Form 10-Q for NTK Holdings, Inc. for the 3rd Quarter of 2006

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2006

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________ to __________

Commission file number: 333-133866

NTK Holdings, Inc.
(exact name of registrant as specified in its charter)

Delaware	20-1934298
(State or other jurisdiction of incorporation or organization)	(IRS Employer Identification Number)

50 Kennedy Plaza Providence, Rhode Island	02903-2360
(Address of principal executive offices)	(zip code)

Registrant’s Telephone Number, Including Area Code: (401) 751-1600

Securities registered pursuant to Section 12(b) of the Act: None

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

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer or a non-accelerated filer. See definition of “accelerated filer and large accelerated file” in Rule 12b-2 of the Exchange Act). (Check one):

Large accelerated filer [_]

Accelerated Filer [_]

Non-accelerated filer [X]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [_] No [X]

The aggregate market value of voting stock held by non-affiliates is zero.

The number of shares of Common Stock outstanding as of October 27, 2006 was 3,000.

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

NTK HOLDINGS, INC. AND SUBSIDIARIES

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEET

(Dollar amounts in millions, except share data)

	September 30, 2006		December 31, 2005
Assets
Current Assets:
Unrestricted cash and cash equivalents	$	56.2	$	77.2
Restricted cash		0.1		---
Accounts receivable, less allowances of $6.9 and $6.6		346.6		272.2
Inventories:
Raw materials		88.5		75.2
Work in process		42.1		21.4
Finished goods		165.5		145.7
		296.1		242.3

Prepaid expenses		17.8		10.5
Other current assets		25.2		26.3
Prepaid income taxes		19.3		21.0
Total current assets		761.3		649.5

Property and Equipment, at Cost:
Land		10.7		8.8
Buildings and improvements		97.3		84.3
Machinery and equipment		163.9		141.1
		271.9		234.2
Less accumulated depreciation		49.6		28.7
Total property and equipment, net		222.3		205.5

Other Assets:
Goodwill		1,404.4		1,381.3
Intangible assets, less accumulated amortization of $43.7 and $27.3		139.3		114.5
Deferred debt expense		43.4		42.1
Restricted investments and marketable securities		3.5		4.0
Other assets		7.8		7.7
		1,598.4		1,549.6
Total Assets	$	2,582.0	$	2,404.6

Liabilities and Stockholder’s Investment

Current Liabilities:
Notes payable and other short-term obligations	$	44.9	$	4.9
Current maturities of long-term debt		24.2		14.8
Accounts payable		187.6		159.0
Accrued expenses and taxes, net		213.9		187.2
Total current liabilities		470.6		365.9

Other Liabilities:
Deferred income taxes		32.0		4.1
Other		128.6		215.4
		160.6		219.5

Notes, Mortgage Notes and Obligations
Payable, Less Current Maturities		1,866.2		1,628.7

Stockholder’s Investment:
Common stock, $0.01 par value, authorized 3,000 shares; 3,000
issued and outstanding at September 30, 2006 and December 31, 2005		---		---
Additional paid-in capital		21.3		130.2
Retained earnings		49.1		52.8
Accumulated other comprehensive income		14.2		7.5
Total stockholder's investment		84.6		190.5
Total Liabilities and Stockholder's Investment	$	2,582.0	$	2,404.6

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

NTK HOLDINGS, INC. AND SUBSIDIARIES

UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS

	For the third quarter ended
	September 30, 2006			October 1, 2005
	(Dollar amounts in millions)

Net Sales	$	579.0		$	522.9

Costs and Expenses:
Cost of products sold		404.2			361.3
Selling, general and administrative expense, net		101.1			89.8
Amortization of intangible assets		6.2			4.4
		511.5			455.5
Operating earnings		67.5			67.4
Interest expense		(41.8	)		(34.3	)
Investment income		0.4			0.3
Earnings before provision for income taxes		26.1			33.4
Provision for income taxes		10.9			13.7
Net earnings	$	15.2		$	19.7

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

NTK HOLDINGS, INC. AND SUBSIDIARIES

UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS

		For the first nine months ended
		September 30, 2006			October 1, 2005
		(Dollar amounts in millions)