<PAGE>   1
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                    FORM 10-Q

(Mark One)

[X]     Quarterly report pursuant to Section 13 or 15(d) of the Securities
        Exchange Act of 1934 for the quarterly period ended November 27, 1999 or

[ ]     Transition report pursuant to Section 13 or 15(d) of the Securities
        Exchange Act of 1934 for the transition period from _______ to _______

        Commission File Number 0-19402

                                   VANS, INC.
             (Exact Name of Registrant as Specified in its Charter)

            Delaware                                      33-0272893
  (State or Other Jurisdiction                         (I.R.S. Employer
of Incorporation or Organization)                      Identification No.)

                             15700 Shoemaker Avenue
                     Santa Fe Springs, California 90670-5515
               (Address of Principal Executive Offices) (Zip Code)

                                 (562) 565-8267
              (Registrant's Telephone Number, Including Area Code)

                                 Not applicable
              (Former Name, Former Address and Formal Fiscal Year,
                          if Changed Since Last Report)

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

        Indicate the number of shares outstanding of each of the registrant's
classes of common stock, as of the latest practicable date: 13,650,203 shares of
Common Stock, $.001 par value, as of January 10, 2000.

<PAGE>   2
                                     PART I
                              FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS.

                                   VANS, INC.
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                 NOVEMBER 27, 1999 (UNAUDITED) AND MAY 31, 1999

<TABLE>
<CAPTION>
                                                                         NOVEMBER 27,        MAY 31,
                                                                            1999              1999
                                                                        -------------     -------------
<S>                                                                     <C>               <C>
                                           ASSETS
Current assets:
 Cash and cash equivalents                                               $ 11,557,064      $  7,777,192
 Accounts receivable, net of allowance for doubtful accounts of
 $1,692,351 and $1,432,214 at November 27, 1999, and May 31, 1999,
 respectively                                                              36,210,602        30,056,150
 Inventories                                                               49,384,587        37,024,553
 Deferred tax assets                                                        1,627,926         1,378,456
 Prepaid expenses                                                           8,877,219         7,823,767
                                                                        -------------     -------------
       Total current assets                                               107,657,398        84,060,118
Property, plant and equipment, net                                         22,785,835        15,809,950
Property held for lease                                                     4,572,265         4,601,326
Excess of cost over the fair value of net assets acquired, net of
accumulated amortization of $36,320,610 and $35,695,857 at November
27, 1999, and May 31, 1999, respectively                                   24,019,554        23,126,700
Other assets                                                                2,829,873         2,939,623
                                                                        -------------     -------------
       Total Assets                                                      $161,864,925      $130,537,717
                                                                        =============     =============
                             LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
 Short-term borrowings                                                   $ 24,439,310      $  9,184,836
 Accounts payable                                                           6,311,954        10,600,870
 Accrued payroll and related expenses                                       3,830,191         2,132,446
 Accrued interest                                                             775,060           479,210
 Restructuring costs                                                          627,617           730,141
 Income taxes payable                                                       4,334,007           343,698
                                                                        -------------     -------------
       Total current liabilities                                           40,318,139        23,471,201
                                                                        -------------     -------------
Deferred tax liabilities                                                    1,789,605         2,090,536
Capital lease obligations                                                      83,123            90,893
Long term debt                                                             13,393,526         8,712,129
                                                                        -------------     -------------
       Total Liabilities                                                   55,584,393        34,364,759
                                                                        -------------     -------------
Minority interest                                                           1,262,571         1,021,754
Stockholders' equity:
 Preferred stock, $.001 par value, 5,000,000 shares
 authorized, 1,500,000 shares designated as Series A
 Participating Preferred Stock, none issued and
 outstanding                                                                       --                --

 Common stock, $.001 par value, 20,000,000 shares
 authorized, 13,643,779 and 13,238,567 shares issued and
 outstanding at November 27, 1999, and May 31, 1999,
 respectively                                                                  13,650            13,235
  Accumulated other comprehensive income                                       25,197           (37,774)
 Additional paid-in capital                                               103,687,263       102,092,026
 Retained earnings (accumulated deficit)                                    1,291,851        (6,916,283)
                                                                        -------------     -------------
       Total Stockholders' Equity                                         105,017,961        95,151,204
                                                                        -------------     -------------
 Total Liabilities and Stockholders' Equity                              $161,864,925      $130,537,717
                                                                        =============     =============
</TABLE>

     See accompanying notes to condensed consolidated financial statements.

                                       2
<PAGE>   3

                                   VANS, INC.
     CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS AND COMPREHENSIVE INCOME
           THIRTEEN WEEKS ENDED NOVEMBER 27,1999 AND NOVEMBER 28,1998
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                         THIRTEEN WEEKS ENDED
                                                    -------------------------------
                                                    NOVEMBER 27,       NOVEMBER 28,
                                                        1999              1998
                                                    ------------      -------------
<S>                                                 <C>               <C>
Net sales                                           $ 57,822,778      $ 45,558,943
Cost of sales                                         32,600,041        25,680,119
                                                    ------------      ------------
   Gross profit                                       25,222,737        19,878,824
Operating expenses:
 Selling and distribution                             14,309,011        10,335,448
 Marketing, advertising and promotion                  3,668,400         3,716,568
 General and administrative                            2,421,180         1,783,396
 Provision for doubtful accounts                         346,279            64,156
 Amortization of intangibles                             336,877           345,159
                                                    ------------      ------------
   Total operating expenses                           21,081,747        16,244,727
                                                    ------------      ------------
   Earnings from operations                            4,140,990         3,634,096
Interest income                                          (49,914)          (45,159)
Interest and debt expense                                755,424           119,672
Other income                                          (1,265,487)         (820,342)
                                                    ------------      ------------
   Earnings before income taxes and minority
   interest in income of consolidated subsidiaries     4,700,967         4,379,925
Income tax expense                                     1,598,329         1,576,773
Minority share of income                                 436,563           270,514
                                                    ------------      ------------
Net earnings                                           2,666,075         2,532,638
Other comprehensive income, net of tax:
Foreign currency translation adjustment                   23,722           (19,665)
                                                    ------------      ------------
Comprehensive net income                            $  2,689,797      $  2,512,973
                                                    ============      ============
Earnings per share information: (Note 3)
Basic:
   Weighted average common shares                     13,538,197        13,313,316
   Net earnings per share                           $       0.20      $       0.19
                                                    ============      ============
Diluted:
   Weighted average common shares                     14,270,342        13,623,224
   Net earnings per share                                   0.19              0.19
                                                    ============      ============
</TABLE>

     See accompanying notes to condensed consolidated financial statements.


                                       3
<PAGE>   4

                                   VANS, INC.
    CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
          TWENTY-SIX WEEKS ENDED NOVEMBER 27,1999 AND NOVEMBER 28,1998
                                  (UNAUDITED)

<TABLE>
<CAPTION>
                                                                 TWENTY-SIX WEEKS ENDED
                                                           --------------------------------
                                                            NOVEMBER 27,       NOVEMBER 28,
                                                                1999               1998
                                                           -------------      -------------
<S>                                                        <C>                <C>
Net sales                                                  $ 139,973,557      $ 111,062,462
Cost of sales                                                 80,187,140         63,078,765
                                                           -------------      -------------
    Gross profit                                              59,786,417         47,983,697
Operating expenses:
  Selling and distribution                                    28,940,926         20,966,592
  Marketing, advertising and promotion                        11,202,502         10,911,569
  General and administrative                                   5,412,537          4,660,266
  Provision for doubtful accounts                                761,147            228,001
  Amortization of intangibles                                    670,592            610,310
                                                           -------------      -------------
    Total operating expenses                                  46,987,704         37,376,738
                                                           -------------      -------------
    Earnings from operations                                  12,798,713         10,606,959
Interest income                                                  (83,276)          (125,318)
Interest and debt expense                                      1,178,300            277,590
Other income                                                  (2,446,621)        (1,564,113)
                                                           -------------      -------------
    Earnings before income taxes and minority interest
    in income of consolidated subsidiaries                    14,150,311         12,018,800
Income tax expense                                             4,811,106          4,326,768
Minority share of income                                         737,776            421,200
                                                           -------------      -------------
Net earnings                                                   8,601,429          7,270,832
Other comprehensive income, net of tax:
    Foreign currency translation adjustment                       41,561             40,147
                                                           -------------      -------------
Comprehensive net income                                   $   8,642,990      $   7,310,979
                                                           =============      =============
Earnings per share information: (Note 3)
Basic:
    Weighted average common shares                            13,511,941         13,307,476
    Net earnings per share                                 $        0.64      $        0.55
                                                           =============      =============
Diluted:
    Weighted average common shares                            14,240,529         13,634,049
    Net earnings per share                                 $        0.61      $        0.53
                                                           =============      =============
</TABLE>

     See accompanying notes to condensed consolidated financial statements.


                                       4
<PAGE>   5

                                   VANS, INC.
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
          TWENTY-SIX WEEKS ENDED NOVEMBER 27,1999 AND NOVEMBER 28,1998
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                          NOVEMBER 27,           NOVEMBER 28,
                                                                              1999                   1998
                                                                          ------------           ------------
<S>                                                                       <C>                    <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net earnings                                                              $  8,601,429           $  7,270,831
Adjustments to reconcile net earnings to net cash
used in operating activities:
 Depreciation and amortization                                               2,878,024              2,467,205
 Net loss (gain) on sale of equipment                                           30,498                (44,017)
 Minority share of income                                                      737,776                421,200
 Provision for losses on accounts receivable and sales returns                 346,219                228,001
 Changes in assets and liabilities, net of effects of business
 acquisition:
    Accounts receivable                                                     (6,500,671)           (12,608,748)
    Inventories                                                            (12,348,265)            (8,129,422)
    Deferred income taxes                                                     (550,401)              (177,194)
    Prepaid expenses                                                          (839,823)              (842,436)
    Other assets                                                              (368,796)              (320,562)
    Accounts payable                                                        (4,380,450)            (1,178,799)
    Accrued payroll and related expenses                                       852,383               (126,072)
    Restructuring costs                                                       (102,524)            (4,499,732)
    Income taxes payable                                                     3,990,309              3,764,573
                                                                          ------------           ------------
     Net cash used in operating activities                                  (7,654,292)           (13,770,172)
                                                                          ------------           ------------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property, plant and equipment                                  (7,621,240)            (3,290,415)
Net cash proceeds (payments) from investments in other companies                47,769               (214,310)
Proceeds from sale of property, plant and equipment                             11,255                808,033
                                                                          ------------           ------------
     Net cash used in investing activities                                  (7,562,216)            (2,696,692)
                                                                          ------------           ------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from short term borrowings                                         14,791,058              9,594,610
Payments on capital lease obligations                                         (108,918)               (97,071)
Proceeds from long term debt                                                 4,219,066              1,412,813
Consolidated subsidiary dividends paid to minority shareholders               (360,992)              (413,548)
Proceeds from issuance of common stock                                         393,196              1,219,025
Payment for repurchase of common stock                                              --             (2,693,639)
                                                                          ------------           ------------
     Net cash provided by financing activities                              18,933,410              9,022,190
     Effect of exchange rate changes                                            62,970                 62,730
                                                                          ------------           ------------
     Net increase (decrease) in cash and cash equivalents                    3,779,872             (7,381,944)
Cash and cash equivalents, beginning of period                               7,777,192             16,779,528
                                                                          ------------           ------------
Cash and cash equivalents, end of period                                  $ 11,557,064           $  9,397,584
                                                                          ============           ============
SUPPLEMENTAL CASH FLOW INFORMATION - AMOUNTS PAID FOR:
 Interest                                                                 $    686,774           $    181,038
 Income taxes                                                                1,137,729                648,800
NON-CASH INVESTING AND FINANCING ACTIVITIES:
Increase in investment in consolidated subsidiary
 Fair value of net assets acquired                                             145,967                121,181
 Stock issued                                                                1,273,339                976,342
Business acquisition
 Common stock issued for business acquisition                                       --              1,999,380
 Note payable issued for business acquisition                                       --              1,483,479
 Fair value of net liabilities assumed, excluding cash received                     --              1,144,044
</TABLE>

     See accompanying notes to condensed consolidated financial statements.


                                       5
<PAGE>   6

                                   VANS, INC.

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

1.      The condensed consolidated financial statements included herein are
        unaudited and reflect all adjustments which are, in the opinion of
        management, necessary for a fair presentation of the results of the
        interim periods presented. The results of operations for the current
        interim periods are not necessarily indicative of results to be expected
        for the current year.

        Certain amounts in the prior period financial statements have been
        reclassified to conform to the current period presentation.

2.      Inventories are comprised of the following:

<TABLE>
<CAPTION>
                                   NOVEMBER 27,              MAY 31,
                                       1999                   1999
                                   ------------           ------------
<S>                                <C>                    <C>
Work-in-process                    $    305,635           $    138,004
Finished goods                       49,801,385             37,568,147
Less: valuation allowance              (722,433)              (681,598)
                                   ------------           ------------
                                   $ 49,384,587           $ 37,024,553
                                   ============           ============
</TABLE>

3.      Basic earnings per share represents net earnings divided by the
        weighted-average number of common shares outstanding for the period.
        Diluted earnings per share represents net earnings divided by the
        weighted-average number of shares outstanding, inclusive of the dilutive
        impact of common stock equivalents. During the thirteen-week and
        twenty-six week periods ended November 27, 1999, and November 28, 1998,
        the difference between the weighted average number of shares used in the
        basic computation compared to that used in the diluted computation was
        due to the dilutive impact of options to purchase common stock.

        The reconciliations of basic to diluted weighted average shares are as
        follows:

<TABLE>
<CAPTION>
                                             THIRTEEN WEEKS ENDED                     TWENTY-SIX WEEKS ENDED
                                       --------------------------------          ---------------------------------
                                       NOVEMBER 27,         NOVEMBER 28,         NOVEMBER 27,         NOVEMBER 28,
                                           1999                 1998                 1999                 1998
                                       ------------         ------------         ------------         ------------
<S>                                    <C>                  <C>                  <C>                  <C>
Net earnings                            $ 2,666,076          $ 2,532,638          $ 8,601,429          $ 7,270,832
                                        ===========          ===========          ===========          ===========
Weighted average shares
 used in basic computation               13,538,197           13,313,316           13,511,941           13,307,476

Dilutive stock options                      732,145              309,908              728,588              326,573
                                        -----------          -----------          -----------          -----------
Weighted average shares
 used for dilutive computation           14,270,342           13,623,224           14,240,529           13,634,049
                                        ===========          ===========          ===========          ===========
</TABLE>

4.      Income taxes for the interim periods were computed using the effective
        tax rate estimated to be applicable for the full fiscal year, which is
        subject to ongoing review and evaluation by management.

5.      In Q4 Fiscal 1998, the Company provided $8,212,238 for restructuring
        related to the closure of the Vista Facility and the restructuring of
        its European operations. The estimated provision includes approximately
        $2,949,000 for terminated international agreements and related costs,
        $2,184,000 for estimated loss on sale of plant equipment, $1,433,000 in
        terminated raw material contracts, $893,000 for involuntary termination
        benefits for approximately 300 employees, and $753,000 for costs to
        close the plant and prepare the site for a new tenant.

        The following table outlines the beginning balance of, and expenditures
        and adjustments to, the restructuring accrual during the second quarter
        of Fiscal 2000 ("Q2 Fiscal 2000"):

<TABLE>
<CAPTION>
                                                   AUGUST 29,                                      NOVEMBER 27,
                                                     1999                                             1999
                                                    BALANCE       CASH         NON-CASH              BALANCE
                                                   ----------  ---------       --------            ------------
<S>                                               <C>          <C>             <C>                 <C>
European Restructuring:
Termination of international distributors          $ 730,000   $(102,000)      $     --            $ 628,000
U.S.Restructuring:
Plant closure costs                                       --          --             --                   --
                                                   ---------   ---------       --------            ---------
Total Restructuring Cost                           $ 730,000   $(102,000)      $     --            $ 628,000
                                                   =========   =========       ========            =========
</TABLE>

        During Q2 Fiscal 2000, the Company incurred cash expenditures of
$102,000 related to the termination of two of the Company's international
distributors in Europe. The Company did not incur any cash expenditures related
to the closure of the Vista facility.

                                        6


<PAGE>   7

The remaining restructuring cost was incurred at the end of December 1999 and
represents cash payments to be made to one of the terminated international
distributors. Such expenditures will be funded out of operations and are payable
on or before January 31, 2000.

6.   The Company's operations are classified into three reportable segments:
     retail, wholesale and international. The Company evaluates performance
     based on segment revenues and consolidated operating income. The Company's
     reportable segments have distinct sales channels. Revenues for each
     business segment are summarized as follows:

<TABLE>
<CAPTION>
                                        THIRTEEN WEEKS ENDED              TWENTY-SIX WEEKS ENDED
                                      NOVEMBER 27,    NOVEMBER 28,     NOVEMBER 27,   NOVEMBER 28,
                                          1999            1998              1999           1998
                                      ------------    ------------     ------------   ------------
<S>                                   <C>             <C>               <C>           <C>
            Retail                    $17,325,000     $12,713,000       $37,045,000   $ 29,151,000
            Wholesale                  23,268,000      21,247,000        58,394,000     55,294,000
            International              17,230,000      11,599,000        44,535,000     26,617,000
                                      -----------     -----------      ------------   ------------
                                      $57,823,000     $45,559,000      $139,974,000   $111,062,000
                                      ===========     ===========      ============   ============
</TABLE>

The Company does not have any individual customers representing more than 10% of
sales.

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS GENERAL

        The following discussion contains forward-looking statements about the
Company's revenues, earnings, spending, margins, orders, products, plans,
strategies and objectives that involve risk and uncertainties. Forward-looking
statements include any statement that may predict, forecast or imply future
results, and may contain words like "believe," "anticipate," "expect,"
"estimate," "project," or words similar to those. The Company's actual results
could differ materially from those discussed herein. Factors that could cause or
contribute to such differences include, but are not limited to, those discussed
in footnotes accompanying certain forward-looking statements, as well as those
discussed under the caption "Certain Considerations" on page 9 of the Company's
Annual Report on Form 10-K for the year ended May 31, 1999, as amended.

        The Company is a leading lifestyle, retail and entertainment-based
company which targets 10-24 year-old consumers through the sponsorship of Core
Sports,(TM) which consist of alternative and enthusiast sports such as
skateboarding, snowboarding, surfing and wakeboarding, and through major
entertainment events and venues, such as the VANS Triple Crown(TM) Series, the
VANS Warped Tour,(TM) the VANS World Amateur Skateboarding Championships, the
world's largest VANS skateparks, and the High Cascade Snowboard Camp,(TM)
located at the base of Mt. Hood. The Company was founded in 1966 in Southern
California as a domestic manufacturer of vulcanized canvas shoes. The Company is
incorporated in Delaware.

        On November 20, 1996, the Company acquired 51% of the outstanding shares
of Global Accessories Limited, the Company's exclusive distributor for the
United Kingdom ("Global"), in a stock-for-stock transaction. During Fiscal 1998
and 1999, the Company acquired another 19% of the Global common shares in
exchange for Common Stock of the Company. In Q2 Fiscal 2000 the Company acquired
an additional 10% of the Global common shares in exchange for Company Common
Stock. The remaining 20% of the Global common shares are expected to be acquired
by the Company over the next two years. The results of Global are consolidated
in the Company's financial statements.

        On July 21, 1998, the Company acquired all of the outstanding capital
stock of Switch Manufacturing, a California corporation ("Switch"), through a
merger (the "Switch Merger") with and into a wholly-owned subsidiary of the
Company. The Switch Merger was accounted for under the purchase method of
accounting and, accordingly, the purchase price was allocated to the net assets
acquired based on their fair values. Switch is the manufacturer of the
Autolock(R) step-in boot binding system (the "Switch Autolock System"), one of
the leading snowboard boot binding systems in the world. The Switch Merger
consideration paid by the Company consisted of: (i) 133,292 shares of the
Company's Common Stock; (ii) $2,000,000 principal amount of unsecured,
non-interest bearing promissory notes due and payable on July 20, 2001; and
(iii) $12,000,000 principal amount of unsecured, non-interest bearing promissory
notes which are subject to potential downward adjustment based on the financial
performance of Switch during the fiscal year ending May 31, 2001, and are also
due and payable on July 20, 2001. The operating results of Switch were
consolidated in the Company's financial statements from the date of acquisition.

        On July 29, 1999, the Company acquired all of the outstanding capital
stock of High Cascade Snowboard Camp, Inc., an Oregon corporation ("High
Cascade"), and its sister company, Snozone Boarding and Video, Inc., an Oregon
corporation, through mergers of

                                        7


<PAGE>   8

the two companies with and into a wholly-owned subsidiary of the Company. High
Cascade, located at the base of Mount Hood in Oregon, is the leading summer
snowboarding camp in the world. The consideration exchanged by the Company
primarily consisted of the issuance of 236,066 shares of the Company's Common
Stock. The results of the two companies are consolidated in the Company's
financial statements.

        The Company has also established a subsidiary in Mexico, Vans
Latinoamericana (Mexico), S.A. de C.V. ("Vans Latinoamericana"), a subsidiary in
Argentina, Vans Argentina S.A. ("Vans Argentina"), a subsidiary in Brazil, Vans
Brazil S.A., ("Vans Brazil"), a subsidiary in Uruguay, Vans Uruguay, S.A. ("Vans
Uruguay"), a subsidiary in Hong Kong, Vans Far East Limited ("VFEL"), and a
subsidiary in England, Vans Footwear Limited ("VFL"). The Company also co-owns
two joint venture subsidiaries, Van Pac LLC and VASH, LLC, with Pacific Sunwear
of California, Inc. and Sunglass Hut International, Inc. respectively. The
results of these subsidiaries are also consolidated in the Company's financial
statements.

RECENT RESTRUCTURINGS

        During the fourth quarter of Fiscal 1998 ("Q4 Fiscal 1998"), the Company
restructured its U.S. operations and announced the closure of its last U.S.
manufacturing facility, located in Vista, California (the "Vista Facility"). The
closure of the Vista Facility was primarily due to a significant reduction in
orders for footwear produced at such Facility. Additionally, during Q4 Fiscal
1998, the Company commenced the restructuring of its European operations by
terminating certain distributor relationships and replacing them with sales
agents and a European-based operational structure designed to directly support
such agents (the "European Conversion").

        The closure of the Vista Facility has resulted in the following benefits
to the Company: (i) decreased cost of goods for product produced at the Vista
Facility versus foreign-sourced product; (ii) the elimination of variances in
the manufacturing cost-per-unit which resulted from increases and decreases in
production levels at the Vista Facility; and (iii) increased management focus on
marketing and distribution rather than Facility management and cost accounting.
The European Conversion will enable the Company to recognize the sales and
income previously recognized by the distributors, and the Company believes that
the establishment of a Company-owned European operational structure should
enable it to more efficiently coordinate its sales and marketing efforts and
control its distribution. The Company has experienced increased operating
expenses in connection with the European Conversion, as discussed below.

        The Company incurred an infrequent restructuring charge of $8.2 million
(the "Restructuring Costs") and a write-down of domestic inventory of $9.4
million (the "Inventory Write-Down") in connection with these matters in Q4
Fiscal 1998. The majority of the costs for these restructurings were incurred in
Fiscal 1999, with the exception of final cash payments for one of the terminated
distributors which are payable by January 31, 2000. Such cash expenditures will
be funded out of operations. See Note 5 to Notes to the Company's Condensed
Consolidated Financial Statements. The Vista Facility was closed on August 6,
1998.

                                        8


<PAGE>   9

RESULTS OF OPERATIONS

        QUARTERLY PERIOD ENDED NOVEMBER 27, 1999 ("Q2 FISCAL 2000") AS COMPARED
TO QUARTERLY PERIOD ENDED NOVEMBER 28, 1998 ("Q2 FISCAL 1999")

Net Sales

        Net sales for Q2 Fiscal 2000 increased 26.9% to $57,823,000 from
$45,559,000 for Q2 Fiscal 1999. The sales increase was driven by increased sales
through each of the Company's sales channels, as discussed below.

        Total U.S. sales, including sales through the Company's U.S. retail
stores, increased 19.5% to $40,593,000 for Q2 Fiscal 2000 from $33,960,000 for
Q2 Fiscal 1999. Total international sales increased 48.5% to $17,230,000 for Q2
Fiscal 2000, as compared to $11,599,000 for Q2 Fiscal 1999.

        The increase in total U.S. sales resulted from (i) a 36.3% increase in
sales through the Company's U.S. retail stores, and (ii) a 9.5% increase in
domestic wholesale sales. The increase in U.S. retail store sales was driven by
sales from a net 20 new stores versus a year ago, and a 15.0% increase in
comparable store sales. The increase in international sales through VFEL was
primarily due to a 49.3% increase in sales in Europe in connection with the
European Conversion, increased sales to Central and South America primarily
through the Company's Latin America subsidiaries, and increased sales to Canada
and Japan through the Company's distributors for those countries.

Gross Profit

        Gross profit increased 26.9% to $25,223,000 in Q2 Fiscal 2000 from
$19,879,000 in Q2 Fiscal 1999. As a percentage of net sales, gross profit was
even year-over-year at 43.6%. Gross profit increased primarily due to the
increase in sales discussed above.

Earnings from Operations

        Earnings from operations increased 13.9% to $4,141,000 in Q2 Fiscal 2000
versus $3,634,000 in Q2 Fiscal 1999. Operating expenses in Q2 Fiscal 2000
increased 29.8% to $21,082,000 from $16,245,000 in Q2 Fiscal 1999, primarily due
to the increases in selling and distribution and general and administrative
expenses discussed below. As a percentage of sales, operating expenses increased
from 35.7% to 36.5% on a year-to-year basis.

        Selling and distribution. Selling and distribution expenses increased
38.4% to $14,309,000 in Q2 Fiscal 2000 from $10,335,000 in Q2 Fiscal 1999,
primarily due to: (i) operating costs related to the European Conversion which
did not exist in Q2 Fiscal 1999 because such Conversion was not yet fully
implemented; and (ii) increased personnel costs, rent expense and other
operating costs associated with the expansion of the Company's retail division
by the net addition of 20 new stores.

        Marketing, advertising and promotion. Marketing, advertising and
promotion expenses decreased 1.3% to $3,668,000 in Q2 Fiscal 2000 from
$3,717,000 in Q2 Fiscal 1999. The net decrease in marketing, advertising and
promotion expenses was the result of increased third party sponsorship of the
Company's major entertainment events and venues, partially offset by increased
direct advertising and promotional expense in Europe resulting from the European
Conversion and increased costs associated with new events included in the VANS
Triple Crown(TM) Series.

        General and administrative. General and administrative expenses
increased 35.8% to $2,421,000 in Q2 Fiscal 2000 from $1,783,000 in Q2 Fiscal
1999, primarily due to: (i) operating costs related to the European Conversion
which did not exist in Q2 Fiscal 1999 because such Conversion was not yet fully
implemented; (ii) increased labor, recruiting and other employee-related
expenses to support the Company's sales growth; (iii) the inclusion of operating
costs related to High Cascade which were not included in the Q2 Fiscal 1999
Condensed Consolidated Financial Statements because it was not yet owned by the
Company; and (iv) increased legal expenses related to the Company's ongoing
worldwide efforts to protect and preserve its intellectual property rights.

        Provision for doubtful accounts. The amount that was provided for bad
debt expense in Q2 Fiscal 2000 increased to $346,000 from $64,000 in Q2 Fiscal
1999 primarily due to an increase in the general allowance for doubtful accounts
to correspond to the increase in accounts receivable which resulted from higher
sales.

                                        9


<PAGE>   10

Interest Income

        Interest income increased slightly to $50,000 in Q2 Fiscal 2000 versus
$45,000 in Q2 Fiscal 1999 due to large cash balances held by Global during Q2
Fiscal 2000. The Company had no investment accounts at November 27, 1999.

Interest and Debt Expense

        Interest and debt expense increased to $755,000 for Q2 Fiscal 2000 from
$120,000 in Q2 Fiscal 1999, primarily due to increased borrowings under the
Company's new credit facility to support sales growth. See "-Liquidity and
Capital Resources, Borrowings."

Other Income

        Other income primarily consists of royalty payments from the licensing
of the Company's trademarks to its distributor for Japan. Other income increased
to $1,265,000 for Q2 Fiscal 2000 from $820,000 for Q2 Fiscal 1999, primarily due
to increases in royalties received from such distributor.

Income Tax Expense

        Income tax expense increased slightly to $1,598,000 in Q2 Fiscal 2000
from $1,577,000 in Q2 Fiscal 1999 as a result of the increase in earnings
discussed above. The effective tax rate decreased from 36.0% in Q2 Fiscal 1999
to 34.0% in Q2 Fiscal 2000 primarily due to the tax benefit derived from the
operation of VFEL.

Minority Share of Income

        Minority share of income increased to $437,000 for Q2 Fiscal 2000 from
$271,000 for Q2 Fiscal 1999, primarily due to the addition of the Van Pac LLC
joint venture, which did not exist in the same period of the prior year, and
increased earnings of Vans Latinoamericana and Vans Argentina. See "--General."

TWENTY-SIX WEEK PERIOD ENDED NOVEMBER 27,1999 ("FISCAL 2000 SIX MONTHS") AS
COMPARED TO THE TWENTY-SIX WEEK PERIOD ENDED NOVEMBER 28, 1998 ("FISCAL 1999 SIX
MONTHS")

Net Sales

        Net Sales for the Fiscal 2000 Six Months increased 26.0% to $139,974,000
compared to $111,062,000 for the same period in Fiscal 1999. The sales increase
was driven by increased sales through all of the Company's sales channels, as
discussed below.

        Total U.S. sales, including sales through the Company's U.S. retail
stores, increased 13.0% to $95,439,000 for the Fiscal 2000 Six Months from
$84,445,000 for the same period a year ago. Total international sales increased
67.3% to $44,535,000 for the Fiscal 2000 Six Months, as compared to $26,617,000
for the same period a year ago.

        The increase in total U.S. sales resulted from (i) a 5.6% increase in
domestic wholesale sales as the Company increased penetration of existing
accounts, and (ii) a 27.1% increase in sales through the Company's U.S. retail
stores. The increase in U.S. retail store sales was driven by sales from a net
20 new stores versus a year ago, and a 9.8% increase in comparable store sales.
The increase in international sales through VFEL was primarily due to a $9.0
million increase in sales in Europe in connection with the European Conversion
and a $5.3 million increase in sales to Pacific Rim countries (primarily Japan).

Gross Profit

        Gross profit increased 24.6% to $59,786,000 in the Fiscal 2000 Six
Months from $47,984,000 in the same period of Fiscal 1999. As a percentage of
net sales, gross profit decreased to 42.7% for the Fiscal 2000 Six Months from
43.2% for the same period of Fiscal 1999. The decrease in gross profit, as a
percentage of sales, was primarily due to higher air freight costs associated
with meeting increased product demand in Q1 Fiscal 2000.

                                       10


<PAGE>   11

Earnings From Operations

        Earnings from operations increased 20.7% to $12,799,000 in the Fiscal
2000 Six Months from $10,607,000 in the same period of Fiscal 1999. Operating
expenses in the Fiscal 2000 Six Months increased 25.7% to $46,988,000 from
$37,377,000 in the same period a year ago, primarily due to a $7,974,000
increase in selling and distribution expense and a $752,000 increase in general
and administrative expenses, as discussed below. As a percentage of sales,
operating expenses decreased slightly from 33.7% to 33.6% on a year-to-year
basis.

        Selling and distribution. Selling and distribution expenses increased
38.0% to $28,941,000 in the Fiscal 2000 Six Months from $20,967,000 in the same
period a year ago, primarily due to: (i) operating expenses related to the
European Conversion which did not exist in the Fiscal 1999 Six Months because
such Conversion was not yet fully implemented; (ii) increased personnel costs,
rent expense and other operating costs associated with the expansion of the
Company's retail division by the net addition of 20 new stores; and (iii) costs
required to support the Company's U.S. sales growth.

        Marketing, advertising and promotion. Marketing, advertising and
promotion expenses increased 2.7% to $11,203,000 in the Fiscal 2000 Six Months
from $10,912,000 in the same period a year ago, primarily due to: (i) increased
direct advertising and promotional expense in Europe resulting from the European
Conversion; (ii) higher print and television advertising expenditures related to
the back-to-school selling season; and (iii) increased costs associated with new
events included in the VANS Triple Crown(TM) Series.

        General and administrative. General and administrative expenses
increased 16.2% to $5,413,000 in the Fiscal 2000 Six Months from $4,660,000 in
the same period a year ago, primarily due to: (i) operating costs related to the
European Conversion which did not exist in the Fiscal 1999 Six Months because
such Conversion was not yet fully implemented; (ii) increased labor, recruiting
and other employee-related expenses to support the Company's sales growth; (iii)
increased legal expenses related to the Company's ongoing worldwide efforts to
protect and preserve its intellectual property rights; and (iv) the inclusion of
operating costs related to High Cascade which were not included in the Fiscal
1999 Six Months because it was not yet owned by the Company.

        Provision for doubtful accounts. The amount that was provided for bad
debt expense in the Fiscal 2000 Six Months increased to $761,000 from $228,000
in the same period a year ago due to an increase in the general allowance for
doubtful accounts to correspond to the increase in accounts receivable which
resulted from higher sales.

Interest Income

        Interest income decreased to $83,000 during the Fiscal 2000 Six Months
from $125,000 in the same period of the prior year because the Company utilized
a portion of interest-bearing investments to fund sales growth. As a result, the
Company's investment accounts decreased to zero at November 27, 1999.

Interest And Debt Expense

        Interest and debt expense increased to $1,178,000 for the Fiscal 2000
Six Months from $278,000 in the same period a year ago for the same reasons
discussed under the caption "--Interest and Debt Expense" for Q2 Fiscal 2000.

Other Income

        Other income increased 56.4% to $2,447,000 for the Fiscal 2000 Six
Months from $1,564,000 for the same period a year ago, primarily due to a
significant increase in royalty income from the Company's distributor for Japan.

Income Tax Expense

        Income tax expense increased to $4,811,000 in the Fiscal 2000 Six
Months from $4,327,000 in the same period in Fiscal 1999 as a result of the
higher earnings discussed above. The effective tax rate decreased from 36.0% in
the Fiscal 1999 Six Months to 34.0% in the Fiscal 2000 Six Months for the same
reasons discussed under the caption "--Income Tax Expense" for Q2 Fiscal 2000.



                                       11
<PAGE>   12

Minority Share Of Income

        Minority interest increased to $738,000 for the Fiscal 2000 Six Months
from $421,000 for the same period a year ago for the same reasons discussed
under the caption "--Minority Share of Income" for Q2 Fiscal 2000.

LIQUIDITY AND CAPITAL RESOURCES

        Cash Flows

        The Company finances its operations with a combination of cash flows
from operations and borrowings under a credit facility. See "--Borrowings"
below.

        The Company experienced an outflow of cash from operating activities of
$7,463,000 during the Fiscal 2000 Six Months, compared to an outflow of
$13,770,000 for the Fiscal 1999 Six Months. Cash used by operations for the
Fiscal 2000 Six Months primarily resulted from: (i) an increase in net inventory
to $49,385,000 at November 27, 1999, from $37,025,000 at May 31, 1999, as
described below; (ii) an increase in net accounts receivable to $36,211,000 at
November 27, 1999, from $30,056,000 at May 31, 1999, as described below; and
(iii) a decrease in accounts payable. Cash outflows from operations for the
Fiscal 2000 Six Months were partially offset by the Company's earnings, the
add-back for depreciation and amortization, and the increase in income taxes
payable. Cash outflows from operations in the Fiscal 1999 Six Months primarily
resulted from increases in accounts receivable and inventories and a decrease in
the restructuring costs accrual.

        The Company had a net cash outflow from investing activities of
$7,753,000 in the Fiscal 2000 Six Months, compared to a net cash outflow of
$2,697,000 in the Fiscal 1999 Six Months. The Fiscal 2000 Six Months outflows
were primarily due to capital expenditures related to new retail store openings
and skateparks. Cash used in investing activities for the Fiscal 1999 Six Months
was primarily related to new retail store openings, tenant improvements at the
Santa Fe Springs Facility, and investments in other companies, offset by
proceeds from the sale of assets in connection with the closing of the Vista
Facility.

        The Company incurred a net cash inflow from financing activities of
$18,933,000 for the Fiscal 2000 Six Months, compared to a net cash inflow of
$9,022,000 for the Fiscal 1999 Six Months, primarily due to short-term
borrowings under the Company's new credit facility and long-term debt incurred
by the Company and the Company's Latin America subsidiaries. See "--Borrowings"
below. Cash provided by financing activities in the Fiscal 1999 Six Months was
related to proceeds from short-term borrowings under the Company's former bank
revolving line of credit, and proceeds from long-term debt incurred by Vans
Latinoamericana, partially offset by the repurchase of $2,694,000 of common
stock pursuant to the Company's stock repurchase program.

        Inventories increased to $49,385,000 at November 27, 1999, from
$37,025,000 at May 31, 1999, primarily due to: (i) increased inventory held at
the Company's distribution center in Holland (established in connection with the
European Conversion); and (ii) an increased number of finished goods held for
sale at the Company's retail stores to support the net addition of 20 new stores
and increased sales. Accounts receivable, net of allowance for doubtful
accounts, increased from $30,056,000 at May 31, 1999, to $36,211,000 at
November 27, 1999, primarily due to the inclusion of accounts receivable for
sales in Europe due to the European Conversion which did not exist in the Fiscal
1999 Six Months because such Conversion was not yet fully implemented.

        Borrowings

        In July 1999, the Company obtained a $63.5 million credit facility (the
"New Credit Facility") pursuant to a credit agreement (the "Credit Agreement")
with several lenders (the "Lenders"). The New Credit Facility replaced the
Company's former $30.0 million revolving line of credit with Bank of the West
(the "Bank of the West Facility"). The New Credit Facility permits the Company
to utilize the funds thereof for general corporate purposes, capital
expenditures, acquisitions and stock repurchases.

        Of the $63.5 million amount of the New Credit Facility, $53.0 million is
in the form of an unsecured revolving line of credit (the "Revolver"), and $10.5
million is in the form of an unsecured term loan (the "Term Loan"). The Revolver
expires on October 31, 2002. The Company has the option to pay interest on
Revolver advances at a rate equal to either (i) LIBOR, or (ii) a base rate plus
a margin which will be based on the Company's ratio of "Funded Debt" to
"EBITDA," each as defined in the Credit Agreement.

        Of the $10.5 million Term Loan: (i) approximately $5.0 million was
disbursed at the closing of the New Credit Facility to replace a portion of the
Bank of the West Facility used for the Company's stock repurchase program, which
was completed in Fiscal 1999; (ii) approximately $3.0 million was disbursed in
Q2 Fiscal 2000 for capital expenditures; and (iii) the remaining portion must be



                                       12

<PAGE>   13

disbursed on or before January 31, 2001, or it will expire. The Term Loan
expires May 31, 2004, and the principal thereof is payable in 14 quarterly
installments beginning February 28, 2001, and ending May 31, 2004. The Company
has the option to pay interest on the Term Loan at LIBOR for advances of one,
two, three or six months, or a base rate for U.S. dollar advances.

        Under the Credit Agreement, the Company must maintain certain financial
covenants and is prohibited from engaging in certain transactions or taking
certain corporate actions, such as the payment of dividends, without the consent
of the Lenders. At November 27, 1999, the Company had drawn down $23,034,000
under the New Credit Facility.

        Vans Latinoamericana and Vans Argentina maintain notes payable to
Tavistock Holdings A.G., a 49.99% owner of such companies ("Tavistock"). The
loan by Tavistock was made pursuant to a shareholders' agreement requiring
Tavistock to provide operating capital, on an as-needed basis, in the form of
loans to Vans Latinoamericana and Vans Argentina. At November 27, 1999, the
aggregate outstanding balance under the notes was $3,570,000.

        Current Cash Position

        The Company's cash position was $11,557,000 at November 27, 1999,
compared to $7,777,000 at May 31, 1999. The Company believes that cash generated
from operations, coupled with the New Credit Facility, should be sufficient to
meet its cash requirements for the next 12 months.*

        Capital Resources

        As of November 27, 1999, the Company's material commitments for capital
expenditures were primarily related to the opening and remodeling of retail
stores and the opening of skateparks. In the remainder of Fiscal 2000, the
Company plans to open approximately one new factory outlet retail store, three
full-price stores, and two VANS Triple Crown(TM) stores, and remodel five
existing stores. The Company estimates the aggregate cost of all of these new
stores and remodels to be between $1.5 million and $2.5 million.

        The Company currently intends to open two additional skateparks in
Fiscal 2000 and estimates the aggregate cost of its portion of these projects to
be approximately $250,000, since the landlords for these skateparks have agreed
to pay substantially all of the capital costs associated with the construction
of the parks.

        The Company intends to utilize cash generated from operations and funds
drawn down under the New Credit Facility to fulfill its capital expenditure
requirements for Fiscal 2000.

        Recent Accounting Pronouncements

        In June 1998, the FASB issued FAS No. 133, "Accounting for Derivative
Instruments and Hedging Activities." FAS No. 133 modifies the accounting for
derivative and hedging activities and is effective for fiscal years beginning
after June 15, 2000. Since the Company and its subsidiaries do not presently
engage in significant hedging activities or invest in other derivatives, FAS No.
133 does not currently impact the Company's financial position or results of
operations.

        In March 1998, the American Institute of Certified Public Accountants
issued Statement of Position 98-1 ("SOP 98-l"), "Accounting for the Costs of
Computer Software Developed or Obtained for Internal Use." The Company adopted
SOP 98-1 effective June 1, 1999. The adoption of SOP 98-1 required the Company
to modify its method of accounting for software, however, it did not have a
significant impact on the Company's financial position or results of operations.

--------------
* Note: This is a forward-looking statement. The Company's actual cash
requirements could differ materially. Important factors that could cause the
Company's need for additional capital to change include: (i) the Company's rate
of growth; (ii) the number of new VANS Triple Crown(TM) stores the Company
decides to open; (iii) the number of new skateparks the Company decides to open
which must be financed in whole, or in part, by the Company; (iv) the Company's
product mix between footwear and snowboard boots; (v) the Company's ability to
effectively manage its inventory levels; (vi) timing differences in payment for
the Company's foreign-sourced product; (vii) the increased utilization of
letters of credit for purchases of foreign-sourced product; and (viii) timing
differences in payment for product which is sourced from countries which have
longer shipping lead times, such as China.


                                       13

<PAGE>   14

        Seasonality

        The Company's business is seasonal, with the largest percentage of net
income, U.S. sales, and all revenues generated from High Cascade realized in the
first Fiscal quarter (June through August), the "back to school" selling months.
As the Company increases sales to Europe due to the European Conversion, the
Company is recognizing more of such sales in the first Fiscal quarter due to
seasonal demand for product in Europe. In addition, because snowboarding is a
winter sport, sales of the Company's snowboard boots, and the Switch Autolock(R)
System, have historically been strongest in the first and second Fiscal
quarters. Such sales are now being recognized earlier in the first Fiscal
quarter since industry retailers are demanding earlier shipments of product.

        In addition to seasonal fluctuations, the Company's operating results
fluctuate quarter-to-quarter as a result of the timing of holidays, weather,
timing of shipments, product mix, cost of materials and the mix between
wholesale and retail channels. Because of such fluctuations, the results of
operations of any quarter are not necessarily indicative of the results that may
be achieved for a full Fiscal year or any future quarter. In addition, there can
be no assurance that the Company's future results will be consistent with past
results or the projections of securities analysts.

        Year 2000 Compliance Update

        As of the date of this report, the Company has not experienced any
material Year 2000-related problems with any of its systems and has not received
any reports of such problems from any of its sales agents, distributors,
customers, landlords, financial partners, or third-party vendors.


                                       14

<PAGE>   15

        Euro Conversion

        On January 1, 1999, 11 of the 15 member countries of the European Union
established a fixed conversion rate between their existing sovereign currencies
and the Euro, and adopted the Euro as their common legal currency on that date
(the "Euro Conversion"). Existing currencies are scheduled to remain legal
tender in the participating countries until January 1, 2002. During the
transition period, parties may pay for goods and services using either the Euro
or the existing currency, but retailers are not required to accept the Euro as
payment. Since the Company primarily does business in U.S. dollars, it is
currently not anticipated that the Euro Conversion will have a material adverse
impact on its business or financial condition.* The Company is aware that the
information systems for its five European stores are not currently able to
recognize the Euro Conversion, however, since three of the Company's European
stores are located in the United Kingdom, which is not currently participating
in the Euro Conversion, and the Spain and Austria stores may continue to accept
local currencies until 2002, the Company does not expect its current overall
European store operations to be materially adversely impacted by the Euro
Conversion in the near future. The Company has confirmed that the information
systems utilized by its European sales agents will recognize the Euro
Conversion, and all of its European distributors have represented to the Company
that their systems will do the same.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Interest Rate Risk

        The Company's exposure to market risk associated with changes in
interest rates relates primarily to its debt obligations. The Revolver bears
interest at a rate equal to either (i) LIBOR, or (ii) a base rate plus a margin
which will be based on the Company's rate of "Funded Debt" to "EBITDA," each as
defined in the Credit Agreement. See Item 2--"Management's Discussion and
Analysis of Financial Condition and Results of Operations, Liquidity and Capital
Resources." The Company does not use derivative financial instruments to hedge
its interest rate risks.

Foreign Currency Risk

        The Company sells its products in a number of countries throughout the
world and, as a result, is exposed to movements on foreign currency exchange
rates. Although the Company has most of its products manufactured outside of the
United States on a per order basis, these purchases are made in U.S. dollars.
The major foreign currency exposures involve Japan and Europe. In order to
protect against the volatility associated with earnings currency translations of
foreign subsidiaries and royalty income from sources outside the United States,
the Company may, from time to time, utilize forward foreign exchange contracts
and/or foreign currency options with durations of generally from three to twelve
months. As of November 27, 1999, the Company had no outstanding foreign exchange
forward contracts.

------------
* Note: This is a forward-looking statement regarding the currencies in which
the Company does business. The Company's actual results regarding the Euro
Conversion could differ materially if the Company begins to accept currencies
other than the U.S. dollar.


                                       15

<PAGE>   16

                                     PART II

                                OTHER INFORMATION

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY-HOLDERS

        On October 26, 1999, the Company held its 1999 Annual Meeting of
Stockholders. The following matters were voted on at the meeting: (i) the
election of directors; (ii) an amendment to the Company's 1991 Long-Term
Incentive Plan to increase the number of shares available for issuance
thereunder by 300,000; and (iii) the ratification and approval of KPMG LLP as
the Company's independent auditors for Fiscal 2000.

        The results of the voting on these matters (including the names of all
persons elected as directors) are set forth below:

<TABLE>
<CAPTION>
                                                             VOTES
             PROPOSAL                     VOTES FOR     AGAINST/WITHHELD      ABSTENTIONS   BROKERNON-VOTES
             --------                     ---------     ----------------      -----------   ---------------
             Proposal No. 1 --
             Election of Directors
             Nominees
<S>                                       <C>           <C>                   <C>           <C>
             Walter E. Schoenfeld         10,332,315         827,025               0               0
             Gary H. Schoenfeld           10,332,415         826,925               0               0
             George E. McCown             10,333,115         826,225               0               0
             Wilbur J. Fix                10,332,815         826,525               0               0
             Gerald Grinstein             10,332,315         827,025               0               0
             James R. Sulat               1O,222,112         826,228               0               0
             Kathleen M. Gardarian        10,252,054         907,286               0               0
             Lisa M. Douglas              10,333,115         826,225               0               0
             Charles G. Armstrong         10,332,915         826,425               0               0
             Leonard R. Wilkens           10,333,115         826,225               0               0

             Proposal No. 2 --
             Amendment No. 7 to 1991
             Long-Term Incentive Plan      6,667,126       4,345,726           146,488             0

             Proposal No. 3 --
             Ratification of KPMG LLP
             as Independent Auditors
             for Fiscal 2000              11,135,548           8,941            14,851             0
</TABLE>


ITEM 5. EXHIBITS AND REPORTS ON FORM 8-K

(a)   Exhibits

10.1  Amendment No. 7 to the 1991 Long-Term Incentive Plan

10.2  Employment Agreement of Jay E. Wilson, dated December 3, 1999, superseding
      previous agreement

27    Financial Data Schedule

(b)   Reports on 8-K.

The Company did not file any reports on Form 8-K during the quarterly period
ended November 27, 1999.


                                       16

<PAGE>   17

                                   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.

                                         VANS, INC.

                                         (Registrant)

      Date: January 11, 2000             By: /s/ Gary H. Schoenfeld
                                            ------------------------------------
                                             GARY H. SCHOENFELD
                                             President and Chief
                                             Executive Officer

      Date: January 11, 2000             By: /s/ Kyle B. Wescoat
                                            ------------------------------------
                                             KYLE B. WESCOAT
                                             Vice President and
                                             Chief Financial Officer (Principal
                                             Financial and Accounting Officer)


                                       17

<PAGE>   18

                                  EXHIBIT INDEX

<TABLE>
<CAPTION>
Exhibits
<S>   <C>
10.1  Amendment No. 7 to the 1991 Long-Term Incentive Plan

10.2  Employment Agreement of Jay E. Wilson, dated December 3, 1999, superseding
      previous agreement

27    Financial Data Schedule
</TABLE>


                                       18