sept2907_10qntkhld.htm

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 29, 2007

[ ] 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 filer” 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 November 9, 2007 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)

	September 29,		December 31,
	2007		2006
Assets
Current Assets:
Unrestricted cash and cash equivalents	$	66.6	$	57.4
Restricted cash		1.0		1.2
Accounts receivable, less allowances
of $12.5 and $9.4		356.5		328.9
Inventories:
Raw materials		97.2		83.1
Work in process		36.3		28.7
Finished goods		196.4		166.8
		329.9		278.6

Prepaid expenses		13.2		13.7
Other current assets		16.9		24.4
Prepaid income taxes		30.5		21.2
Total current assets		814.6		725.4

Property and Equipment, at Cost:
Land		10.2		9.5
Buildings and improvements		108.0		101.9
Machinery and equipment		208.5		177.2
		326.7		288.6
Less accumulated depreciation		94.3		66.1
Total property and equipment, net		232.4		222.5

Other Assets:
Goodwill		1,515.6		1,481.4
Intangible assets, less accumulated amortization
of $72.1 and $52.4		152.1		150.4
Deferred debt expense		33.0		41.7
Restricted investments and marketable securities		2.0		3.3
Other assets		9.8		11.2
		1,712.5		1,688.0
Total Assets	$	2,759.5	$	2,635.9

Liabilities and Stockholder’s Investment

Current Liabilities:
Notes payable and other short-term obligations	$	112.8	$	23.3
Current maturities of long-term debt		27.0		20.0
Accounts payable		216.4		188.2
Accrued expenses and taxes, net		235.4		283.7
Total current liabilities		591.6		515.2

Other Liabilities:
Deferred income taxes		31.5		35.9
Other		140.0		128.8
		171.5		164.7

Notes, Mortgage Notes and Obligations
Payable, Less Current Maturities		1,910.2		1,883.2

Stockholder’s Investment:
Common stock, $0.01 par value, authorized 3,000 shares;
3,000 issued and outstanding at September 29, 2007 and
December 31, 2006		---		---
Additional paid-in capital		21.6		21.3
Retained earnings		36.5		39.9
Accumulated other comprehensive income		28.1		11.6
Total stockholder's investment		86.2		72.8
Total Liabilities and Stockholder's Investment	$	2,759.5	$	2,635.9

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
	Sept. 29, 2007	Sept. 30, 2006
	(Dollar amounts in millions)

Net Sales