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 July 31, 2007

or

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 o

Accelerated filer x

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.

39,480,662 Common Shares as of August 31, 2007

BLYTH, INC.

INDEX

		Page

Part I. Financial Information

Item 1. Financial Statements (Unaudited):

Condensed Consolidated Balance Sheets		3

Condensed Consolidated Statements of Earnings (Loss)		4-5

Condensed Consolidated Statements of Stockholders’ Equity		6

Condensed Consolidated Statements of Cash Flows		7

Notes to Condensed Consolidated Financial Statements		8-18

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations		19-27

Item 3. Quantitative and Qualitative Disclosures About Market Risk		28-29

Item 4. Controls and Procedures		30

Part II. Other Information

Item 1. Legal Proceedings		31

Item 1A. Risk Factors		31

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds		32

Item 3. Defaults upon Senior Securities		32

Item 4. Submission of Matters to a Vote of Security Holders		33

Item 5. Other Information		33

Item 6. Exhibits		34

Signatures		35

Part I. FINANCIAL INFORMATION

Item I. FINANCIAL STATEMENTS

BLYTH, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

	July 31,			January 31,
(In thousands, except share and per share data)	2007			2007
ASSETS
Current assets:
Cash and cash equivalents	$	90,833		$	103,808
Short-term investments	125,985			129,725
Accounts receivable, less allowance for doubtful receivables of $1,782 and $1,533, respectively	56,822			35,040
Inventories	143,652			148,321
Prepaid and other	45,166			33,317
Deferred income taxes	21,800			29,707
Total current assets	484,258			479,918
Property, plant and equipment, at cost:
Less accumulated depreciation of $219,769 and $209,160, respectively	149,368			159,484
Other assets:
Investment	3,644			3,610
Goodwill	78,682			78,682
Other intangible assets, net of accumulated amortization of $8,500 and $7,750, respectively	34,600			35,350
Deposits and other assets	18,092			17,594
Total non-current assets	135,018			135,236
Total assets	$	768,644		$	774,638
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Current maturities of long-term debt	1,022			987
Accounts payable	48,562			56,450
Accrued expenses	67,829			77,738
Income taxes payable	3,698			4,925
Total current liabilities	121,111			140,100
Deferred income taxes	33,085			35,002
Long-term debt, less current maturities	210,575			214,792
Other liabilities	32,260			21,051
Commitments and contingencies	—			—
Stockholders’ equity:
Preferred stock - authorized 10,000,000 shares of $0.01 par value; no shares issued	—			—
Common stock - authorized 100,000,000 shares of $0.02 par value; issued 50,916,460 shares and 50,637,060 shares, respectively	1,018			1,013
Additional contributed capital	137,295			129,367
Retained earnings	536,401			534,897
Accumulated other comprehensive income	23,313			22,130
Treasury stock, at cost, 11,435,798 shares and 11,335,798 shares, respectively	(326,414		)	(323,714		)
Total stockholders’ equity	371,613			363,693
Total liabilities and stockholders’ equity	$	768,644		$	774,638

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

BLYTH, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS (LOSS)

(Unaudited)

Six months ended July 31 (In thousands, except per share data)	2007			2006
Net sales	$	505,238		$	542,864
Cost of goods sold	242,164			273,484
Gross profit	263,074			269,380
Selling	172,645			183,856
Administrative and other	66,103			62,417
Goodwill impairment	—			36,769
Total operating expense	238,748			283,042
Operating profit (loss)	24,326			(13,662		)
Other expense (income):
Interest expense	7,346			9,989
Interest income	(4,050		)	(3,533		)
Foreign exchange and other	(151		)	(592		)
Total other expense	3,145			5,864
Earnings (loss) from continuing operations before income taxes and minority interest	21,181			(19,526