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United States
Securities and Exchange CommissionWashington, DC 20549

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FORM 10-Q

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|ý                                          | Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 
|------------------------------------------ | ----------------------------------------------------------------------------------------
|For the quarterly period ended May 3, 2003
|Or                                        
|o                                          | Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Commission File Number    0-23874

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Jos. A. Bank Clothiers, Inc.

|Delaware(State incorporation) |  | 5611(Primary Standard
Industrial Classification
Code Number) |  | 36-3189198(I.R.S. Employer
Identification Number)
|----------------------------- |  | ------------------------------------------------------------ |  | -------------------------------------------------

500 Hanover Pike, Hampstead, MD    21074-2095

None(Former name or former address, if
changed since last report)

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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 if 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    ý        No    o

Indicate
by check mark whether the registrant is an accelerated filer (as defined in Exchange Act Rule 12b-2)

Yes    ý        No    o

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

Class

Outstanding as of June 11, 2003Common Stock, $.01 par value

6,202,123


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JOS. A. BANK CLOTHIERS, INC.

Index

|               |         |                                                                                                |                                                                                       | Page No.
|-------------- | ------- | ---------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------- | --------
|Part I.        |         | Financial Information                                                                          |                                                                                       |         
|               | Item 1. |                                                                                                | Condensed Consolidated Financial Statements                                           |         
|               |         | Condensed Consolidated Statements of IncomeThree Months ended May 4, 2002 and May 3, 2003     |                                                                                       | 3       
|               |         | Condensed Consolidated Balance Sheetsas of February 1, 2003 and May 3, 2003                   |                                                                                       | 4       
|               |         | Condensed Consolidated Statements of Cash FlowsThree Months ended May 4, 2002 and May 3, 2003 |                                                                                       | 5       
|               |         | Notes to Condensed Consolidated Financial Statements                                           |                                                                                       | 6       
|               | Item 2. |                                                                                                | Management's Discussion and Analysis of Results of Operations and Financial Condition |         
|               | Item 3. |                                                                                                | Quantitative and Qualitative Disclosures about Market Risk                            |         
|               | Item 4. |                                                                                                | Internal Controls and Procedures                                                      |         
|Part II.       |         | Other Information                                                                              |                                                                                       |         
|               | Item 1. |                                                                                                | Legal Proceedings                                                                     |         
|               | Item 6. |                                                                                                | Exhibits and Reports on Form 8-K                                                      |         
|Signatures     |         | 17                                                                                            
|Certifications |         | 18                                                                                            

2

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PART I. FINANCIAL INFORMATION

Item 1.    Condensed Consolidated Financial Statements

JOS. A. BANK CLOTHIERS, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Income
(In thousands except per share data)
(Unaudited)

|                                         |                            | Three Months Ended
|---------------------------------------- | -------------------------- | ------------------
|
|Net sales                                |                            | $                 
|                                         |                            |                   
|Costs and expenses:                      |                            |                   
|                                         | Cost of goods sold         |                   
|                                         | General and administrative |                   
|                                         | Sales and marketing        |                   
|                                         | Store opening costs        |                   
|                                         |                            |                   
|                                         |                            |                   
|                                         |                            |                   
|Operating income                         |                            |                   
|Interest expense, net                    |                            |                   
|                                         |                            |                   
|Income before provision for income taxes |                            |                   
|Provision for income taxes               |                            |                   
|                                         |                            |                   
|                                         | Net income                 |                   
|                                         |                            |                   
|Earnings per share:                      |                            |                   
|Net income:                              |                            |                   
|                                         | Basic                      |                   
|                                         | Diluted                    |                   
|Weighted average shares outstanding:     |                            |                   
|                                         | Basic                      |                   
|                                         | Diluted                    |                   

See
accompanying notes

3

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JOS. A. BANK CLOTHIERS, INC. AND SUBSIDIARIES  Condensed Consolidated Balance Sheets  (In Thousands)

|                                     |                                                | February 1, 2003                  |                                            | May 3, 2003 |       
|------------------------------------ | ---------------------------------------------- | --------------------------------- | ------------------------------------------ | ----------- | ------
|
|ASSETS                               |                                                |                                   |                                            |             |       
|CURRENT ASSETS:                      |                                                |                                   |                                            |             |       
|                                     | Cash and cash equivalents                      |                                   | $                                          | 8,389       |       
|                                     | Accounts receivable, net                       |                                   |                                            | 2,830       |       
|                                     | Inventories:                                   |                                   |                                            |             |       
|                                     |                                                | Raw materials                     |                                            |             | 8,945 
|                                     |                                                | Finished goods                    |                                            |             | 69,311
|                                     |                                                |                                   |                                            |             |       
|                                     |                                                |                                   | Total inventories                          |             |       
|                                     |                                                |                                   |                                            |             |       
|                                     | Prepaid expenses and other current assets      |                                   |                                            | 7,071       |       
|                                     |                                                |                                   |                                            |             |       
|                                     |                                                |                                   | Total current assets                       |             |       
|                                     |                                                |                                   |                                            |             |       
|NONCURRENT ASSETS:                   |                                                |                                   |                                            |             |       
|                                     | Property, plant and equipment at cost          |                                   |                                            | 74,196      |       
|                                     | Accumulated depreciation and amortization      |                                   |                                            | (37,623     | )     
|                                     |                                                |                                   |                                            |             |       
|                                     |                                                | Net property, plant and equipment |                                            |             | 36,573
|                                     | Other noncurrent assets, net                   |                                   |                                            | 874         |       
|                                     |                                                |                                   |                                            |             |       
|                                     |                                                |                                   | Total assets                               |             | $     
|                                     |                                                |                                   |                                            |             |       
|LIABILITIES AND STOCKHOLDERS' EQUITY |                                                |                                   |                                            |             |       
|CURRENT LIABILITIES:                 |                                                |                                   |                                            |             |       
|                                     | Accounts payable                               |                                   | $                                          | 29,373      |       
|                                     | Accrued expenses                               |                                   |                                            | 24,569      |       
|                                     | Current portion of long-term debt              |                                   |                                            | 1,195       |       
|                                     |                                                |                                   |                                            |             |       
|                                     |                                                |                                   | Total current liabilities                  |             |       
|NONCURRENT LIABILITIES:              |                                                |                                   |                                            |             |       
|                                     | Long-term debt, net of current portion         |                                   |                                            | 9,324       |       
|                                     | Deferred rent and other noncurrent liabilities |                                   |                                            | 3,884       |       
|                                     |                                                |                                   |                                            |             |       
|                                     |                                                |                                   | Total liabilities                          |             |       
|                                     |                                                |                                   |                                            |             |       
|STOCKHOLDERS' EQUITY:                |                                                |                                   |                                            |             |       
|                                     | Common Stock                                   |                                   |                                            | 73          |       
|                                     | Additional paid-in capital                     |                                   |                                            | 59,005      |       
|                                     | Retained earnings                              |                                   |                                            | 11,628      |       
|                                     |                                                |                                   |                                            |             |       
|                                     |                                                |                                   | 70,706                                     |             |       
|                                     | Treasury stock                                 |                                   |                                            | (5,058      | )     
|                                     |                                                |                                   |                                            |             |       
|                                     |                                                |                                   | Total stockholders' equity                 |             |       
|                                     |                                                |                                   |                                            |             |       
|                                     |                                                |                                   | Total liabilities and stockholders' equity |             | $     
|                                     |                                                |                                   |                                            |             |       

See
accompanying notes

4

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JOS. A. BANK CLOTHIERS, INC. AND SUBSIDIARIES  Condensed Consolidated Statements of Cash Flows  (In Thousands) (Unaudited)

|                                                                                            |                                                      | Three Months Ended                                  |      
|------------------------------------------------------------------------------------------- | ---------------------------------------------------- | --------------------------------------------------- | -----
|
|Cash flows from operating activities:                                                       |                                                      |                                                     |      
|                                                                                            | Net income                                           |                                                     | $    
|Adjustments to reconcile net income to net cash provided by (used in) operating activities: |                                                      |                                                     |      
|                                                                                            | Depreciation and amortization                        |                                                     |      
|                                                                                            | Net decrease (increase) in operating working capital |                                                     |      
|                                                                                            |                                                      |                                                     |      
|                                                                                            |                                                      | Net cash provided by (used in) operating activities |      
|                                                                                            |                                                      |                                                     |      
|Cash flows from investing activities:                                                       |                                                      |                                                     |      
|                                                                                            | Capital expenditures                                 |                                                     |      
|                                                                                            |                                                      |                                                     |      
|                                                                                            |                                                      | Net cash used in investing activities               |      
|                                                                                            |                                                      |                                                     |      
|Cash flows from financing activities:                                                       |                                                      |                                                     |      
|                                                                                            | Borrowings under long-term Credit Agreement          |                                                     |      
|                                                                                            | Repayments under long-term Credit Agreement          |                                                     |      
|                                                                                            | Repayment of other long-term debt                    |                                                     |      
|                                                                                            | Net proceeds from issuance of common stock           |                                                     |      
|                                                                                            |                                                      |                                                     |      
|                                                                                            |                                                      | Net cash (used in) provided by financing activities |      
|                                                                                            |                                                      |                                                     |      
|Net increase (decrease) in cash and cash equivalents                                        |                                                      |                                                     | 355  
|Cash and cash equivalentsbeginning of period                                               |                                                      |                                                     | 827  
|                                                                                            |                                                      |                                                     |      
|Cash and cash equivalentsend of period                                                     |                                                      | $                                                   | 1,182
|                                                                                            |                                                      |                                                     |      

See
accompanying notes

5

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS  (Unaudited)  (Amounts in Thousands Except Per Share Amounts and the Number of Stores)

1.     BASIS OF PRESENTATION

Jos. A. Bank Clothiers, Inc. (the "Company") is a nationwide retailer of classic men's clothing through conventional retail stores and catalog and internet
direct marketing. The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany balances and transactions have been
eliminated in consolidation.

The
results of operations for the interim periods shown in this report are not necessarily indicative of results to be expected for the fiscal year. In the opinion of management, the
information contained herein reflects all adjustments necessary to make the results of operations for the interim periods a fair statement of such operations. These adjustments are of a normal
recurring nature.

Certain
notes and other information have been condensed or omitted from the interim financial statements presented in this Quarterly Report on Form 10-Q. Therefore,
these financial statements should be read in conjunction with the Company's February 1, 2003 Annual Report on Form 10-K.

2.     SIGNIFICANT ACCOUNTING POLICIES

InventoriesInventories are stated at the lower of first-in, first-out cost or
market. The Company capitalizes into inventory certain warehousing and delivery costs associated with shipping its merchandise to the point of sale.

CatalogCosts related to mail order catalogs and promotional materials are included in prepaid expenses and other current
assets. These costs are amortized over the expected periods of benefit, not to exceed six months.

Supplemental Cash Flow InformationInterest and income taxes paid were as follows:

Three Months Ended

Three Months EndedMay 4, 2002

May 3, 2003Interest paid

$
273

$
257Income taxes paid

$
932

$
2,130


6

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Stock Option PlanThe Company applies the intrinsic-value-based method of accounting prescribed by Accounting Principles Board
("APB") Opinion No. 25, "Accounting for Stock Issued to Employees", and related interpretations including Financial Accounting Standards Board Interpretation No. 44, "Accounting for
Certain Transactions Involving Stock Compensation", issued in March 2000, to account for its fixed-plan stock options. Under this method, compensation expense is recorded on the
date of grant only if the current market price of the underlying stock exceeds the exercise price. There was no stock based compensation expensed recognized in the statement of income for the periods
ended May 4, 2002 and May 3, 2003. Statement of Financial Accounting Standards ("SFAS") No. 123, "Accounting for Stock-Based Compensation" as amended by SFAS No. 148,
"Accounting for Stock Based Compensation-Transition and Disclosure", established accounting and disclosure requirements using a fair-value-based method of accounting for stock-based
employee compensation plans. As allowed by SFAS No. 123, the Company has elected to continue to apply the intrinsic-value-based method of accounting described above, and has adopted only the
disclosure requirements of SFAS Nos. 123 as amended. The following table illustrates the effect on net
income if the fair-value-based method had been applied to all outstanding and unvested awards in each quarter:

Three Months Ended

Three Months EndedMay 4, 2002

May 3, 2003Net income as reported

$
1,731

$
2,174Deduct total stock-based employee compensation expense determined under fair-value-based method for all awards, net of tax


1,289


672Pro forma net income

$
442

$
1,502Pro forma basic net income per common share

$
0.07

$
0.24Pro forma diluted net income per common share

$
0.06

$
0.21


The
fair value of each stock option granted is estimated on the date of grant using the Black-Scholes option pricing model with the following weighted average assumption used for grants
in:

Three Months Ended

Three Months EndedMay 4, 2002

May 3, 2003Risk free interest rate

3.7 - 4.7%

3.3%Expected volatility

70%

52.9%Expected life

2.8 to 7 Years

7 YearsContractual life

2.8 to 10 Years

10 YearsExpected dividend yield

%

%Fair value of options granted

$5.05 - $7.53

$13.20# of Options granted

180

203


7

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ReclassificationsCertain reclassifications have been made to the May 4, 2002 financial statements in order to conform
with the May 3, 2003 presentation.

3.     WORKING CAPITAL

The net change in operating working capital is composed of the following:

Three Months EndedMay 4, 2002

May 3, 2003Increase in accounts receivable

$
(1,235
)
$
(2,030
)Decrease (increase) in inventories


704


(18,302
)Decrease (increase) in prepaids and other assets


770


(167
)Increase in accounts payable


1,748


1,839Decrease in accrued expenses and other liabilities


(640
)

(2,363
)Net decrease (increase) in operating working capital

$
1,347

$
(21,023
)


4.     EARNINGS PER SHARE

Basic net income per share is calculated by dividing net income by the weighted average number of common shares outstanding for the year. Diluted net income per
share is calculated by dividing net income by the diluted weighted average common shares, which reflect the potential dilution of stock options. The weighted average shares used to calculate basic and
diluted earnings per share are as follows:

Three Months EndedMay 4, 2002

May 3, 2003Weighted average shares outstanding for basic EPS

6,045

6,199Dilutive effect of common stock equivalents

774

1,045Weighted average shares outstanding for diluted EPS

6,819

7,244


The
Company uses the treasury method for calculating the dilutive effect of stock options.

8

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5.     SEGMENT REPORTING

The Company has two reportable segments: stores and direct marketing. While each segment offers a similar mix of men's clothing to the retail customer, the full
line stores also provide alterations.

The
accounting policies of the segments are the same as those described in the Company's February 1, 2003 Annual Report on Form 10-K. The Company evaluates
performance of the segments based on "four wall" contribution which excludes any allocation of "management company" costs, distribution center costs (except order fulfillment costs which are allocated
to direct marketing), interest and income taxes.

The
Company's segments are strategic business units that offer similar products to the retail customer by two distinctively different methods. In stores the typical customer travels to
the store and purchases men's clothing and/or alterations and takes their purchases with them. The direct marketing customer receives a catalog in his or her home, office and/or visits our web page
via the internet and either calls,
mails, faxes or places an order on-line. The merchandise is then shipped to the customer. Segment data is presented in the following table:

Three Months ended May 3, 2003

|                              |  | Stores |        | Direct Marketing |   | Other  |  | Total
|----------------------------- |  | ------ | ------ | ---------------- | - | ------ |  | -----
|Net sales (a)                 |  | $      | 53,194 |                  | $ | 6,948  |  | $    
|Depreciation and amortization |  |        | 1,097  |                  |   | 16     |  |      
|Operating income (b)          |  |        | 9,982  |                  |   | 1,841  |  |      
|Identifiable assets (c)       |  |        | 80,488 |                  |   | 18,941 |  |      
|Capital expenditures (d)      |  |        | 3,045  |                  |   |       |  |      

Three Months ended May 4, 2002

|                              |  | Stores |        | Direct Marketing |   | Other  |  | Total
|----------------------------- |  | ------ | ------ | ---------------- | - | ------ |  | -----
|Net sales (a)                 |  | $      | 47,591 |                  | $ | 6,007  |  | $    
|Depreciation and amortization |  |        | 950    |                  |   | 15     |  |      
|Operating income (b)          |  |        | 8,604  |                  |   | 1,066  |  |      
|Identifiable assets (c)       |  |        | 66,168 |                  |   | 13,979 |  |      
|Capital expenditures (d)      |  |        | 835    |                  |   |       |  |      

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9

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

The following discussion should be read in conjunction with the attached condensed consolidated financial statements and notes thereto and with the Company's
audited financial statements and notes thereto included in its Annual Report on Form 10-K for the fiscal year ended February 1, 2003.

OverviewFor the first quarter of the Company's fiscal year ending January 31, 2004 ("fiscal 2003"), the Company's net
income increased 26% to $2.174 million compared with net income of $1.731 million for the first quarter of the Company's fiscal year ended February 1, 2003 ("fiscal 2002"). The
Company earned $.30 per diluted share in the first quarter of fiscal 2003 compared with $.25 per diluted share in the first quarter of fiscal 2002. As such, diluted earnings per share increased 20%
compared with the prior year period.

The
Company generated increased profits in both the stores and direct marketing segments in the first quarter driven by a 11.7% increase in net sales over the first quarter of fiscal
2002 and higher gross profit margins. Gross profit margin increased 460 basis points in the first quarter of fiscal 2003 as compared with the first quarter of 2002 as the Company continued to improve
its sourcing of merchandise and management of markdowns.

The
Company maintains a $75 million bank line of credit (the "Credit Agreement") that extends until April 2006. The Company's availability in excess of outstanding
borrowings, as supported by the existing borrowing base under its Credit Agreement, was $42.8 million at May 3, 2003 compared with $34.4 million at the same time in fiscal 2002.
Total bank debt outstanding under the Credit Agreement, excluding mortgages and long-term notes, was $11.4 million at May 3, 2003 compared with $4.0 million at the
same time in fiscal 2002. The Company also had outstanding term debt of $10.0 million and $6.4 million at the end of the first quarter of fiscal 2003 and 2002, respectively. The
increased debt compared with last year relates primarily to funding of inventories to support new store growth and to build the basic inventory levels as part of an
always-in-stock program. (See page 13 for a further discussion of inventories.)

Management
believes that the chain can grow to approximately 500 stores from the fiscal 2002 year-end base of 160 stores. The Company plans to open approximately 50
stores in
fiscal 2003, between 50 to 75 stores in 2004 and between 75 to 100 stores each year thereafter to grow the chain to the 500 store level. The store growth is part of a strategic plan the Company
intitated in fiscal 2000. In the past three years, the Company has continued to increase the amount of store openings as its infrastructure and performance improved. As such, there were ten new stores
opened in fiscal 2000 (including two factory stores), 21 new stores in fiscal 2001 and 25 new stores in fiscal 2002. The Company opened 15 stores in the first quarter of fiscal 2003 and plans to open
35 more stores during fiscal 2003 on the following schedule: 4 to 6 stores in the second quarter, 18 to 24 stores in the third quarter and the rest thereafter.

Capital
expenditures should range between $16 and $18 million in fiscal 2003, primarily to fund the opening of new stores, the renovation of at least four major stores, an
expansion in distribution center capacity, and the implementation of various systems initiatives.

10

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Results of Operations

The following table is derived from the Company's Consolidated Statements of Income and set forth, for the periods indicated, the items included in the
Consolidated Statements of Income expressed as a percentage of net sales.

Percentage of Net Sales
Three Months EndedMay 4, 2002

May 3, 2003Net sales

100.0
%
100.0
%Cost of goods sold

47.4

42.8Gross profit

52.6

57.2General and administrative expenses

10.5

11.3Sales and marketing expenses

36.5

38.7Store opening costs



0.6Operating income

5.6

6.6Interest expense, net

0.5

0.5Income before provision for income taxes

5.1

6.1Provision for income taxes

2.0

2.6Net income

3.1
%
3.5
%


Net salesNet sales increased 11.7% or $6.5 million to $62.3 million in the first quarter of fiscal 2003
compared with $55.8 million in the first quarter of fiscal 2002. The sales increase was primarily related to a 11.8% increase in store sales and a 15.7% increase in direct marketing sales. The sales
increases were primarily in the dressier part of the Company's products, including suits, dress shirts and ties, while sales of sportswear declined compared with the prior year.

The
following table summarizes store opening and closing activity during the respective periods.

Three Months EndedMay 4, 2002

May 3, 2003Stores

Square
Feet*

Stores

Square
Feet*Stores open at the beginning of the quarter

135

735

160

846Stores opened

2

10

15

69Stores closed

0

0

0

0Stores open at the end of the quarter

137

745

175

915


---

Gross profitGross profit (net sales less cost of goods sold) increased $6.3 million to $35.6 million in the
first quarter of fiscal 2003 compared with $29.3 million in the same period in fiscal 2002. Gross profit as a percent of net sales increased 460 basis points to 57.2% primarily due to the
continued improvement in sourcing of merchandise and management of markdowns.

General and Administrative ExpensesGeneral and administrative expenses increased $1.2 million to $7.0 million
in the first quarter of fiscal 2003 compared with $5.8 million in fiscal 2002. The increase was due primarily to higher payroll, travel-related costs and other expenses related to business
expansion and higher distribution center costs as the Company processed over 50% more units in the first quarter of 2003 compared with the same period in 2002.

11

---

Sales and Marketing ExpensesSales and marketing expenses increased $3.8 million to $24.1 million, or 38.7% of
net sales, in the first quarter of fiscal 2003 from $20.3 million, or 36.5% of net sales in the first quarter of fiscal 2002. The increased sales and marketing expense primarily represents
occupancy, payroll and other costs for the 38 new stores opened since the end of the first quarter of fiscal 2002, as well as an increase of $.6 million of advertising for all stores.

Store Opening CostsStore opening costs increased to $0.4 million during the first quarter of fiscal 2003 from
$27 thousand in the prior year as the Company opened 15 new stores in the first quarter of fiscal 2003 and two new stores in the first quarter of fiscal 2002.

Interest Expense, netInterest expense, net was $0.3 million in both the first quarter of fiscal 2003 and fiscal 2002.
In the first quarter of fiscal 2003, the average debt balance was approximately $3 million higher than in fiscal 2002 while the average interest rate on the debt under the Credit Agreement was
approximately 50 basis points lower than in the prior year.

Income TaxesThe first quarter of fiscal 2003 effective income tax rate is 42.4% compared with 39.0% in the first quarter of
fiscal 2002, as a result of higher state taxes as several states have increased tax rates or are disallowing certain deductions, higher non-deductible compensation under
Section 162(m) of the Internal Revenue Code and higher marginal federal income tax rates as income extends into higher tax brackets.

Liquidity and Capital ResourcesThe Company maintains a $75 million line of credit under its bank credit agreement (the
"Credit Agreement"), which provides for a revolving loan whose limit is determined by a formula based on the Company's inventories and accounts receivable. The Credit Agreement extends until
April 2006. The Credit Agreement also includes a) financial covenants concerning minimum earnings before interest, income taxes, depreciation and amortization (EBITDA),
b) limitations on capital expenditures and additional indebtedness and c) a restriction on the payment of dividends. The covenants are in effect only if the Company's availability in
excess of outstanding borrowings is less than $10 million. The Company's availability in excess of outstanding borrowings, as supported by the existing borrowing base under its Credit
Agreement, was $42.8 million at May 3, 2003 and thus the covenants were not in effect. Interest rates under the agreement are either at the prime rate or at LIBOR plus 1.5%. The
agreement also includes provisions for a seasonal over-advance.

The
Company has outstanding several notes that are payable in monthly installments, including a mortgage in connection with its corporate offices and distribution center, and secured
notes in connection with corporate aircraft and the Company's point-of-sale ("POS") system.

12

---

The
following table summarizes the Company's sources and uses of funds as reflected in the condensed consolidated statements of cash flows:

Three Months EndedMay 4, 2002

May 3, 2003Cash provided by (used in):Operating activities

$
4,378

$
(17,349
)Investing activities


(2,574
)

(3,823
)Financing activities


(1,449
)

14,137Net increase (decrease) in cash and cash equivalents

$
355

$
(7,035
)


In
the first quarter of fiscal 2003, cash used in operating activities increased $17.3 million due primarily to the $18.3 million increase in inventories in the current
quarter. This was partially offset by an increase in net income exclusive of depreciation and amortization. Finished goods inventory increased $13.0 million during the first quarter, primarily
to support new stores. Raw material inventory (wool) increased $5.3 million in the first quarter of fiscal 2003 as a result of the Company's continuing effort to contract directly with clothing
manufacturers and cut out the middleman.

Inventories
at the end of the first quarter of fiscal 2003 were approximately $96.6 million compared with $63.9 million at the end of the first quarter of 2002. The
$32.7 million increase in inventories since the end of the first quarter of 2002 was due primarily to the following:



13

---



Cash
used in investing activities in the first quarter of fiscal 2003 was $3.8 million which was $1.2 higher than in the first quarter of fiscal 2002. The increase was due
primarily to the opening of 15 new stores in the first quarter of 2003 and expanding the capacity of the distribution center to handle up to 400 stores.

In
the first quarter of fiscal 2003, $14.1 million of cash was provided by financing activities primarily to support the increase in inventory. The source of these funds was the
Company's revolving loan under the Credit Agreement.

For
fiscal 2003, the Company expects to spend between $16 to $18 million on capital expenditures, primarily to fund the opening of approximately 50 new stores, the renovation of
at least four major stores, an expansion of the distribution center capacity and the implementation of various systems initiatives. The estimated capital expenditures are net of negotiated landlord
contributions to help fund
the construction of leasehold improvements for new stores. These amounts are typically paid by the landlords after the completion of construction by the Company and the receipt of appropriate lien
waivers from contractors. For the stores opened in fiscal 2002, the Company negotiated $5.3 million of landlord contributions of which approximately $4.2 million have been collected,
including $1.1 million which was collected in the first quarter of 2003. The balance is expected to be received by the end of the second quarter. Management believes that the Company's cash
from operations and availability under its Credit Agreement and term debt will be sufficient to fund its planned capital expenditures and operating expenses for fiscal 2003.

The
Company's statements concerning future operations contained herein are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Actual
results may differ materially from those forecast due to a variety of factors outside of the Company's control that can affect the Company's operating results, liquidity and financial condition such
as risks associated with economic, weather, public health and other factors affecting consumer spending, the ability of the Company to finance its expansion plans, the mix and pricing of goods sold,
the market price of key raw materials such as wool and cotton, availability of lease sites for new stores, the ability to source product from its global supplier base and other competitive factors.
These cautionary statements qualify all of the forward-looking statements the Company makes herein. The Company cannot assure you that the results or developments anticipated by the Company will be
realized or, even if substantially realized, that those results or developments will result in the expected consequences for the Company or affect the Company, its business or its operations in the
way the Company expects. The Company cautions you not to place undue reliance on these forward-looking statements, which speak only as of their respective dates, and assumes no obligation to update
any of the forward-looking statements. These risks should be carefully reviewed before making any investment decision.

Critical accounting policies and estimatesIn preparing the consolidated financial statements, a number of assumptions and
estimates are made that, in the judgement of management, are proper in light of existing general economic and company-specific circumstances. For a detailed discussion on the application of this and
other accounting policies, see Note 1 in the Consolidated Financial Statements in the Company's February 1, 2003 Annual Report on Form 10-K.

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While
the Company has taken reasonable care in preparing these estimates and making these judgements, actual results could and probably will differ from the estimates. Management believes any
difference in the actual results from the estimates will not have a material effect upon the Company's financial position or results of operations.

Item 3.    Quantitative and Qualitative Disclosures about Market Risk

At
May 3, 2003, there were no derivative financial instruments. In addition, the Company does not believe it is materially at risk for changes in market interest rates or foreign
currency fluctuations. The Company's interest on borrowings under its Credit Agreement is at a variable rate based on the prime rate or a spread over the LIBOR.

Item 4.    Controls and Procedures

Within
90 days prior to the date of this report, the Company carried out, under the supervision and with the participation of the Company's management, including the Company's
Chief Executive Officer and the Company's Chief Financial Officer, an evaluation of the effectiveness of the design and operation of the Company's disclosure controls and procedures pursuant to
Rule 13a-14 of the Securities Exchange Act of 1934. Based on that evaluation, the Company's Chief Executive Officer and Chief Financial Officer concluded that the Company's
disclosure controls and procedures are effective in timely alerting them to material information which is required to be included in the periodic reports that the Company must file with the Securities
and Exchange Commission.

There
have been no significant changes in the Company's internal controls or in other factors that could significantly affect the internal controls subsequent to the date the Company
completed its evaluation.

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PART II. OTHER INFORMATION

Item 1.    Legal Proceedings

The Company has been named as a defendant in legal actions arising from its normal business activities. Although the outcome of these lawsuits or other
proceedings against the Company cannot be accurately predicted, the Company does not expect that any such liability will have a material adverse effect on the business, net assets or financial
position of the Company.

Item 6.    Exhibits and reports on form 8-K

99.1:

Certification by Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.99.2:

Certification by Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.




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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.

|Dated: June 16, 2003 |  | Jos. A. Bank Clothiers, Inc.
(Registrant)                                          
|-------------------- |  | -----------------------------------------------------------------------------------
|                     |  |                                                                                    
|                     |  | /s/DAVID E. ULLMANDavid E. Ullman
Executive Vice President, Chief Financial Officer

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CERTIFICATIONS

I,
Robert N. Wildrick, certify that:

|Date: June 16, 2003 |  | /s/ROBERT N. WILDRICKRobert N. Wildrick
Chief Executive Officer
|------------------- |  | ---------------------------------------------------------------

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CERTIFICATIONS

I,
David E. Ullman, certify that:

|Date: June 16, 2003 |  | /s/DAVID E. ULLMANDavid E. Ullman
Chief Financial Officer
|------------------- |  | ---------------------------------------------------------

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