UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington D.C. 20549

FORM 10-Q

(Mark One)

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

For the quarterly period ended October 31, 2006

o 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 1-13026

BLYTH, INC.

(Exact name of registrant as specified in its charter)

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

One East Weaver Street, Greenwich, Connecticut 06831
(Address of principal executive offices) (Zip Code)

(203) 661-1926

(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes x No o

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 x

Accelerated filer o

Non-Accelerated filer o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes o No x

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

39,293,262 Common Shares as of November 30, 2006

BLYTH, INC.

INDEX

Part I.	Financial Information

Item 1.		Financial Statements (Unaudited):

			Condensed Consolidated Balance Sheets

			Condensed Consolidated Statements of Earnings (Loss)

			Condensed Consolidated Statements of Stockholders’ Equity

			Condensed Consolidated Statements of Cash Flows

			Notes to Condensed Consolidated Financial Statements

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

Item 3.		Quantitative and Qualitative Disclosures About Market Risk

Item 4.		Controls and Procedures

Part II.	Other Information

Item 1.		Legal Proceedings

Item 1A.		Risk Factors

Item 2.		Unregistered Sales of Equity Securities and Use of Proceeds

Item 3.		Defaults upon Senior Securities

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

Item 5.		Other Information

Item 6.		Exhibits

Signatures

Part I. FINANCIAL INFORMATION

Item I. FINANCIAL STATEMENTS

BLYTH, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

	October 31,			January 31,
(In thousands, except share and per share data)	2006			2006
ASSETS
Current assets:
Cash and cash equivalents	$	80,615		$	242,068
Short-term investments	95,000			—
Accounts receivable, less allowance for doubtful receivables of $2,606 and $3,892, respectively	88,864			109,857
Inventories	180,847			237,753
Prepaid and other	34,099			35,643
Assets held for sale	—			3,027
Deferred income taxes	16,781			20,645
Assets of discontinued operations	2,997			—
Total current assets	499,203			648,993
Property, plant and equipment, at cost:
Less accumulated depreciation of $199,936 and $264,941, respectively	163,793			225,826
Other assets:
Investment	3,472			3,397
Goodwill	90,726			185,127
Other intangible assets, net of accumulated amortization of $7,300 and $5,917, respectively	35,800			37,183
Other long-term assets	17,737			15,994
	147,735			241,701
Total assets	$	810,731		$	1,116,520
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Bank lines of credit	$	8,636		$	25,772
Current maturities of long-term debt	923			1,049
Accounts payable	49,217			75,735
Dividends payable	10,578			—
Accrued expenses	85,786			93,000
Income taxes payable	3,680			14,296
Liabilities of discontinued operations	6,619			—
Total current liabilities	165,439			209,852
Deferred income taxes	21,201			39,383
Long-term debt, less current maturities	259,765			344,921
Other long-term liabilities	23,482			28,540
Commitments and contingencies	—			—
Stockholders’ equity:
Preferred stock - authorized 10,000,000 shares of $0.01 par value; no shares issued and outstanding	—			—
Common stock - authorized 100,000,000 shares of $0.02 par value; issued 50,622,860 shares and 50,528,060 shares, respectively	1,013			1,010
Additional contributed capital	128,404			127,580
Retained earnings	517,905			657,983
Accumulated other comprehensive income	17,217			(1,935		)
Unearned compensation on restricted stock	—			(3,070		)
Treasury stock, at cost, 11,335,798 shares and 9,533,416 shares, respectively	(323,695		)	(287,744		)
Total stockholders’ equity	340,844			493,824
Total liabilities and stockholders’ equity	$	810,731		$	1,116,520

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

BLYTH, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS (LOSS)

(Unaudited)

Nine months ended October 31 (In thousands, except per share data)	2006		2005
Net sales	$	840,775	$	873,556
Cost of goods sold	434,047		436,306
Gross profit	406,728		437,250
Selling	283,435		284,762
Administrative