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LOGO

SECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

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FORM 10-Q

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

For Quarter Ended September 29, 2001
Commission file number 0-4063

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G&K SERVICES, INC.(Exact name of registrant as specified in its charter)

MINNESOTA(State or other jurisdiction of
incorporation or organization)

41-0449530(I.R.S. Employer
Identification No.)5995 OPUS PARKWAY, SUITE 500
MINNETONKA, MINNESOTA 55343(Address of principal executive offices and zip code)


(952) 912-5500(Registrant's telephone number, including area code)

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

Indicate
the number of shares outstanding of each of the issuer's classes of common stock as of the latest practicable date.

CLASS A
Common Stock, par value $0.50 per share

Outstanding November 8, 2001
19,166,412CLASS B
Common Stock, par value $0.50 per share

Outstanding November 8, 2001
1,474,996


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G&K Services, Inc.
Form 10-Q
Table of Contents

|                  |  |                                                                                                                      |  | PAGE
|----------------- |  | -------------------------------------------------------------------------------------------------------------------- |  | ----
|PART I            |  |                                                                                                                      |  |     
|Item 1.           |  | Financial Statements                                                                                                 |  |     
|                  |  | Consolidated Condensed Balance Sheets as of September 29, 2001 and June 30, 2001                                     |  | 3   
|                  |  | Consolidated Statements of Operations for the three months ended September 29, 2001 and September 30, 2000           |  | 4   
|                  |  | Consolidated Condensed Statements of Cash Flows for the three months ended September 29, 2001 and September 30, 2000 |  | 5   
|                  |  | Notes to Consolidated Financial Statements                                                                           |  | 6   
|Item 2.           |  | Management's Discussion and Analysis of Financial Condition and Results of Operations                                |  | 10  
|Item 3.           |  | Quantitative and Qualitative Disclosure About Market Risk                                                            |  | 12  
|PART II           |  |                                                                                                                      |  |     
|Other Information |  | 13                                                                                                                  
|Signatures        |  | 14                                                                                                                  

2

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PART I  FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS  CONSOLIDATED CONDENSED BALANCE SHEETS

G&K Services, Inc. and Subsidiaries

|(In thousands, except share data)    |                                                                                | September 29,
2001        |         | June 30,
2001
|------------------------------------ | ------------------------------------------------------------------------------ | ------------------------- | ------- | -------------
|
|ASSETS                               |                                                                                |                           |         |              
|Current Assets                       |                                                                                |                           |         |              
|                                     | Cash and cash equivalents                                                      |                           | $       | 18,632       
|                                     | Accounts receivable, less allowance for doubtful accounts of $3,130 and $2,613 |                           |         | 67,603       
|                                     | Inventories                                                                    |                           |         | 87,978       
|                                     | Prepaid expenses                                                               |                           |         | 12,623       
|                                     |                                                                                |                           |         |              
|                                     |                                                                                | Total current assets      |         |              
|                                     |                                                                                |                           |         |              
|Property, Plant and Equipment, net   |                                                                                |                           | 225,513 |              
|Goodwill, net                        |                                                                                |                           | 160,378 |              
|Other Assets                         |                                                                                |                           | 59,189  |              
|                                     |                                                                                |                           |         |              
|                                     |                                                                                | $                         | 631,916 |              
|                                     |                                                                                |                           |         |              
|LIABILITIES AND STOCKHOLDERS' EQUITY |                                                                                |                           |         |              
|Current Liabilities                  |                                                                                |                           |         |              
|                                     | Accounts payable                                                               |                           | $       | 17,471       
|                                     | Accrued expenses                                                               |                           |         | 48,700       
|                                     | Deferred income taxes                                                          |                           |         | 12,840       
|                                     | Current maturities of long-term debt                                           |                           |         | 79,417       
|                                     |                                                                                |                           |         |              
|                                     |                                                                                | Total current liabilities |         |              
|                                     |                                                                                |                           |         |              
|Long-Term Debt                       |                                                                                |                           | 137,165 |              
|Deferred Income Taxes                |                                                                                |                           | 15,141  |              
|Other Noncurrent Liabilities         |                                                                                |                           | 14,409  |              
|Stockholders' Equity                 |                                                                                |                           | 306,773 |              
|                                     |                                                                                |                           |         |              
|                                     |                                                                                | $                         | 631,916 |              
|                                     |                                                                                |                           |         |              

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

3

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CONSOLIDATED STATEMENTS OF OPERATIONS

G&K Services, Inc. and Subsidiaries(Unaudited)

|                                  |                                                       | For the Three Months Ended
|--------------------------------- | ----------------------------------------------------- | --------------------------
|
|Revenues                          |                                                       |                           
|                                  | Rental operations                                     |                           
|                                  | Direct sales                                          |                           
|                                  |                                                       |                           
|                                  |                                                       | Total revenues            
|                                  |                                                       |                           
|Operating Expenses                |                                                       |                           
|                                  | Cost of rental operations                             |                           
|                                  | Cost of direct sales                                  |                           
|                                  | Selling and administrative                            |                           
|                                  | Depreciation and amortization                         |                           
|                                  |                                                       |                           
|                                  |                                                       | Total operating expenses  
|                                  |                                                       |                           
|Income from Operations            |                                                       |                           
|                                  | Interest expense                                      |                           
|                                  |                                                       |                           
|Income before Income Taxes        |                                                       |                           
|                                  | Provision for income taxes                            |                           
|                                  |                                                       |                           
|Net Income                        |                                                       | $                         
|                                  |                                                       |                           
|                                  | Basic weighted average number of shares outstanding   |                           
|Basic Earnings per Common Share   |                                                       | $                         
|                                  |                                                       |                           
|                                  | Diluted weighted average number of shares outstanding |                           
|Diluted Earnings per Common Share |                                                       | $                         
|                                  |                                                       |                           

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

4

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CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS

G&K Services, Inc. and Subsidiaries

(Unaudited)

|                                                     |                                                                                   | For the Three Months Ended                                    |        
|---------------------------------------------------- | --------------------------------------------------------------------------------- | ------------------------------------------------------------- | -------
|
|Operating Activities:                                |                                                                                   |                                                               |        
|                                                     | Net income                                                                        |                                                               | $      
|                                                     | Adjustments to reconcile net income to net cash provided by operating activities |                                                               |        
|                                                     |                                                                                   | Depreciation and amortization                                 |        
|                                                     |                                                                                   | Deferred income taxes                                         |        
|                                                     |                                                                                   | Changes in current operating items, exclusive of acquisitions |        
|                                                     | Other, net                                                                        |                                                               |        
|                                                     |                                                                                   |                                                               |        
|Net cash provided by operating activities            |                                                                                   |                                                               | 23,648 
|                                                     |                                                                                   |                                                               |        
|Investing Activities:                                |                                                                                   |                                                               |        
|                                                     | Property, plant and equipment additions, net                                      |                                                               |        
|                                                     | Acquisition of business assets and other                                          |                                                               |        
|                                                     |                                                                                   |                                                               |        
|Net cash used for investing activities               |                                                                                   |                                                               | (26,579
|                                                     |                                                                                   |                                                               |        
|Financing Activities:                                |                                                                                   |                                                               |        
|                                                     | Proceeds from debt financing                                                      |                                                               |        
|                                                     | Repayments of debt financing                                                      |                                                               |        
|                                                     | Cash dividends paid                                                               |                                                               |        
|                                                     | Sale of common stock                                                              |                                                               |        
|                                                     |                                                                                   |                                                               |        
|Net cash provided by (used for) financing activities |                                                                                   |                                                               | 6,625  
|                                                     |                                                                                   |                                                               |        
|Increase in Cash and Cash Equivalents                |                                                                                   |                                                               | 3,694  
|Effect of Exchange Rates on Cash                     |                                                                                   |                                                               | (379   
|Cash and Cash Equivalents:                           |                                                                                   |                                                               |        
|                                                     | Beginning of period                                                               |                                                               |        
|                                                     |                                                                                   |                                                               |        
|                                                     | End of period                                                                     |                                                               | $      
|                                                     |                                                                                   |                                                               |        
|Supplemental Cash Flow Information:                  |                                                                                   |                                                               |        
|                                                     | Cash paid for                                                                    |                                                               |        
|                                                     |                                                                                   | Interest                                                      |        
|                                                     |                                                                                   |                                                               |        
|                                                     |                                                                                   | Income taxes                                                  |        
|                                                     |                                                                                   |                                                               |        

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

5

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G&K SERVICES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in thousands, except share and per share data)
Three-month periods ended September 29, 2001 and September 30, 2000
(Unaudited)

The consolidated financial statements included herein, except for the June 30, 2001 balance sheet which was extracted from the audited consolidated
financial statements for the fiscal year ended June 30, 2001, have been prepared by G&K Services, Inc. (the Company), without audit, pursuant to the rules and regulations of the
Securities and Exchange Commission. In the opinion of the Company, the accompanying unaudited consolidated financial statements contain all adjustments (consisting of only normal recurring
adjustments) necessary to present fairly the financial position of the Company as of September 29, 2001, and the results of its operations and its cash flows for the three months ended
September 29, 2001 and September 30, 2000. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles
generally accepted in the United States have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures herein are adequate to make the
information presented not misleading. It is suggested that these consolidated financial statements be read in conjunction with the consolidated financial statements and the notes thereto included in
the Company's latest annual report.

The
results of operations for the three-month periods ended September 29, 2001 and September 30, 2000 are not necessarily indicative of the results to be expected for
the full year.

1.  Summary of Significant Accounting Policies

Accounting policies followed by the Company are set forth in Note 1 to the Company's Annual Consolidated Financial Statements.



G&K Services, Inc. (the Company) is a market leader in providing corporate identity apparel and facility services programs to a wide variety of
industrial, service and high-technology companies. The Company's programs provide rental-lease or purchase options as well as non-apparel items such as floormats, dustmops and
cloths, wiping towels, selected linen items and several restroom products. The Company also manufactures certain uniform garments that it uses to support its garment rental programs.



The accompanying consolidated financial statements include the accounts of the Company and its subsidiaries, all of which are wholly owned. Intercompany
balances and transactions have been eliminated in consolidation.



The Company uses derivative financial instruments principally to manage the risk that changes in interest rates will affect the amount of its future interest
payments. Interest rate swap contracts are used to adjust the proportion of total debt that is subject to variable and fixed interest rates. The interest rate swap contracts are reflected at fair
value in the consolidated balance sheet and the related gains or losses on these contracts are deferred in stockholders' equity (as a component of other comprehensive income). Amounts to be paid or
received under the contracts are accrued as interest rates change and are recognized over the life of the contracts as an adjustment to interest expense. The net effect of this accounting is that
interest expense on the portion of variable rate debt being hedged is generally recorded based on fixed interest rates.



Basic earnings per common share was computed by dividing net income by the weighted average number of shares of common stock outstanding during the year.
Diluted earnings per common share was computed similar to the computation of basic earnings per share, except that the denominator is increased

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for the assumed exercise of dilutive options and other dilutive securities (including nonvested restricted stock) using the treasury stock method.

Three Months EndedSeptember 29,
2001

September 30,
2000Weighted average number of common shares outstanding

20,481,000

20,477,000Shares used in computation of basic earnings per share

20,481,000

20,477,000Weighted average effect of non-vested restricted stock grants and exercise of options

23,000

26,000Shares used in computation of diluted earnings per share

20,504,000

20,503,000


2.  Comprehensive Income

For the three-month periods ended September 29, 2001 and September 30, 2000, the components of comprehensive income were as follows:

Three Months EndedSeptember 29,
2001

September 30,
2000Net income

$
9,215

$
9,817Other comprehensive incomeForeign currency translation adjustments, net of tax


(2,841
)

(1,238
)Net unrealized holding loss, net of tax


(774
)

(433
)Comprehensive income

$
5,600

$
8,146


3.  Goodwill and Intangible Assets

In July 2001, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards (SFAS) No. 141, "Business Combinations"
and No. 142, "Goodwill and Other Intangible Assets." SFAS No. 141 requires all business combinations initiated after June 30, 2001 to be accounted for using the purchase method.
Under SFAS No. 142, goodwill and intangible assets with indefinite lives will no longer be amortized but are reviewed annually (or more frequently if impairment indicators arise) for
impairment. Separable intangible assets that are not deemed to have indefinite lives will continue to be amortized over their useful lives (but with no maximum life). The Company has adopted the
provisions of SFAS No. 142 effective July 1, 2001.

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Upon adoption of SFAS No. 142, the Company discontinued the amortization of goodwill. The following table presents a reconciliation of net income and earnings per share
adjusted for the exclusion of goodwill, net of tax:

Three Months EndedSeptember 29,
2001

September 30,
2000Reported net income

$
9,215

$
9,817Add: Goodwill amortization, net of tax





706Adjusted net income

$
9,215

$
10,523Reported basic earnings per share

$
0.45

$
0.48Add: Goodwill amortization, net of tax





0.03Adjusted basic earnings per share

$
0.45

$
0.51Reported diluted earnings per share

$
0.45

$
0.48Add: Goodwill amortization, net of tax





0.03Adjusted diluted earnings per share

$
0.45

$
0.51


The
changes in the carrying amount of goodwill for the period ended September 29, 2001, by operating segment, are as follows:

United States

Canada

TotalBalance as of June 30, 2001

$
122,080

$
26,000

$
148,080Goodwill acquired during the period


13,144





13,144Other





(846
)

(846
)Balance as of September 29, 2001

$
135,224

$
25,154

$
160,378


Information
regarding the Company's other intangible assets are as follows:

As of September 29, 2001Carrying
Amount

Accumulated
Amortization

NetRestrictive Covenants

$
7,762

$
3,625

$
4,137Customer Lists


58,226


20,647


37,579Total

$
65,988

$
24,272

$
41,716


As of June 30, 2001Carrying
Amount

Accumulated
Amortization

NetRestrictive Covenants

$
7,693

$
3,479

$
4,214Customer Lists


55,226


19,550


35,676Total

$
62,919

$
23,029

$
39,890


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Amortization expense for the three months ended September 29, 2001 was $1,393. Estimated amortization expense for each of the five succeeding fiscal years based on the
intangible assets as of September 29, 2001 is as follows:

2002

$
5,8482003


5,6512004


5,6512005


5,5812006


5,421


4.  Segment Information

The Company has two operating segments under the guidelines of SFAS No. 131: United States and Canada. Each operating segment derives revenues from the
corporate identity apparel and facility services industry, which includes garment rental and non-apparel items such as floormats, dust mops and cloths, wiping towels and selected linen
items. No one customer's transactions account for 1% or more of the Company's revenues.

The
accounting policies of the segments are the same as those described in the summary of significant accounting policies (see Note 1). Financial information by geographic
location for the three-month periods ended September 29, 2001 and September 30, 2000 is as follows:

United
States

Canada

TotalFiscal Year 2002:Revenues

$
138,014

$
19,084

$
157,098Income from operations


14,185


4,877


19,062Capital expenditures


5,408


156


5,564Depreciation and amortization expense


7,880


889


8,769Fiscal Year 2001:Revenues

$
127,264

$
18,881

$
146,145Income from operations


16,284


4,503


20,787Capital expenditures


7,676


543


8,219Depreciation and amortization expense


8,263


1,162


9,425


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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS(Unaudited)

The
percentage relationships to net sales of certain income and expense items for the three-month periods ended September 29, 2001 and September 30, 2000, and the
percentage changes in these income and expense items between periods are presented in the following table:

|                           |                      | Three Months Ended            |      | Percentage
Change |     
|-------------------------- | -------------------- | ----------------------------- | ---- | ----------------- | ----
|
|Revenues:                  |                      |                               |      |                   |     
|                           | Rental               |                               | 96.6 | %                 | 97.1
|                           | Direct               |                               | 3.4  |                   | 2.9 
|                           |                      |                               |      |                   |     
|                           |                      | Total revenues                |      | 100.0             |     
|Expenses:                  |                      |                               |      |                   |     
|                           | Cost of rental sales |                               | 58.6 |                   | 57.2
|                           | Cost of direct sales |                               | 72.2 |                   | 82.6
|                           |                      |                               |      |                   |     
|                           |                      | Total cost of sales           |      | 59.0              |     
|                           |                      | Selling and administrative    |      | 23.3              |     
|                           |                      | Depreciation and amortization |      | 5.6               |     
|                           |                      |                               |      |                   |     
|Income from operations     |                      | 12.1                          |      | 14.2              |     
|Interest expense           |                      | 2.4                           |      | 3.0               |     
|                           |                      |                               |      |                   |     
|Income before income taxes |                      | 9.7                           |      | 11.2              |     
|Provision for income taxes |                      | 3.8                           |      | 4.5               |     
|                           |                      |                               |      |                   |     
|Net income                 |                      | 5.9                           | %    | 6.7               | %   
|                           |                      |                               |      |                   |     

Total
revenues for the first quarter of fiscal 2002 increased 7.5% to $157.1 million from $146.1 million in the first quarter of fiscal 2001. Rental revenue growth for
the first quarter accounted for $9.8 million, or a 6.9% increase. The rental growth was influenced by several factors including the Company's focus on new product promotions and programs to
address rising operating costs, continued success in signing national accounts and acquisitions.

Total
direct sales increased 27.8% to $5.3 million for the first quarter of fiscal 2002 compared to $4.2 million in the same period of fiscal 2001. Direct sale revenue
is up due to large shipments to a number of large customers during the current quarter. Cost of direct sales, as a percentage of direct sales, decreased to 72.2% from 82.6% in the same period of
fiscal 2001 due to strong revenue growth and productivity improvements in the fulfillment operation.

Cost
of rental operations increased 9.4% to $88.9 million for the first quarter of fiscal 2002 from $81.2 million in the same period of fiscal 2001. As a percentage of
rental revenues, these costs increased to 58.6% for the first quarter of fiscal 2002 from 57.2% in the same period of fiscal 2001. The increase reflects the margin impact of lost revenue from reduced
customer employment levels, partially offset by productivity improvements and lower merchandise costs.

Selling
and administrative expenses increased 16.9% to $36.5 million in the first quarter of fiscal 2002 from $31.3 million in the same period of fiscal 2001. As a
percentage of revenues, selling and administrative expenses increased to 23.3% in the first quarter of fiscal 2002 from 21.4% in the same period of fiscal 2001. The increase as a percent of revenue
was driven by information systems initiatives and sales and marketing programs focused on

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enhancing revenue growth. Also contributing to the increase were additional bad debt expenses associated with the slow economy.

Depreciation
and amortization expense decreased 7.0% to $8.8 million in the first quarter of fiscal 2002 from $9.4 million in the same period of fiscal 2001. As a
percentage of revenues, depreciation and amortization expense decreased to 5.6% in the first quarter of fiscal 2002 from 6.5% in the same period of fiscal 2001. The reduction was driven largely by the
Company's adoption of SFAS No. 142, under which goodwill and intangible assets with indefinite lives will no longer be amortized. Capital expenditures, excluding acquisition of businesses, were
$5.6 million in the first quarter of fiscal 2002 compared to $8.2 million in the prior year's quarter.

Income
from operations decreased 8.3% to $19.1 million in the first quarter of fiscal 2002 from $20.8 million in the same period of fiscal 2001. Operating margins
decreased to 12.1% in fiscal 2002 from 14.2% in fiscal 2001.

Interest
expense was $3.8 million for the first quarter of fiscal 2002, down from $4.4 million in the same period of fiscal 2001. The decrease in interest expense is due
primarily to lower effective interest rates. The Company's effective tax rate decreased to 39.5% in the first quarter of fiscal 2002 from 40.1% in the same period of fiscal 2001 due largely to
decreases in Canadian statutory income tax rates.

Net
income fell 6.1% to $9.2 million in the first quarter of fiscal 2002 from $9.8 million in the same period of fiscal 2001. Basic and diluted earnings per share for
the first quarter of fiscal 2002 were $0.45 per share, compared to $0.48 per share for the prior year quarter. Net income margins decreased to 5.9% for the first quarter of fiscal 2002 compared with
6.7% in the first quarter of fiscal 2001.

LIQUIDITY AND FINANCIAL RESOURCES

Cash flow from operating activities was $23.6 million in the first quarter of fiscal 2002 and $22.9 million in the same period of fiscal 2001.
Working capital at September 29, 2001 was $28.4 million, down 42.7% from $49.6 million at June 30, 2001. The decrease was largely driven by an increase in current
maturities of long-term debt associated with debt amortization and acquisitions in the first quarter of fiscal 2002.

Cash
used in investing activities was $26.6 million in the first quarter of fiscal 2002 and $9.2 million in the first quarter of fiscal 2001. The increase is primarily
due to the acquisition of business assets in the first quarter of fiscal 2002.

Cash
provided by financing activities was $6.6 million in the first quarter of fiscal 2002 and cash used for financing activities was $13.3 million in the same period of
fiscal 2001. The long-term debt, including current maturities, increased to $216.6 million at September 29, 2001 from $208.2 million at June 30, 2001. The
Company paid dividends of $0.4 million during the quarter. The Company's ratio of total debt to total capitalization increased to 41.1% at the end of the first quarter of fiscal 2002 from 40.9%
at June 30, 2001.

Stockholders'
equity grew 1.8% to $306.8 million at September 29, 2001, compared with $301.3 million at the end of fiscal 2001. G&K's return on average equity
decreased to 11.3% for the first quarter of fiscal 2002 compared with 14.2% for the first quarter of fiscal 2001.

Management
believes that cash flows generated from operations and its credit facilities should provide adequate funding for its current businesses and planned expansion of operations
or any future acquisitions.

Forward-Looking Statements

This document contains "forward-looking statements" within the meaning of the federal securities laws, including statements concerning business strategies and
their intended results, and similar statements concerning anticipated future events and expectations that are not historical facts. These forward-looking statements are made pursuant to the safe
harbor provisions of the Private Securities Litigation Reform Act of 1995. The forward-looking statements in this document reflect management's best judgment at the time they are made, but all such
statements

11

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are subject to numerous risks and uncertainties, which could cause actual results to differ materially from those expressed in or implied by the statements herein. Additional information concerning
potential factors that could effect future financial results is included in the Company's Annual Report on Form 10-K for the Fiscal Year Ended June 30, 2001.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK

The Company uses financial instruments, including fixed and variable rate debt, as well as interest rate swaps, to finance operations and to hedge interest
rate exposures. The swap contracts are entered into for periods consistent with related underlying exposures and do not constitute positions independent of those exposures. The Company does not enter
into contracts for speculative purposes, nor is it a party to any leveraged instrument. There has been no material change in the Company's market risks associated with debt and interest rate swap
obligations during the quarter ended September 29, 2001.

The
Company is exposed to foreign currency rate risk and substantially all foreign exchange exposure is the Canadian dollar. The Company's investments in its foreign subsidiary with a
functional currency other than the U.S. dollar are not hedged. Any gains or losses in fair value associated with the
Canadian dollar are reflected in the consolidated balance sheet as a component of other comprehensive income.

12

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PART II  OTHER INFORMATION

ITEM 2. Changes in Securities and Use of Proceeds.

On November 8, 2001, the shareholders of the Company approved the adoption of Amended and Restated Articles of Incorporation and Bylaws that affect the
rights of the Company's Class A and Class B Common Stock. Substantive amendments contained within the Amended and Restated Articles of Incorporation and Bylaws include provisions that
(i) increased the authorized shares of Class A Common Stock from 50 million to 400 million shares ant the authorized shares of Class B Common Stock from
10 million to 30 million shares, (ii) increased the maximum number of directors serving on the Board of Directors from nine to twelve, (iii) authorized the Board of
Directors to determine the number of directors, with a minimum of three and a maximum of twelve, to serve on the Board of Directors from time to time, (iv) divided the Board of Directors into
classes to allow for staggered terms of office, with one class of directors elected each year and each director so elected serving for a term of three years, (v) required the affirmative vote
of the holders of at least 80% of the voting power of the then outstanding shares of capital stock of the Company entitled to vote to (1) remove a director, with or without cause, or
(2) amend, modify or repeal the provisions of the Articles of Incorporation and Bylaws fixing the number of directors or their classifications, qualifications or terms of office, or containing
procedures for removing directors or filling vacancies in the Board of Directors, and (vi) made non-substantive changes to the Articles of Incorporation and Bylaws to conform the
number, ordering and content of the sections of the Articles of Incorporation and Bylaws to the changes described above.

The
Amended and Restated Articles of Incorporation and Bylaws are attached as Exhibits 3(i) and 3(ii), respectively, to this quarterly report.

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

None

ITEM 6. Exhibits and Reports on Form 8-K



|3(i  | ) | Amended and Restated Articles of Incorporation, as filed with the Secretary of State of Minnesota on November 8, 2001                                                                                                             
|---- | - | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|3(ii | ) | Amended and Restated Bylaws                                                                                                                                                                                                       
|4(a  | ) | Rights Agreement, dated as of September 17, 2001, by and between G&K Services, Inc. and Wells Fargo Bank Minnesota, National Association (incorporated by reference to the Registrant's Form 8-K filing dated September 19,
2001).
|10(a | ) | Amendment to the 1996 Director Stock Option Plan                                                                                                                                                                                  





13

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SIGNATURES

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

|                        |  | G&K SERVICES, INC.
(Registrant)                                                                                     
|----------------------- |  | --------------------------------------------------------------------------------------------------------------------
|Date: November 13, 2001 |  | /s/JEFFREY L. WRIGHTJeffrey L. Wright Chief Financial Officer, Treasurer and Secretary
(Principal Financial Officer)
|                        |  | /s/MICHAEL F. WOODARDMichael F. Woodard Controller
(Principal Accounting Officer)                                   

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