs such as outplacement services, acceleration of vesting of
outstanding  stock option grants and contractual  salary  continuation  payments
($7.2 million); write-downs of store fixtures and leasehold improvements and the
fleet of RadioShack  Installation Services ("RSIS") vehicles ($6.0 million); and
future lease  commitment  obligations,  net of an assumption for future sublease
rental income or lessor buyouts ($3.9 million). Of the $25.9 million expensed in
2001, we made cash payments of $6.9 million,  principally  for severance  costs,
and wrote  off $5.2  million  of fixed  assets  related  to store  fixtures  and
leasehold improvements. For the nine months ended September 30, 2002, we made an
additional  $3.4  million  in  cash  payments  for  severance  costs  and  lease
commitments  and buyouts.  During this period we also reversed  reserves of $2.9
million  that  were  determined  to no  longer  be  required  and  wrote off the
remaining  $0.8 million  fixed asset balance  associated  with the fleet of RSIS
vehicles.  The  remaining  balance  of the 2001  restructuring  reserve  of $6.7
million  represents  salary  continuation  payments over the next 10 years ($2.9
million),  acceleration  of vesting of stock option grants ($1.2  million),  and
future lease commitment obligations ($2.6 million). As of September 30, 2002, we
considered  these  restructuring  activities  to be  substantially  complete and
transferred  the  remaining  restructuring  reserve  to accrued  expenses  ($3.8
million), and other non-current liabilities ($2.9 million).

NOTE 7 - COMMITMENTS AND CONTINGENT LIABILITIES
We lease rather than own most of our facilities.  Our retail stores comprise the
largest portion of our leased facilities.  These stores are located primarily in
major shopping malls and shopping centers owned by other companies.  Some leases
are based on a minimum  rental plus a percentage  of the store's sales in excess
of a stipulated base figure. We also lease  distribution  centers,  office space
and our corporate headquarters. Additionally, we enter into marketing agreements
and advertising commitments for sponsorships and broadcast media airtime.

NOTE 8 - LITIGATION
In October 2002, the court approved the final settlement,  tentatively agreed to
in June 2002, of $29.9  million in a class action  lawsuit  originally  filed in
March 2000 in Orange County,  California. The lawsuit, styled Omar Belazi, et al
vs. Tandy Corporation,  et al, related to the alleged miscalculation of overtime
wages for certain of our former and current employees in that state.

Additionally,  in the second  quarter of 2002,  we  received  payments  of $27.7
million  in  partial  settlement  of  amounts  owed to us  under  a tax  sharing
agreement that was the subject of an arbitration  styled Tandy  Corporation  and
T.E. Electronics,  Inc. vs. O'Sullivan Industries Holdings,  Inc ("O'Sullivan").
The payments were recorded as other income.  This partial settlement  followed a
ruling  in  RadioShack's  favor  by  the  arbitration  panel.  This  arbitration
commenced in July 1999 and the  settlement  requires  O'Sullivan to make ongoing
quarterly payments through 2009 under the tax sharing agreement that was entered
into by the parties at the time of O'Sullivan's initial public offering.

We  have  various  pending  claims,  lawsuits,   disputes  with  third  parties,
investigations and actions incidental to the operation of our business. Although
occasional  adverse  settlements or resolutions may occur and negatively  impact
earnings  in the year of  settlement,  it is our  opinion  that  their  ultimate
resolution will not have a materially adverse effect on our financial  condition
or liquidity.

NOTE 9 - LOSS ON SALE OF ASSETS
On August  31,  1998,  we  completed  the sale of our wholly  owned  subsidiary,
Computer  City,  Inc., to CompUSA Inc. for cash and an unsecured  note of $136.0
million.  On June 22, 2001, we received $123.6 million for the settlement of the
purchase  price and  settlement  of the $136.0  million  note,  resulting  in an
additional  loss of $12.4 million from the sale of Computer City, Inc. This loss
was recorded in the 2001  Consolidated  Statement of Income as a loss on sale of
assets.

NOTE 10 - PROVISION FOR LOSS ON INTERNET-RELATED INVESTMENT
During the second  quarter of 2000, we made a $30.0  million cash  investment in
Digital:Convergence  Corporation  ("DC"), a privately-held  Internet  technology
company.  In the first  quarter of 2001,  we believed  that our  investment  had
experienced a decline in value that, in our opinion,  was other than  temporary.
This belief was due to DC's inability to secure  financing at that time, as well
as its  commencement of  restructuring  activities  involving the termination of
much of its workforce and the curtailing of its business activities. As such, we
recorded a loss provision equal to our initial investment. DC subsequently filed
for bankruptcy in March 2002.

NOTE 11 - LONG-TERM DEBT
On May 11, 2001, we issued  $350.0  million of 10-year 7 3/8% notes in a private
placement  offering to initial  purchasers  who  offered the notes to  qualified
institutional buyers pursuant to SEC Rule 144A. Interest is payable on the notes
on November 15 and May 15 of each year. On August 3, 2001, pursuant to the terms
of an exchange offer filed with the SEC, we exchanged substantially all of these
notes for a similar amount of publicly  registered notes. The net effect of this
exchange   offering  did  not  result  in  any  additional  debt  being  issued;
substantially all of the notes are now publicly registered with the SEC.

NOTE 12 - RADIOSHACK.COM LLC
In November 1999, we formed a limited liability company,  RadioShack.com LLC. In
January 2000, Microsoft  Corporation  contributed $100.0 million for 100% of the
preferred  units  in  this  company.  On  July  6,  2001,  we  purchased  all of
Microsoft's  preferred units in  RadioShack.com  LLC for $88.0 million,  thereby
eliminating the minority interest in RadioShack.com LLC.

NOTE 13 - SUBSEQUENT EVENT
On October 18, 2002, our Board of Directors declared an annual dividend of $0.22
per  common  share.  The  dividend  will  be  paid  on  December  19,  2002,  to
stockholders of record on December 1, 2002.

NOTE 14 - RECENT ACCOUNTING PRONOUNCEMENTS
In October 2001,  the  Financial  Accounting  Standards  Board  ("FASB")  issued
Statement of Financial  Accounting  Standards ("SFAS") No. 144,  "Accounting for
the Impairment of Long-Lived Assets," which establishes accounting and reporting
standards  for the  impairment  and  disposition  of long-lived  assets  (except
unidentifiable  intangibles),  including discontinued  operations.  SFAS No. 144
became effective for all financial  statements issued for fiscal years beginning
after  December 15,  2001,  and,  generally,  its  provisions  are to be applied
prospectively. We adopted SFAS No. 144 effective January 1, 2002, and there were
no material adjustments as a result of this adoption.

On June 28, 2002, the FASB issued SFAS No. 146, "Accounting for Costs Associated
with Exit or Disposal  Activities."  SFAS No. 146 addresses  significant  issues
relating to the recognition, measurement, and reporting of costs associated with
exit and disposal activities,  including restructuring activities, and nullifies
the  guidance  in Emerging  Issues  Task Force  ("EITF")  No.  94-3,  "Liability
Recognition for Certain Employee Termination Benefits and Other Costs to Exit an
Activity (including Certain Costs Incurred in a Restructuring)."  The provisions
of SFAS No. 146 are effective for exit or disposal  activities  initiated  after
December 31, 2002. Earlier application is encouraged. Retroactive application of
SFAS No. 146 is prohibited and, accordingly, liabilities recognized prior to the
initial  application  of SFAS No. 146 should  continue  to be  accounted  for in
accordance  with EITF No. 94-3 or other  applicable  preexisting  guidance.  The
adoption  of SFAS No.  146 is not  expected  to have a  material  effect  on our
consolidated financial statements.




ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND
           FINANCIAL CONDITION ("MD&A").

FACTORS THAT MAY AFFECT FUTURE RESULTS
Matters discussed in MD&A include forward-looking  statements within the meaning
of the federal securities laws. This includes statements concerning management's
plans and  objectives  relating to our  operations or economic  performance  and
related assumptions.  Forward-looking  statements are made based on management's
expectations  and beliefs  concerning  future events and,  therefore,  involve a
number of risks and  uncertainties.  Management  cautions  that  forward-looking
statements are not guarantees  and actual results could differ  materially  from
those expressed or implied in the forward-looking statements.  Important factors
that could cause our actual  results of  operations  or  financial  condition to
differ include, but are not necessarily limited to:

o        a failure to differentiate ourselves as an electronics specialty
         retailer in the U.S. marketplace;
o        changes in national or regional U.S. economic conditions, including,
         but not limited to, recessionary trends, level of the equity markets,
         consumer credit availability, interest rates, inflation, consumers'
         disposable income and spending levels, job security and unemployment,
         and overall consumer confidence;
o        continuing terrorist activities in the U.S., as well as the resulting
         international war on terrorism;
o        the disruption of international, national or regional transportation
         systems;
o        changes in the amount and degree of promotional intensity exerted by
         current competitors and potential new competition from both retail
         stores and alternative methods or channels of distribution, such as
         e-commerce, telephone shopping services and mail order;
o        the inability to successfully execute our strategic initiatives,
         including our Anchor, Participatory and Opportunistic ("APOS") business
         model and emerging sales channels strategies, as well as new business
         arrangements which may be formed with other retailers, distributors and
         third party service providers;
o        the presence or absence of new services or products and product
         features in the merchandise categories we sell and unexpected changes
         in our actual merchandise sales mix;
o        the inability to maintain profitable contracts or execute business
         plans with providers of third party branded products and with service
         providers relating to cellular and PCS telephones and direct-to-home
         ("DTH") satellite programming;
o        the inability to collect the level of anticipated residual income,
         subscriber acquisition fees and rebates for products and third party
         services offered by us;
o        the inability to successfully maintain our business arrangements,
         including those with Compaq, DIRECTV, DISH Network, Thomson/RCA,
         Sprint, and/or Verizon Wireless;
o        contingent lease obligations relating to our discontinued retail
         operations arising from a sub-lessee's failure to fulfill its lease
         commitments;
o        the lack of availability or access to sources of inventory;
o        the inability to successfully implement our Retrofest strategy of
         reallocating a portion of our retail stores' display space, which will
         permit us to enhance the display of other product lines;
o        the inability to establish and implement our internal and external
         supply chain initiatives;
o        changes in the financial markets that would reduce or eliminate access
         to longer term capital or short-term credit availability;
o        the inability to attract, retain and grow an effective management team
         in a dynamic environment or changes in the cost or availability of a
         suitable work force to manage and support our service-driven operating
         strategies;
o        the imposition of new restrictions or regulations regarding the sale of
         products and/or services we sell or changes in tax rules and
         regulations applicable to us;
o        the adoption rate and market demand for new electronic products such as
         third generation wireless phones, high-speed Internet or other
         Internet-related services; or
o        the occurrence of severe weather events or natural disasters, which
         prohibit consumers from traveling to our retail locations, especially
         during the peak winter holiday season.


RESULTS OF OPERATIONS

Net Sales and Operating Revenues

Our sales decreased 3.1% to $1,047.0 million for the quarter ended September 30,
2002,  compared to $1,080.9 million in the corresponding  prior year period. For
the nine months ended  September 30, 2002,  our overall sales  decreased 5.5% to
$3,079.5  million,  compared  to  $3,259.9  million for the same period in 2001.
Comparable  company-owned store sales were flat for the 2002 third quarter,  and
decreased 2% for the nine-month  period ended  September 30, 2002, when compared
to the prior year third quarter and nine-month periods, respectively. Sales from
our dealer/franchise channel decreased 37.0% or $39.2 million and 37.5% or $98.0
million, respectively, for the quarter and nine months ended September 30, 2002.
Our sales decrease for both the three and nine months ended  September 30, 2002,
was driven primarily by decreased sales of DTH satellite systems and services as
a result  of the  loss of  DIRECTV  as a  service  provider  in  National  Rural
Telecommunications  Coalition  markets.  Decreased  sales also resulted from the
lack of a full complement of DISH Network  offerings for most of the year. Sales
were also  negatively  impacted  by a decrease  in the sale of desktop  personal
computers for the nine months ended  September 30, 2002.  These  decreases  were
partially offset by increased sales of wireless handsets and accessories, laptop
computers,  computer  accessories,  home networking  products and batteries.  We
expect to see comparable company-owned store sales improvement for the remainder
of the year, when compared to 2001.

A more  detailed  analysis of sales  performance  by major  product  departments
follows:

Sales in the wireless communication department,  which includes cellular and PCS
handsets, accessories, related residuals and prepaid airtime services, increased
approximately  9% for the quarter and increased  approximately  13% for the nine
months ended September 30, 2002,  respectively,  when compared to the same prior
year periods.  These sales  increases were due primarily to an increase in sales
of  wireless  handsets  and  accessories,  as well  as an  increase  in  related
residuals.  Approximately  one-third  of our sales and  operating  revenues  are
derived from the wireless communication department,  with Sprint PCS and Verizon
Wireless  being  our  largest  wireless  service  providers.  Although  we  have
previously experienced sales gains in the wireless communications department, we
realize that the overall  wireless  industry is experiencing a slow-down.  While
there is no assurance that we can maintain  these sales gain levels,  we believe
our plans, if executed successfully,  will result in positive wireless sales and
related gross profit  dollars.  If such sales results are achieved,  this should
allow us to  maintain  or even grow our current  wireless  communication  market
share.

Sales  in  the  wired   communication   department,   which  includes  land-line
telephones,  answering machines and other related telephony products,  decreased
approximately  2% for both the three and nine month periods ended  September 30,
2002,  when compared to the same prior year periods.  These sales decreases were
primarily  the  result of  decreased  sales of  corded  telephones  and  prepaid
long-distance  services,   offset  slightly  by  increased  sales  of  telephone
accessories, cordless phones and answering machines.

Sales in the radio communication  department decreased approximately 14% for the
quarter and decreased  approximately  7% for the nine months ended September 30,
2002,  when compared to the same prior year periods.  These sales decreases were
primarily due to decreased  sales of FRS radios,  scanners and CBs and partially
offset by increased sales of two-way radios.

Sales in the home  entertainment  department,  which  consists of home audio and
video  products,  including DTH satellite  equipment and services,  installation
services and related residuals,  decreased  approximately 27% for both the three
and nine month periods ended September 30, 2002, when compared to the same prior
year periods. These decreases were primarily attributable to a decrease in sales
of satellite systems and the associated installation services and were partially
offset by increased sales of DVD players and video cables and accessories.

Sales in the  computer  department,  which  includes  both  desktop  and  laptop
computers, related accessories, home networking products and digital photography
equipment,   increased   approximately   16%  for  the  quarter  and   decreased
approximately 11% for the nine months ended September 30, 2002, when compared to
the same prior year periods.  The increase  during the third quarter of 2002 was
primarily  attributable  to an  increase in the sale of laptop  computers,  home
networking  products,  computer accessories and, to a lesser extent, an increase
in sales of digital cameras. This increase was partially offset by a decrease in
sales of desktop computers. The decrease for the nine months ended September 30,
2002, was primarily  attributable  to a decrease in sales of desktop  computers,
monitors  and  printers.  This  decrease was  partially offset by an increase in
laptop computers, computer accessories and home networking products.

Sales  in  the  accessories,   batteries  and  technical  departments  increased
approximately  4% for the quarter and  increased  approximately  5% for the nine
months ended  September 30, 2002,  when compared to the same prior year periods.
These  increases  were primarily due to increased  sales of general  purpose and
specialty batteries.

Sales in the personal electronics,  seasonal and portable audio departments were
flat for the quarter and  decreased  approximately  4% for the nine months ended
September 30, 2002,  when  compared to the same prior year  periods.  During the
third  quarter of 2002,  sales  increased  for  giftables,  MP3 and CD  players,
calculators  and radio  controlled  cars and were offset by  decreased  sales of
music and PA  equipment,  as well as radios.  The decrease in sales for the nine
months ended  September 30, 2002,  was primarily  attributable  to a decrease in
sales of music  and PA  equipment,  educational  toys and  portable  audio,  but
partially offset by increased sales of giftables.





RadioShack Retail Outlets

The  table  below  shows  RadioShack's  retail  locations  broken  down  between
company-owned and dealer/franchise  outlets.  While the dealer outlets represent
approximately 29% of the RadioShack locations,  sales to dealer/franchisees  are
less than 10% of our total sales and operating revenues.

                              September 30,   June 30,    March 31,   December 31, September 30,
                                   2002         2002        2002         2001          2001
                               -----------  -----------  -----------  -----------  -----------
                                                                     
Company-owned                        5,146        5,144        5,125        5,127        5,133
Cool Things @ Blockbuster             ---          ---          ---           127          123
Dealer/Franchise                     2,089        2,094        2,086        2,119        2,101
                               -----------  -----------  -----------  -----------  -----------
Total number of retail outlets       7,235        7,238        7,211        7,373        7,357
                               ===========  ===========  ===========  ===========  ===========


Gross Profit

During the third quarter of 2002, gross profit dollars  decreased 0.9% to $521.4
million;  however,  the gross margin rate  increased  1.1  percentage  points to
49.8%,  when compared to 48.7% in the third quarter of 2001. For the nine months
ended  September  30, 2002,  gross  profit  dollars  decreased  2.1% to $1,551.2
million,  but the gross margin rate  increased 1.8  percentage  points to 50.4%,
compared to 48.6% in the  corresponding  period of 2001.  The  percentage  point
increases for the three and nine months ended September 30, 2002, were primarily
attributable  to a  decline  in sales  from the  lower  gross  margin  rate home
entertainment   department.   In   addition,   a   decline   in   sales  to  our
dealer/franchise  outlets  had a  positive  effect  on  our  gross  margin  rate
increase,  since sales to the dealer/franchise outlets have a lower gross margin
rate than our overall  average gross margin rate.  Additionally,  an increase in
the computer department gross margin rate, which is significantly lower than our
average gross margin rate, combined with a decrease in computer department sales
for the nine months  ended  September  30,  2002,  also  contributed  to the 1.8
percentage  point  increase in our gross  margin rate for the same  period.  The
gross profit dollar decreases were primarily attributable to a decrease in sales
and, to a lesser extent,  gross margin rate improvement.  We anticipate that the
gross  margin  rate for 2002  will  remain  above  the 2001  annual  level,  due
primarily to the positive effect of the sales mix changes described above.

Selling, General and Administrative Expense ("SG&A")

Our SG&A expense  increased  4.0% or $16.2 million and 2.3% or $27.5 million for
the  quarter  and nine months  ended  September  30,  2002,  respectively,  when
compared  to the same  periods in the prior  year.  The SG&A  expense  increases
represented  2.7 and 3.1  percentage  point  increases to 40.1% of net sales and
operating  revenues  for both the quarter and nine months  ended  September  30,
2002,  respectively,  when  compared to the same periods in the prior year.  The
dollar increase for the three months ended September 30, 2002, was primarily the
result of a $6.0 million charge to the 1996  restructuring  reserve,  due to the
bankruptcy  of a  sub-lessee  with a  long-term  lease  at a  former  Incredible
Universe store site. The dollar increase for the nine months ended September 30,
2002,  was  primarily due to a $29.9 million  litigation  charge  related to the
tentative  settlement of a class action lawsuit in California  during the second
quarter of 2002, which was  subsequently  approved by the court in October 2002,
as well as the $6.0 million charge  relating to the Incredible  Universe  lease.
Additionally, an increase in rent expense impacted both the three and nine month
increases.  Excluding the $29.9 million charge related to the California lawsuit
and the $6.0 million  lease reserve  increase,  SG&A expense  increased  2.5% or
$10.2 million and 2.1  percentage  points for the quarter and decreased  0.7% or
$8.4 million and 1.9 percentage points for nine months ended September 30, 2002,
when compared to the same periods in the prior year.  Lower overall sales in the
current three and nine month periods also  contributed to higher SG&A expense as
a percentage of net sales and operating  revenues.  We anticipate  SG&A expenses
will increase slightly in dollars for 2002, when compared to 2001.

Payroll  expense was flat in dollars,  but  increased  as a percent of sales and
operating  revenues for the quarter ended  September 30, 2002,  when compared to
the same period the prior  year.  Additionally,  payroll  expense  decreased  in
dollars while  increasing  as a percent of sales and operating  revenues for the
nine months ended  September  30, 2002.  Payroll  expense was flat for the third
quarter,  despite  a  reduction  in  headcount  from the prior  year,  due to an
offsetting   increase   in  retail   labor   costs   relating   to  the  partial
reconfiguration of our stores' display features for our Retrofest  project.  The
payroll expense  decrease during the nine-month  period was due primarily to the
reduction  in our labor force  during the third  quarter of 2001.  Rent  expense
increased  in dollars and as a percent of sales and  operating  revenues for the
three and nine  months  ended  September  30,  2002,  when  compared to the same
periods in the prior year.  These increases were due primarily to lease renewals
and  relocations  at higher rates,  as well as a slight  increase in the average
store  size.  Advertising  expense  was  flat in  dollars  for the  quarter  and
decreased in dollars for the nine months ended September 30, 2002, when compared
to the same prior year periods.  Advertising  expense  increased as a percent of
sales and  operating  revenues for both the third  quarter and nine months ended
September 30, 2002, respectively,  when compared to the same prior year periods.
This increase was primarily the result of lower overall sales.


Depreciation and Amortization

Depreciation  and  amortization  expense for the  quarter and nine months  ended
September  30,  2002,  was $23.0  million and $71.9  million,  respectively,  as
compared to $27.4  million and $82.6  million for the same  corresponding  prior
year periods.  The three and nine month decreases are primarily  attributable to
the elimination of goodwill  amortization,  as well as the sale of our corporate
headquarters during the fourth quarter of 2001.

Employee Separation and Other Costs

During the quarter  ended  September  30, 2001, as part of our effort to control
operating costs, we incurred approximately $13.5 million in charges related to a
general reduction in our corporate  management and  administrative  labor force,
primarily for early retirement and involuntary and voluntary employee severance.
Costs  incurred  which impacted  continuing  activities  were excluded from this
charge.  This  reduction  in force  did not have and is not  expected  to have a
material impact on our ongoing  operations,  apart from the expected  savings in
annual  labor  costs  of   approximately   $10.0   million  to  $12.0   million.
Approximately  $6.9 million relating to the 2001 reduction in force and was paid
and funded from cash  generated from  operations.  We completed the reduction in
force by December 31, 2001.

Loss on Sale of Assets

On August  31,  1998,  we  completed  the sale of our wholly  owned  subsidiary,
Computer City, Inc., ("Computer City") to CompUSA Inc. for cash and an unsecured
note of $136.0  million.  On June 22, 2001, we received  $123.6  million for the
settlement  of the purchase  price and  settlement  of the $136.0  million note,
resulting in an additional loss of $12.4 million from the sale of Computer City.
This loss was recorded in the 2001 Consolidated Statement of Income as a loss on
sale of assets.

Net Interest Expense

Interest  expense,  net of interest income,  for the three and nine months ended
September 30, 2002,  was $9.1 million and $26.7  million,  respectively,  versus
$10.8 million and $27.4 million for the comparable  three and nine month periods
in 2001.  Interest expense decreased $2.3 million and $6.0 million for the three
and nine months ended September 30, 2002, respectively. The decrease in interest
expense was primarily due to lower average debt outstanding during these periods
compared to the prior year. In addition, our interest rate swap instruments also
lowered  overall  interest  expense for both the  quarter and nine months  ended
September  30,  2002,  when  compared to the same prior year  periods.  Interest
income  decreased  $0.6  million and $5.3  million for the three and nine months
ended September 30, 2002, respectively.  The decrease in interest income for the
nine month  period ended  September  30,  2002,  was due  primarily to the early
payment of the CompUSA note  receivable on June 22, 2001,  which  eliminated the
associated  interest income.  Consequently,  we expect interest expense,  net of
interest  income,  to be down slightly for calendar year 2002,  when compared to
calendar year 2001 as a result of lower aggregate levels of debt.

Other Income

In the second quarter of 2002, we received payments and recorded income of $27.7
million  in  partial  settlement  of  amounts  owed to us  under  a tax  sharing
agreement  that was the subject of an arbitration  which  commenced in July 1999
and was styled Tandy  Corporation  and T.E.  Electronics,  Inc.  vs.  O'Sullivan
Industries  Holdings,  Inc  ("O'Sullivan").  This partial settlement  followed a
ruling in  RadioShack's  favor by the  arbitration  panel.  This settlement also
requires  O'Sullivan to make ongoing  payments  under the tax sharing  agreement
that was entered into by the parties at the time of O'Sullivan's  initial public
offering.

During the third quarter of 2002, we received a payment of $3.1 million relating
to ongoing payments under the tax sharing agreement with O'Sullivan. As a result
of the  arbitration,  O'Sullivan  is  required  to make  similar  payments  on a
quarterly basis through 2009.

Provision for Loss on Internet-Related Investment

During the second  quarter of 2000, we made a $30.0  million cash  investment in
Digital:Convergence  Corporation  ("DC"), a privately-held  Internet  technology
company.  In the first  quarter of 2001,  we believed  that our  investment  had
experienced a decline in value that, in our opinion,  was other than  temporary.
This belief was due to DC's inability to secure  financing at that time, as well
as its  commencement of  restructuring  activities  involving the termination of
much of its workforce and the curtailing of its business activities. As such, we
recorded a loss provision equal to our initial investment. DC subsequently filed
for bankruptcy in March 2002.


Provision for Income Taxes

Provision for income taxes for each quarterly period is based on the estimate of
the annual  effective tax rate for the year,  which we evaluate  quarterly.  The
effective tax rate for the third quarters of both 2002 and 2001 was 38.0%.

Recent Accounting Pronouncements

In October 2001,  the  Financial  Accounting  Standards  Board  ("FASB")  issued
Statement of Financial  Accounting  Standards ("SFAS") No. 144,  "Accounting for
the Impairment of Long-Lived Assets," which establishes accounting and reporting
standards  for the  impairment  and  disposition  of long-lived  assets  (except
unidentifiable  intangibles),  including discontinued  operations.  SFAS No. 144
became effective for all financial  statements issued for fiscal years beginning
after  December 15,  2001,  and,  generally,  its  provisions  are to be applied
prospectively. We adopted SFAS No. 144 effective January 1, 2002, and there were
no material adjustments as a result of this adoption.

On June 28, 2002, the FASB issued SFAS No. 146, "Accounting for Costs Associated
with Exit or Disposal  Activities."  SFAS No. 146 addresses  significant  issues
relating to the recognition, measurement, and reporting of costs associated with
exit and disposal activities,  including restructuring activities, and nullifies
the  guidance  in Emerging  Issues  Task Force  ("EITF")  No.  94-3,  "Liability
Recognition for Certain Employee Termination Benefits and Other Costs to Exit an
Activity (including Certain Costs Incurred in a Restructuring)."  The provisions
of SFAS No. 146 are effective for exit or disposal  activities  initiated  after
December 31, 2002. Earlier application is encouraged. Retroactive application of
SFAS No. 146 is prohibited and, accordingly, liabilities recognized prior to the
initial  application  of SFAS No. 146 should  continue  to be  accounted  for in
accordance  with EITF No. 94-3 or other  applicable  preexisting  guidance.  The
adoption  of SFAS No.  146 is not  expected  to have a  material  effect  on our
consolidated financial statements.

LIQUIDITY AND CAPITAL RESOURCES

Cash flow provided by operating activities was $295.3 million for the nine month
period ended  September 30, 2002,  compared to $471.1  million in the prior year
comparable period.  Cash flow from net income,  adjusted for non-cash items, was
$40.4 million less for the nine months ended  September 30, 2002,  when compared
to the same period in the prior  year.  This  decrease  was due  primarily  to a
decline in sales in 2002.

At September 30, 2002, changes in accounts receivable had provided $69.0 million
in cash since December 31, 2001, compared to $143.9 million in cash provided for
the nine months ended September 30, 2001. This $74.9 million  difference in cash
provided  by  accounts  receivable  was due to an  increase  in  collections  of
dealer/franchise  receivables and vendor and service provider receivables during
the  nine  months  ended  September  30,  2001,  as the 2000  year-end  accounts
receivable balance was significantly higher than the 2001 year-end balance.

At September  30, 2002,  changes in  inventory  had used $169.0  million in cash
since  December 31,  2001,  compared to $60.7  million in cash  provided for the
comparable nine month period ended September 30, 2001. The increase in inventory
since  December  31,  2001,  was  primarily  the result of increases in computer
accessories,  digital cameras,  DVD players and, to a lesser extent, RC cars and
educational toys, as we prepare for the holiday selling season.  These increases
were  partially  offset by a reduction in desktop PCs, as we continue to benefit
from our ongoing  improvements  in inventory  management.  The recent West Coast
lockout of longshoremen has not had a significant impact on our operations,  nor
have we been advised of any significant impact affecting any of our suppliers.

Typically, our cash requirements for pre-seasonal inventory build-up approximate
$200.0  million to $400.0  million.  The funding  required by this build-up will
come  primarily  from cash on hand and cash  generated  from sales and operating
revenues. We had $365.4 million in cash and cash equivalents as of September 30,
2002, as a resource for our funding needs.  Additional  capital will be provided
by our  $600.0  million  dollar  commercial  paper  program  with a bank  credit
facility,  if needed.  As of September  30,  2002,  we had no  commercial  paper
outstanding.

Additionally,  during the nine months ended  September 30, 2002,  $142.6 million
more in cash was provided by changes in accounts  payable,  when compared to the
prior year period, due primarily to more favorable vendor terms.

Cash used in investing  activities for the nine months ended September 30, 2002,
was $68.0  million,  compared to cash  provided of $27.2 million in the previous
year.  The shift to a cash usage  position in 2002 was  primarily  the result of
$123.6 million  received during the second quarter of 2001 for the settlement of
the  purchase  price  of  Computer  City and  settlement  of the  CompUSA  note.
Investing  activities  for the nine months ended  September  30, 2002,  included
capital expenditures totaling $76.2 million,  compared to $97.7 million in 2001,
primarily  for  our  retail  store  expansions  and  remodels  and  upgrades  of
information systems. We anticipate that the capital expenditure requirements for
2002 will approximate  $125.0 million to $130.0 million,  primarily  relating to
our continued  store  expansions and remodels and continuous  improvement of our
information  systems.  We plan to  utilize  cash  and cash  equivalents  ($365.4
million at September 30, 2002), cash generated from sales and operating revenues
and, if necessary,  both our  short-term and long-term  financing  facilities to
fund our future capital expenditure needs.

Cash used in financing  activities for the nine months ended September 30, 2002,
was $263.3  million,  compared to a $382.7  million  cash usage in the  previous
year.  We used $247.9  million for the  repurchase  of our common and  preferred
stock  during the nine  months  ended  September  30,  2002,  compared to $193.4
million  during the same period of 2001.  Repurchases  were made under our share
repurchase and employee  stock plans.  Stock  repurchases  during the first nine
months  of 2002 and 2001  were  partially  funded  by $38.6  million  and  $42.5
million,  respectively,  received  from the sale of  treasury  stock to employee
stock plans and from stock option exercises.  Additionally,  we purchased all of
Microsoft's  preferred units in RadioShack.com  LLC for $88.0 million during the
third quarter of 2001.  Dividends  paid, net of tax, in the first nine months of
2002 and 2001  amounted to $2.2  million and $32.8  million,  respectively.  The
decrease in  dividends  paid in 2002 year to date is the result of a change made
during  the  third  quarter  of  2001 in our  dividend  payment  frequency  from
quarterly to annually.  On October 18, 2002, our Board of Directors  declared an
annual  dividend of $0.22 per common  share,  payable on December 19,  2002,  to
shareholders  of record as of December 1, 2002.  The net decrease in  short-term
debt of $451.6  million for the nine month period ended  September 30, 2001, was
due to the  repayment of  short-term  debt with funds  received from the 10-year
notes issued on May 11, 2001.

Free cash flow,  defined as cash flow from operations less capital  expenditures
and dividends  paid, was $216.9 million for the nine months ended  September 30,
2002, compared to $340.6 million for the corresponding  period in 2001. The 2002
decrease in free cash flow,  compared to 2001,  was due primarily to an increase
in the 2002 working  capital  components,  principally  inventory,  as described
above.  We expect free cash flow to be  approximately  $300.0  million to $350.0
million in 2002.

At  September  30,  2002,  total  capitalization  was  $1,353.7  million,  which
consisted of $631.6 million of debt and $722.1 million of stockholders'  equity,
resulting in a total debt to total capitalization ratio of 46.7%. The total debt
to total  capitalization  ratio was 46.3% at  December  31,  2001,  and 44.6% at
September 30, 2001.  Long-term debt as a percentage of total  capitalization was
43.6% and 39.0% at  September  30, 2002,  and  December 31, 2001,  respectively,
compared to 37.5% at September 30, 2001.

In the second  quarter of 2002, we replaced our existing  $600.0  million credit
facilities with new credit  facilities,  also totaling  $600.0  million.  A bank
syndicate granted the new facilities. These facilities are comprised of a $300.0
million 364-day  revolving  credit  facility  maturing in June 2003 and a $300.0
million five-year  revolving credit facility maturing in June 2007. The terms of
these  revolving  credit  facilities are  substantially  similar to the previous
facilities.  The  new  revolving  credit  facilities  will  support  any  future
commercial  paper borrowings and are otherwise  available for general  corporate
purposes.

We repurchased  3.0 million and 7.5 million shares of our common stock for $71.8
million and $208.0  million for the three and nine months  ended  September  30,
2002, respectively, under our existing 25.0 million share repurchase program. In
connection  with our  share  repurchase  program,  our  Board of  Directors  has
authorized  us to  enter  into  both  equity  forwards  and  put  options,  with
expiration  dates no later than  December 31,  2002,  covering up to 4.0 million
shares of our common stock. There were no outstanding equity forward instruments
or put options at September 30, 2002.

We may continue to execute share  repurchases from time to time in order to take
advantage of attractive  share price levels,  as determined by  management.  The
timing and terms of the transactions depend on market conditions,  our liquidity
and other  considerations.  We anticipate that we will repurchase between $250.0
million and $300.0  million of our common stock in total for the year 2002 under
our existing  share  repurchase  program.  The funding  required for these share
repurchases  will come from cash and cash  equivalents  and cash  generated from
sales and operating revenues.

We  maintain  reserves  for  self-insurance  liabilities  for group  medical and
casualty  losses,  which  include  general and product  liability  and  workers'
compensation.  In some cases,  risks are insured  through  outside  carriers for
losses in excess of self-insured amounts. These reserves are adjusted to reflect
estimates  based on historical  experience,  estimated  claims  incurred but not
reported,  the impact of risk  management  programs and the estimated  effect of
external factors. To date, actual losses have not exceeded our expectations.

In the  fourth  quarter  of  2001,  we  announced  the  sale  of  our  corporate
headquarters  building  and our plans to  construct a new  headquarters  in Fort
Worth,  Texas. We entered into  sale-leaseback  agreements  whereby our existing
corporate headquarters land and buildings were sold and leased back to us. These
arrangements  should  provide  us with the  necessary  time to  arrange  for the
construction of the new headquarters.

Currently, we plan to finance our new corporate headquarters,  with construction
costs estimated to be $200.0 million, using an off-balance sheet operating lease
arrangement.  We believe that an off-balance sheet finance structure,  when used
as designed, enables us to maintain financial flexibility and is appropriate. We
also  recognize  that the FASB is currently  reviewing the  accounting  guidance
associated  with  off-balance  sheet  operating  lease  arrangements  similar in
structure to this arrangement and we may be required to record the new corporate
campus and related debt on our balance sheet.  We have explored  alternatives in
the event that changes occur and believe that we have a number of viable options
available to finance construction of our new corporate headquarters facility.


ITEM 3.   QUALITATIVE AND QUANTITATIVE DISCLOSURES ABOUT MARKET RISK.

At September 30, 2002, we did not have  derivative  instruments  that materially
increased  our  exposure to market risks for interest  rates,  foreign  currency
rates, commodity prices or other market price risks other than the interest rate
swaps  noted  below.  We do  not  use  derivative  instruments  for  speculative
purposes.

Our exposure to market risk is  principally  the result of changes in short-term
interest  rates.  Interest rate risk exists  principally  with respect to $150.0
million of indebtedness,  which, because of our interest rate swaps, effectively
bears interest at short-term  floating rates. An unfavorable change of 100 basis
points in the interest rate applicable to this floating-rate  indebtedness could
result in additional interest expense of $0.4 million quarterly. This assumes no
change in the principal or the incurrence of additional indebtedness.

ITEM 4.  CONTROLS AND PROCEDURES.

Our  management,  including  the  Chief  Executive  Officer  ("CEO")  and  Chief
Financial Officer ("CFO"),  have conducted an evaluation of the effectiveness of
disclosure controls and procedures  pursuant to Exchange Act Rule 13a-14.  Based
on that evaluation, the CEO and CFO concluded that these disclosure controls and
procedures are effective in ensuring that all material  information  required to
be filed  in this  quarterly  report  has  been  made  known to them in a timely
fashion.  There have been no  significant  changes in internal  controls,  or in
factors that could  significantly  affect internal  controls,  subsequent to the
date the CEO and CFO completed their evaluation.

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

In October 2002, the court approved the final settlement,  tentatively agreed to
in June 2002, of $29.9  million in a class action  lawsuit  originally  filed in
March 2000 in Orange County,  California. The lawsuit, styled Omar Belazi, et al
vs. Tandy Corporation,  et al, related to the alleged miscalculation of overtime
wages for certain of our former and current employees in that state.

Additionally,  in the second  quarter of 2002,  we  received  payments  of $27.7
million  in  partial  settlement  of  amounts  owed to us  under  a tax  sharing
agreement that was the subject of an arbitration  styled Tandy  Corporation  and
T.E. Electronics,  Inc. vs. O'Sullivan Industries Holdings, Inc. ("O'Sullivan").
The payments were recorded as other income.  This partial settlement  followed a
ruling  in  RadioShack's  favor  by  the  arbitration  panel.  This  arbitration
commenced in July 1999 and the  settlement  requires  O'Sullivan to make ongoing
quarterly payments through 2009 under the tax sharing agreement that was entered
into by the parties at the time of O'Sullivan's initial public offering.

We  have  various  pending  claims,  lawsuits,   disputes  with  third  parties,
investigations and actions incidental to the operation of our business. Although
occasional  adverse  settlements or resolutions may occur and negatively  impact
earnings  in the year of  settlement,  it is our  opinion  that  their  ultimate
resolution will not have a materially adverse effect on our financial  condition
or liquidity.

ITEM 5.  OTHER INFORMATION.

None.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K.

         a)  Exhibits Required by Item 601 of Regulation S-K.

             A list of the exhibits required by Item 601 of Regulation S-K and
             filed as part of this report is set forth in the Index to Exhibits
             on page 19, which immediately precedes such exhibits.

         b)  Reports on Form 8-K.

             On July 16, 2002, we announced a proposed tentative settlement of a
             class action lawsuit in the state of California. Additionally, we
             announced in an unrelated matter that we had negotiated a favorable
             settlement regarding a contractual dispute under a tax sharing
             agreement. The Form 8-K was filed on July 16, 2002.







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, thereunto duly authorized.









                                                 RadioShack Corporation
                                                    (Registrant)







Date:  November 12, 2002            By  /s/         David P. Johnson
                                        ----------------------------------------
                                                    David P. Johnson
                                           Senior Vice President and Controller
                                                 (Authorized Officer)





Date:  November 12, 2002                /s/         Michael D. Newman
                                        ----------------------------------------
                                                    Michael D. Newman
                                                 Senior Vice President and
                                                  Chief Financial Officer
                                               (Principal Financial Officer)






I, Leonard H. Roberts, certify that:

1.       I have reviewed this quarterly report on Form 10-Q of RadioShack
         Corporation;
2.       Based on my knowledge, this quarterly report does not contain any
         untrue statement of a material fact or omit to state a material fact
         necessary to make the statements made, in light of the circumstances
         under which such statements were made, not misleading with respect to
         the period covered by this quarterly report;
3.       Based on my knowledge, the financial statements, and other financial
         information included in this quarterly report, fairly present in all
         material respects the financial condition, results of operations and
         cash flows of the registrant as of, and for, the periods presented in
         this quarterly report;
4.       The registrant's other certifying officers and I are responsible for
         establishing and maintaining disclosure controls and procedures (as
         defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and
         we have:
         a)    designed such disclosure controls and procedures to ensure
               that material information relating to the registrant,
               including its consolidated subsidiaries, is made known to us
               by others within those entities, particularly during the
               period in which this quarterly report is being prepared;
         b)    evaluated the effectiveness of the registrant's disclosure
               controls and procedures as of a date within 90 days prior to
               the filing date of this quarterly report (the "Evaluation
               Date"); and
         c)    presented in this quarterly report our conclusions about the
               effectiveness of the disclosure controls and procedures
               based on our evaluation as of the Evaluation Date;
5.       The registrant's other certifying officers and I have disclosed, based
         on our most recent evaluation, to the registrant's auditors and the
         audit committee of registrant's board of directors (or persons
         performing the equivalent function):
         a)    all significant deficiencies in the design or operation of
               internal controls which could adversely affect the
               registrant's ability to record, process, summarize and report
               financial data and have identified for the registrant's
               auditors any material weaknesses in internal controls; and
         b)    any fraud, whether or not material, that involves management or
               other employees who have a significant role in the
               registrant's internal controls; and
6.       The registrant's other certifying officers and I have indicated in this
         quarterly report whether or not there were significant changes in
         internal controls or in other factors that could significantly affect
         internal controls subsequent to the date of our most recent evaluation,
         including any corrective actions with regard to significant
         deficiencies and material weaknesses.


Date:  November 12, 2002           By  /s/          Leonard H. Roberts
                                       -----------------------------------------
                                                    Leonard H. Roberts
                                                 Chief Executive Officer








I, Michael D. Newman, certify that:

1.       I have reviewed this quarterly report on Form 10-Q of RadioShack
         Corporation;
2.       Based on my knowledge, this quarterly report does not contain any
         untrue statement of a material fact or omit to state a material fact
         necessary to make the statements made, in light of the circumstances
         under which such statements were made, not misleading with respect to
         the period covered by this quarterly report;
3.       Based on my knowledge, the financial statements, and other financial
         information included in this quarterly report, fairly present in all
         material respects the financial condition, results of operations and
         cash flows of the registrant as of, and for, the periods presented in
         this quarterly report;
4.       The registrant's other certifying officers and I are responsible for
         establishing and maintaining disclosure controls and procedures (as
         defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and
         we have:
         a)   designed such disclosure controls and procedures to ensure
              that material information relating to the registrant,
              including its consolidated subsidiaries, is made known to us
              by others within those entities, particularly during the
              period in which this quarterly report is being prepared;
         b)   evaluated the effectiveness of the registrant's disclosure
              controls and procedures as of a date within 90 days prior to
              the filing date of this quarterly report (the "Evaluation
              Date"); and
         c)   presented in this quarterly report our conclusions about the
              effectiveness of the disclosure controls and procedures
              based on our evaluation as of the Evaluation Date;
5.       The registrant's other certifying officers and I have disclosed, based
         on our most recent evaluation, to the registrant's auditors and the
         audit committee of registrant's board of directors (or persons
         performing the equivalent function):
         a)   all significant deficiencies in the design or operation of
              internal controls which could adversely affect the
              registrant's ability to record, process, summarize and report
              financial data and have identified for the registrant's
              auditors any material weaknesses in internal controls; and
         b)   any fraud, whether or not material, that involves management or
              other employees who have a significant role in the
              registrant's internal controls; and
6.       The registrant's other certifying officers and I have indicated in this
         quarterly report whether or not there were significant changes in
         internal controls or in other factors that could significantly affect
         internal controls subsequent to the date of our most recent evaluation,
         including any corrective actions with regard to significant
         deficiencies and material weaknesses.


Date:  November 12, 2002                /s/         Michael D. Newman
                                        ----------------------------------------
                                                    Michael D. Newman
                                                Senior Vice President and
                                                 Chief Financial Officer







                             RADIOSHACK CORPORATION
                                INDEX TO EXHIBITS


Exhibit
Number            Description

3a                Certificate of Amendment of Restated Certificate of
                  Incorporation dated May 18, 2000 (filed as Exhibit 3a to
                  RadioShack's Form 10-Q filed on August 11, 2000 for the fiscal
                  quarter ended June 30, 2000).

3a(i)             Restated Certificate of Incorporation of RadioShack
                  Corporation dated July 26, 1999 (filed as Exhibit 3a(i) to
                  RadioShack's Form 10-Q filed on August 11, 1999 for the fiscal
                  quarter ended June 30, 1999).

3b                RadioShack Corporation Bylaws, amended and restated as of
                  May 16, 2002 (filed as Exhibit 3b to RadioShack's Form
                  10-Q filed on August 13, 2002).

11*               Statements of Computation of Ratio of Earnings to Fixed
                  Charges.

99(a)*            Certification pursuant to 18 U.S.C. Section 1350, as adopted
                  pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

99(b)*            Certification pursuant to 18 U.S.C. Section 1350, as adopted
                  pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
----------------------------

* filed with this report






                                                                               EXHIBIT 11
                             RADIOSHACK CORPORATION

         STATEMENTS OF COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES
         AND RATIO OF EARNINGS TO FIXED CHARGES AND PREFERRED DIVIDENDS



                                                Three Months Ended     Nine Months Ended
                                                   September 30,         September 30,
                                               ---------  ---------  ---------  ---------
(In millions, except ratios)                      2002       2001       2002       2001
----------------------------                   ---------  ---------  ---------  ---------
                                                                    
Ratio of Earnings to Fixed Charges:

Net income                                     $    44.9  $    43.8  $   154.3  $   131.5
Plus provision for income taxes                     27.5       26.7       94.6       80.5
                                               ---------  ---------  ---------  ---------
Income before income taxes                          72.4       70.5      248.9      212.0
                                               ---------  ---------  ---------  ---------

Fixed charges:

Interest expense and amortization of debt
 discount                                           11.0       13.6       32.0       38.8
Amortization of issuance costs                       0.3        --         0.8        0.2
Appropriate portion (33 1/3%) of rentals            20.4       19.1       60.6       56.6
                                               ---------  ---------  ---------  ---------
    Total fixed charges                             31.7       32.7       93.4       95.6
                                               ---------  ---------  ---------  ---------

Earnings before income taxes and fixed charges $   104.1  $   103.2  $   342.3  $   307.6
                                               =========  =========  =========  =========
Ratio of earnings to fixed charges                  3.28       3.16       3.66       3.22
                                               =========  =========  =========  =========

Ratio of Earnings to Fixed Charges and
 Preferred Dividends:

Total fixed charges, as above                  $    31.7  $    32.7  $    93.4  $    95.6
Preferred dividends                                  1.1        1.2        3.4        3.7
                                               ---------  ---------  ---------  ---------
Total fixed charges and preferred dividends    $    32.8  $    33.9  $    96.8  $    99.3
                                               =========  =========  =========  =========

Earnings before income taxes and fixed charges $   104.1  $   103.2  $   342.3  $   307.6
                                               =========  =========  =========  =========
Ratio of earnings to fixed charges and
 preferred dividends                                3.17       3.04       3.54       3.10
                                               =========  =========  =========  =========







                                                                   Exhibit 99(a)

                            CERTIFICATION PURSUANT TO
                             18 U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of RadioShack Corporation (the
"Company") on Form 10-Q for the period ending September 30, 2002 as filed with
the Securities and Exchange Commission on the date hereof (the "Report"), I,
Leonard H. Roberts, Chief Executive Officer of the Company, certify to my
knowledge, pursuant to 18 U.S.C. ss. 1350, as adopted pursuant to ss. 906 of the
Sarbanes-Oxley Act of 2002, that:

        (1)     The Report fully complies with the requirements of section 13(a)
 or 15(d) of the Securities Exchange Act of 1934; and

        (2)     The information contained in the Report fairly presents, in all
material respects, the financial condition and result of operations of the
Company.


/s/ Leonard H. Roberts

Leonard H. Roberts
Chief Executive Officer
November 12, 2002





                                                                   Exhibit 99(b)

                            CERTIFICATION PURSUANT TO
                             18 U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of RadioShack Corporation (the
"Company") on Form 10-Q for the period ending September 30, 2002 as filed with
the Securities and Exchange Commission on the date hereof (the "Report"), I,
Michael D. Newman, Chief Financial Officer of the Company, certify to my
knowledge, pursuant to 18 U.S.C. ss. 1350, as adopted pursuant to ss. 906 of the
Sarbanes-Oxley Act of 2002, that:

        (1)     The Report fully complies with the requirements of section 13(a)
 or 15(d) of the Securities Exchange Act of 1934; and

        (2)     The information contained in the Report fairly presents, in all
material respects, the financial condition and result of operations of the
Company.


/s/ Michael D. Newman

Michael D. Newman
Chief Financial Officer
November 12, 2002