<PAGE>





                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON D.C. 20549

                                    FORM 10-Q

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

                       FOR THE QUARTER ENDED JULY 31, 2000
                         Commission file number 1-13026



                                   BLYTH, INC.
             (Exact name of registrant as specified in its charter)

           DELAWARE                                36-2984916
    (State or other jurisdiction        (IRS Employer Identification No.)
  of incorporation or organization)

               100 FIELD POINT ROAD, GREENWICH, CONNECTICUT 06830
            (Address of principal executive offices)       (Zip Code)


                                 (203) 661-1926
              (Registrant's telephone number, including area code)

                                 NOT APPLICABLE
              (Former name, former address and former 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 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 registrant's
classes of common stock, as of the latest practicable date.

                 47,963,374 COMMON SHARES AS OF AUGUST 31, 2000




<PAGE>


                                   BLYTH, INC.

                                      INDEX
                                                                           Page

Form 10-Q Cover Page...........................................................1

Form 10-Q Index................................................................2


Part I.  Financial Information:

      Item 1.  Financial Statements:
                     Consolidated Balance Sheets...............................3

                     Consolidated Statements of Earnings.....................4,5

                     Consolidated Statements of Stockholders' Equity...........6

                     Consolidated Statements of Cash Flows.....................7

                     Notes to Consolidated Financial Statements..............8,9

      Item 2.  Management's Discussion and Analysis of
                 Financial Condition and Results of Operations.............10-13

      Item 3.  Quantitative and Qualitative Disclosures About Market Risk.....14


Part II.  Other Information

      Item 1.  Legal Proceedings..............................................15

      Item 2.  Changes in Securities..........................................15

      Item 3.  Defaults upon Senior Securities................................15

      Item 4.  Submission of Matters to a Vote of Security Holders............15

      Item 5.     Other Information........................................15-17

      Item 6.     Exhibits and Reports on Form 8-K............................17


Signatures....................................................................18




                                       2

<PAGE>


Part I.   FINANCIAL  INFORMATION
Item I.   FINANCIAL STATEMENTS

                                              BLYTH, INC. AND SUBSIDIARIES
                                               CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
                                                                                                 July 31,     January 31,
(In thousands, except share data)                                                                    2000            2000
                                                                                                ---------     -----------
<S>                                                                                           <C>              <C>

ASSETS                                                                                         (Unaudited)
CURRENT ASSETS:
Cash and cash equivalents                                                                       $  35,302       $  46,047
Accounts receivable, less allowance for doubtful receivables
   of $2,162 and $2,154, respectively                                                              77,569          84,919
Inventories                                                                                       236,782         186,696
Prepaid expenses                                                                                    5,281           3,000
Deferred income taxes                                                                               1,364           1,200
                                                                                                ---------       ---------
       Total current assets                                                                       356,298         321,862
PROPERTY, PLANT AND EQUIPMENT, AT COST:
   Less accumulated depreciation of $128,102 and $113,044, respectively                           270,764         273,528

OTHER ASSETS:
Investments                                                                                        13,698          10,303
Excess of cost over fair value of assets acquired, net of
  accumulated amortization of $9,362 and $7,290, respectively                                     102,574         102,328
Deposits and other assets                                                                           6,848           5,075
                                                                                                ---------       ---------
                                                                                                  123,120         117,706
                                                                                                ---------       ---------
       Total assets                                                                             $ 750,182       $ 713,096
                                                                                                =========       =========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Bank lines of credit                                                                            $  34,521       $   5,572
Current maturities of long-term debt                                                                9,900          14,063
Accounts payable                                                                                   49,989          53,359
Accrued expenses                                                                                   41,559          51,819
Dividend payable                                                                                        -               -
Income taxes                                                                                        7,095           5,792
                                                                                                ---------       ---------
       Total current liabilities                                                                  143,064         130,605
DEFERRED INCOME TAXES                                                                              26,247          24,202
LONG-TERM DEBT, less current maturities                                                           173,119         176,587
MINORITY INTEREST AND OTHER                                                                           413           1,488
COMMITMENTS AND CONTINGENCIES                                                                           -               -
STOCKHOLDERS' EQUITY:
Preferred stock - authorized 10,000,000 shares of $0.01 par
   value; no shares issued and outstanding                                                              -               -
Common stock - authorized 100,000,000 shares of $0.02 par value; issued
  and outstanding, 47,960,674 shares and 48,037,309 shares, respectively                              988             985
Additional contributed capital                                                                     96,237          93,784
Retained earnings                                                                                 354,770         320,384
Accumulated other comprehensive loss                                                               (8,841)         (4,760)
Treasury stock, at cost, 1,435,800 shares and 1,208,700 shares, respectively                      (35,815)        (30,179)
                                                                                                ---------       ---------
       Total stockholders' equity                                                                 407,339         380,214
                                                                                                ---------       ---------
       Total liabilities and stockholders' equity                                               $ 750,182       $ 713,096
                                                                                                =========       =========
</TABLE>

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






                                       3


<PAGE>
                                           BLYTH, INC. AND SUBSIDIARIES
                                       CONSOLIDATED STATEMENTS OF EARNINGS
                                                   (Unaudited)

<TABLE>
<CAPTION>


SIX MONTHS ENDED JULY 31 (In thousands, except per share data)

                                                                                          2000                1999
                                                                                        ------              ------
<S>                                                                                 <C>                 <C>

Net sales                                                                            $ 510,288           $ 474,136
Cost of goods sold                                                                     210,889             201,991
                                                                                     ---------           ---------
    Gross profit                                                                       299,399             272,145
Selling and shipping                                                                   181,777             163,790
Administrative                                                                          46,705              44,399
Amortization of goodwill                                                                 2,096               1,275
                                                                                     ---------           ---------
                                                                                       230,578             209,464
                                                                                     ---------           ---------
    Operating profit                                                                    68,821              62,681
Other expense (income):
     Interest expense                                                                    8,341               4,376
     Interest income and other                                                          (1,164)               (184)
     Equity in earnings of investees                                                       787               1,276
                                                                                     ---------           ---------
                                                                                         7,964               5,468
                                                                                     ---------           ---------
     Earnings before income taxes and minority interest                                 60,857              57,213
Income tax expense                                                                      22,762              21,970
                                                                                     ---------           ---------
     Earnings before minority interest                                                  38,095              35,243
Minority interest                                                                       (1,084)                276
                                                                                     ---------           ---------
     Net earnings                                                                     $ 39,179            $ 34,967
                                                                                     =========           =========
Basic:     Net earnings per common share                                              $   0.82            $   0.72
           Weighted average number of shares outstanding                                47,959              48,714
                                                                                     ---------           ---------
Diluted:   Net earnings per common share                                              $   0.81            $   0.71
           Weighted average number of shares outstanding                                48,288              49,076
                                                                                     =========           =========
</TABLE>

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



                                       4

<PAGE>

                                          BLYTH, INC. AND SUBSIDIARIES
                                       CONSOLIDATED STATEMENTS OF EARNINGS
                                                   (Unaudited)
<TABLE>
<CAPTION>

THREE MONTHS ENDED JULY 31 (In thousands, except per share data)
                                                                                        2000                 1999
                                                                                  ----------            ---------
<S>                                                                               <C>                  <C>
Net sales                                                                          $ 235,408            $ 229,863
Cost of goods sold                                                                    99,329               98,198
                                                                                  ----------            ---------
    Gross profit                                                                     136,079              131,665
Selling and shipping                                                                  81,108               78,405
Administrative                                                                        22,635               22,535
Amortization of goodwill                                                               1,048                  639
                                                                                  ----------            ---------
                                                                                     104,791              101,579
                                                                                  ----------            ---------
    Operating profit                                                                  31,288               30,086
Other expense (income):
     Interest expense                                                                  4,188                2,492
     Interest income and other                                                          (585)                 (64)
     Equity in earnings of investees                                                     (64)                 863
                                                                                  ----------            ---------
                                                                                       3,539                3,291
                                                                                  ----------            ---------
     Earnings before income taxes and minority interest                               27,749               26,795
Income tax expense                                                                    10,323               10,287
                                                                                  ----------            ---------
     Earnings before minority interest                                                17,426               16,508
Minority interest                                                                       (732)                  78
                                                                                  ----------            ---------
     Net earnings                                                                   $ 18,158             $ 16,430
                                                                                  ==========            =========
Basic:      Net earnings per common share                                           $   0.38             $   0.34
            Weighted average number of shares outstanding                             47,940               48,488
                                                                                  ==========            =========
Diluted:    Net earnings per common share                                           $   0.38             $   0.34
            Weighted average number of shares outstanding                             48,317               48,893
                                                                                  ==========            =========
</TABLE>

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



                                        5

<PAGE>

                          BLYTH, INC. AND SUBSIDIARIES
                 CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
<TABLE>
<CAPTION>

JULY 31, (In thousands, except share data)

                                                                                                             Accumulated
                                                  Common stock        Additional                                   other
                                           ------------------------  contributed   Retained   Treasury     comprehensive
                                              Shares       Amount      capital     earnings     stock      income (loss)      Total
                                              ------       ------    -----------   --------   --------     -------------      -----
<S>                                          <C>          <C>        <C>         <C>          <C>           <C>           <C>
FOR THE SIX MONTHS ENDED JULY  31, 1999:
Balance, January 31, 1999                     49,190,474   $ 984      $ 93,281    $227,995     $   (228)     $      -      $322,032

Net earnings for the period                                                         34,967                                   34,967
Foreign currency translation adjustments                                                                       (4,929)       (4,929)
                                                                                                                          ---------
    Comprehensive income                                                                                                     30,038

Common stock issued in connection with
  exercise of stock options                       21,158                   276                                                  276

Treasury stock purchase                         (724,700)                                       (17,221)                    (17,221)
                                              -----------  -----      --------   ---------     ---------     --------     ----------
Balance, July 31, 1999                        48,486,932   $ 984      $ 93,557    $262,962     $(17,449)     $ (4,929)     $335,125
                                              ===========  ========== ========   ========      =========     ========     ==========
FOR THE SIX MONTHS ENDED JULY 31, 2000:

Balance, January 31, 2000                     48,037,309   $ 985      $ 93,784    $320,384     $(30,179)     $ (4,760)     $380,214

Net earnings for the period                                                         39,179                                   39,179
Foreign currency translation adjustments                                                                       (4,590)       (4,590)
Unrealized holding gains on certain
  investments (net of tax of $304)                                                                                509           509
                                                                                                                          ----------
    Comprehensive income                                                                                                     35,098

Common stock issued in connection with
  exercise of stock options                      150,465        3         2,056                                               2,059

Tax benefit from stock options                                             397                                                  397

Dividends paid                                                                      (4,793)                                  (4,793)

Treasury stock purchase                         (227,100)                                        (5,636)                     (5,636)
                                              -----------  -----      --------   ---------     ---------     --------     ----------

Balance, July 31, 2000                        47,960,674   $ 988      $ 96,237    $354,770     $(35,815)     $ (8,841)     $407,339
                                              ===========  ========== ========   =========     ========      ========     ==========
</TABLE>

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




                                       6

<PAGE>


                          BLYTH, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)

<TABLE>
<CAPTION>

SIX MONTHS ENDED JULY 31 (In thousands)                                                              2000            1999
                                                                                                     ----            ----
<S>                                                                                             <C>             <C>
Cash flows from operating activities:
     Net earnings                                                                                $ 39,179        $ 34,967
     Adjustments to reconcile net earnings to net cash
        provided by operating activities:
             Depreciation and amortization                                                         17,156          13,085
             Tax benefit from stock options                                                           397               -
             Deferred income taxes                                                                  2,886             201
             Equity in earnings of investees                                                          787           1,276
             Minority interest                                                                     (1,084)            276
     Changes in operating assets and liabilities, net of
        effect of business acquisitions:
             Accounts receivable                                                                    7,350          (5,785)
             Inventories                                                                          (47,597)        (47,625)
             Prepaid expenses                                                                      (1,106)           (704)
             Deposits and other assets                                                             (1,063)            235
             Accounts payable                                                                      (8,734)         (9,499)
             Accrued expenses                                                                      (9,156)         (9,545)
             Income taxes                                                                             199          (1,145)
                                                                                                 --------         --------
                   Total adjustments                                                              (39,965)        (59,230)
                                                                                                 --------         --------
                   Net cash used in operating activities                                             (786)        (24,263)
Cash flows from investing activities:
    Purchases of property, plant and equipment                                                    (12,635)        (11,225)
    Long term investments                                                                          (9,439)            674
    Purchase of businesses, net of cash acquired                                                     (430)        (38,922)
                                                                                                 --------         --------
                   Net cash used in investing activities                                          (22,504)        (49,473)
Cash flows from financing activities:
    Proceeds from issuance of common stock                                                          2,059             276
    Purchase of treasury stock                                                                     (5,636)        (17,221)
    Borrowings from bank line of credit                                                            29,952         287,356
    Repayments on bank line of credit                                                              (1,003)       (255,000)
    Borrowings (repayments) on long-term debt                                                      (8,034)         59,926
    Dividends paid                                                                                 (4,793)              -
                                                                                                 --------         --------
                   Net cash provided by financing activities                                       12,545          75,337
                                                                                                 --------         --------
                   Net increase (decrease) in cash and cash equivalents                           (10,745)          1,601
Cash and cash equivalents at beginning of period                                                   46,047          18,571
                                                                                                 --------         --------
Cash and cash equivalents at end of period                                                       $ 35,302        $ 20,172
                                                                                                 ========        =========
</TABLE>

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



                                       7

<PAGE>


                          BLYTH, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

1.       BASIS OF PRESENTATION

         The Company, which operates in a single segment, home fragrance
         products, designs, manufactures, and markets an extensive line of
         candles and home fragrance products including scented candles, outdoor
         lighting products, potpourri, and environmental fragrance products and
         markets a broad range of related candle accessories and decorative
         seasonal products.

         The consolidated financial statements include the accounts of the
         Company, and its direct and indirect subsidiaries. All significant
         intercompany accounts and transactions have been eliminated.
         Investments in companies which are not majority owned or controlled are
         reported using the equity method and are recorded in other assets.
         Certain of the Company's subsidiaries operate on a 52 or 53 week fiscal
         year ending on the last Saturday in January. European operations
         maintain a calendar year accounting period which is consolidated with
         the Company's fiscal period. In the opinion of the Management, the
         accompanying unaudited consolidated financial statements include all
         accruals (consisting only of normal recurring accruals) necessary for
         fair presentation of the Company's consolidated financial position at
         July 31, 2000 and the consolidated results of its operations and cash
         flows for the six-month periods ended July 31, 2000 and 1999. These
         interim statements should be read in conjunction with the Company's
         consolidated financial statements for the year ended January 31, 2000,
         as set forth in the Company's Annual Report on Form 10-K. Operating
         results for the six months ended July 31, 2000 are not necessarily
         indicative of the results that may be expected for the year ending
         January 31, 2001.


2.       INVENTORIES

         The components of inventory consist of the following (in thousands):
<TABLE>
<CAPTION>
                                   July 31, 2000       January 31, 2000
                                   -------------       ----------------
<S>                                    <C>                    <C>
Raw materials                           $ 50,732               $ 40,071
Work in process                            3,960                  4,625
Finished goods                           182,090                142,000
                                   -------------       ----------------
                                       $ 236,782              $ 186,696
                                   =============       ================
</TABLE>


3.       EARNINGS PER SHARE

         The components of basic and diluted earnings per share are as follows
         (in thousands):

<TABLE>
<CAPTION>
                                             Three Months          Six Months       Three Months          Six Months
                                           Ended July 31,      Ended July 31,     Ended July 31,      Ended July 31,
                                                     2000                2000               1999                1999
                                           --------------      --------------     --------------      --------------
<S>                                             <C>                 <C>                <C>                 <C>
Net earnings                                     $ 18,158            $ 39,179           $ 16,430            $ 34,967
                                           ==============      ==============     ==============      ==============
Weighted average number of common
   shares outstanding:
         Basic                                     47,940              47,959             48,488              48,714
         Dilutive effect of stock options             377                 329                405                 362
                                           --------------      --------------     --------------      --------------
Weighted average number of common
   shares outstanding:
         Diluted                                   48,317              48,288             48,893              49,076
                                           ==============      ==============     ==============      ==============
</TABLE>

         As of July 31, 2000 and 1999, options to purchase 56,176 and 59,523
         shares of common stock, respectively, are not included in the
         computation of earnings per share because the effect would be
         antidilutive.




                                       8

<PAGE>


                          BLYTH, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

4.       SEGMENT INFORMATION

         The Company operates in a single segment, home fragrance products. The
         Company designs, manufactures, and markets an extensive line of candles
         and home fragrance products including scented candles, outdoor lighting
         products, potpourri and environmental fragrance products. Closely
         complementing these products are a broad range of candle accessories
         and decorative seasonal products. The Company has operations outside of
         the United States and sells its products worldwide.

         The following geographic area data include trade net sales and net
         earnings based on product shipment destination and long-lived assets
         (which consist of fixed assets, goodwill and long term investments)
         based on physical location.

<TABLE>
<CAPTION>
                                                 Three months ended July 31,            Six months ended July 31,
                                                 --------------------------             -------------------------
(In thousands)                                        2000            1999                2000             1999
                                                     ------          ------              ------           ------
<S>                                              <C>               <C>                 <C>              <C>
Net Sales:
    United States                                $ 178,236         $ 181,924           $ 382,961        $ 363,697
    International(1)                                57,172            47,939             127,327          110,439
                                                 ---------         ---------           ---------        ---------
        Total                                    $ 235,408         $ 229,863           $ 510,288        $ 474,136
                                                 =========         =========           =========        =========

                                                 Three months ended July 31,            Six months ended July 31,
                                                 ---------------------------            -------------------------
(In thousands)                                        2000              1999                2000             1999
                                                     ------            ------              ------           ------
Net Earnings:
    United States                                 $ 15,254          $ 14,081            $ 32,973         $ 29,563
    International(1)                                 2,904             2,349               6,206            5,404
                                                 ---------         ---------           ---------        ---------
        Total                                     $ 18,158          $ 16,430            $ 39,179         $ 34,967
                                                 =========         =========           =========        =========

                                                  July 31,       January 31,
(In thousands)                                        2000              2000
                                                  --------       -----------
Long-Lived Assets:
    United States                                $ 297,108         $ 289,480
    International(1)                                89,928            96,679
                                                 ---------       -----------
        Total                                    $ 387,036         $ 386,159
                                                 =========       ===========
</TABLE>

     (1) No individual country represents a significant amount of net sales, net
earnings or long-lived assets.




                                       9

<PAGE>


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

RESULTS OF OPERATIONS:

NET SALES

         Net sales increased $36.2 million, or 7.6%, to $510.3 million in the
         first six months of fiscal 2001 from $474.1 million in the first six
         months of fiscal 2000. Net sales in the second quarter ended July 31,
         2000, increased $5.5 million, or 2.4% to $235.4 million compared with
         $229.9 million a year earlier. This increase was mostly attributable to
         unit sales growth of the Company's everyday products. The sales growth
         in the second quarter when compared to last year was adversely impacted
         by several factors: further deterioration of European currencies
         against the dollar whereby the euro has decreased approximately 11% and
         the pound sterling has decreased approximately 7% from year ago levels;
         a temporary slowdown of recruiting in the U.S. direct selling channel;
         and the effect of de-emphasizing less profitable product lines in U.S.
         and European markets.

GROSS PROFIT

         Gross profit increased $27.3 million, or 10.0%, from $272.1 million in
         the first six months of fiscal 2000 to $299.4 million in the first six
         months of fiscal 2001. Gross profit margin increased from 57.4% for the
         first six months of fiscal 2000 to 58.7% for the first six months of
         fiscal 2001. Gross profit in the second quarter ended July 31, 2000
         increased $4.4 million, or 3.3%, from $131.7 million for the quarter
         ended July 31, 1999 to $136.1 million. Gross profit margin increased
         from 57.3% for the quarter ended July 31, 1999 to 57.8% for the quarter
         ended July 31, 2000. Gross profit margin grew at a somewhat higher rate
         than sales due to several factors including continued benefits from
         investments in technology and leveraging worldwide sourcing.

SELLING AND SHIPPING EXPENSE

         Selling and shipping expense increased $18.0 million, or 11.0%, from
         $163.8 million in the first six months of fiscal 2000 (34.5% of net
         sales), to $181.8 million in the first six months of fiscal 2001 (35.6%
         of net sales). Selling and shipping expense increased $2.7 million, or
         3.4%, from $78.4 million in the quarter ended July 31, 1999 (34.1% of
         net sales), to $81.1 million in the quarter ended July 31, 2000 (34.5%
         of net sales). The increases were primarily attributable to the higher
         percentage of total sales of premium priced products, for which sales
         expenses, as a percentage of net sales, are relatively higher.

OPERATING PROFIT

         Operating profit increased $6.1 million, or 9.8%, to $68.8 million in
         the six months ended July 31, 2000 compared with $62.7 million a year
         earlier. Operating profit in the second quarter ended July 31, 2000
         increased $1.2 million, or 4.0%, to $31.3 million compared to $30.1
         million in the same period last year. The increase in operating profit
         is attributable to the above noted continued benefits from investments
         in technology, and leveraging our worldwide sourcing efforts and
         administrative overhead, although such increase was negatively impacted
         by the deterioration of European currencies as discussed above.

ADMINISTRATIVE EXPENSE

         Administrative expense increased $2.3 million, or 5.2%, from $44.4
         million in the first six months of fiscal 2000 (9.4% of net sales) to
         $46.7 million in the first six months of fiscal 2001 (9.2% of net
         sales). Administrative expense increased $0.1 million, or 0.4%, from
         $22.5 million in the quarter ended July 31, 1999 (9.8% of net sales) to
         $22.6 million in the quarter ended July 31, 2000 (9.6% of net sales).
         The decrease in administrative expenses as a percentage of net sales
         reflects the continued leveraging of the Company's administrative
         overhead.




                                       10
<PAGE>


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

RESULTS OF OPERATIONS: (CONTINUED)

INTEREST EXPENSE

         Interest expense increased $3.9 million, or 88.6%, from $4.4 million in
         the first six months of fiscal 2000 to $8.3 million in the first six
         months of fiscal 2001. Interest expense increased $1.7 million, or
         68.0%, from $2.5 million in the quarter ended July 31, 1999 to $4.2
         million in the quarter ended July 31, 2000. The increase in interest
         expense is primarily attributable to the Company's $150.0 million
         public debt offering and debt of acquired companies.

INCOME TAXES

         Income tax expense increased $0.8 million, or 3.6%, from $22.0 million
         in the first six months of fiscal 2000 to $22.8 million in the first
         six months of fiscal 2001. Income tax expense was $10.3 million in the
         quarter ended July 31, 1999 and remained $10.3 million in the quarter
         ended July 31, 2000. The effective income tax rate decreased from
         approximately 38.4% in the quarter ended July 31, 1999 to approximately
         37.2% in the quarter ended July 31, 2000 due to the growth in sales in
         countries with lower tax rates than the U.S.

NET EARNINGS

         As a result of the foregoing, net earnings increased $4.2 million, or
         12.0%, from $35.0 million for the six months ended July 31, 1999 to
         $39.2 million for the six months ended July 31, 2000. Net earnings
         increased $1.8 million, or 11.0%, from $16.4 million in the quarter
         ended July 31, 1999 to $18.2 million in the quarter ended July 31,
         2000.

         Basic earnings per share based upon the weighted average number of
         shares outstanding for the six months ended July 31, 2000 increased
         $0.10 or 13.9%, to $0.82 compared to $0.72 for the six months ended
         July 31, 1999. Basic earnings per share based upon the weighted average
         number of shares outstanding for the quarter ended July 31, 2000
         increased $0.04, or 11.8%, to $0.38 compared to $0.34 for the quarter
         ended July 31, 1999. Diluted earnings per share based upon the
         potential dilution that could occur if options to issue Common Stock
         were exercised or converted were $0.81 for the six months ended July
         31, 2000 compared to $0.71 for the same period last year, an increase
         of $0.10, or 14.1%. Diluted earnings per share based upon the potential
         dilution that could occur if options to issue Common Stock were
         exercised or converted were $0.38 for the quarter ended July 31, 2000
         compared to $0.34 for the same period last year, an increase of $0.04
         or 11.8%.

LIQUIDITY AND CAPITAL RESOURCES

         Inventory increased $2.7 million, or 1.1%, to $236.8 million at July
         31, 2000 when compared to $234.1 million at July 31, 1999. This
         increase of 1.1% is again less than the sales growth of 2.4% for the
         quarter ended July 31, 2000. When compared to January 31, 2000, when
         inventory levels are typically at the lowest point of the fiscal year,
         inventory increased $50.1 million, from $186.7 million, to $236.8
         million at July 31, 2000. Accounts receivable decreased $7.4 million,
         to $77.6 million at July 31, 2000 compared to $84.9 million at January
         31, 2000. Such decrease is normal due to the high year-end levels of
         accounts receivable resulting from increased seasonal sales. Accounts
         payable and accrued expenses decreased $13.6 million, to $91.5 million
         at July 31, 2000 compared to $105.2 million at year-end due to normal
         payment patterns of operating expenses.

         Capital expenditures for property, plant and equipment were $12.6
         million in the six months ended July 31, 2000. Capital expenditures
         were primarily investments in new equipment and enhancements to
         existing plant and equipment and technology. The Company anticipates
         capital spending in the range of $25.0 to $30.0 million for fiscal
         2001, to be used primarily for upgrades to machinery and equipment in
         existing facilities, and technology.





                                       11
<PAGE>


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

LIQUIDITY AND CAPITAL RESOURCES (CONTINUED)

         The Company has grown in part through acquisitions and, as part of its
         growth strategy, the Company expects to continue from time to time in
         the ordinary course of its business to evaluate and pursue acquisition
         opportunities as appropriate. In the future, acquisitions may
         contribute more to the overall Company's sales growth rate than
         historically. This could be in the form of acquiring other companies,
         selected assets and product lines, long-term investments, and/or joint
         ventures that either complement or expand the Company's existing
         business.

         The Company's primary capital requirements are for working capital to
         fund the increased inventory and accounts receivable required to
         sustain the Company's sales growth, for capital expenditures and
         acquisitions. The Company believes that cash on hand, cash from
         operations, proceeds of the Company's public debt offering, and
         available borrowings under the Credit Facility and lines of credit
         described below, will be sufficient to fund its operating requirements,
         capital expenditures, stock repurchase program, dividends, and all
         other obligations for the next twelve months.

         Pursuant to the Company's revolving credit facility ("Credit
         Facility"), as amended on September 14, 1999, which matures on October
         17, 2002, lending institutions have agreed, subject to certain
         conditions, to provide an unsecured revolving credit facility to the
         Company in an aggregate amount of up to $135.0 million and to provide,
         under certain circumstances, an additional $33.8 million. Amounts
         outstanding under the Credit Facility bear interest, at the Company's
         option, at Bank of America's prime rate (9.50% at July 31, 2000) or at
         the Eurocurrency rate plus a credit spread ranging from 0.25% to 0.50%,
         based on a pre-defined financial ratio. At July 31, 2000, approximately
         $4.7 million in letters of credit was outstanding under the Credit
         Facility. The Credit Facility contains, among other provisions,
         requirements for maintaining certain financial ratios and limitations
         on certain payments. At July 31, 2000, the Company was in compliance
         with such covenants.

         As of July 31, 2000, the Company had a total of $70.0 million available
         under uncommitted bank lines of credit maturing in August 2000 and
         January 2001. Amounts outstanding under the lines of credit bear
         interest at the Company's option, at short term fixed rates, at the
         banks' prime rate (9.50% at July 31, 2000), or at the Eurocurrency rate
         plus a credit spread. No amounts were outstanding under the uncommitted
         lines of credit at July 31, 2000.

         As of June 30, 2000, Liljeholmens had available lines of credit of
         approximately $35.0 million of which approximately $11.0 million was
         outstanding. The amounts outstanding under the lines of credit bear
         interest at a weighted average rate of 5.33% at June 30, 2000. The
         lines of credit are renewed annually.

         Colony Gift has a short term revolving credit facility with Barclays
         Bank ("Barclays"), which matures on June 30, 2001, pursuant to which
         Barclays has agreed to provide a revolving credit facility in an amount
         of up to $30.3 million, collateralized by certain of Colony's assets.
         As of June 30, 2000, Colony had borrowings under the credit facility of
         approximately $23.5 million, at a weighted average interest rate of
         6.3% at June 30, 2000.

         At June 30, 2000, Liljeholmens had various long-term debt agreements in
         multiple European currencies maturing at different dates over the next
         two to six years. The total amount outstanding as of June 30, 2000
         under the loan agreements was approximately $14.9 million with variable
         interest rates ranging from 3.60% to 6.55%, of which $6.0 million
         relates to current maturities. The loans are collateralized by certain
         of Liljeholmens' real estate and by a pledge of Liljeholmens' shares in
         its subsidiaries.





                                       12

<PAGE>


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

LIQUIDITY AND CAPITAL RESOURCES (CONTINUED)

         Net cash used in operating activities amounted to $0.8 million for the
         six months ended July 31, 2000 compared to a use of $24.3 million for
         the six months ended July 31, 1999 which was driven by strong earnings
         of $39.2 million, depreciation and amortization of $17.2 million, and
         less net operating asset and liability growth versus last year. The
         decrease in the borrowings and repayments of bank lines of credit in
         the first six months of fiscal 2001 compared to the same period last
         year is attributable to the proceeds from the Company's $150.0 million
         bond offering a portion of which was used to repay bank lines of credit
         in the United States.

         The Company's Board of Directors has authorized the Company to
         repurchase up to 3,000,000 shares of its common stock under the
         Company's Stock Repurchase Plan. As of August 31, 2000, the Company had
         purchased on the open market an aggregate of 1,435,800 common shares
         for a total cost of approximately $35.8 million. The acquired shares
         are held as common stock in treasury at cost.

         On March 30, 2000 the Company declared a cash dividend of $0.10 per
         share of the Company's common stock for the six months ended January
         31, 2000. The dividend reflects the Company's intention to initiate the
         payment of semi-annual dividend of $0.10 per share at the discretion of
         its Board of Directors. The dividend was paid on May 15, 2000 in the
         amount of $4.8 million.

         On September 6, 2000 the Company declared a cash dividend of $0.10 per
         share of the Company's common stock for the six months ended July 31,
         2000. The dividend will be payable to shareholders of record as of
         November 1, 2000, and will be paid on November 15, 2000.

IMPACT OF ADOPTION OF RECENTLY ISSUED ACCOUNTING STANDARDS

         On June 15, 1998, the Financial Accounting Standards Board issued
         Statement No. 133 ("SFAS 133"), "Accounting for Derivative Instruments
         and Hedging Activities". SFAS 133 (as deferred by SFAS 137) is
         effective for all fiscal years beginning after June 15, 2000. SFAS 133
         requires that all derivative instruments be recorded on the balance
         sheet at their fair value. Changes in the fair value of derivatives are
         recorded each period in current earnings or other comprehensive income,
         depending on whether a derivative is designated as part of a hedge
         transaction and, if it is, the type of transaction. The Company
         anticipates that, due to its limited use of derivative instruments, the
         adoption of SFAS 133 will not have a significant effect on the
         Company's results of operations or its financial position.

         During May 2000, the Emerging Issues Task Force ("EITF") issued EITF
         Issue No. 00-10, "Accounting for Shipping and Handling Fees and Costs."
         EITF No. 00-10 addresses the income statement classification for
         shipping and handling fees and costs and will be effective for the
         fourth quarter of fiscal 2001. The Company is currently evaluating the
         effect of the application of EITF Issue No. 00-10 on its results of
         operations and financial position.

         Also, in May 2000, the EITF issued EITF Issue No. 00-14, "Accounting
         for Certain Sales Incentives." EITF No. 00-14 addresses the
         recognition, measurement and statement of earnings classification of
         various sales incentives and will be effective for the fourth quarter
         of fiscal 2001. The Company is currently evaluating the effect of the
         application of EITF Issue No. 00-14 on its results of operations and
         financial position.




                                       13

<PAGE>


Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

MARKET RISK

The Company has operations outside of the United States and sells its products
worldwide. The Company's activities expose it to a variety of market risks,
including the effects of changes in foreign currency exchange rates, interest
rates and commodity prices. These financial exposures are actively monitored
and, where considered appropriate, managed by the Company.

INTEREST RATE RISK

As of July 31, 2000 the Company is subject to interest rate risk on
approximately $38.6 million of variable rate debt, including Liljeholmens and
Colony Gift. Each 1.00% increase in the interest rate would impact pre-tax
earnings by approximately $386,000 if applied to the total.

FOREIGN CURRENCY RISK

The Company uses forward foreign exchange contracts to hedge the impact of
foreign currency fluctuations on certain committed capital expenditures,
Canadian intercompany payables and on certain intercompany loans. The Company
does not hold or issue derivative financial instruments for trading purposes.

With regard to commitments for machinery and equipment in foreign currencies,
upon payment of each commitment the underlying forward contract is closed and
the corresponding gain or loss is included in the measurement of the cost of the
acquired asset. With regard to forward exchange contracts used to hedge Canadian
intercompany payables, gain or loss on such hedges is recognized in earnings in
the period in which the underlying hedged transaction is settled. Gains or
losses on foreign currency forward contracts related to intercompany loans are
recognized currently through income and generally offset the transaction gains
or losses in the foreign currency cash flows which they are intended to hedge.
If a hedging instrument is sold or terminated prior to maturity, gains and
losses are deferred until the hedged item is settled. However, if the hedged
item is no longer likely to occur, the resultant gain or loss on the terminated
hedge is recognized into earnings. For consolidated financial statement
presentation, net cash flows from such hedges are classified in the categories
of the cash flow with the items being hedged.

The following table provides information about the Company's foreign exchange
forward contracts at July 31, 2000.

<TABLE>
<CAPTION>
                                                                        U.S. DOLLAR               AVERAGE         ESTIMATED
(In thousands, except average contract rate)                        NOTIONAL AMOUNT         CONTRACT RATE        FAIR VALUE
                                                                    ---------------         -------------        ----------
<S>                                                                         <C>                      <C>               <C>
Canadian Dollar                                                             $ 7,617                  1.47              $ 65
Swiss Franc                                                                   9,197                  1.63               210
Euro                                                                          6,033                  0.91              (171)
Pound Sterling                                                                5,858                  1.50                11
                                                                           --------                                   ------
                                                                           $ 28,705                                   $ 115
                                                                           ========                                   ======
</TABLE>

     The foreign exchange contracts outstanding as of July 31, 2000 have
maturity dates ranging from August 2000 through January 2001.




                                       14

<PAGE>


Part II.  OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS
         None

ITEM 2.  CHANGES IN SECURITIES
         None

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES
         None

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

         The following matters were voted upon at the Annual Meeting of
         Stockholders held on June 14, 2000, and received the votes set forth
         below:

         1) Each of the following persons nominated was elected to serve as
            director and received the number of votes set forth opposite his
            name.

<TABLE>
<CAPTION>
                                            FOR                AGAINST       WITHHELD
---------------------------------------------------------------------------------------
<S>                                      <C>                     <C>          <C>
    Roger A. Anderson                    42,651,979               0           217,084
    Pamela M. Goergen                    42,682,501               0           186,562
</TABLE>

         2)   A proposal to ratify the appointment of PricewaterhouseCoopers LLP
              as independent certified public accountants received 42,756,766
              votes for, 105,231 votes against, and 7,066 votes withheld.

         3)   A resolution to adopt the Company's  Amended and Restated 1994
              Employee Stock Option Plan received  35,146,815  votes for,
              4,083,646 votes against, and 3,638,602 votes withheld.

         4)   A resolution  to adopt the Blyth  Industries, Inc. Annual
              Incentive Compensation  Plan received  42,500,726  votes for,
              313,000 votes against, and 55,337 votes withheld.

         5)   A resolution to adopt an amendment to the Corporation's  Restated
              Certificate of Incorporation  received  42,693,575 votes for,
              152,017 votes against, and 23,471 votes withheld.

ITEM 5.  OTHER INFORMATION

         The Company is including the following cautionary statement in this
         Report to make applicable, and to take advantage of, the safe harbor
         provisions of the Private Securities Litigation Reform Act of 1995 for
         any forward-looking statements made by, or on behalf of, the Company.
         Forward-looking statements include statements concerning plans,
         objectives, goals, strategies, future events or performance and
         underlying assumptions and other statements which are other than
         statements of historical facts. From time to time, the Company and its
         representatives may publish or otherwise make available forward-looking
         statements of this nature. All such forward-looking statements, whether
         written or oral, and whether made by or on behalf of the Company, are
         expressly qualified by the following cautionary statements.
         Forward-looking statements involve risks and uncertainties which could
         cause actual results or outcomes to differ materially from those
         expressed in the forward-looking statements. Such forward-looking
         statements are expected to be based on various assumptions, many of
         which are based, in turn, upon further assumptions.



                                       15

<PAGE>


Part II.  OTHER INFORMATION

ITEM 5.  OTHER INFORMATION (CONTINUED)

         There can be no assurance that management's expectations, beliefs or
         projections will occur or be achieved or accomplished. In addition to
         other factors and matters discussed elsewhere in this Report and in the
         Company's other public filings and statements, the following are
         important factors that, in the view of the Company, could cause actual
         results to differ materially from those discussed in the Company's
         forward-looking statements. The Company disclaims any obligation to
         update any forward-looking statements, or the following factors, to
         reflect events or circumstances after the date of this Report.

Risk of Inability to Maintain Growth Rate

         The Company has grown substantially in recent years. We expect that
         our future growth will be generated by sales to the faster growing
         worldwide consumer market for home fragrance products. The market
         for our institutional products has grown, but more slowly, and we
         expect it will continue to do so. Our ability to continue to grow
         depends on several factors, including the following: market
         acceptance of existing products, the successful introduction of new
         products, the ability to recruit independent sales consultants in
         North America, and increases in production and distribution capacity
         to meet demand. The home fragrance products industry is driven by
         consumer tastes. Accordingly, there can be no assurance that our
         existing or future products will maintain or achieve market
         acceptance. We expect that, as we grow, our rate of growth will be
         less than our historical growth rate. In addition, we have grown in
         part through acquisitions and there can be no assurance that we will
         be able to continue to identify suitable acquisition candidates, to
         consummate acquisitions on terms favorable to the Company, to
         finance acquisitions or to successfully integrate acquired
         operations. In the future, acquisitions may contribute more to the
         overall Company's sales growth rate than historically.

Ability to Respond to Increased Product Demand

         Our significant internal growth has required increases in personnel,
         expansion of production and distribution facilities, and enhancement of
         management information systems. Our ability to meet future demand for
         products will be dependent upon success in (1) training, motivating and
         managing new employees, (2) bringing new production and distribution
         facilities on line in a timely manner, (3) improving management
         information systems in order to respond promptly to customer orders and
         (4) improving our ability to forecast anticipated product demand in
         order to continue to fill customer orders promptly. If we are unable to
         meet future demand for products in a timely and efficient manner, our
         operating results could be materially adversely affected.

Risks Associated with International Sales and Foreign-Sourced Products

         Our international business has grown at a faster rate than sales in the
         United States in recent years. In addition, we source a portion of our
         candle accessories and decorative gift bags from independent
         manufacturers in the Pacific Rim, Europe and Mexico. For these reasons
         we are subject to the following risks inherent in foreign manufacturing
         and sales: fluctuations in currency exchange rates, economic and
         political instability, transportation delays, difficulty in maintaining
         quality control, restrictive actions by foreign governments,
         nationalizations, the laws and policies of the United States affecting
         importation of goods (including duties, quotas and taxes) and trade and
         foreign tax laws.

Raw Materials

         For certain raw materials, there may be temporary shortages due to
         weather or other factors, including disruptions in supply caused by raw
         material transportation or production delays. Such raw material
         shortages have not previously had, and are not expected to have, a
         material adverse effect on the Company's operations.





                                       16

<PAGE>


Part II.  OTHER INFORMATION (CONTINUED)

ITEM 5. OTHER INFORMATION (CONTINUED)

Dependence on Key Management Personnel

        Our success depends upon the contributions of key management personnel,
        particularly our Chairman, Chief Executive Officer and President, Robert
        B. Goergen. We do not have employment contracts with any of our key
        management personnel, nor do we maintain any key person life insurance
        policies. The loss of any of the key management personnel could have a
        material adverse effect on the Company.

Competition

         Our business is highly competitive, both in terms of price and new
         product introductions. The worldwide consumer market for home fragrance
         products is highly fragmented, with numerous suppliers serving one or
         more of the distribution channels served by the Company. Because there
         are relatively low barriers to entry to the home fragrance products
         industry, we may face increased future competition from other
         companies, some of which may have substantially greater financial and
         marketing resources than those available to us. From time to time
         during the year-end holiday season, we experience competition from
         candles manufactured in foreign countries, particularly China. In
         addition, certain of our competitors focus on a particular geographic
         or single-product market and attempt to gain or maintain market share
         solely on the basis of price.

ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K

         a)   Exhibits

                  27. Financial data schedule

         b)   Reports on Form 8-K

              During the fiscal quarter ended July 31, 2000, the Company filed
              the following reports on Form 8-K:

                       Current Report on Form 8-K on June 1, 2000 to file as an
                       exhibit the press release announcing the Company's
                       results of operations for the fiscal quarter ended April
                       30, 2000.

                       Current Report on Form 8-K on June 14, 2000 announcing
                       the ratification by Shareholders of the amendment to the
                       Company's Certificate of Incorporation to change the name
                       of the Company to "Blyth, Inc."




                                       17
<PAGE>


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.


                                                     BLYTH, INC.



         Date:    September 13, 2000                By: /s/ Robert B. Goergen
                 --------------------                   -----------------------
                                                        Robert B. Goergen
                                                        Chief Executive Officer




         Date:    September 13, 2000                By: /s/ Richard T. Browning
                 --------------------                   -----------------------
                                                        Richard T. Browning
                                                        Chief Financial Officer




                                       18

<PAGE>


                                  EXHIBIT INDEX


Exhibit                    Description                         Page No.
-------                    -----------                         --------

27.                        Financial data schedule             N/A