V.F. Annual Report 2008 | Quarterlytics

FY2008 Annual Report · V.F.

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VF Corporation 2008 Annual Report

VF’s business model combines the strength
to overcome current challenges, the vision
to capture future opportunities and the
diversity of businesses and brands to excel in
all markets. Our team continues to deliver
on the promise, producing uncompromising
results in unprecedented times.

VF Corporation | 105 Corporate Center Blvd., Greensboro, NC 27408 | (336) 424-6000 | www.vfc.com

To Our Shareholders:

VF is known for a performance-driven culture and excellence
in execution. Over the years, we’ve built and honed highly
disciplined financial and operational processes to help us manage
risk through both good times and bad.

During 2008, these disciplines served us well again, as we

achieved our sixth consecutive year of record revenues and
strong earnings amid unprecedented global economic turmoil.
Revenues in 2008 rose 6% to $7.6 billion while earnings per
share reached $5.42. Earnings included a $.30 per share impact
from a $41 million charge taken in the fourth quarter to realign
our cost structure and protect our future profitability.

Our financial position is solid. We ended 2008 with $382
million in cash, and we have $1.3 billion of borrowing capacity
available under domestic and international lines of credit. Our
debt-to-capital ratio was 25% at year-end, and no significant
long-term debt payments are due until October 2010. Strong cash
flow was a hallmark, with cash flow from operations of $679 million.

In short, the strength of VF’s business model was proven

again in 2008. While we do not expect economic conditions
to improve in 2009, we are well positioned to manage the
challenge—and to emerge from this period stronger than ever.

Protecting Profitability; Investing for Growth

When retail conditions worsened in the fourth quarter of 2008,
we moved quickly to reduce costs across the board. The actions
we’ve taken will result in annual cost savings of $100 million,
starting in 2009. At the same time, we are confident that we
have the right brands and strategies for long-term success, and
we remain committed to investing prudently for future growth,
including investments in our strong brands and in our direct-
to-consumer and international businesses.

VF’s Portfolio of Brands

™

During 2008, we opened 89 retail stores, increasing our total at
year-end to 698. Our retail base is diverse and includes stores
operating under the Vans®, Nautica®, lucy®, The North Face®,
Kipling®, Napapijri ®, 7 For All Mankind ®, Lee ® and Wrangler®
brands. We also bolstered our e-commerce efforts in 2008,
launching new websites for our The North Face®, Nautica® and
Kipling® brands. Our direct-to-consumer revenues increased
15% in 2008 and now account for 16% of our total revenues, up
from 14% last year. We’ll continue to expand our strongest retail
concepts in 2009, with about 70 store openings planned this
year, as we confidently pursue our goal of generating 22% of our
sales from our retail and e-commerce businesses by 2012.

Our international revenues also grew 15% in 2008, fueled

by double-digit growth in most of our Outdoor brands. In 2008,
international revenues reached 30% of total revenues, up from
28% last year. Despite weak conditions in Europe, we believe
our brands have a lot of room to grow. We’re also excited about
our potential in China, where we’re experiencing strong growth
in many brands, including Lee ®, Wrangler®, The North Face ®—
and Vans®, which we launched there in 2008.

Our portfolio of brands is in excellent shape, and we’re

proud of our track record of acquisitions. In 2008 we acquired
one-third of the capital stock of Mo Industries Holdings, Inc.,
owner of the Splendid® and Ella Moss® women’s contemporary
sportswear brands, and we plan to acquire the remaining
shares in early 2009. These fast-growing brands will allow us
to strengthen our brand and product portfolio in our newest
coalition, Contemporary Brands. While we remain interested in
additional acquisitions, we are very committed to maintaining a
strong balance sheet and liquidity.

A Solid Foundation for Changing Times

We enter 2009 with the expectation that conditions will remain
difficult. Consumer confidence is at historic lows, unemployment
is rising, and shopping attitudes are changing. While these
dynamics are likely to continue, we’re prepared for the challenge.
We’ve made the hard decisions necessary to lower costs.

We’re moderating the pace of new store openings to reduce capital
spending and focusing on those investments and businesses
with the highest payback. Keeping inventories lean and our
balance sheet healthy will be paramount this year. We’re planning
on another year of strong cash flow, and providing strong
shareholder returns through our dividend remains a high priority.

Most importantly, VF is built upon a solid foundation of

principles and qualities—showcased in this year’s annual report—
that will enable us to expand our competitive advantage during
this extraordinary time. The most important of these strengths is
the VF team, with whom I have the pleasure to work, and whose
passion, talent and creativity make VF’s success possible.

Eric C. Wiseman
Chairman, President & Chief Executive Officer

Strength

Size and strength were once synonymous. But as recent events
have taught us, that’s no longer true. So while we’re proud
that so many people know us as the “world’s largest apparel
company,” there’s really so much more that makes VF strong.
Like our ability to connect globally with consumers. Our
adaptability to fast-changing markets and opportunities.
And our discipline for balancing risk and reward. During
2008, we combined these qualities to deliver excellent results
in the face of extraordinary challenges—and that’s the best
definition of strength that we know.

(opposite)

Bob Shearer
Senior Vice President & Chief Financial Officer

“At VF, we take nothing for granted. We keep our costs and
inventories low, plan conservatively and keep our balance
sheet strong. It’s a discipline that’s embedded in our culture—
and that’s giving us a competitive advantage in these very
difficult times.”

Karl Heinz Salzburger
President—VF International

“We have some of the best-known brands in the world. But we
still have great potential for international growth. We’re leveraging
our global infrastructure to continue to extend our reach across
Europe, while investing heavily to capitalize on opportunities
in large and growing markets like China.”

Disciplined Financial Management

VF has been in business for 110 years.
So we’ve lived through good times and
bad, and we recognize the vital importance
of financial discipline, regardless of the
economic environment. That philosophy
served us well again in 2008. Despite the
severe economic downturn, we posted
solid results—including all-time record
revenues. We kept our balance sheet strong,
our liquidity high and our inventories tightly
managed. We also increased our dividend
payment for the 36th consecutive year.
These fundamentals—combined
with consistently strong cash flow from
operations—not only give us the strength
to withstand the current economic storm,
they also give us the flexibility to respond
quickly to changing conditions. At year-
end 2008, we took aggressive action to
reduce our costs by an estimated $100
million annually. All of our businesses have
stepped up to the plate with plans to lower
costs; at the same time, we’re committed
to investing in our brands’ most important
growth initiatives.

Authentic Lifestyle Brands

VF’s brands aren’t fleeting or fad-driven.
They are fundamental to the way people
live—and an indispensable part of their
lives. From the rodeo to Rodeo Drive,
VF brands are uncompromisingly authentic,
speaking directly to the desires and
aspirations of the consumers who buy them.
This “consumer-connected” strategy
is no accident. VF has a proven track record
for building global brands that resonate
with consumers and deliver healthy, long-
term growth. Since 2003, we have been
aggressively transforming VF’s mix of
businesses to include more lifestyle brands
that appeal to consumer aspirations and
reflect specific activities and interests.
This transformation has included the
acquisitions of the Vans®, Nautica®, Reef®,
Kipling®, Napapijri®, 7 For All Mankind®

and lucy® brands. During 2008, we also
acquired a one-third equity interest in
Mo Industries Holdings, Inc., which owns
the Splendid® and Ella Moss® brands. We
plan to acquire the balance in early 2009.

VF’s lifestyle brands—which
accounted for about half of our revenues
in 2008—will continue to be our biggest
growth drivers. These businesses also
reward us with higher gross margins,
which should lead to even stronger
profitability for VF in the years ahead.
Our heritage businesses—which include
our industry-leading Lee® and Wrangler®
jeanswear brands and our Imagewear
businesses—contribute substantial
operating profits and cash flow, helping
to fund future investments across VF.

Dynamic Business Model

Like our company and its people, VF’s
business model is unique. We’re not
dependent on a single brand, distribution
channel, market or trend. Instead, we have
built a dynamic collection of businesses
that appeal to a diverse population of
consumers, reducing our risk and creating
multiple avenues of growth. Our lifestyle
brands are platforms for growth across
multiple product categories, not single
product lines. Our long-established
international presence opens doors for
expansion around the world. And the
popularity of our brands enables us to
pursue a robust direct-to-consumer business
through both owned retail stores and
on-line channels. VF’s enormous scale,
and our skill at managing the complexity
that comes with it, give us an edge in
sourcing and manufacturing, lowering our
costs and increasing our speed to market.
This combination of strengths significantly
increases our resiliency in an adverse market
and positions us for even stronger growth
when the environment improves.

7,643

7,219

5.41

5.42

2.23

2.33

6,216

4.73

1.94

834

26.4

25.2

679

19.5

454

Revenues
(Dollars in Millions)

Earnings Per Share
(Dollars)

Dividends Per Share
(Dollars)

Cash Provided by
Operations
(Dollars in Millions)

Debt to Capital Ratio
(Percent)

VF’s global growth strategy is working,
with revenues outside the U.S. now
comprising 30% of our total revenues.
We’re well on our way to achieving our goal
of generating one-third of total revenues
from international markets by 2012.

Although VF is based in the U.S.,

our culture is increasingly global. Our
jeanswear coalition has managed a thriving
business in Europe for nearly two decades.
We’ve had a growing presence in China
since the 1990s. We formed a majority-
owned joint venture in India in 2006.
And we have built sophisticated marketing,
manufacturing and sourcing capabilities
throughout the world that have enabled
significant growth in our international
outdoor, action sports and contemporary
businesses.

This infrastructure gives us a

competitive advantage, enabling us to
expand into desirable markets more quickly
and effectively. During 2008, this included
opening new international VF-owned
and partnership retail stores for our
The North Face ®, Vans ®, Kipling ® and
Napapijri® brands. VF’s revenues in Asia
increased by more than 50% in 2008, with
healthy growth in our jeans business and
rapid expansion in our The North Face®
brand. We launched our Vans® brand in
China in late 2008 and are very pleased with
our results to date. Given this success, we’re
aiming to triple our revenues in Asia by 2012.

International
revenues
grew by 15%,
and comprise
30% of VF’s
total revenues.

Diversity

VF’s business model is built on the principle of strength through
diversity. This is true not only of our brands and products,
but of our distribution, manufacturing and sourcing strategies
as well. Diversification helps protect us from declines in any
single country or product category. It also gives us the flexibility
to shift our investments and resources into brands and markets
that have the best opportunities for growth, and sharpens our
competitive edge as we expand around the world. Perhaps our
greatest strength lies in the diversity of our people. With
our diversity in experience, skills and backgrounds, we gain
from the distinct perspectives of individuals who share a
common passion to succeed.

(opposite)

Mike Egeck
President—Contemporary Brands

“Our 7 For All Mankind® and lucy® brands have been able to
immediately take advantage of VF’s well-established infrastructure,
by expanding their product categories, opening new retail stores
and enhancing their global sourcing capabilities.”

Stephen Murray
President—Action Sports Americas

“We design our stores and our website to be destinations, and
the ultimate expression of the Vans® brand. We don’t just sell to
the skateboarding community, we are part of that community,
and we connect to it through its music, art and street culture.”

Diversified Business and Brands

At VF, we fit your life. That’s because
we’ve built our portfolio of more than 30
brands to appeal to the diverse needs and
aspirations of consumers across a wide
range of demographics—from truck drivers,
skateboarders and professional athletes to
urban sophisticates and conservative
moms. VF people live our brands: Reef ®
employees surf; The North Face® staff
climb icy cliffs; Nautica® associates sail in
the Hamptons. By sharing these lifestyles,
we are able to constantly stay in touch
with the changing desires of our consumers,
and develop the most innovative and
authentic products available.

Each of our brands is managed from
within five coalitions: Outdoor and Action
Sports (our fastest growing business, both
domestically and internationally, featuring
premier brands such as The North Face®,
Vans®, Reef®, Kipling® and JanSport®),
Contemporary Brands (our newest coalition
that markets contemporary apparel and
accessories through our 7 For All Mankind®
and lucy® brands), Sportswear (primarily
our Nautica® brand), Jeanswear (led by
our Lee® and Wrangler® brands), and
Imagewear (occupational apparel and
high-profile sports apparel marketed under
a variety of brands, including Red Kap®,
Bulwark® and Majestic®).

This structure has been designed

so that each brand is expertly managed by
leaders who are deeply connected to the
markets they serve, while allowing us to
leverage our cumulative size, scale and global
skills across our businesses.

Diversified Channels of Distribution

VF isn’t dependent upon any single
customer or retail channel of distribution.
We market our products through
approximately 47,000 retailers across
numerous channels, including specialty
stores, upscale and traditional department
stores, national chains and mass

merchants. A growing portion of our
revenues—currently 16% —is derived
from sales directly to consumers through
VF-operated retail stores and e-commerce
sites (see story on page 30). We also use
licensing agreements to expand our brands’
presence in specific geographic regions
and to round out their product offerings
in complementary categories. As a result,
VF’s revenues are increasingly balanced and
diversified across distribution channels
and geographies.

Diversified Manufacturing and Sourcing

VF’s flexible, global sourcing operation
is designed to procure the highest quality
products at the most competitive prices
from around the world. We are experts
at managing complexity, producing more
than 500,000 different stock-keeping units
(SKUs) every year at 30 VF-operated and
over 1,600 contractor-based manufacturing
facilities all over the world. This balanced
combination of VF-owned and contracted
production allows us to offer the highest
quality products at great values.
Sophisticated inventory replenishment
capabilities, built and honed to a science
over the years, ensure that we get the right
products to our customers at the right time.
During 2008, we were able to
largely offset rising materials and energy
costs by shifting our manufacturing to
lower-cost locations and by improving our
sourcing efficiency. Increasingly, we are
using independent contractors who own
the raw materials and ship only finished,
ready-for-sale products to VF. We engage
these contractors through VF sourcing
hubs in Hong Kong and Miami. With 1,200
associates, our Hong Kong-based sourcing
operation has been extremely effective at
identifying high-quality Asian suppliers
and manufacturers, helping to increase our
competitive advantage and speed to market.
At the same time, we continue to invest in
our own low-cost manufacturing capabilities,
including our newest facility in Nicaragua.

Total
Revenues by
Coalition

Jeanswear

36 %
36 % Outdoor and Action Sports
13 %
Imagewear
8 % Sportswear
5 % Contemporary Brands
2 % Other

13%

36%

Total Revenues
by Channel of
Distribution

International

28 %
16 % Retail*
16 % Specialty Stores
15 % Mass
13 % Royalties/Other
7 % Chains
3 % Upscale Department Stores
2 % Mainline Department Stores

*I ncludes internat ional retail revenues

13%

15%

36%

28%

16%

Expanding our direct-to-consumer business
through VF-operated retail stores and
e-commerce sites is a core part of our growth
strategy, allowing us to bring our brands to
life for consumers and providing an authentic
showcase for our growing product lines.
Customers can tackle a rock-climbing wall
at our new The North Face® store in Beijing,
China, for example. Our John Varvatos® store
in New York City is built on the former site
of the world-famous CBGB’s music club.
Our Vans® skatepark in Orange, California,
includes a 20,000-square-foot indoor street
course, complete with obstacles. And our
Eastpak® flagship store on Carnaby Street in
London offers regular music performances
and art exhibitions.

Operating our own retail locations

gives us greater control of our destiny,
especially as we expand around the world.
We ended 2008 with 698 VF-operated retail
stores (including outlet locations) globally,
and we aim to open approximately 70 new
stores in 2009. Our 7 For All Mankind®
brand helped drive our retail expansion in
2008, growing from two to 15 VF-operated
locations, including new stores in New York,
San Francisco and Honolulu. During the
year, we also launched new e-commerce
sites for our Nautica®, The North Face® and
Kipling® brands. We plan to launch new
sites for our Wrangler® and Lee® brands in
the U.S. and for our Eastpak® brand across
Europe in 2009.

Sales from
VF-operated
retail stores
and e-commerce
sites were
16% of our
total revenues
in 2008.
We aim to
achieve 22%
by 2012.

Nautica®
18

Eastpak®
19

Bulwark®
20

Lee® Latin America
23

Nautica®
products are
sold in
more than
60 countries
and more
than
200 branded
stores
worldwide.

More than
35 million
people
in the world
now own
at least one
Kipling® bag.

Nautica

With a new leadership team at the helm,
the Nautica® brand is setting out to reclaim
its authentic, water-based heritage. In
February 2009, the brand launched its new
“Wherever There’s Water” ™ campaign
at New York’s Penn Station, visually
“flooding” the station with a stream of
compelling water images. Nautica will
also invest to strengthen its in-store
presentations to create a more compelling
consumer experience. During 2009,
the brand will launch new Sail and Sea
collections of men’s sportswear, and will
expand its “True” line of products, building
on the success of its True Khaki® casual pant.

Kipling

Since being acquired by VF in 2004,
our Kipling® brand has doubled its revenues
and delivered consistently growing
profits. Building on its fun, colorful and
iconic heritage, the Kipling® brand has
diversified in recent years into a more
cool, fashionable and modern positioning,
introducing new products and lines such as
Hip, City and the Gorilla Girlz™ collection.
Each has grown dramatically since being
launched, and the brand will build on
this success with the introduction of the
Rock Heaven™ collection in 2009. The
Kipling® brand has also launched its new
Digibag collection of colorful laptop bags
with feminine silhouettes and the line is
receiving excellent consumer response.

Wrangler

Our Wrangler® brand continues as a
jeanswear powerhouse across markets,
distribution channels and geographies.
Among the keys to the brand’s popularity
is its uncanny ability to connect in unique
ways with different consumers—from
Colorado cowboys to Carnaby Street hipsters.
A good example: Leveraging its association
with NASCAR superstar Dale Earnhardt,
Jr., the brand traveled to more than 200
mass market retail stores across the U.S. in
2008, promoting “Wrangler® Race Fever.”
The exciting interactive “retailtainment”
game events helped increase Wrangler® brand
sales at participating stores by up to 33%.

The North Face

Revenues of our The North Face® brand have
more than quadrupled since we acquired
the business in 2000. To build on this
success, The North Face has restructured
its product teams to focus on four activity-
based segments—outdoor, action sports,
performance athletic and youth. The
shift will enable the brand to expand its
products and distribution to a much wider
audience of end users, while protecting its
premium positioning, technical superiority
and authenticity. The North Face® team
has focused its growth strategy on four
“summits”—best-in-class product leadership,
sustainability, exceptional brand experiences
and outdoor participation.

The Wrangler®
brand has
symbolized
the heart
of authentic
Western
culture for
more than
60 years.

The North Face®
brand celebrated
its 40th year
of innovation
and exploration
in 2008.

7 For All Mankind®
24

Lee® U.S.
25

Vision

VF’s vision is our compass. It keeps us on track in volatile
times. We use it to develop our strategies and guide our
decisions. It unites our businesses and brands around the world.
Yet it comprises only 16 simple words: VF’s vision is to grow
by building leading lifestyle brands that excite consumers around
the world. Every day, across our company, we never lose
sight of that goal. And that’s helping to inspire some pretty
visionary thinking by our people.

(opposite)

Steve Rendle
President— Outdoor Americas

“For the past 40 years, we have teamed with the world’s finest
outdoor athletes who constantly redefine what’s humanly possible.
They inspire us to push our boundaries in everything we do,
including integrating more sustainable business practices.”

Stephen Dull
Vice President—Strategy

“Just because many consumers are spending less doesn’t
mean that they’ve shelved their aspirations. Our job in
Corporate Strategy is to help our brands identify and ignite
those aspirations more efficiently than ever through the
use of marketing sciences.”

Staying Focused on Growth

At VF, we live by the axiom “what gets
measured gets managed.” That’s not only
true for our day-to-day operations, but also
for our long-term vision and goals. Rather
than making excuses, we’re committed to
making progress. While we expect 2009 to
be a difficult year, we remain confident in
our long-term growth objectives. These
include reaching $11 billion in revenues,
attaining a 15% operating margin and
growing our earnings per share by 10%
to 11% annually. We expect our lifestyle
brands will continue to be our primary
growth engines and also be the key drivers
of our international and direct-to-consumer
business expansion. Over the next few
years, we believe our lifestyle businesses—
Outdoor and Action Sports, Sportswear,
and Contemporary Brands—will grow
to account for 60% of total revenues, up
from 49% at year-end 2008. Our heritage
businesses—Jeanswear and Imagewear—
will continue to be important sources of
revenue, cash flow and profits.

Envisioning a Sustainable Future

Corporate responsibility is fundamental
to VF’s culture. Strong values guide
everything we do—from the way we work
and live, to the products we design, to the
way we manage our operations and people.
We are committed to conducting

business with the highest levels of honesty
and integrity and to fostering a positive
working environment based on creativity,
collaboration and congeniality. We operate
under a strict Code of Business Conduct
and strive to be an economic, intellectual
and social asset to every nation and
community in which we operate. We
share a deep commitment to diversity—
in people and ideas.

While these actions demonstrate
longstanding VF values, we recognize
that we need to take the next step by
establishing clear and measurable objectives

for environmental sustainability, just as
we do in every other important area of our
business. Across VF, many of our brands
have embraced sustainability practices in
a broad variety of areas. During 2008,
we engaged a leading sustainability
consulting company to help us set a
compelling vision to guide and coordinate
our sustainability efforts across VF.

We are not pursuing this goal merely
to enhance our appearance. We believe that
it’s the right thing to do—for the planet,
for our customers and for our shareholders,
too. As more consumers embrace
sustainability as a personal value, they
will increasingly look to do business with
companies that embrace sustainability as a
corporate value. VF’s brands are already
earning that trust through their individual
actions (see related stories). We can do
an even better job by pooling our passion
company-wide.

Gaining Deeper Consumer Insights

At VF, we put the consumer first. By weaving
consumer knowledge into everything we
do, we are able to develop stronger brands,
better strategies, more successful new
products and more efficient and effective
marketing. Led by our Corporate Strategy
group, this effort is an important part of
the art and science of apparel.

Increasingly our brands use consumer

insight to evaluate the most attractive
markets for global expansion. Consumer
research in Europe, Asia and Latin America
is guiding our growth plans and helping
us tailor go-to-market strategies to win
consumers’ hearts and minds from Mexico
City to London to Shanghai. Our Corporate
Strategy group also helps our brands
increase their marketing effectiveness and
efficiency. We are adopting world-class
tools to improve our communications to
consumers and optimize returns from
marketing spending—from traditional
and non-traditional media to sponsorships
and retail enhancements.

Among the keys
to VF’s marketing
success has been
the authenticity
of our brands.
Nothing could
be more important
when it comes to
our sustainability
efforts, as VF
people bring the
same authentic
spirit to every
initiative we pursue.

The North Face®
brand’s distribution
center in Visalia,
California, utilizes
solar panels to power
25% of the facility’s
energy needs.

Building on its outdoor heritage,
The North Face® brand has committed to
achieving far-reaching sustainability
goals. Among other initiatives, the brand
now offsets 100% of the energy used at
its North American facilities through wind
credits with the Bonneville Environmental
Foundation.

As the world’s premier supplier of

technically advanced outdoor apparel,
equipment and footwear, The North Face®
brand has always been committed to
environmental conservation and protection.
During 2008, the brand raised the bar on
that commitment by publicly announcing
its “sustainability journey” through
which it aims to:

— reduce greenhouse gas emissions.

— design and build innovative sustainable

products.

— eliminate operational waste.

— inspire people to “live the brand” through

environmental responsibility, social equity
and social engagement.

To advance these objectives,
The North Face® brand launched several
initiatives during the year to reduce its
energy use and combat climate change.
This included building a store in Boise,
Idaho, designed to meet LEED (Leadership
in Energy and Environmental Design)
certification, and installing a one mega-
watt solar-energy system at its West Coast
distribution center, which is projected to
reduce carbon emissions at the facility
by more than 1,550 metric tons annually,
equivalent to preserving 11 acres of forest land.

Throughout our company, VF people are
applying their ingenuity to reduce waste,
conserve water and resources, and promote a
more eco-conscious way of living and working:

—Through its “water miser” program,

our jeanswear business has reduced the
amount of water used in wet processing
garments by 35% since 2005. The
business recycles 40% of the water used
at its Torreón, Mexico manufacturing
division. In addition, this division sells
denim scrap from its three facilities,
thereby keeping it out of local landfills.

—Our Reef® brand’s unique Reef Redemption®
initiative offers consumers products
made with organic and sustainable
materials, pledging 1% of the proceeds
to support global conservation and
humanitarian efforts.

—Our Nautica® brand is a passionate

supporter of marine conservation and
a corporate sponsor of Oceana—
an organization dedicated to reducing
pollution and preventing the collapse
of fish populations and other sea life.

Additionally, the VF Foundation

provides financial support for charitable
organizations in many of our local
communities. We also encourage and
celebrate volunteerism through the VF 100
program, which annually recognizes the
100 VF associates who have contributed
the most community service hours. The
VF Foundation donates $1,000 on behalf of
each VF 100 winner to their charity of choice.

Since 2005,
our jeanswear
business has
reduced the
amount of water
used in the
wet processing
of its products
by 35%.

(top)

Reef Redemption®
products incorporate
sustainable materials
such as recycled car
tires, post-consumer
plastics and water-
based cements.

Nautica’s marine
conservation efforts
have included cleanup
of a section of the
Hudson River in
New York City on
World Ocean Day.

Team
We hear it all the time: There really is something different
about the people of VF. We’ve worked hard to build a global
team of high performers who work by a simple credo: Think
hard, always perform ethically, but perform. We strive to treat
all of our associates and all those we serve with the highest
level of honesty, integrity, consideration and respect. And our
culture thrives on the diversity of our people and their ideas.
We work hard, move fast, execute efficiently, and have fun
doing it. That’s a team we’re proud to be a part of—and one
that keeps growing stronger every day.

(opposite)

Susan Williams
Vice President—Human Resources

“HR is a strategic partner in many key corporate decisions.
We propel talent development because it is recognized as one
of the growth drivers for our company. We believe in leveraging
the talent of each associate across VF to achieve success.”

Scott Baxter
President—Imagewear

“Our highly diversified workforce is united by a common value
system. We’re committed to doing the right thing in an open
and respectful environment, with a shared dedication to being
the best in our business.”

to anticipate needs, identify top talent, and
create individualized development programs
for this next generation of VF’s leadership.
One example of leadership development
is our Supply Chain University, a week-long
seminar for up-and-coming supply chain
leaders. Another is our global e-learning
initiative, a cost effective tool that can be
deployed to every country in which VF has
associates. VF’s Leadership Institute brings
together our company’s top performers in
a four-day session to compete in Apprentice-
like challenges, judged by our CEO and
a panel of VF senior executives. Profiled
by Business Week, the highly competitive
Leadership Institute has become a springboard
for many current leaders of our coalitions
and brands.

Integrating Brand Acquisitions

Since 2000, VF has acquired more than
10 lifestyle brands, many of which are
now our fastest-growing and most
profitable businesses. We’ve learned a lot
in the process, helping us to accelerate
the integration of these brands without
changing the essence of what makes them
great. It starts by identifying brands with
an authentic connection to their consumers,
and people who genuinely share our passion
and drive to succeed. We stay out of the
way of what’s working and focus on what
we can improve together. Our brands retain
their front-end autonomy in areas such
as product development, sales and
marketing; we then provide the back-end
support of VF’s systems, resources and
infrastructure. Most importantly, we don’t
try to change the brand’s DNA or unique
culture. More often than not, it’s that unique
culture that attracts consumers and retains
enthusiastic employees.

Inspiring an Engaged Workforce

VF has a perpetually driven culture.
But it’s hard to understand what that really
means unless you spend some time here.
On the surface, it sounds like Business
101: Always reach higher; never accept the
status quo. But at VF, that’s actually how
we think—and, more importantly, how
we work. We measure our performance
in results, not rhetoric. And we’ve created
an open, collaborative and supportive
environment that associates describe as both
competitive and congenial, rigorous and
refreshing.

The result is a dynamic working
environment in which VF people are more
than focused—they are engaged. We’re not
just saying that. We have numbers to back it
up. Our second global associate engagement
survey, conducted in 2008, showed that our
people think highly about our company, its
values and their working environment,
with 95% of associates indicating they were
proud to work for VF. Of course, we still see
plenty of room for improvement. That’s what
our perpetually driven culture is all about.

Nurturing Talent and Leaders

VF has attracted and developed leaders
who are recognized throughout the apparel
industry. Our global team includes associates
with diverse and highly specialized skills
at all levels, enabling us to consistently
improve our execution and performance.
To build on this strength—and improve
career opportunities for our people—
we are investing in talent management
and recognition programs throughout our
organization. Our goal: To be recognized
as the best-in-class talent development
company in our industry.

Among our tools, we’re building a

truly global recruiting platform that
supports our vision for greater international
capabilities and scope. Twice-a-year senior
talent assessment review meetings anchor
our talent management process, enabling us

VF people
combine a
competitive,
can-do attitude
with balance,
fairness and
integrity.
A 2008 survey
showed that
95% of our
associates
are proud
to work here.

Giorgio Presca, President—
International Jeanswear

“At VF, people are genuinely
empowered to do great things. It’s
an environment of mutual respect,
where team players give each other
the support they need to achieve
their goals and objectives.”

Karen Murray, President—
Sportswear

“Integrity and honesty are hallmarks
of successful VF associates. We
look for people who are ‘real’ and
who demonstrate the flexibility and
collaborative qualities inherent in
team players.”

Tom Glaser, President—
Supply Chain Europe/Asia

Silverio Gomez, President—
VF Latin America

“Many mission statements collect
dust. Ours shines. Everybody who
works at VF knows how their job
contributes to the success of the
company. We celebrate success, but
we’re never completely satisfied.”

“Our people are knowledgeable,
focused and driven. They are
passionate about their jobs,
passionate about our products
and customers, and passionate
about the success of our company.”

Martino Scabbia Guerrini,
President—Sportswear and
Contemporary Brands EMEA

“At VF, smart, talented people
can evolve and grow by taking on
different roles at great, authentic
brands. It’s a place where someone
can make a real contribution in a
team-oriented environment.”

Candace Cummings,
Vice President—Administration,
General Counsel & Secretary

“VF has an excellent track record
of success with acquisitions because
of our team-oriented approach to
everything we do, including due
diligence, evaluation, negotiation
and, especially, integration.”

Aidan O’Meara, President—
VF Asia Pacific

Monica Zocca,
Head of Legal Affairs EMEA

“VF is unique because we know
how to bring many different brand
cultures together so that our
business and associates can thrive,
while maintaining the individuality
that defines what our brands mean
to consumers.”

“The global nature of our businesses,
and the international scope of our
brands, make every day at VF a new
day for making discoveries about
different people and cultures.”

Martin Schneider, Vice President
and Chief Information Officer

“VF’s culture truly values diversity.
Our employees embody the lifestyle
of our brands. What brings us all
together is a high-performance
culture based upon mutual respect
and integrity.”

Mike Gannaway, Vice President—
VF Direct/Customer Teams

“We pride ourselves in the diversity
of our people and brands. But
VF people also share common
qualities of being smart, open,
honest, committed and curious.
We’re proud but check our egos
at the door.”

Phillip Dunn, President—
Jeanswear Mass Market

“VF is about the team, not the
individual. Everyone—at all
levels—has a ‘can do’ attitude and
is passionate about his or her work.
People share a commitment to VF
and to everyone else on the team.”

Angelo LaGrega, President—
Jeanswear Americas

“VF combines the smartest people
in apparel with skills adapted from
the consumer packaged goods
industry. We merge art and science
to stay in front of what consumers
want and need.”

Topher Gaylord, President—
Seven For All Mankind

“Brands are lifeless without people,
much the same way human beings
are lifeless without air. Our people
are the oxygen that brings our
brands to life. They energize our
brands and spread that energy to
our customers and consumers.”

Kipling®
38

The North Face®
39

Reef®
40

lucy®
43

Vans
manufactured
the first
skate shoe
in 1966 and
has been
an off-the-wall
original
ever since.

Millions
of people go
to work
every day
in our
Imagewear
coalition’s
workwear
products.

Vans

Leveraging its authentic Southern
California heritage, our Vans® brand has
successfully expanded into apparel and
accessories, which now represent more than
20% of its sales. As it does with footwear,
the Vans® brand has collaborated with
marquis skateboarders and surfers to
create a meaningful assortment of T-shirts,
denim, fleece, wovens and accessories.
World-renowned skaters such as Anthony
Van Engelen and Johnny Layton and surfers
such as Joel Tudor and Karina Petroni work
with Vans® designers to create signature
collections inspired by their performance,
style and deep ties to their cultures.

Bulwark

Customization and speed to market are
hallmarks of our Imagewear businesses.
Positioned for global expansion, our
Bulwark® brand demonstrated its service
capabilities in 2008 by rapidly fulfilling
an urgent order for 10,000 customized
flame-resistant coveralls, bibs and jackets
for a mining company. Using its innovative
Imagine ItSM customization technology,
our Bulwark® business was able to make an
initial delivery to the customer in mere days,
completing the entire order within eight weeks.

Seven For All Mankind

Acquired in 2007, our 7 For All Mankind®
brand opened 13 showcase retail stores in
2008, located in the best luxury shopping
streets, malls and resort locations worldwide.
The brand plans to open up to 15 additional
stores in 2009. Successful product extensions
into sportswear and handbags are expanding
the “luxury denim-lifestyle” appeal of the
brand. In eight short years, Seven For All
Mankind, LLC has built a substantial global
business, with one-third of its revenues
coming from international markets.

Lee

Our Lee® brand’s Fitinnovations™ design
approach is winning over enthusiastic
female customers with contemporary styled
jeans for every body shape. Since its launch
in 2006, Fitinnovations™ has helped the
Lee® brand increase its market share in mid-
tier department stores by more than 35%,
making it one of the best performing denim
brands in that channel. This approach is
driving exciting new product developments
across the brand—including Lee® Slender
Secret™, a close-fitting jean offered in an
ultra-stretch fabric that maintains its shape
and fit. Fitinnovations™ is also helping
the brand add new customers, including
department stores, with the introduction of
Lee® Platinum Label products.

Our
7 For All Mankind®
brand continues
to grow and
evolve as a
true denim
lifestyle brand.

Founded in 1899,
our Lee® brand
is one of the
most popular
work and casual
brands on
the planet.

Wrangler Rugged Wear®
44

Vans®
45

Operating Committee

Eric Wiseman
Chairman, President
& Chief Executive
Officer

Robert Shearer
Senior Vice
President &
Chief Financial
Officer

Bradley Batten
Vice President—
Controller &
Chief Accounting
Officer

Candace Cummings
Vice President—
Administration,
General Counsel
& Secretary

Stephen Dull
Vice President—
Strategy

Michael Gannaway
Vice President—
VF Direct /
Customer Teams

Frank Pickard III
Vice President—
Treasurer

Boyd Rogers
Vice President &
President—
Supply Chain

Karl Heinz Salzburger
Vice President &
President—
VF International

Martin Schneider
Vice President &
Chief Information
Officer

Franklin Terkelsen
Vice President—
Mergers &
Acquisitions

Susan Larson Williams
Vice President—
Human Resources

Board of Directors

From left to right: Barbara S. Feigin, W. Alan McCollough, M. Rust Sharp, Charles V. Bergh, Eric C. Wiseman, Juan Ernesto de Bedout,
Ursula O. Fairbairn, Robert J. Hurst, George Fellows, Raymond G. Viault, Clarence Otis, Jr.

Operating Committee

Eric C. Wiseman
Chairman, President &
Chief Executive Officer

Robert K. Shearer
Senior Vice President &
Chief Financial Officer

Bradley W. Batten
Vice President—
Controller &
Chief Accounting Officer

Candace S. Cummings
Vice President—Administration,
General Counsel & Secretary

Stephen F. Dull
Vice President—Strategy

Michael T. Gannaway
Vice President—
VF Direct / Customer Teams

Frank C. Pickard III
Vice President—Treasurer

Boyd A. Rogers
Vice President & President—
Supply Chain

Karl Heinz Salzburger
Vice President & President—
VF International

Martin S. Schneider
Vice President &
Chief Information Officer

Franklin L. Terkelsen
Vice President—
Mergers & Acquisitions

Susan Larson Williams
Vice President—
Human Resources

W. Alan McCollough 4,5
Former Chairman of the
Board, Circuit City Stores, Inc.
Richmond, Virginia
(National retailer)
Director since 2000, age 59

Clarence Otis, Jr. 1,4
Chairman &
Chief Executive Officer
Darden Restaurants, Inc.
Orlando, Florida
(Casual dining restaurants)
Director since 2004, age 52

M. Rust Sharp 2,5
Of Counsel
Heckscher, Teillon,
Terrill & SagerWest
Conshohocken, Pennsylvania
(Attorneys)
Director since 1984, age 68

Raymond G. Viault 3,5
Former Vice Chairman
General Mills, Inc.
Minneapolis, Minnesota
(Consumer food products)
Director since 2002, age 64

Committees of the Board

1 Audit Committee
2 Executive Committee
3 Finance Committee
4 Nominating and Governance
Committee
5 Compensation Committee

Board of Directors

Eric C. Wiseman 2,3
Chairman, President &
Chief Executive Officer
Director since 2006, age 53

Charles V. Bergh
Group President
Global Personal Care
Procter & Gamble Company
Cincinnati, Ohio
(Consumer food products)
Director since 2008, age 51

Juan Ernesto de Bedout 1,3
Group President
Latin American Operations
Kimberly-Clark Corporation
Roswell, Georgia
(Consumer products)
Director since 2000, age 64

Ursula O. Fairbairn 2,4,5
President &
Chief Executive Officer
Fairbairn Group LLC
New York, New York
(Human resources consultant)
Director since 1994, age 66

Barbara S. Feigin 1,4
Consultant
New York, New York
(Strategic marketing
and branding)
Director since 1987, age 71

George Fellows 1,4
President &
Chief Executive Officer
Callaway Golf Company
Carlsbad, California
(Sporting goods)
Director since 1997, age 66

Robert J. Hurst 2,3,4
Managing Director
Crestview Partners LLC
New York, New York
(Private equity firm)
Director since 1994, age 63

Financial Summary

Consolidated Balance Sheets

Dollars in thousands, except per share amounts

2008

2007

2006

2005

2004

Summary of Operations
Total revenues from continuing operations
Operating income from continuing operations
Income from continuing operations
Discontinued operations(1)
Cumulative effect of a change in accounting policy(2)
Net income

Earnings (loss) per common share—basic
Income from continuing operations
Discontinued operations(1)
Cumulative effect of a change in accounting policy(2)
Net income

Earnings (loss) per common share—diluted

Income from continuing operations
Discontinued operations(1)
Cumulative effect of a change in accounting policy(2)
Net income

Dividends per share
Dividend payout ratio(3)
Average number of common shares outstanding

Financial Position
Working capital
Current ratio
Total assets
Long-term debt
Redeemable preferred stock
Common stockholders’ equity
Debt to total capital ratio(4)
Book value per common share

—
—

—

7,642,600
938,995
602,748

7,219,359
965,441
613,246
(21,625)

—

602,748

591,621

6,215,794
826,144
535,051
(1,535)

533,516

5,654,155
767,951
482,629
35,906
(11,833)
506,702

—

5.55
(0.20)

5.36

5.41
(0.19)

5.22
2.23
42.7 %

5.52

—

5.52

5.42

—

5.42
2.33
43.0 %

—

4.33
0.32
(0.11)
4.54

—

4.23
0.31
(0.10)
4.44
1.10
24.2 %

5,218,066
664,357
398,879
75,823

474,702

3.61
0.69

4.30

3.54
0.67

4.21
1.05
24.9 %

4.83
(0.01)

4.82

4.73
(0.01)

4.72
1.94
41.1 %

109,234

110,443

110,560

111,192

109,872

1,640,828
2.6
6,433,868
1,141,546

—

3,555,892

1,510,742
2.3
6,446,685
1,144,810
—
3,576,829

1,563,162
2.5
5,465,693
635,359
—
3,265,172

1,213,233
2.1
5,171,071
647,728
23,326
2,808,213

1,006,354
1.7
5,004,278
556,639
26,053
2,513,241

25.2 %

32.37

26.4 %

32.58

19.5 %
29.11

22.6 %

25.50

28.5 %

22.56

Other Statistics(5)
Operating margin
Return on invested capital(6) (7)
Return on average common stockholders’ equity(7)
Return on average total assets(7)
Cash dividends paid

12.3 %
13.5 %
16.5 %
9.1 %

13.4 %
14.8 %
18.4 %
10.4 %

13.3 %
14.7 %
18.0 %
10.0 %

13.6 %
14.2 %
18.0 %
9.4 %

12.7 %
13.4 %
17.8 %
8.5 %

255,235

246,634

216,529

124,116

117,731

(1) Women’s intimate apparel business sold in April 2007.
(2) After tax effect of change in accounting policy in 2005 to adopt FASB Statement 123(R), Share-Based Payment.
(3) Dividends per share divided by the total of income from continuing and discontinued operations per diluted share.
(4) Total capital is defined as common stockholders’ equity plus short-term and long-term debt.
(5) Operating statistics and market data are based on continuing operations.
(6) Invested capital is defined as average common stockholders’ equity plus average short-term and long-term debt.
(7) Return is defined as income from continuing operations before net interest expense, after income taxes.

In thousands

Assets

Current Assets

Cash and equivalents
Accounts receivable, net
Inventories
Deferred income taxes
Other current assets

Total current assets

Property, Plant and Equipment

Less accumulated depreciation

Intangible Assets
Goodwill
Other Assets

Liabilities and Stockholders’ Equity

Current Liabilities

Short-term borrowings
Current portion of long-term debt
Accounts payable
Accrued liabilities

Total current liabilities

Long-term Debt
Other Liabilities
Commitments and Contingencies
Common Stockholders’ Equity

Common Stock
Additional paid-in capital
Accumulated other comprehensive income (loss)
Retained earnings

Total common stockholders’ equity

December

2008

2007

381,844
851,282
1,151,895
96,339
171,650
2,653,010

1,557,634

914,907
642,727
1,366,222
1,313,798
458,111
6,433,868

53,580
3,322
435,381
519,899
1,012,182

1,141,546
724,248

321,863
970,951
1,138,752
104,489
109,074
2,645,129

1,529,015

877,157
651,858
1,435,269
1,278,163
436,266
6,446,685

131,545
3,803
509,879
489,160
1,134,387

1,144,810
590,659

109,848
1,749,464
(276,294)
1,972,874
3,555,892
$ 6,433,868

109,798
1,619,320
61,495
1,786,216
3,576,829
6,446,685

Audited financial statements and notes, along with management’s discussion and analysis of results of operations and financial condition, are available
in our 2008 Annual Report on Form 10-K filed with the Securities and Exchange Commission, accessible on our website, www.vfc.com.

Consolidated Statements of Income

Consolidated Statements of Cash Flows

In thousands, except per share amounts

Net Sales
Royalty Income
Total Revenues

Costs and Operating Expenses

Cost of goods sold
Marketing, administrative and general expenses

Operating Income
Other Income (Expense)

Interest income
Interest expense
Miscellaneous, net

Income from Continuing Operations

Before Income Taxes

Income Taxes

Income from Continuing Operations
Discontinued Operations
Net Income
Earnings Per Common Share—Basic
Income from continuing operations
Discontinued operations
Net income

Earnings Per Common Share—Diluted

Income from continuing operations
Discontinued operations
Net income

Cash Dividends Per Common Share

Year Ended December

2008

7,561,621
80,979
7,642,600

2007

7,140,811
78,548
7,219,359

2006

6,138,087
77,707
6,215,794

4,283,680
2,419,925
6,703,605
938,995

6,115
(94,050)
(3,103)
(91,038)

847,957
245,209

602,748

4,080,022
2,173,896
6,253,918
965,441

9,310
(72,122)
2,941
(59,871)

905,570
292,324

613,246
(21,625)
591,621

3,515,624
1,874,026
5,389,650
826,144

5,994
(57,259)
2,359
(48,906)

777,238
242,187

535,051
(1,535)
533,516

5.52

—
5.52

5.42
—

5.42
2.33

5.55
(0.20)
5.36

5.41
(0.19)
5.22
2.23

4.83
(0.01)
4.82

4.73
(0.01)
4.72
1.94

—

In thousands

Operating Activities
Net income
Adjustments to reconcile net income to cash provided
by operating activities of continuing operations:
Loss from discontinued operations
Depreciation
Amortization of intangible assets
Other amortization
Stock-based compensation
Provision for doubtful accounts
Pension funding in excess of expense
Deferred income taxes
Other, net
Changes in operating assets and liabilities, net of acquisitions:

Accounts receivable
Inventories
Other current assets
Accounts payable
Accrued compensation
Accrued income taxes
Accrued liabilities
Other assets and liabilities

Cash provided by operating activities of continuing operations

Loss from discontinued operations
Adjustments to reconcile loss from discontinued

operations to cash used by discontinued operations:

Loss on disposal of discontinued operations
Other, net

Cash used by operating activities of discontinued operations

Cash provided by operating activities

Investing Activities
Capital expenditures
Business acquisitions, net of cash acquired
Software purchases
Sale of property, plant and equipment
Sale of intimate apparel business
Sale of other businesses
Other, net

Cash used by investing activities of continuing operations

Discontinued operations, net

Cash used by investing activities

Financing Activities
Increase (decrease) in short-term borrowings
Proceeds from long-term debt
Payments on long-term debt
Purchase of Common Stock
Cash dividends paid
Proceeds from issuance of Common Stock
Tax benefits of stock option exercises
Other, net

Cash used by financing activities

Effect of Foreign Currency Rate Changes on Cash

Net Change in Cash and Equivalents

Cash and Equivalents—Beginning of Year

Cash and Equivalents—End of Year

Year Ended December

2008

2007

2006

602,748

591,621

533,516

—
105,059
39,427
21,685
31,592
22,062
(4,787)
23,654
(6,319)

52,679
(38,275)
(66,866)
(67,214)
(35,285)
24,118
13,318
(38,124)

679,472

—

—
(1,071)
(1,071)

678,401

(124,207)
(93,377)
(10,601)
11,462
—
537
400

(215,786)

—

(215,786)

(67,736)
—
(3,632)
(149,729)
(255,235)
64,972
22,504
(905)

(389,761)

(12,873)

59,981

321,863

21,625
94,540
27,106
19,581
62,413
13,859
7,094
(3,748)
3,763

(49,673)
(24,113)
15,644
77,212
(1,932)
(7,541)
31,986
(45,808)

833,629

(21,625)

24,554
(15,982)
(13,053)

820,576

(113,863)
(1,060,636)
(6,367)
14,085
348,714
12,368
(120)

(805,819)

(243)

(806,062)

36,785
592,758
(168,671)
(350,000)
(246,634)
69,539
15,571

—

(50,652)

14,777

(21,361)

343,224

1,535
90,374
18,003
20,469
46,427
6,693
(31,277)
(24,463)
(6,509)

(113,363)
(33,193)
6,322
(19,043)
(23,592)
(51,111)
22,485
10,855

454,128

(1,535)

36,845
1,315
36,625

490,753

(127,195)
(39,301)
(8,939)
3,327

—
4,667
(323)

(167,764)

1,017

(166,747)

(60,533)
—
(33,520)
(118,582)
(216,529)
119,675
24,064

(285,425)

8,086

46,667

296,557

381,844

321,863

343,224

VF Corporation High/Low Stock Prices

Common Stock
Listed on the New York Stock Exchange—
trading symbol VFC.

Shareholders of Record
As of February 10, 2009, there were 4,700
shareholders of record.

Dividend Policy
Quarterly dividends on VF Corporation
Common Stock, when declared, are paid
on or about the 20th day of March, June,
September and December.

Dividend Reinvestment Plan
The Plan is offered to shareholders by
Computershare Trust Company, N.A.
The Plan provides for automatic
dividend reinvestment and voluntary
cash contributions for the purchase of
additional shares of VF Corporation
Common Stock. Questions concerning
general Plan information should be
directed to the Office of the Vice
President—Administration, General
Counsel and Secretary of VF Corporation.

Dividend Direct Deposit
Shareholders may have their dividends
deposited into their savings or checking
account at any bank that is a member
of the Automated Clearing House (ACH)
system. A brochure describing this
service may be obtained by contacting
Computershare.

Quarterly Common
Stock Price Information
The high and low sales prices on a
calendar quarter basis for the periods
indicated were as follows:

Quarterly Common Stock Price

First Quarter

Second Quarter

Third Quarter

Fourth Quarter

2008

2007

2006

High

Low

High

Low

High

Low

$ 83.29

$ 63.68

$ 83.29

$ 73.59

$ 58.67

$ 53.28

79.87

84.60

79.98

69.44

65.50

38.22

95.10

96.20

87.36

82.52

78.27

68.15

67.97

75.32

83.10

55.99

62.16

73.00

3-Year Coalition Revenues and Profits (Dollars in Millions)

Revenues

Profits

2
4
7
,
2

7
8
3
,
2

8
6
8
,
1

5
6
7
,
2

7
9
8
,
2

0
8
7
,
2

1
9
9

8
8
9

8
8
3

8
2
8

5
8
6

4
8
6

4
3
6

4
5
4

3
9
3

9
9
2

9
7
3

9
7
4

0
3
4

2
3
1

2
4
1

4
3
1

0
4

6
6

1
9

2
4
1

4
5

5
2

07*

06*

Outdoor and Action Sports

Jeanswear

Imagewear

Sportswear

Contemporary Brands
*Brands Acquired in Mid-2007

The following trademarks owned by VF
Corporation affiliates appear in this report.

Registered Trademarks:
Lee, Wrangler, Wrangler Hero, Riders, Rustler,
Wrangler Rugged Wear, 20X, Hero by Wrangler,
Wrangler Jeans Co., Aura from the Women at
Wrangler, Team Collection, Bulwark, Red Kap,
The Force, Nautica, John Varvatos, Kipling,
The North Face, JanSport, Napapijri, Eastpak,
Vans, Reef, Reef Redemption, Eagle Creek,
Majestic, 7 for All Mankind, lucy, True Khaki

Trademarks:
Chef Designs, LiteFX, Linden Grey,
Fitinnovations, Wherever There’s Water,
Imagine It, Gorilla Girlz, Rock Heaven,
Slender Secret

The following trademarks owned by other
companies also appear in this report:
NASCAR

Concept/Design
And Partners, NY
www.andpartnersny.com

Photography
Julian Dufort

Cert no. SCS-COC-00949

Corporate Office
VF World Headquarters
105 Corporate Center Blvd.
Greensboro, NC 27408
Telephone: (336) 424-6000
Facsimile: (336) 424-7696
Mailing Address:
P.O. Box 21488
Greensboro, NC 27420

Annual Meeting
The Annual Meeting of Shareholders
will be held on Tuesday, April 28, 2009,
at 10:30 AM at the O.Henry Hotel,
Caldwell Room, 624 Green Valley Road,
Greensboro, NC 27408

Investor Relations
Cindy Knoebel, CFA
Vice President, Financial
& Corporate Communications
VF Services, Inc.
105 Corporate Center Blvd.
Greensboro, NC 27408

Transfer Agent and Registrar
Computershare Trust
Company, N.A.
P.O. Box 43078
Providence, RI 02940
Shareholder Relations
Department 800-662-7232

Independent Accountants
PricewaterhouseCoopers LLP
Suite 500
800 Green Valley Road
Greensboro, NC 27408

Certifications
VF has filed the certifications required
under Section 302 of the Sarbanes-Oxley
Act of 2002 regarding the quality of the
Company’s public disclosure as exhibits to
the Company’s annual report on Form 10-K
for the fiscal year ended January 3, 2009.

After VF’s 2009 Annual Meeting of
Shareholders, VF intends to file with
the New York Stock Exchange the
certification regarding VF’s compliance
with the NYSE’s corporate governance
listing standards as required by NYSE
Rule 303A.12. Last year, VF filed this
certification with the NYSE
on May 2, 2008.

Other Information
VF’s filings with the SEC, including
its annual report on Form 10-K, quarterly
reports on Form 10-Q, press releases
and reports on Form 8-K and other
information, are available and can be
accessed free of charge through the
Company’s website at www.vfc.com. VF’s
Corporate Governance Principles, Code
of Business Conduct, and charters for
the Audit Committee, Compensation
Committee, Nominating and Governance
Committee and Finance Committee
are also available on our website.

These documents will also be provided
to any shareholder free of charge upon
request to the Secretary of VF at P.O. Box
21488, Greensboro, NC 27420