UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934

For the month of February, 2011

Commission File Number: 000-11743

WACOAL HOLDINGS CORP.

(Translation of registrant’s name into English)

29, Nakajima-cho, Kisshoin, Minami-ku
Kyoto, Japan
(Address of principal executive office)

     Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F þ     Form 40-F o

     Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): o

     Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

     Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): o

     Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.

     Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes o     No þ

     If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-   N/A   

 

 

Information furnished on this form:

EXHIBIT INDEX

Exhibit		Date		Description of Exhibit
1		February 1, 2011		Consolidated Business Result for the Third Quarter of the Fiscal Year Ending March 31, 2011

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.

Date: February 1, 2011

EXHIBIT 1

[Translation]

Consolidated Business Results for the Third Quarter of the Fiscal Year Ending March 31, 2011
[U.S. Accounting Standards]

January 31, 2011

Listed Company:		Wacoal Holdings Corp.		Stock Exchanges: Tokyo, Osaka
Code Number:		3591     (URL: http://www.wacoalholdings.jp/ir/)
Representative:		Position: President and Representative Director
		Name: Yoshikata Tsukamoto
For Inquiries:		Position: Director and General Manager of Corporate Planning
		Name: Ikuo Otani		Tel: +81 (075) 682-1028

Scheduled submission date of quarterly report:     February 14, 2011 Scheduled start date of dividend payment:             —
Supplementary materials regarding quarterly business results:		None
Explanatory meeting regarding quarterly business results:		None
		(Amounts less than 1 million yen have been rounded)

1.		Third Quarter of the Fiscal Year Ending March 31, 2011 (April 1, 2010 — December 31, 2010)
(1)		Consolidated Business Results

		(% indicates increase (decrease) from the corresponding period of the previous fiscal year)
																										Net Income
																										Attributable to
																										Wacoal Holdings
		Sales								Operating Income								Pre-tax Net Income								Corp.
		Million Yen					%			Million Yen					%			Million Yen					%			Million Yen					%
Consolidated First Nine Months ended December 31, 2010			128,373				3.1				9,195				52.0				8,717				57.9				4,637				23.2
Consolidated First Nine Months ended December 31, 2009			124,571				(8.0	)			6,051				(50.5	)			5,520				(44.6	)			3,764				(41.3	)

		Net Income				Diluted Net Earnings
		Attributable to				Attributable to
		Wacoal Holdings				Wacoal Holdings
		Corp. Per Share				Corp.Per Share
		Yen				Yen
Consolidated First Nine Months ended December 31, 2010			32.83				32.80
Consolidated First Nine Months ended December 31, 2009			26.65				26.63

(2)		Consolidated Financial Condition

						Total Equity				Total Shareholders’				Total Shareholders’				Shareholders’
		Total Assets				(Net Assets)				Equity				Equity Ratio				Equity Per Share
		Million Yen				Million Yen				Million Yen					%			Yen
As of December 31, 2010			221,276				172,181				170,290				77.0				1,208.98
As of the end of Fiscal Year (March 31, 2010)			223,387				173,553				171,630				76.8				1,215.52

2.		Status of Dividends

Annual Dividend

End of First

End of Second

End of Third

Quarter

Quarter

Quarter

Year-End

Total

Yen

Yen

Yen

Yen

Yen

Fiscal Year Ended March 31, 2010

—

—

—

20.00

20.00

Fiscal Year Ending March 31, 2011

—

—

—

Fiscal Year Ending March 31, 2011 (Estimates)

20.00

20.00

3.		Forecast of Consolidated Business Results for the Fiscal Year Ending March 31, 2011 (April 1, 2010 - March 31, 2011)

(% indicates changes from prior fiscal year)

Net Income

Net Income

Attributable to

Attributable to

Operating

Pre-tax Net

Wacoal Holdings

Wacoal Holdings

Sales

Income

Income

Corp.

Corp. Per Share

Million Yen

%

Million Yen

%

Million Yen

%

Million Yen

%

Yen

Fiscal Year Ending March 31, 2011

168,000

2.9

5,600

47.0

5,100

63.3

3,200

26.8

22.66

4.		Other (For details, please see “Other Information” on page 6 of the attached materials.)
(1)		Changes in significant subsidiaries in the third quarter of the current fiscal year: None (i.e., changes in specified subsidiaries (tokutei kogaisha) which involve change in scope of consolidation)
(2)		Application of simplified accounting methods and specific accounting methods: None (i.e., application of simplified accounting methods and specific accounting methods in preparing quarterly consolidated financial statements)
(3)		Changes in accounting principles, procedures and indication method: (i) Changes due to modifications in accounting standards, etc.: None (ii) Changes other than (i) above: None
(4)		Number of Issued Shares (Common Stock)

				Third Quarter ended		Fiscal Year ended
				December 31, 2010		March 31, 2010
(i)		Number of issued shares (including treasury stock) as of the end of:		143,378,085 shares		143,378,085 shares
(ii)		Number of shares held as treasury stock as of the end of:		2,524,321 shares		2,179,739 shares
(iii)		Average number of shares during (Consolidated Third Quarter ended December 31):		141,241,625 shares		141,254,486 shares      (Third Quarter ended December 31, 2009)

This summary of quarterly financial results is not subject to the quarterly review procedures based on the Financial Instruments and Exchange Law. The review procedures for the quarterly financial statements based on the Financial Instruments and Exchange Law had not been completed at the time of disclosure of this summary of quarterly financial results.

*Cautionary Statement regarding Forecast of Business Results

     The forecast of business results is based on information available as of the date these data were released and, due to various risks, uncertainties and other factors arising in the future, actual results may largely differ from our estimates.

     These risks, uncertainties and other factors include: the impact of the ongoing global economic downturn and financial crisis; the impact on our business of anticipated continued weakness of department stores and other general retailers in Japan; our ability to successfully develop, manufacture, market and sell products in Japan and our other markets that meet the changing tastes and needs of consumers and to deliver high quality products; the highly competitive nature of our business and the strength of our competitors; our ability to successfully expand and operate our network of specialty retail stores and achieve profitable operations at these stores; our ability to further develop our catalog and Internet sales capabilities; our ability to effectively manage our inventory levels; our ability to reduce costs; our ability to attract and retain highly qualified personnel; effects of seasonality on our business and performance; risks related to conducting our business internationally; risks from acquisitions and other strategic transactions with third parties; risks from disputes relating to intellectual property; our ability to fully comply with all applicable laws and regulations regarding the protection of customer information and our ability to protect our trade secrets; our ability to establish and maintain effective internal controls; the impact of weakness in the Japanese equity markets on our holdings of Japanese equity securities; and the impact of any natural disaster or epidemic on our business; risks of not successfully collecting return of investment in new markets; and other risks referred to from time to time in Wacoal Holdings’ filings on Form 20-F of its annual report and other filings with the United States Securities and Exchange Commission.

Table of Contents for Attached Materials

1.		Qualitative Information Regarding Consolidated Performance during the Third Quarter		2
(1)		Qualitative Information regarding Consolidated Business Results		2
(2)		Qualitative Information regarding Consolidated Financial Condition		5
(3)		Qualitative Information regarding Forecast of Consolidated Business Results		5
2.		Other Information		6
(1)		Summary of Changes in Significant Subsidiaries		6
(2)		Summary of Application of Simplified Accounting Methods and Specific Accounting Methods		6
(3)		Summary of Changes in Accounting Principles, Procedures and Indication Method		6
3.		Consolidated Financial Statements		7
(1)		Consolidated Balance Sheets		7
(2)		Consolidated Quarterly Income Statements		9
(3)		Consolidated Cash Flow Statements		10
(4)		Notes on Going Concern		11
(5)		Segment Information		11
(6)		Notes on Significant Changes in the Amount of Total Shareholders’ Equity		12
(7)		Status of Sales		12

1.		Qualitative Information Regarding Consolidated Performance during the Third Quarter

(1)

Qualitative Information regarding Consolidated Business Results

(i)

Performance Overview of the Third Quarter

     During the first nine-months of the current fiscal year, despite signs of gradual recovery, the outlook of the Japanese economy has continued to remain uncertain. This is a result of the continued severe state of employment and income levels, appreciation of the yen, declining stock prices and general concerns about the direction of the economy caused by the global economic downturn.

     Although certain sectors of the women’s fashion and clothing industry are showing signs of recovery, the industry continues to experience difficulties as individual consumption has yet to fully recover.

     In this business environment, our group, primarily through Wacoal Corp. (our core operating entity), sought to improve the strength of our products and to develop products that are responsive to consumer needs. In addition, we implemented our mid-term plan in April of this current fiscal year, and began making efforts in strengthening growth and improving profitability.

     Consequently, with respect to our consolidated business results for the first nine-months of the current fiscal year, while sales from Wacoal Corp. remained at the same level as the corresponding period of the previous fiscal year, overall sales increased as compared to the corresponding period of the previous fiscal year due to the (i) favorable performance of our overseas business, (ii) consolidation of the business results of Lecien Corporation (“Lecien”) (which became our wholly-owned subsidiary last year) and (iii) improvement in sales generated by Nanasai Co., Ltd. (“Nanasai”). Operating income increased as compared to the corresponding period of the previous fiscal year due to (i) Wacoal Corp.’s efforts in reducing cost and expense and (ii) improvement in income generated by our operation in the U.S.

		Sales:		128,373 million yen (an increase of 3.1% as compared to the corresponding period of the previous fiscal year)
		Operating income:		9,195 million yen (an increase of 52.0% as compared to the corresponding period of the previous fiscal year)
		Pre-tax net income:		8,717 million yen (an increase of 57.9% as compared to the corresponding period of the previous fiscal year)
		Net income attributable to Wacoal Holdings Corp.:		4,637 million yen (an increase of 23.2% as compared to the corresponding period of the previous fiscal year)

(ii)

Business Overview of the Operating Segment

a.

Wacoal Business (Domestic)

     In Wacoal Corp.’s Wacoal brand business, sales of most of the core brassieres showed strong performance, as a result of our successful promotional campaign based on the key-word “body aging (physiological changes associated with aging)”, which stemmed from the results of Wacoal Corp. Human Science Research Center’s research announced in April. We were able to emphasize the importance of “choosing the right underwear to match physiological changes” to a broad range of consumers , which led to an increase in the overall sales of brassieres. Conversely, sales of girdles, which were mainly developed in connection with our new Style Science functional underwear series, were largely below the results from the previous fiscal year. In addition, sales of our seasonal undergarment were largely below the results from the previous fiscal year due to increased competition from products sold by our competitors. As a result of the above, overall sales of our core Wacoal brand business were below the results for the corresponding period of the previous fiscal year.

     In our Wing brand business, sales were affected by clients’ inventory adjustments, despite steady in-store performance. Similar to the Wacoal brand business, sales of brassieres were strong; however, sales of our undergarments were affected by mass merchandisers’ private-label brand products and the products sold by our competitors. Consequently, sales of girdles showed poor performance, and results were below the results from the previous fiscal year. With respect to men’s undergarment, although sales of basic items and our functional products targeted at senior

consumers showed steady performance, sales were below the results from the previous fiscal year, mainly as a result of a decrease in sales of our Style Science product, Cross Walker, which were below the results from the previous fiscal year. Due to the above, overall sales of our Wing brand business were below the results for the corresponding period of the previous fiscal year.

     Regarding our specialty retail stores business, overall sales exceeded the results for the corresponding period of the previous fiscal year due to favorable performance of our reasonably-priced brassiere products from our direct retail store AMPHI, as well as steady sales from our Wacoal Factory Stores, which are located in outlet malls.

     Although sales from our existing stores of Une Nana Cool Corp. (a subsidiary of Wacoal Corp. that engages in the specialty retail store business) were below the results for the corresponding period of the previous fiscal year, new store openings helped overall sales to exceed the results for the corresponding period of the previous fiscal year.

     In our wellness business, sales of our high-function tights and sports bras from our “CW-X” brand achieved sales growth due to an increase in health-consciousness. In addition, sales of our business footwear, which focuses on functionality showed favorable performance as a result of advertisements made in public transportation in September. As a result, overall sales from our wellness business exceeded the results for the corresponding period of the previous fiscal year.

     In our catalog sales business, sales fell below the results from the previous fiscal year due to the decrease in purchases in our autumn catalogue as a result of the hot summer. However, our online Wacoal Web Store significantly increased its sales due to an increase in the number of total users accessing the website after the sales of limited items on the website gained significant popularity. As a result, overall sales from our catalog sales business remained the same as the results for the corresponding period of the previous fiscal year.

     As seen above, although sales from our specialty retail stores business and wellness business performed strongly, the overall sales of Wacoal Corp. remained the same as the results for the corresponding period of the previous fiscal year due to lower sales of our core Wacoal and Wing brand products. Our operating income, however, largely exceeded the operating income for the corresponding period of the previous fiscal year due to our successful efforts in improving our sales-to-profit ratio and cost-cutting initiatives, a part of our structural reform that we have implemented from the current fiscal year.

		Sales:		87,344 million yen (a decrease of 1.2% as compared to the corresponding period of the previous fiscal year)
		Operating income:		7,906 million yen (an increase of 49.2% as compared to the corresponding period of the previous fiscal year)

b.

Wacoal Business (Overseas)

     As for our overseas operations (from January 2010 to September 2010), we actively made efforts in expanding our U.S. market share and enhancing our product lineup, as well as in expanding sales in surrounding countries, to counter concerns over the economic slowdown and weak consumer spending in the United States. Although there seems to be a movement to control shop inventories at department stores, which make up our major clients, sales exceeded the results for the corresponding period of the previous fiscal year, mainly as a result of the strong performance of our reasonably-priced brassiere and functional bottom products. With respect to profitability, in addition to an increase in sales, operating income exceeded the results for the corresponding period of the previous fiscal year due to an improvement in our sales-to-profit ratio and cost reduction efforts. The exchange rate in the third quarter of the current fiscal year was 89 yen per dollar (compared to 94 yen per dollar for the corresponding period of the previous fiscal year).

     As for our business in China, despite the elements of instability such as increases in labor costs, we actively promoted the opening of new stores in inner mainland China. Although sales from these new stores were below our original expectations due to a lack of brand recognition, sales significantly exceeded the results for the corresponding period of the previous fiscal year, mainly as a result of sales from our core Wacoal brand, as well as the strong performance of existing shops in coastal China. Profit was below the results for the corresponding period of the previous fiscal year as a result of accelerated shop openings and an increase in promotional expenses.

		Sales:		15,349 million yen (an increase of 7.4% as compared to corresponding period of the previous fiscal year)
		Operating income:		1,494 million yen (an increase of 22.9% as compared to the corresponding period of the previous fiscal year)

c.

Peach John Business

     With respect to Peach John Co., Ltd. (“Peach John”) (for the period from March 2010 to November 2010), although sales from our cosmetic beauty catalogue showed steady performance, mail-order sales fell below the results for the corresponding period of the previous fiscal year due to weak sales of our core autumn and winter catalog. Sales from our direct retail stores also fell below the results for the corresponding period of the previous fiscal year due to a decrease in the number of shops and a shortage of our best-selling products at existing shops. As for our directly-managed overseas stores, we opened three shops in Shanghai after August, in addition to our two directly-managed stores in Hong Kong. Initially, we faced some problems such as delays in delivery; however, situations are gradually improving and we additionally opened two shops in Shanghai in December. Although we actively promoted our overseas operations, overall sales from our Peach John business were significantly affected by the weak performance of our domestic business and were below the results for the corresponding period of the previous fiscal year. With respect to profitability, despite our efforts to achieve efficiency by reducing the number of catalogs published and reassessing the media through which we advertize, we suffered an operating loss as a result of a decrease in sales.

		Sales:		9,161 million yen (a decrease of 7.4% as compared to the corresponding period of the previous fiscal year)
		Operating loss:		541 million yen (as compared to 147 million yen of operating loss incurred for the corresponding period of the previous fiscal year)

d.

Other1

     With respect to the business of Lecien, sales from our core innerwear and outerwear products were below the results for the corresponding period of the previous fiscal year as a result of the weak performance in the mass merchandiser market. In the Art/Hobby business, sales of embroidery thread and sewing fabrics for handicrafts remained the same as the results for the corresponding period of the previous fiscal year; however, in material business, which handles lace materials, sales were below the results for the corresponding period of the previous fiscal year due to the weak sales of lace for innerwear. Although overall sales from Lecien were below the results for the corresponding period of the previous fiscal year as a result of poor performance of our core products, operating income improved as compared to the corresponding period of the previous fiscal year, and we achieved a surplus as we were successful in liquidating the underperforming businesses and cutting costs.

     As for Nanasai, which engages in the manufacturing, sales and rental business of mannequins and interior design and construction of stores at commercial facilities, sales greatly exceeded the results for the corresponding period of the previous fiscal year as a result of favorable performance in the manufacturing, sales and rental business of mannequins, as well as steady orders for shop renovations from department stores, which constitute our major clients. Although we suffered an operating loss, profitability greatly improved as we conducted a thorough reassessment of costs.

		Sales:		16,519 million yen (an increase of 37.9% as compared to the corresponding period of the previous fiscal year)

		Operating income:		336 million yen (as compared to 317 million yen of operating loss for the corresponding period of the previous fiscal year)

(2)		Qualitative Information regarding Consolidated Financial Condition

(i)

Status of Assets, Liabilities and Total Shareholders’ Equity

     Our total assets as of the end of the current consolidated third quarter were 221,276 million yen, a decrease of 2,111 million yen from the end of the previous fiscal year, as a result of a decrease in investments due to changes in stock prices.

     With respect to liabilities, our current liabilities were 49,095 million yen, a decrease of 739 million yen from the end of the previous fiscal year as a result of the decrease in short-term bank loans and accounts payable under current liabilities and a decrease of deferred tax liabilities under long-term liabilities.

     Shareholders’ equity was 170,290 million yen, a decrease of 1,340 million yen from the end of the previous fiscal year, due to foreign currency exchange adjustments and fluctuations of unrealized gain on securities.

     As a result of the above, our total shareholders’ equity ratio as of the end of the current consolidated third quarter was 77.0%, an increase of 0.2% from the end of previous fiscal year.

(ii)

Cash Flow Status

     Cash and cash equivalents as of the end of the third quarter of the current fiscal year were 28,030 million yen, an increase of 3,713 million yen from the end of the previous fiscal year.

     (Cash From Operating Activities)

     Cash from operating activities was 9,803 million yen, an increase of 1,124 million yen as compared to the corresponding period of the previous fiscal year, due to decreases in depreciation expenses and inventories.

     (Cash Used in Investment Activities)

     Cash used in investment activities was 1,829 million yen, a decrease of 1,781 million yen as compared to the corresponding period of the previous fiscal year, due to such things as the acquisition of marketable securities and tangible fixed assets, despite proceeds from the sale and redemption of marketable securities.

     (Cash Flow Used in Financing Activities)

     Cash used in financing activities was 3,540 million yen, a decrease of 449 million yen as compared to the corresponding period of the previous fiscal year, due to such things as cash dividend payments.

(3)		Qualitative Information regarding Forecast of Consolidated Business Results

     We have not revised our forecast of consolidated business results for the fiscal year ending March 31, 2011 since our announcement on October 29, 2010.

     There is no sign of a full economic recovery or an improvement in consumer spending and we expect to face a continued difficult business environment. However, we plan to strengthen our ability to adapt to the changed environment and nevertheless expand sales by continuously developing products with real value using our group’s high-quality and high-functionality manufacturing technologies.

     As for Wacoal Corp., we will continue to develop promotional campaigns with the key-word “body aging” and to stimulate the underwear market by spreading such campaigns. In addition, we will promote and develop products and shops using the resources of our group, as a whole, including Lecien, and we will actively make efforts to expand our specialty retail store business and wellness business, which we believe have further growth potential.

     As for our overseas business, although we are still concerned about the effect of foreign exchange conversion on the consolidation of the results of our overseas business caused by the appreciation of the yen, our business in the U.S.

continues to show steady performance and we will make efforts to further enhance our product lineup and to enhance our online sales. In China, our business is rapidly expanding despite various risk factors, and we will enhance our brand recognition by accelerating our shop openings in inland China and by proactively conducting promotional activities, while responding to changes in the business environment.

     As for the Peach John business, in order to return to a pattern of growth, we will promote business model transformation, corporate structural reform, and restructuring and renovation to streamline our business operations in order to respond to the changes in the business environment while also actively developing our business in China.

		Sales:		168,000 million yen (an increase of 2.9% as compared to the corresponding period of the previous fiscal year)
		Operating income:		5,600 million yen (an increase of 47.0% as compared to the corresponding period of the previous fiscal year)
		Pre-tax net income:		5,100 million yen (an increase of 63.3% as compared to the corresponding period of the previous fiscal year)
		Net income attributable to Wacoal Holdings Corp.:		3,200 million yen (an increase of 26.8% as compared to the corresponding period of the previous fiscal year)

2.		Other Information

(1)		Summary of Changes in Significant Subsidiaries:
		Not applicable.
(2)		Summary of Application of Simplified Accounting Methods and Specific Accounting Methods:
		Not applicable.
(3)		Summary of Changes in Accounting Principles, Procedures and Indication Method:
		Not applicable.

3.		Consolidated Financial Statements

(1)

Consolidated Balance Sheets

		Current Consolidated
		Third Quarter				Previous Fiscal Year
Accounts		as of December 31, 2010				as of March 31, 2010				Increase/(Decrease)
(Assets)		Million Yen				Million Yen				Million Yen
I. Current assets:
Cash and bank deposits			28,030				24,317				3,713
Time deposits			339				—				339
Marketable securities			5,506				6,529				(1,023	)
Receivables:
Notes receivable			793				469				324
Accounts receivable — trade			21,524				21,116				408
			22,317				21,585				732
Allowance for returns and doubtful receivables			(2,348	)			(1,972	)			(376	)
			19,969				19,613				356
Inventories			30,679				32,103				(1,424	)
Deferred tax assets			4,143				4,595				(452	)
Other current assets			3,240				2,776				464
Total current assets			91,906				89,933				1,973
II. Tangible fixed assets:
Land			21,783				22,012				(229	)
Buildings and structures			60,993				61,585				(592	)
Machinery and equipment			14,300				14,773				(473	)
Construction in progress			529				103				426
			97,605				98,473				(868	)
Accumulated depreciation			(47,197	)			(46,653	)			(544	)
Net tangible fixed assets			50,408				51,820				(1,412	)
III. Other assets:
Investments in affiliated companies			14,619				14,769				(150	)
Investments			33,645				35,828				(2,183	)
Goodwill			11,203				11,203				—
Other intangible fixed assets			11,561				12,351				(790	)
Prepaid pension cost			807				263				544
Deferred tax assets			1,010				935				75
Other			6,117				6,285				(168	)
Total other assets			78,962				81,634				(2,672	)
Total Assets			221,276				223,387				(2,111	)

		Current Consolidated
		Third Quarter				Previous Fiscal Year
Accounts		as of December 31, 2010				as of March 31, 2010				Increase/(Decrease)
(Liabilities)		Million Yen				Million Yen				Million Yen
I. Current liabilities:
Short-term bank loans			7,435				7,941				(506	)
Payables:
Notes payable			1,937				2,174				(237	)
Accounts payable — trade			9,862				9,161				701
Accounts payable			4,817				5,975				(1,158	)
			16,616				17,310				(694	)
Accrued payroll and bonuses			4,618				5,927				(1,309	)
Accrued taxes			2,531				2,105				426
Other current liabilities			4,099				2,400				1,699
Total current liabilities			35,299				35,683				(384	)
II. Long-term liabilities:
Reserves for retirement benefits			2,214				2,269				(55	)
Deferred tax liabilities			9,083				9,380				(297	)
Other long-term liabilities			2,499				2,502				(3	)
Total long-term liabilities			13,796				14,151				(355	)
Total liabilities			49,095				49,834				(739	)
(Equity)
I. Common stock			13,260				13,260				—
II. Additional paid-in capital			29,388				29,366				22
III. Retained earnings			138,968				137,155				1,813
IV. Accumulated other comprehensive income (loss):
Foreign currency exchange adjustment			(9,802	)			(7,505	)			(2,297	)
Unrealized gain on securities			2,890				3,669				(779	)
Pension liability adjustment			(1,530	)			(1,783	)			253
V. Treasury stock			(2,884	)			(2,532	)			(352	)
Total shareholders’ equity			170,290				171,630				(1,340	)
VI. Noncontrolling interests			1,891				1,923				(32	)
Total equity			172,181				173,553				(1,372	)
Total liabilities and equity			221,276				223,387				(2,111	)

(2)		Consolidated Quarterly Income Statements

		Previous Consolidated								Current Consolidated
		Third Quarter								Third Quarter
		(From April 1, 2009								(April 1, 2010								Increase/
Accounts		to December 31, 2009)								to December 31, 2010)								(Decrease)
		Million Yen				%				Million Yen				%				Million Yen
I. Sales			124,571				100.0				128,373				100.0				3,802
II. Operating expenses
Cost of sales			60,038				48.2				62,035				48.3				1,997
Selling, general and administrative expenses			58,482				46.9				57,143				44.5				(1,339	)
Total operating expenses			118,520				95.1				119,178				92.8				658
Operating income			6,051				4.9				9,195				7.2				3,144
III. Other income and (expenses):
Interest income			119				0.1				89				0.1				(30	)
Interest expense			(93	)			(0.1	)			(73	)			(0.1	)			20
Dividend income			596				0.5				623				0.5				27
Gain (loss) on sale and exchange of marketable securities and/or investment securities			8				0.0				15				0.0				7
Valuation loss on investment in marketable securities and/or investment securities			(1,440	)			(1.2	)			(1,085	)			(0.9	)			355
Other profit and (loss), net			279				0.2				(47	)			(0.0	)			(326	)
Total other income (expenses)			(531	)			(0.5	)			(478	)			(0.4	)			53
Pre-tax net income			5,520				4.4				8,717				6.8				3,197
Income taxes			2,492				2.0				4,751				3.7				2,259
Equity in net income of affiliated companies and net income before profit (loss) attributable to noncontrolling interests			3,028				2.4				3,966				3.1				938
Equity in net income of affiliated companies			738				0.6				771				0.6				33
Net income			3,766				3.0				4,737				3.7				971
Profit and (loss) attributable to noncontrolling interests			(2	)			(0.0	)			(100	)			(0.1	)			(98	)
Net income attributable to Wacoal Holdings Corp.			3,764				3.0				4,637				3.6				873

(3)		Consolidated Cash Flow Statements

						Previous Consolidated Third Quarter				Current Consolidated Third Quarter
Accounts						(April 1, 2009 to December 31, 2009)				(April 1, 2010 to December 31, 2010)
						Million Yen				Million Yen
I.		Operating activities
1.		Net income					3,766				4,737
2.		Adjustments of net income to cash flow from operating activities
(1)		Depreciation and amortization					3,471				3,554
(2)		Allowance for returns and doubtful receivables					209				414
(3)		Deferred taxes					(512	)			617
(4)		Gain (loss) on sale of fixed assets					77				(159	)
(5)		Valuation loss on investment in marketable securities and investment securities					1,440				1,085
(6)		Gain (loss) on sale and exchange of marketable securities and investment securities					(8	)			(15	)
(7)		Equity in net income of affiliated companies (after dividend income)					(330	)			(355	)
(8)		Changes in assets and liabilities
		Decrease (increase) in receivables					1,313				(975	)
		Decrease in inventories					462				844
		Decrease (increase) in other current assets					452				(515	)
		Decrease in payables and accounts payable					(2,482	)			(120	)
		Increase (decrease) in reserves for retirement benefits					218				(163	)
		Increase in other liabilities					368				633
(9)		Other					235				221
			Net cash flow from (used in ) operating activities				8,679				9,803
II.		Investing activities
1.		Net increase (decrease) in time deposits					—				(363	)
2.		Proceeds from sales and redemption of marketable securities					8,095				2,495
3.		Acquisition of marketable securities					(7,374	)			(1,425	)
4.		Proceeds from sales of fixed assets					210				540
5.		Acquisition of tangible fixed assets					(2,558	)			(1,985	)
6.		Acquisition of intangible fixed assets					(1,146	)			(525	)
7.		Proceeds from sale of investments					—				98
8.		Acquisition of investments					(1,071	)			(548	)
9.		Proceeds from acquisition of shares of the newly consolidated subsidiaries					362				—
10.		Other					(128	)			(116	)
			Net cash flow provided by (used in) investing activities				(3,610	)			(1,829	)
III.		Financing activities
1.		Net increase (decrease) in short-term bank loans					73				(480	)
2.		Proceeds from issuance of long-term debt					—				200
3.		Repayment of long-term debt					(199	)			(69	)
4.		Increase (decrease) in of treasury stock					(352	)			(367	)
5.		Dividends paid in cash					(3,511	)			(2,824	)
			Net cash flow provided by (used in) financing activities				(3,989	)			(3,540	)
IV.		Effect of exchange rate on cash and cash equivalents					3				(721	)
V.		Increase (decrease) in cash and cash equivalents					1,083				3,713
VI.		Initial balance of cash and cash equivalents					22,939				24,317
VII.		Period end balance of cash and cash equivalents					24,022				28,030
Additional Information
		Cash paid for:
		Interest					93				73
		Income taxes, etc.					1,876				3,651
		Investment activities without cash disbursement:
		Acquisition amount of investment securities through stock swap					11				—
		Acquisition amount of shares of consolidated subsidiaries through stock swap					2,489				—

(4)		Notes on Going Concern

     Not applicable.

(5)		Segment Information

(i)

Operating Segment Information

Previous Consolidated Third Quarter (From April 1, 2009 to December 31, 2009)

(Unit: Million Yen)

						Wacoal
		Wacoal business				business				Peach John												Elimination or
		(Domestic)				(Overseas)				business				Other				Total				corporate				Consolidated
Sales
(1) Sales to outside customers			88,413				14,288				9,895				11,975				124,571				—				124,571
(2) Internal sales or transfers among segments			1,341				4,822				7				2,352				8,522				(8,522	)			—
Total			89,754				19,110				9,902				14,327				133,093				(8,522	)			124,571
Operating income (loss)			5,299				1,216				(147	)			(317	)			6,051				—				6,051

Current Consolidated Third Quarter (From April 1, 2010 to December 31, 2010)

(Unit: Million Yen)

						Wacoal
		Wacoal business				business				Peach John												Elimination or
		(Domestic)				(Overseas)				business				Other				Total				corporate				Consolidated
Sales
(1) Sales to outside customers			87,344				15,349				9,161				16,519				128,373				—				128,373
(2) Internal sales or transfers among segments			1,654				4,549				47				3,278				9,528				(9,528	)			—
Total			88,998				19,898				9,208				19,797				137,901				(9,528	)			128,373
Operating income (loss)			7,906				1,494				(541	)			336				9,195				—				9,195

	Wacoal business (Domestic):		innerwear (foundation, lingerie, nightwear and children’s innerwear), outerwear, sportswear, hosiery, etc.
	Wacoal business (Overseas):		innerwear (foundation, lingerie, nightwear and children’s innerwear), outerwear, sportswear, hosiery, etc.
	Peach John business:		innerwear (foundation, lingerie, nightwear and children’s innerwear), outerwear, and other textile-related products, etc.
	Other:		innerwear (foundation, lingerie, nightwear and children’s innerwear), outerwear, other textile-related products, mannequins, shop design and implementation, etc.

(ii)		Segment Information by Region

Previous Consolidated Third Quarter (From April 1, 2009 to December 31, 2009)

(Unit: Million Yen)

		Japan				Asia				Europe/N.A.				Consolidated
Sales to outside customers			110,071				5,899				8,601				124,571
Distribution ratio			88.4	%			4.7	%			6.9	%			100.0	%
Operating income			4,272				985				794				6,051

Current Consolidated Third Quarter (From April 1, 2010 to December 31, 2010)

(Unit: Million Yen)

		Japan				Asia				Europe/N.A.				Consolidated
Sales to outside customers			112,622				6,813				8,938				128,373
Distribution ratio			87.7	%			5.3	%			7.0	%			100.0	%
Operating income			7,239				768				1,188				9,195

(6)		Notes on Significant Changes in the Amount of Total Shareholders’ Equity

     Not applicable.

(7)		Status of Sales

			Previous Third Quarter								Current Third Quarter
			(April 1, 2009 to								(April 1, 2010 to
			December 31, 2009)								December 31, 2010)								Increase/(Decrease)
Type of product			Amount				Distribution Ratio				Amount				Distribution Ratio				Amount				Distribution Ratio
			Million Yen				%				Million Yen				%				Million Yen				%
Innerwear	Foundation and lingerie			88,761				71.3				91,311				71.1				2,550				2.9
	Nightwear			7,642				6.1				6,902				5.4				(740	)			(9.7	)
	Children’s underwear			1,330				1.1				1,261				1.0				(69	)			(5.2	)
	Subtotal			97,733				78.5				99,474				77.5				1,741				1.8
Outerwear/Sportswear				13,128				10.5				13,539				10.6				411				3.1
Hosiery				1,390				1.1				1,413				1.1				23				1.7
Other textile goods and related products				5,437				4.4				5,708				4.4				271				5.0
Other				6,883				5.5				8,239				6.4				1,356				19.7
Total				124,571				100.0				128,373				100.0				3,802				3.1