<PAGE>

                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                    FORM 10-Q

Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act
of 1934

For the quarterly period ended: September 29, 2001
                               -------------------

Commission File Number: 001-15023
                        ---------

                         THE YANKEE CANDLE COMPANY, INC.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)

         MASSACHUSETTS                                   04 259 1416
-------------------------------             ------------------------------------
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
 incorporation or organization)


                              16 YANKEE CANDLE WAY
                      SOUTH DEERFIELD, MASSACHUSETTS 01373
              (Address of principal executive office and zip code)

                                 (413) 665-8306
              (Registrant's telephone number, including area code)


          Securities registered pursuant to Section 12(b) of the Act:

Common Stock, $0.01 par value                New York Stock Exchange, Inc.
      (Title of class)                  (Name of each exchange where registered)


Indicate by check mark whether 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 registrant had 54,243,798 shares of Common Stock, par value $0.01,
outstanding as of November 9, 2001.
<PAGE>

THE YANKEE CANDLE COMPANY, INC.

                  FORM 10-Q - Quarter Ended September 29, 2001

This Quarterly Report on Form 10-Q contains a number of forward-looking
statements. Any statements contained herein, including without limitation
statements to the effect that The Yankee Candle Company, Inc. (the "Company")
and its subsidiaries or its management "believes", "expects", "anticipates",
"plans" and similar expressions that relate to prospective events or
developments should be considered forward-looking statements. Readers are
cautioned not to place undue reliance on these forward-looking statements, which
speak only as of the date the statement was made. The Company undertakes no
obligation to publicly update or revise any forward-looking statements, whether
as a result of new information, future events or otherwise. There are a number
of important factors that could cause the Company's actual results to differ
materially from those indicated by such forward-looking statements. These
factors include, without limitation, those set forth below in "Management's
Discussion and Analysis of Financial Condition and Results of Operations -
Future Operating Results."

                                      Index

Item                                                                        Page
----                                                                        ----

PART I.   Financial Information
Item 1.   Financial Statements

          Condensed Consolidated Balance Sheets
          as of September 29, 2001 and December 30, 2000                      3

          Condensed Consolidated Statements of Operations
          For the Thirteen Weeks and Thirty-Nine Weeks Ended
          September 29, 2001 and September 30, 2000                           4

          Condensed Consolidated Statements of Cash Flows for
          the Thirty-Nine Weeks Ended September 29, 2001 and
          September 30, 2000                                                  5

          Notes to the Condensed Consolidated Financial Statements            6

Item 2.   Management's Discussion and Analysis of
          Financial Condition and Results of Operations                       8

PART II.  Other Information

Item 1.   Legal Proceedings                                                  14

Item 2.   Changes in Securities and Use of Proceeds                          14

Item 3.   Defaults Upon Senior Securities                                    14

Item 4.   Submission of matters to a Vote of Security Holders                14

Item 5.   Other Information                                                  14

Item 6.   Exhibits and Reports on Form 8-K                                   14

Signatures                                                                   14


                                       2
<PAGE>

PART I. Financial Information

Item 1. Condensed Consolidated Financial Statements

                THE YANKEE CANDLE COMPANY, INC. AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                                 (in thousands)


<TABLE>
<CAPTION>
                                                        September 29,    December 30,
                                                             2001            2000
                                                        -------------    ------------
                         ASSETS                          (unaudited)

<S>                                                       <C>             <C>
CURRENT ASSETS:
  Cash and cash equivalents                               $   7,698       $  13,297
  Accounts receivable, less allowance of $325 at
    September 29, 2001 and $352 at December 30, 2000         30,825          17,945
  Inventory                                                  44,168          35,036
  Prepaid expenses and other current assets                   5,693           5,419
  Deferred tax assets                                         3,027           3,027
                                                          ---------       ---------

TOTAL CURRENT ASSETS                                         91,411          74,724

PROPERTY, PLANT AND EQUIPMENT-NET                           103,640          92,875
MARKETABLE SECURITIES                                           847           1,072
CLASSIC VEHICLES                                                874             874
DEFERRED FINANCING COSTS                                      3,093           3,929
DEFERRED TAX ASSETS                                         138,061         138,061
OTHER ASSETS                                                    809             293
                                                          ---------       ---------

TOTAL ASSETS                                              $ 338,735       $ 311,828
                                                          =========       =========

            LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:
  Accounts payable                                        $  22,342       $  16,133
  Accrued interest                                              394           2,524
  Accrued payroll                                             8,676           7,757
  Accrued income taxes                                        3,816          12,006
  Other accrued liabilities                                   9,687           7,352
  Current portion of long-term debt                          31,000          30,000
                                                          ---------       ---------

TOTAL CURRENT LIABILITIES                                    75,915          75,772

DEFERRED COMPENSATION OBLIGATION                                930           1,074
LONG TERM DEBT - Less current portion                       145,500         127,512
DEFERRED RENT                                                 1,949           2,303

STOCKHOLDERS' EQUITY:
  Common stock                                                1,041           1,041
  Additional paid-in capital                                224,850         224,381
  Treasury stock                                           (213,752)       (212,988)
  Retained earnings                                         103,436          93,740
  Unearned stock compensation                                  (684)           (631)
  Accumulated other comprehensive loss                         (450)           (376)
                                                          ---------       ---------
TOTAL STOCKHOLDERS' EQUITY                                  114,441         105,167
                                                          ---------       ---------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                $ 338,735       $ 311,828
                                                          =========       =========
</TABLE>

See Notes to Condensed Consolidated Financial Statements


                                       3
<PAGE>

                THE YANKEE CANDLE COMPANY, INC. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                      (in thousands, except per share data)
                                   (Unaudited)

<TABLE>
<CAPTION>
                                             For the Thirteen Weeks Ended   For the Thirty-Nine Weeks Ended
                                             ----------------------------   -------------------------------
                                             September 29,  September 30,    September 29,   September 30,
                                                 2001           2000             2001             2000
                                             -------------  -------------    -------------   -------------

<S>                                           <C>             <C>              <C>             <C>
Net sales                                     $  84,939       $  75,747        $ 222,489       $ 197,415
Cost of goods sold                               39,910          35,706          108,057          91,689
                                              ---------       ---------        ---------       ---------

Gross profit                                     45,029          40,041          114,432         105,726
Selling expenses                                 18,657          15,832           52,989          43,436
General and administrative expenses              10,093           8,145           28,938          23,622
Restructuring charge                                 --              --            8,000              --
                                              ---------       ---------        ---------       ---------

Income from operations                           16,279          16,064           24,505          38,668
Interest income                                      (4)            (39)             (64)           (150)
Interest expense                                  2,401           4,379            8,773          12,362
Other (income) expense                               28             (21)            (100)             13
                                              ---------       ---------        ---------       ---------

Income before provision for income taxes         13,854          11,745           15,896          26,443
Provision for income taxes                        5,403           4,698            6,200          10,577
                                              ---------       ---------        ---------       ---------

Net income                                    $   8,451       $   7,047        $   9,696       $  15,866
                                              =========       =========        =========       =========

Basic earnings per share                      $    0.16       $    0.13        $    0.18       $    0.30
                                              =========       =========        =========       =========

Diluted earnings per share                    $    0.16       $    0.13        $    0.18       $    0.29
                                              =========       =========        =========       =========

Weighted average shares:
     Basic                                       53,309          52,900           53,514          52,900
                                              =========       =========        =========       =========

     Diluted                                     54,506          54,695           54,661          54,662
                                              =========       =========        =========       =========
</TABLE>

See Notes to Condensed Consolidated Financial Statements


                                       4
<PAGE>

                THE YANKEE CANDLE COMPANY, INC. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (in thousands)
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                        For the Thirty-Nine Weeks Ended
                                                                        -------------------------------
                                                                        September 29,     September 30,
                                                                             2001              2000
                                                                        -------------     -------------
<S>                                                                       <C>                <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net income                                                              $  9,696           $ 15,866
  Adjustments to reconcile net income to net cash
  Used in operating activities:
    Depreciation and amortization                                           10,271              7,403
    Write-down of Utah equipment                                             2,124                 --
    Loss on disposal of fixed assets and classic vehicles                        8                 33
    Unrealized loss on marketable equity securities                            137                 16
    Non-cash stock compensation                                                408                454

  Changes in assets and liabilities:
    Accounts receivable-net                                                (12,909)           (15,115)
    Inventory                                                               (9,190)           (24,225)
    Prepaid expenses and other assets                                         (801)            (1,858)
    Accounts payable                                                         6,213              5,357
    Accrued expenses and other liabilities                                  (7,561)              (665)
                                                                          --------           --------

NET CASH USED IN OPERATING ACTIVITIES                                       (1,604)           (12,734)
                                                                          --------           --------

CASH FLOWS FROM INVESTING ACTIVITIES:
    Purchase of equipment                                                  (22,569)           (31,851)
    Proceeds from sale of equipment                                            230                  4
    Investments in marketable equity securities                                 88               (279)
                                                                          --------           --------

NET CASH USED IN INVESTING ACTIVITIES                                      (22,251)           (32,126)
                                                                          --------           --------

CASH FLOWS FROM FINANCING ACTIVITIES:
    Payments for expenses related to the sale of common stock                   --                (97)
    Payments for redemption of common stock                                   (764)                --
    Net borrowings (repayments) under bank credit agreements and other      41,534             53,594
    Principal payments on long-term debt and capital lease obligations     (22,500)           (22,500)
                                                                          --------           --------

NET CASH PROVIDED BY FINANCING ACTIVITIES                                   18,270             30,997
                                                                          --------           --------

EFFECT OF EXCHANGE RATE ON CASH                                                (14)               (76)

NET DECREASE IN CASH AND CASH EQUIVALENTS                                   (5,599)           (13,939)

CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD                              13,297             23,569
                                                                          --------           --------

CASH AND CASH EQUIVALENTS, END OF PERIOD                                  $  7,698           $  9,630
                                                                          ========           ========

SUPPLEMENTAL DISCLOSURES:
Cash paid during the period for:
  Interest                                                                $  8,888           $ 11,327
  Income taxes                                                            $ 14,389           $ 11,778

</TABLE>

See Notes to Condensed Consolidated Financial Statements


                                       5
<PAGE>

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                      (in thousands, except per share data)
                                   (Unaudited)

1.   BASIS OF PRESENTATION

The unaudited interim condensed consolidated financial statements of The Yankee
Candle Company, Inc. (the "Company") and its subsidiaries have been prepared in
accordance with accounting principles generally accepted in the United States of
America ("generally accepted accounting principles"). The financial information
included herein is unaudited; however, in the opinion of management such
information contains all adjustments necessary for a fair presentation of the
results for such periods. In addition, the Company believes such information
reflects all adjustments (consisting of normal recurring accruals) necessary for
a fair presentation of financial position and results of operations, cash flows
and comprehensive income for such periods. All intercompany transactions and
balances have been eliminated. The results of operations for the interim periods
are not necessarily indicative of the results to be expected for the full fiscal
year ending December 29, 2001.

Certain information and disclosures normally included in the notes to
consolidated financial statements have been condensed or omitted as permitted by
the rules and regulations of the Securities and Exchange Commission, although
the Company believes the disclosure is adequate to make the information
presented not misleading. The accompanying unaudited condensed consolidated
financial statements should be read in conjunction with the audited consolidated
financial statements of the Company for the year ended December 30, 2000.

2.   INVENTORIES

Inventory quantities are substantiated through the completion of quarter end
physical inventory counts. Inventories are stated at the lower of cost or market
on a last-in first-out ("LIFO") basis.

The components of inventory were as follows:

                                September 29,    December 30,
                                    2001             2000
                                -------------    ------------

Finished goods, net                $38,492         $26,687
Work-in-process                        371              15
Raw materials and packaging          5,305           8,334
                                   -------         -------
                                   $44,168         $35,036
                                   =======         =======

3.   INCOME TAXES

The Company's effective tax rate in the thirteen weeks and the thirty-nine weeks
ended September 29, 2001 and September 30, 2000 was 39% and 40%, respectively.
The Company provides for income taxes at the end of each interim period based on
the estimated effective tax rate for a full fiscal year.

4.   EARNINGS PER SHARE

Under SFAS No. 128, the Company provides dual presentation of earnings per share
("EPS") on a basic and diluted basis. The computation of basic earnings per
share is based on the weighted average number of common shares outstanding
during the period. The computation of diluted earnings per share includes the
dilutive effect of (i) common stock equivalents consisting of certain shares
subject to stock options and (ii) contingently returnable shares. The following
summarizes the effects of the assumed issuance of dilutive securities on
weighted average shares.

<TABLE>
<CAPTION>
                                                    Thirteen Weeks Ended        Thirty-Nine Weeks Ended
                                                ---------------------------   ---------------------------
                                                September 29, September 30,   September 29, September 30,
                                                    2001          2000            2001          2000
                                                ------------- -------------   ------------- -------------
<S>                                                <C>           <C>             <C>           <C>
Weighted average basic shares outstanding          53,309        52,900          53,514        52,900
Contingently returnable shares and shares
issuable pursuant to stock option grants            1,197         1,795           1,147         1,762
                                                   ------        ------          ------        ------
Weighted average diluted shares outstanding        54,506        54,695          54,661        54,662
                                                   ======        ======          ======        ======
</TABLE>


                                       6
<PAGE>
5.   COMPREHENSIVE INCOME

Comprehensive income includes all changes in equity during the period. It has
two components: net income and other comprehensive income. Comprehensive income,
net of related tax effects, is as follows:

<TABLE>
<CAPTION>
                                            Thirteen Weeks Ended             Thirty-Nine Weeks Ended
                                        -----------------------------    ------------------------------
                                        September 29,   September 30,    September 29,    September 30,
                                            2001            2000             2001             2000
                                        -------------   -------------    -------------    -------------
<S>                                       <C>             <C>              <C>              <C>
Net income                                $  8,451        $  7,047         $  9,696         $ 15,866
Other comprehensive income (loss):
     Translation adjustment                    288            (134)             (74)            (425)
                                          --------        --------         --------         --------
Total other comprehensive income               288            (134)             (74)            (425)
                                          --------        --------         --------         --------
Comprehensive income                      $  8,739        $  6,913         $  9,622         $ 15,441
                                          ========        ========         ========         ========
</TABLE>

6.   SEGMENT INFORMATION

The Company has segmented its operations in a manner that reflects how its chief
operating decision-maker (the "CEO") currently reviews the results of the
Company and its subsidiaries' businesses. The Company has two reportable
segments - retail and wholesale. The identification of these segments results
from management's recognition that while the product sold is similar, the type
of customer for the product and services and the methods used to distribute the
product are different.

<TABLE>
<CAPTION>
                                                                                                         Balance per
Thirteen Weeks                                                               Unallocated/                  Condensed
Ended                                                                          Corporate/               Consolidated
September 29, 2001                                Retail       Wholesale            Other   Statements of Operations
------------------                              --------       ---------     ------------   ------------------------
<S>                                             <C>             <C>              <C>                        <C>
Net sales                                       $ 40,661        $ 44,278         $     --                   $ 84,939
Gross profit                                      25,434          19,595               --                     45,029
Operating margin                                   8,952          17,420          (10,093)                    16,279
Unallocated costs                                     --              --           (2,425)                    (2,425)
Income before provision for income taxes              --              --               --                   $ 13,854

<Caption>

                                                                                                         Balance per
Thirteen Weeks                                                               Unallocated/                  Condensed
Ended                                                                          Corporate/               Consolidated
September 30, 2000                                Retail       Wholesale            Other   Statements of Operations
------------------                              --------       ---------     ------------   ------------------------
<S>                                             <C>             <C>              <C>                        <C>
Net sales                                       $ 35,976        $ 39,771         $     --                   $ 75,747
Gross profit                                      22,944          17,097               --                     40,041
Operating margin                                   9,035          15,174           (8,145)                    16,064
Unallocated costs                                     --              --           (4,319)                    (4,319)
Income before provision for income taxes              --              --               --                   $ 11,745

<Caption>
                                                                                                         Balance per
Thirty-Nine Weeks                                                            Unallocated/                  Condensed
Ended                                                                          Corporate/               Consolidated
September 29, 2001                                Retail       Wholesale            Other   Statements of Operations
------------------                              --------       ---------     ------------   ------------------------
<S>                                             <C>             <C>              <C>                        <C>
Net sales                                       $109,531        $112,958         $     --                   $222,489
Gross profit                                      66,623          47,809               --                    114,432
Operating margin                                  20,071          41,372          (36,938)                    24,505
Unallocated costs                                     --              --           (8,609)                    (8,609)
Income before provision for income taxes              --              --               --                   $ 15,896

<Caption>
                                                                                                         Balance per
Thirty-Nine Weeks                                                            Unallocated/                  Condensed
Ended                                                                          Corporate/               Consolidated
September 30, 2000                                Retail       Wholesale            Other   Statements of Operations
------------------                              --------       ---------     ------------   ------------------------
<S>                                             <C>             <C>              <C>                        <C>
Net sales                                       $ 87,251        $110,164         $     --                   $197,415
Gross profit                                      56,272          49,454               --                    105,726
Operating margin                                  18,877          43,413          (23,622)                    38,668
Unallocated costs                                     --              --          (12,225)                   (12,225)
Income before provision for income taxes              --              --               --                   $ 26,443
</TABLE>

                                       7
<PAGE>

7.   RESTRUCTURING CHARGE

On February 14, 2001, the Company announced plans to consolidate and restructure
its distribution, manufacturing and supply chain operations. In connection with
this decision, the Company shut down its Utah distribution facility and
restructured its distribution and manufacturing work-force. As a result of this
plan, the Company recorded a pre-tax restructuring charge of approximately $8.0
million in the first quarter of fiscal 2001. The major components of this charge
were severance costs and other employee related costs, the write-down of
non-recoverable leasehold improvements, fixture and equipment investments and
estimated continuing occupancy expense, net of anticipated sub-lease income. The
Company's workforce was reduced by approximately 450 employees as a result of
this restructuring. An analysis of the restructuring reserve is as follows:

<TABLE>
<CAPTION>
                      For the thirteen weeks ended                For the thirteen weeks ended     For the thirteen weeks ended
                             March 31, 2001                              June 30, 2001                  September 29, 2001
           -------------------------------------------------   ---------------------------------   ----------------------------
           Accrued as of                       Accrued as of                         Accrued as                  Accrued as of
            December 30,                         March 31,      Costs    Change in   of June 30,      Costs      September 29,
                2000      Expense  Costs Paid      2001          Paid    Estimates      2001           Paid          2001
           -------------  -------  ----------  -------------   --------  ---------   -----------     --------    -------------
<S>           <C>         <C>       <C>           <C>          <C>        <C>          <C>           <C>            <C>
Occupancy     $    --     $ 2,635   $  (134)      $ 2,501      $  (204)   $    --      $ 2,297       $  (233)       $ 2,064
Employee           --       2,635    (1,386)        1,249         (736)        78          591          (202)           389
related
Other              --         606      (476)          130          (35)       (78)          17           (17)            --
              -------     -------   -------       -------      -------    -------      -------       -------        -------
  Total       $    --     $ 5,876   $(1,996)      $ 3,880      $  (975)   $    --      $ 2,905       $  (452)       $ 2,453
              =======     =======   =======       =======      =======    =======      =======       =======        =======
</TABLE>

In addition, as described above, the Company recorded a $2,124 pre-tax
write-down of non-recoverable leasehold improvements, fixture and equipment
investments at its Utah facility.

8.   NEW ACCOUNTING PRONOUNCEMENTS

In August 2001, SFAS No. 144, "Accounting for the Impairment or Disposal of
Long-Lived Assets" was issued. This statement amends the provisions of SFAS 121,
"Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to
be Disposed of" and Accounting Principles Board No. 30, "Reporting Results of
Operations - Reporting the Effects of Disposal of a Segment of a Business, and
Extraordinary, Unusual and Infrequently Occurring Events and Transactions." This
statement, which excludes goodwill from its scope, establishes the methodology
to be used for evaluating (i) long-lived assets to be held and used, (ii)
long-lived assets to be disposed of other than by sale, and (iii) long-lived
assets to be disposed of by sale, for both ongoing and discontinued operations.
In addition, SFAS No. 144 broadens the treatment of discontinued operations to
include components of an entity, rather than just segments of a business. SFAS
No. 144 is required to be adopted by the Company in fiscal 2002. The Company has
not completed the process of evaluating the impact that will result from
adopting this statement and is therefore unable to disclose the impact that
adopting SFAS No. 144 will have on its financial position and results of
operations.

Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations

RESULTS OF OPERATIONS

NET SALES

Net sales increased 12.2% to $84.9 million for the thirteen weeks ended
September 29, 2001 from $75.7 million for the thirteen weeks ended September 30,
2000; and increased 12.7% to $222.5 million for the thirty-nine weeks ended
September 29, 2001 from $197.4 million for the thirty-nine weeks ended September
30, 2000.

Wholesale sales increased 11.1% to $44.2 million for the thirteen weeks ended
September 29, 2001 from $39.8 million for the thirteen weeks ended September 30,
2000; and increased 2.5% to $113.0 million for the thirty-nine weeks ended
September 29, 2001 from $110.2 million for the thirty-nine weeks ended September
30, 2000. This growth was achieved both by increasing sales to existing
customers and increasing the number of wholesale locations.

Retail sales increased 13.1% to $40.7 million for the thirteen weeks ended
September 29, 2001 from $36.0 million for the thirteen weeks ended September 30,
2000; and increased 25.4% to $109.5 million for the thirty-nine weeks ended
September 29, 2001 from $87.3 million for the thirty-nine weeks ended September
30, 2000. There were 182 retail stores open as of September 29, 2001 compared to
142 retail stores open as of September 30, 2000 and 147 retail stores open as of
December 30, 2000. Comparable store and mailorder hub sales increased 1% for
the quarter ended September 29, 2001 and increased 8% for the thirty-nine weeks
ended September 29, 2001. Retail comparable store sales decreased 3% for the
quarter ended September 29, 2001 and increased 2% for the thirty-nine weeks
ended


                                       8
<PAGE>

September 29, 2001. There were 139 retail stores included in the comparable
store base as of September 29, 2001. The increase in retail sales for the
thirteen weeks ended September 29, 2001 was achieved by increasing the number of
retail stores and increasing sales in mailorder operations. The increase in
retail sales for the nine months ended September 29, 2001 was achieved by
increasing the number of retail stores, increasing sales in existing retail
stores and increasing sales in mailorder operations.

GROSS PROFIT

Gross profit increased 12.5% to $45.0 million for the thirteen weeks ended
September 29, 2001 from $40.0 million for the thirteen weeks ended September 30,
2000; and increased 8.2% to $114.4 million for the thirty-nine weeks ended
September 29, 2001 from $105.7 million for the thirty-nine weeks ended September
30, 2000. As a percentage of sales, gross profit increased to 53.0% for the
thirteen weeks ended September 29, 2001 from 52.8% for the thirteen weeks ended
September 30, 2000; and decreased to 51.4% for the thirty-nine weeks ended
September 29, 2001 from 53.5% for the thirty-nine weeks ended September 30,
2000. The increase in gross profit for the thirteen weeks ended September 29,
2001 in dollars and as a percentage of sales was primarily attributable to the
increase in sales. The decrease in gross profit as a percentage of sales for the
thirty-nine weeks ended September 29, 2001 was primarily attributable to
inefficiencies in supply chain operations experienced in the first quarter of
2001, the higher mix of sales associated with the Company's fragrance of the
month sales program, the higher mix of non-manufactured sales and discounts
associated with the sell-through of holiday merchandise in the retail business
during the first quarter. The supply chain inefficiencies were addressed during
the first quarter of fiscal 2001 as part of the Company's restructuring plan.

SELLING EXPENSES

Selling expenses increased 18.4% to $18.7 million for the thirteen weeks ended
September 29, 2001 from $15.8 million for the thirteen weeks ended September 30,
2000; and increased 22.1% to $53.0 million for the thirty-nine weeks ended
September 29, 2001 from $43.4 million for the thirty-nine weeks ended September
30, 2000. These expenses are related to both wholesale and retail operations and
consist of payroll, occupancy, advertising and other operating costs, as well as
preopening costs, which are expensed as incurred. As a percentage of sales,
selling expenses increased to 22.0% for the thirteen weeks ended September 29,
2001 from 20.9% for the thirteen weeks ended September 30, 2000; and increased
to 23.8% for the thirty-nine weeks ended September 29, 2001 from 22.0% for the
thirty-nine weeks ended September 30, 2000. The increase in selling expense in
dollars and as a percentage of sales for the thirteen and the thirty-nine weeks
ended September 29, 2001 was primarily related to the continued growth in the
number of retail stores, from 142 as of September 30, 2000 to 182 as of
September 29, 2001. Retail sales, which have higher selling expenses as a
percent of sales than wholesale sales, represented 47.9% of total sales in the
thirteen weeks ended September 29, 2001 compared to 47.5% in the thirteen weeks
ended September 30, 2000; and 49.2% of total sales in the thirty-nine weeks
ended September 29, 2001 compared to 44.2% in the thirty-nine weeks ended
September 30, 2000. The increase in selling expense as a percentage of sales is
also explained by the heavy weighting of new stores. The Company opened 45 new
stores in the fifty-two weeks ended December 30, 2000 and 35 new stores in the
thirty-nine weeks ended September 29, 2001. New stores typically generate lower
operating margin contributions than stores that have been open for more than one
year since fixed costs, as a percent of sales, are higher during the early sales
maturation period. In fact, excluding the sales and selling expenses of the 2000
and 2001 store classes from the thirty-nine weeks ended September 29, 2001, and
the sales and selling expenses of the 2000 store class from the thirty-nine
weeks ended September 30, 2000, store selling expense declined as a percentage
of sales.

SEGMENT PROFITABILITY

Segment profitability is net sales less cost of sales and selling expenses.
Segment profitability for the Company's wholesale operations, including Europe,
was $17.4 million, or 39.4% of wholesale sales, for the thirteen weeks ended
September 29, 2001 compared to $15.2 million, or 38.2% of wholesale sales, for
the thirteen weeks ended September 30, 2000. Segment profitability for the
Company's retail operations was $9.0 million, or 22.1% of retail sales, for the
thirteen weeks ended September 29, 2001 compared to $9.0 million, or 25.0% of
retail sales, for the thirteen weeks ended September 30, 2000. The increase in
segment profitability in dollars for the thirteen weeks ended September 29, 2001
was primarily attributable to the increase in sales.

Segment profitability for the Company's wholesale operations, including Europe,
was $41.4 million, or 36.6% of wholesale sales, for the thirty-nine weeks ended
September 29, 2001 compared to $43.4 million, or 39.4% of wholesale sales, for
the thirty-nine weeks ended September 30, 2000. Segment profitability for the
Company's retail operations was $20.1 million, or 18.4% of retail sales, for the
thirty-nine weeks ended September 29, 2001 compared to $18.9 million, or 21.6%
of retail sales, for the thirty-nine weeks ended September 30, 2000. The
decrease in segment profitability as a percentage of sales for the thirty-nine
weeks ended September 29, 2001 was primarily attributable to inefficiencies in
supply chain operations experienced in the first quarter of 2001, the higher mix
of sales associated


                                       9
<PAGE>

with the Company's fragrance of the month sales program, the higher mix of
non-manufactured sales and discounts associated with the sell-through of holiday
merchandise in the retail business during the first quarter. The supply chain
inefficiencies were addressed during the first quarter of fiscal 2001 as part of
the Company's restructuring plan.

GENERAL AND ADMINISTRATIVE EXPENSES

General and administrative expenses, which consist primarily of
personnel-related costs incurred in the administration of support functions,
increased 24.7% to $10.1 million for the thirteen weeks ended September 29, 2001
from $8.1 million for the thirteen weeks ended September 30, 2000; and increased
22.5% to $28.9 million for the thirty-nine weeks ended September 29, 2001 from
$23.6 million for the thirty-nine weeks ended September 30, 2000. As a
percentage of sales, general and administrative expenses increased to 11.9% for
the thirteen weeks ended September 29, 2001 from 10.8% for the thirteen weeks
ended September 30, 2000; and increased to 13.0% for the thirty-nine weeks ended
September 29, 2001 from 12.0% for the thirty-nine weeks ended September 30,
2000. The increase in general and administrative expenses was primarily due to
the new systems infrastructure installed in the last half of fiscal 2000 and
occupancy expenses associated with the new headquarters building opened in May
2001.

RESTRUCTURING CHARGE

Restructuring charge was $8.0 million for the thirty-nine weeks ended September
29, 2001 to record costs associated with the Company's decision to consolidate
and restructure its distribution, manufacturing and supply chain operations. The
Company shut down its Utah distribution facility and restructured its
distribution and manufacturing work-force during the thirty-nine weeks ended
September 29, 2001. Included in the restructuring charge is severance and other
employee related costs, the non-cash write-down of non-recoverable leasehold
improvements, fixture and equipment investments and estimated continuing
occupancy expense, net of anticipated sub-lease income. An analysis of the
restructuring reserve is as follows:

<TABLE>
<CAPTION>
                      For the thirteen weeks ended                For the thirteen weeks ended     For the thirteen weeks ended
                             March 31, 2001                              June 30, 2001                  September 29, 2001
           -------------------------------------------------   ---------------------------------   ----------------------------
           Accrued as of                       Accrued as of                         Accrued as                  Accrued as of
            December 30,                         March 31,      Costs    Change in   of June 30,      Costs      September 29,
                2000      Expense  Costs Paid      2001          Paid    Estimates      2001           Paid          2001
           -------------  -------  ----------  -------------   --------  ---------   -----------      -------    -------------
<S>            <C>        <C>       <C>           <C>          <C>        <C>         <C>             <C>           <C>
Occupancy      $  --      $ 2,635   $  (134)      $ 2,501      $  (204)   $    --      $ 2,297        $ (233)       $ 2,064
Employee          --        2,635    (1,386)        1,249         (736)        78          591          (202)           389
related
Other             --          606      (476)          130          (35)       (78)          17           (17)            --
               -----      -------   -------       -------      -------    -------      -------        ------        -------
  Total        $  --      $ 5,876   $(1,996)      $ 3,880      $  (975)   $    --      $ 2,905        $ (452)       $ 2,453
               =====      =======   =======       =======      =======    =======      =======        ======        =======
</Table>

In addition, as described above, the Company recorded a $2,124 pre-tax
write-down of non-recoverable leasehold improvements, fixture and equipment
investments at its Utah facility.

NET OTHER EXPENSE

Net other expense was $2.4 million, or 2.8% of sales, for the thirteen weeks
ended September 29, 2001 compared to $4.3 million, or 5.7% of sales, for the
thirteen weeks ended September 30, 2000; and $8.6 million, or 3.9% of sales, for
the thirty-nine weeks ended September 29, 2001 compared to $12.2 million, or
6.2% of sales, for the thirty-nine weeks ended September 30, 2000. The primary
component of the expense in each of these periods was interest expense, which
was $2.4 million in the thirteen weeks ended September 29, 2001 compared to $4.4
million in the thirteen weeks ended September 30, 2000; and $8.8 million for the
thirty-nine weeks ended September 29, 2001 compared to $12.4 million for the
thirty-nine weeks ended September 30, 2000. Interest expense in the thirteen
weeks and the thirty-nine weeks ended September 29, 2001 decreased when compared
to the same periods in the prior year primarily due to a reduction in the total
debt outstanding from $217.0 million at September 30, 2000 to $176.5 million at
September 29, 2001. In addition, the decrease in interest rates for the thirteen
and thirty-nine weeks ended September 29, 2001 compared to the prior year had a
favorable impact on interest expense.

PROVISION FOR INCOME TAXES

The Company's effective tax rate for the thirteen and the thirty-nine week
periods ended September 29, 2001 and September 30, 2000 was 39% and 40%,
respectively. The Company records income taxes based on the effective tax rate
expected for the year.


                                       10
<PAGE>

LIQUIDITY AND CAPITAL RESOURCES

Cash and cash equivalents decreased by $5.6 million compared to December 30,
2000. This decrease was partially attributable to cash used in operating
activities of $1.6 million, which includes a $14.4 million payment of corporate
income taxes for fiscal 2000 and fiscal 2001. Capital expenditures for the
thirty-nine weeks ended September 29, 2001 were $22.6 million, primarily related
to the capital requirements to open 35 new stores, investments in logistics
operations including the opening of a new distribution center in April 2001,
information systems and manufacturing operations. Net cash provided by financing
activities was $18.3 million in the thirty-nine weeks ended September 29, 2001
which primarily represents net borrowings during the quarter on the Company's
credit facility.

The Company opened 35 new retail stores during the thirty-nine weeks ended
September 29, 2001 and expects to open approximately ten additional stores
during the final thirteen weeks of fiscal 2001. In addition, the Company plans
to continue to make investments in manufacturing equipment, information systems,
logistics operations and store redesign to improve operational efficiencies and
customer service. The Company expects to meet these cash requirements through a
combination of available cash, operating cash flow and borrowings under its
credit facility.

As of September 29, 2001, the Company was in compliance with all covenants under
its credit facility. Available borrowings under the revolving credit facility
were $63.5 million.

The Company expects that its current cash and cash equivalents and the funds
available under its revolving credit and term loan facility will be sufficient
to fund its planned store openings, other recurring operational cash needs and
costs associated with its restructuring for the next twelve months.

IMPACT OF INFLATION

The Company does not believe inflation has a significant impact on its
operations. The prices of its products have not varied based on the movement of
the consumer price index. The majority of material and labor costs are not
materially affected by inflation.

RECENT ACCOUNTING PRONOUNCEMENTS

In August 2001, SFAS No. 144, "Accounting for the Impairment or Disposal of
Long-Lived Assets" was issued. This statement amends the provisions of SFAS 121,
"Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to
be Disposed of" and Accounting Principles Board No. 30, "Reporting Results of
Operations - Reporting the Effects of Disposal of a Segment of a Business, and
Extraordinary, Unusual and Infrequently Occurring Events and Transactions." This
statement, which excludes goodwill from its scope, establishes the methodology
to be used for evaluating (i) long-lived assets to be held and used, (ii)
long-lived assets to be disposed of other than by sale, and (iii) long-lived
assets to be disposed of by sale, for both ongoing and discontinued operations.
In addition, SFAS No. 144 broadens the treatment of discontinued operations to
include components of an entity, rather than just segments of a business. SFAS
No. 144 is required to be adopted by the Company in fiscal 2002. The Company has
not completed the process of evaluating the impact that will result from
adopting this statement and is therefore unable to disclose the impact that
adopting SFAS No. 144 will have on its financial position and results of
operations.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The Company's market risks relate primarily to changes in interest rates. The
Company bears this risk in two specific ways. First, it has debt outstanding. At
September 29, 2001 there was $176.5 million of debt outstanding, which consisted
of $90.0 million in term loans and $86.5 million from its revolving credit
facility. Because this debt carries a variable interest rate pegged to market
indices, the Company's statements of operations and cash flows are exposed to
changes in interest rates.

The Company buys a variety of raw materials for inclusion in its products. The
only raw material that it considers to be of a commodity nature is wax. Wax is a
petroleum-based product, however, its market price has not historically
fluctuated with the movement of oil prices. Rather, over the past five years wax
prices have moved with inflation.

At this point in time, the Company's operations outside of the United States are
immaterial. Accordingly, it is not exposed to substantial risks arising from
foreign currency exchange rates.


                                       11
<PAGE>

FUTURE OPERATING RESULTS

As referenced above, there are a number of factors that might cause the
Company's actual results to differ significantly from the results reflected by
the forward-looking statements contained herein. In addition to factors
generally affecting the political, economic and competitive conditions in the
United States and abroad, such factors include those set forth below.

THE COMPANY MAY NOT BE ABLE TO GROW ITS BUSINESS AS PLANNED.

Yankee Candle intends to continue to pursue a business strategy of increasing
sales and earnings by expanding its retail and wholesale operations both in the
United States and internationally. The Company's retail growth strategy depends
in large part on its ability to open new stores in both existing and new
geographic markets. Because Yankee Candle's ability to implement its growth
strategy successfully will be dependent in part on factors beyond its control,
including changes in consumer preferences and in its competitive environment,
the Company may not be able to achieve its planned growth or sustain its
financial performance. Yankee Candle's ability to anticipate changes in the
candle and giftware industries, and identify industry trends will be critical
factors in its ability to remain competitive. The Company expects that, as it
grows, it will become more difficult to maintain the Company's growth rate. The
Company cannot give assurances that it will continue to grow at a rate
comparable to Yankee Candle's historic growth rate or that its historic
financial performance will continue as the Company grows.

THE COMPANY FACES SIGNIFICANT COMPETITION IN THE GIFTWARE INDUSTRY, WHICH COULD
ADVERSELY AFFECT ITS FUTURE OPERATING RESULTS, FINANCIAL CONDITION AND LIQUIDITY
AND ITS ABILITY TO CONTINUE TO GROW ITS BUSINESS.

Yankee Candle competes generally for the disposable income of consumers with
other producers in the giftware industry. The giftware industry is highly
competitive with a large number of both large and small participants. Yankee
Candle's products compete with other scented and unscented candle products and
with other gifts within a comparable price range, like boxes of candy, flowers,
wine, fine soap and related merchandise. Yankee Candle's competitors include
candle manufacturers and a variety of retail formats such as franchised candle
store chains, specialty candle stores, gift and houseware retailers, department
stores, mass market stores and mail order houses. Some of these competitors are
part of large, diversified companies having greater financial resources and a
wider range of product offerings than Yankee Candle. This competitive
environment could adversely affect the Company's future revenues and profits,
financial condition and liquidity and its ability to continue to grow its
business.

YANKEE CANDLE INCURRED INDEBTEDNESS IN CONNECTION WITH ITS 1998
RECAPITALIZATION, AND SERVICING ITS INDEBTEDNESS COULD REDUCE FUNDS AVAILABLE TO
GROW ITS BUSINESS.

At September 29, 2001, there was $176.5 million of debt outstanding, which
consisted of $90.0 million in term loans and $86.5 million from its revolving
credit facility. Although Yankee Candle believes that its cash flow from
operations and its available financing should be sufficient to meet its
anticipated requirements for growing the business and servicing its debt, the
Company's level of long-term indebtedness could reduce funds available to grow
its business in the future.

YANKEE CANDLE'S SUCCESS DEPENDS ON ITS SENIOR EXECUTIVE OFFICERS, THE LOSS OF
WHOM COULD DISRUPT THE COMPANY'S BUSINESS.

The Company's success is substantially dependent upon the retention of its
senior executive officers. If the Company's senior executive officers become
unable or unwilling to participate in the business of Yankee Candle, its future
business and financial performance could be materially affected.

BECAUSE YANKEE CANDLE IS NOT A DIVERSIFIED COMPANY AND IS DEPENDENT UPON ONE
INDUSTRY, YANKEE CANDLE HAS LESS FLEXIBILITY IN REACTING TO UNFAVORABLE CONSUMER
TRENDS, ADVERSE ECONOMIC CONDITIONS OR BUSINESS CYCLES.

THE LOSS OF THE COMPANY'S MANUFACTURING FACILITY WOULD DISRUPT ITS OPERATIONS.

Yankee Candle relies exclusively on its manufacturing facility in Whately,
Massachusetts to produce its candle products. Because most of its machinery is
designed or customized by Yankee Candle to manufacture its products, and because
the Company has strict quality control standards for its products, the loss of
its manufacturing facility, due to natural disaster or otherwise, would
materially affect the Company's operations. Although Yankee Candle's
manufacturing facility is adequately insured, the Company believes it would take
a minimum of nine months to replace the plant and machinery to a level
equivalent to their current level of production and quality control standards.


                                       12
<PAGE>

THE COMPANY MAY EXPERIENCE A DECLINE IN ITS RETAIL COMPARABLE STORE SALES, WHICH
COULD CAUSE THE PRICE OF ITS COMMON STOCK TO DROP.

Comparable store sales from the Company's retail business have contributed to
Yankee Candle's overall sales growth. The Company's retail comparable store
sales could be adversely impacted by competition or Yankee Candle's inability to
execute its business strategy. If the Company's retail comparable store sales
decline for any reason, Yankee Candle could experience a decline in its revenues
and income, which could lower the price of the Company's common stock.

SEASONAL AND QUARTERLY FLUCTUATIONS IN THE COMPANY'S BUSINESS COULD AFFECT THE
MARKET FOR ITS COMMON STOCK.

Yankee Candle's net sales and operating results vary from quarter to quarter.
The Company has historically realized higher net sales and operating income in
its fourth quarter, particularly in its retail business, which is the larger
portion of the Company's sales. Yankee Candle believes that this has been due
primarily to an increase in giftware industry sales during the holiday season of
the fourth quarter. As a result of this seasonality, the Company believes that
quarter to quarter comparisons of its operating results are not necessarily
meaningful and that these comparisons cannot be relied upon as indicators of
future performance. In addition, Yankee Candle may also experience quarterly
fluctuations in its net sales and income depending on various factors,
including, among other things, the number of new retail stores the Company opens
in a particular quarter, changes in the ordering patterns of our wholesale
customers during a particular quarter, and the mix of products sold. Most of the
Company's operating expenses, such as rent expense, advertising and promotional
expense and employee wages and salaries, do not vary directly with net sales and
are difficult to adjust in the short term. As a result, if net sales for a
particular quarter are below the Company's expectations, the Company could not
proportionately reduce operating expenses for that quarter, and therefore a net
sales shortfall could have a disproportionate effect on the Company's operating
results for that quarter. As a result of these factors, Yankee Candle may report
in the future net sales and operating results that do not match the expectations
of market analysts and investors. This could cause the trading price of the
Company's common stock to decline.

YANKEE CANDLE IS CONTROLLED BY FORSTMANN LITTLE & CO., WHOSE INTERESTS MAY
CONFLICT WITH THOSE OF OTHER STOCKHOLDERS.

Partnerships affiliated with Forstmann Little & Co. own approximately 63% of the
Company's outstanding common stock and control the Company. Accordingly, they
are able to:

-   elect the Company's entire board of directors,

-   control the Company's management and policies, and

-   determine, without the consent of the Company's other stockholders, the
    outcome of any corporate transaction or other matter submitted to the
    Company's stockholders for approval, including mergers, consolidations and
    the sale of all or substantially all of the Company's assets.

They are also able to prevent or cause a change in control of Yankee Candle and
are able to amend the Company's Articles of Organization and By-Laws at any
time. The interests of the Forstmann Little partnerships also may conflict with
the interests of the other holders of common stock.


                                       13
<PAGE>

                           PART II. OTHER INFORMATION

Item 1.   Legal Proceedings
          Not Applicable

Item 2.   Changes in Securities and Use of Proceeds
          Not Applicable

Item 3.   Defaults Upon Senior Securities
          Not Applicable

Item 4.   Submission of Matters to a Vote of Security Holders

          The Company held its 2001 Annual Meeting of Stockholders (the "Annual
          Meeting") on June 13, 2001. At the Annual Meeting, the following
          matters were submitted to a vote of the stockholders and the following
          actions were taken with respect thereto:

          The Stockholders elected Michael J. Kittredge, Ronald L. Sargent and
          Dale F. Frey as Class II directors of the Company, to serve until the
          2004 Annual Meeting or until their successors are duly elected and
          qualified. Holders of 53,671,552 shares of common stock voted to elect
          Mr. Kittredge. Holders of 53,778,975 shares of common stock voted to
          elect Mr. Sargent. Holders of 36,048,691 shares of common stock voted
          to elect Mr. Frey.

          The stockholders voted to ratify the appointment of Deloitte & Touche
          L.L.P. as the Company's independent auditors for the current fiscal
          year by a vote of 53,754,200 shares of common stock in favor, 24,965
          shares of common stock against, and 9,280 shares of common stock
          abstaining.

          No other matters were submitted to a vote of the stockholders at the
          Annual Meeting.

Item 5.   Other Information
          Not Applicable

Item 6.   Exhibits and Reports on Form 8-K
          Not Applicable

          (a)  Exhibits
               Not Applicable

          (b)  Reports on Form 8-K
               Not Applicable

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                   THE YANKEE CANDLE COMPANY, INC.


Date: November 9, 2001             By: /s/ Robert R. Spellman
                                       -----------------------------------------
                                       Robert R. Spellman
                                       Senior Vice President and Chief Financial
                                       Officer (Principal Financial Officer)


                                       14