Financial Statements

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

_____________

FORM 11-K

ANNUAL REPORT
PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

(Mark One):

ý  ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED, EFFECTIVE OCTOBER 7, 1996].


For the fiscal year ended    December 31, 2004   


OR

o  TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED].


For the transition period from __________ to __________

Commission file number    1-724         

Table of Contents

A.  Full title of the plan and the address of the plan, if different from that of the issuer named below:  PVH Associates Investment Plan for Hourly Associates and PVH Associates Investment Plan for Salaried Associates

B.  Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: Phillips-Van Heusen Corporation, 200 Madison Avenue, New York, New York 10016






 SIGNATURES

The Plan.  Pursuant to the requirements of the Securities Exchange Act of 1934, the Administrative Committee has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.

PHILLIPS-VAN HEUSEN CORPORATION

ASSOCIATES INVESTMENT PLANS




Date:  June 27, 2005

By

/s/ Pamela N. Hootkin


Pamela N. Hootkin, Member of

Administrative Committee







Financial Statements



Years ended December 31, 2004 and 2003


Contents



Phillips-Van Heusen Corporation

Associates Investment Plan for Hourly Associates



Report of Independent Registered Public Accounting Firm

F-2

Statements of Net Assets Available for Benefits

F-3

Statements of Changes in Net Assets Available for Benefits

F-4

Notes to Financial Statements

F-5

Supplemental Schedule

F-11






Phillips-Van Heusen Corporation

Associates Investment Plan for Salaried Associates



Report of Independent Registered Public Accounting Firm

F-13

Statements of Net Assets Available for Benefits

F-14

Statements of Changes in Net Assets Available for Benefits

F-15

Notes to Financial Statements

F-16

Supplemental Schedule

F-23









F-1







[Letterhead of Ernst & Young LLP]


Report of Independent Registered Public Accounting Firm


Administrative Committee of the Plan

Phillips-Van Heusen Corporation

Associates Investment Plan for Hourly Associates


We have audited the accompanying statements of net assets available for benefits of the Phillips-Van Heusen Corporation Associates Investment Plan for Hourly Associates (the “Plan”) as of December 31, 2004 and 2003, and the related statements of changes in net assets available for benefits for the years then ended. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits.


We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. We were not engaged to perform an audit of the Plan's internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and eva luating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.


In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2004 and 2003, and the changes in its net assets available for benefits for the years then ended, in conformity with U.S. generally accepted accounting principles.


Our audits were performed for the purpose of forming an opinion on the financial statements taken as a whole.  The accompanying supplemental schedule of assets (held at end of year) as of December 31, 2004, is presented for purposes of additional analysis and is not a required part of the financial statements but is supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retire­ment Income Security Act of 1974.  This supplemental schedule is the responsibility of the Plan’s management.  The supplemental schedule has been subjected to the auditing procedures applied in our audits of the financial statements and, in our opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole.


/s/Ernst & Young LLP


May 31, 2005


F-2







Phillips-Van Heusen Corporation

Associates Investment Plan for Hourly Associates


Statements of Net Assets Available for Benefits



 

December 31

 

2004

2003

 



Assets



Investments, at fair value (Notes A and E):



Investments held by State Street Bank:

  

Stable Value Funds

$1,283,428

$              –

Mutual Funds

4,434,194

Investment in Phillips-Van Heusen Corporation Associates Investment Plans Master Trust


2,480,733


Investments held by UMB Trust:



Money Market Funds

1,309,488

Mutual Funds

4,088,029

Investment in Phillips-Van Heusen Corporation Associates Investment Plans Master Trust



1,861,558

Participant loans receivable

324,232

307,731

Contributions receivable

42,286

55,890

Net assets available for benefits

$8,564,873

$7,622,696



See notes to financial statements.



















F-3








Phillips-Van Heusen Corporation

Associates Investment Plan for Hourly Associates


Statements of Changes in Net Assets Available for Benefits



 

Year ended December 31

 

2004

2003

 



Additions



Contributions:


 

Employer, net of forfeitures

$   364,146

$   357,685

Employees

773,914

732,825

Rollovers

31,754

14,745

Loan repayments, interest

16,263

16,289

 

1,186,077

1,121,544

Interest and investment income

188,945

117,293

Total additions

1,375,022

1,238,837

 



Deductions



Payments to participants

1,520,257

381,038

Other disbursements

34,145

Transfer out

55,057

18,827

Total deductions

1,575,314

434,010

 



Net realized and unrealized appreciation of investments

1,142,469

1,260,912

Net increase

942,177

2,065,739

 



Net assets available for benefits at beginning of year

7,622,696

5,556,957

Net assets available for benefits at end of year

$8,564,873

$7,622,696



See notes to financial statements.













F-4








Phillips-Van Heusen Corporation

Associates Investment Plan for Hourly Associates


Notes to Financial Statements


December 31, 2004



A.  Description of the Plan


The following description of the Phillips-Van Heusen Corporation (the “Company”) Associates Investment Plan for Hourly Associates (the “Plan”) provides only general information.  Participants should refer to the Plan Document for a more complete description of the Plan’s provisions.


The Plan was amended effective January 1, 2002 in order to comply with changes permitted or required by the Economic Growth and Tax Relief Reconciliation Act of 2001 and to modify certain administrative provisions.  Following the issuance of a favorable determination letter by the Internal Revenue Service (IRS), the Plan was amended again on September 24, 2003 to comply with IRS requests pertaining to its continuous tax-qualified status.  


Change in Trustee and Recordkeeper


Effective January 1, 2004, the Plan’s Trustee changed from UMB Bank (the “Predecessor Trustee”) to State Street Bank (the “Trustee” or “Successor Trustee”).  Subsequent to 2004, on January 1, 2005, Wells Fargo acquired Strong Retirement Plan Services and as a result, Wells Fargo Retirement Solutions became the “Recordkeeper” and Wells Fargo Bank became the “Trustee”.


Master Trust


The Phillips-Van Heusen Corporation Associates Investment Plans Master Trust (the “Master Trust”) was established for the investment of the Company’s Common Stock Fund.  The Plan is one of three plans participating in the Master Trust.


General


The Plan is a defined contribution plan covering hourly production, warehouse, distribution and U.S. retail field employees of the Company who are at least age 21 or older, have completed at least three consecutive months of service and are regularly scheduled to work at least 20 hours per week.  Effective September 24, 2003, the Plan covers leased employees.  The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (“ERISA”).  








F-5







A.  Description of the Plan (continued)


Contributions


Participants may contribute up to 25% of pre-tax annual compensation, limited to $13,000 and $12,000 per annum in 2004 and 2003, respectively.  The Company matches 100% of the first 2% of eligible compensation that a participant contributed to the Plan plus 25% of the next 4% of eligible compensation contributed by the participant.  


Participant Accounts


Each participant’s account is credited with the participant’s contributions and allocations of (a) the Company’s contributions and (b) Plan earnings.  Forfeited balances of terminated participants’ nonvested accounts are used to reduce future Company contributions.


Vesting


Amounts attributable to employee contributions and the allocated earnings thereon are immediately vested.  Participants become 25%, 50%, 75% and 100% vested in Company contributions after two, three, four and five years of service, respectively.  Upon death, permanent disability or reaching age 65, participants or their beneficiaries become 100% vested in Company contributions.


Investment Options


Upon enrollment in the Plan, a participant may direct employee contributions into any of eight investment options.  Effective July 1, 2004, three new investment options were added to the Plan, for a total of eleven options.  A participant may contribute a maximum of 25% of employee contributions into the Phillips-Van Heusen Corporation Common Stock Fund.


The Company contributions are invested in any fund offered by the Plan as elected by the participant.  However, existing balances contributed to the Company’s Common Stock Fund as of March 31, 1999 were required to remain in the fund until participants reach the age of 55 or older.  Effective December 30, 2004, all restrictions on Company Match invested in the PVH Stock Fund were removed and participants are allowed to transfer all Company Match monies to other investment options in the Plan.













F-6







A.  Description of the Plan (continued)


Participant Loans Receivable


Participants may borrow from the Plan, with certain restrictions, using their vested account balance as collateral.  The minimum loan amount is $1,000 and the maximum loan amount is the lesser of (i) $50,000 reduced by the participant’s highest outstanding loan balance during the previous 12 months, or (ii) 50% of the vested value of the participant’s account. Interest is fixed for the term of the loan at the prime rate plus 1%.  Loan repayments are made through payroll deductions which may be specified for a term of 1 to 5 years or up to 15 years for the purchase of a primary residence.


Forfeitures


Contributions made on behalf of non-vested or partially vested employees who have terminated are retained by the Plan and are used to reduce the Company’s future matching contributions.  At December 31, 2004, $0 was held by the Plan as forfeitures of non-vested or partially vested, terminated employees.


Payment of Benefits


Participants electing final distributions will receive payment in the form of a lump sum amount equal to the value of their vested account.


Plan Termination


Although it has not expressed any intent to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA.  In the event of Plan termination, participants will become 100% vested in their accounts.


B.  Significant Accounting Policies


The accounting records of the Plan are maintained on the accrual basis.


Substantially all administrative expenses are paid by the Company.











F-7







B.  Significant Accounting Policies (continued)


In accordance with the Rules and Regulations of the Department of Labor, investments are included in the accompanying financial statements at market value as determined by quoted market prices or at fair value as determined by the trustee.  Purchases and sales of securities are reflected on a trade date basis.


All assets of the Plan are held by the Trustee and are segregated from the assets of the Company.  The Master Trust holds the investments in Employers Common Stock.  The Plan shares in the Master Trust interest and investment income based upon its participants’ shares of the Master Trust net assets available for benefits.


The preparation of the financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes.  Actual results could differ from those estimates.


C.  Transactions with Parties-in-Interest


During the years ended December 31, 2004 and 2003, the Master Trust purchased 15,616 and 12,631, respectively, of the Company’s common stock and received $168,641 and $172,798, respectively, from the Company as payment of dividends on its common stock.  The AIP Master Trust also sold 64,342 and 25,016 shares of the Company’s common stock during the years ended December 31, 2004 and 2003, respectively.

























F-8







D.  Investments


During 2004 and 2003, the Plan’s investments (including investments purchased, sold, as well as held during the year) appreciated in fair value as determined by quoted market prices as follows:


 

 Net Realized and Unrealized Appreciation in Fair Value
of Investments

 

2004

2003

 



Common stock – Employer Company Fund

$   860,690

$   630,863

Shares of registered investment companies

281,779

630,047

 

$ 1,142,469

$1,260,910


Investments that represent 5% or more of the fair value of the Plan’s net assets are as follows:


 

 December 31

 

2004

2003

 



Investment in Phillips-Van Heusen Corporation Associates Investment Plans Master Trust


$2,480,733


$1,861,558

Barclays Global Equity Index Fund

898,194

740,748

Dodge & Cox Balanced Fund

1,121,353

977,177

Dreyfus Appreciation Fund

1,084,372

1,081,689

Strong Advisor Bond

566,455

689,906

Strong Stable Value

*       

1,309,488

Wells Fargo Stable Return

1,283,428

*       

Strong Advisor Small Cap Value

433,318

399,403

Shares of registered companies representing less than 5%

330,503

199,106


* Investment represented less than 5% of the Plan’s net assets at this time.


















F-9







E. Non Participant-Directed Investments


The following schedule depicts activity within the Master Trust as of December 31, 2003 and for the year then ended.  The Master Trust consisted of participant directed investments along with all non-participant directed investments through December 30, 2004, at which date all restrictions on these funds were eliminated.  Changes in the Phillips-Van Heusen Corporation Associates Investment Plans Master Trust net assets held during the year ended December 31, 2003 were as follows:


 

 December 31, 2003

Net assets:


Phillips-Van Heusen common stock

$20,279,641

Strong Money Market Fund

752,382

Other

2,617

 

$21,034,640

 


 

Year ended

December 31, 2003

Net assets at beginning of year

$13,884,372

Changes in net assets:


Contributions

1,207,958

Loan repayments, interest

8,056

Loan repayments, principal

52,457

Earnings and net realized and unrealized
depreciation in fair value


7,302,014

Distributions to participants

(913,378)

Transfers to participant directed investments

(506,839)

Net assets at end of year

$21,034,640


F.  Income Tax Status


The Plan has received a determination letter from the Internal Revenue Service dated September 2, 2003, stating that the Plan is qualified under Section 401(a) of the Internal Revenue Code (the “Code”) and, therefore, the related trust is exempt from taxation.  Once qualified, the Plan is required to operate in conformity with the Code to maintain its  qualification.  The Plan has been amended since receiving the determination letter and a new determination letter has been applied for.  The plan administrator believes that the Plan is currently designed and being operated in compliance with the applicable requirements of the Code and, therefore, believes that the Plan is qualified and the related trust is tax-exempt.








F-10



























Supplemental Schedule




















F-11







EIN: 13-1166910

Plan No: 012


Phillips-Van Heusen Corporation

Associates Investment Plan for Hourly Associates


Schedule H, Line 4i--Schedule of Assets (Held at End of Year)


Year ended December 31, 2004





Identity of Issue, Borrower,
Lessor or Similar Party

Description of Investment,
Including Maturity Date,
Rate of Interest,
Par or Maturity Value



Current

Value

   

Strong Retirement Plan Services

Barclays Global Equity Index; 79,627.0998 shares

$   898,194

Strong Retirement Plan Services

Dodge & Cox Balanced Fund;
14,131.7243 shares

1,121,353

Strong Retirement Plan Services

Dreyfus Appreciation Fund; 28,027.1997 shares

1,084,372

Strong Retirement Plan Services

Oakmark International Fund;
12,753.6277 shares

269,485

Strong Retirement Plan Services

Strong Advisor Small Cap Value; 14,738.7011 shares

433,318

Strong Retirement Plan Services

Strong Advisor Bond;
51,077.9729 shares

566,455

Strong Retirement Plan Services

Calamos Growth Fund;
458.4748 shares

24,290

Strong Retirement Plan Services

Royce Opportunity Fund;
1,063.4742 shares

14,154

Strong Retirement Plan Services

Dodge & Cox Income Fund;
1,758.0639 shares

22,574

Strong Retirement Plan Services

Wells Fargo Stable Value Fund;
34,683.3959 shares

1,283,427

Strong Retirement Plan Services

PVH Associates Investment Plan Master Trust; 1,332,913.1734 units

2,480,733

Strong Retirement Plan Services

Loan Fund; 324,232 units
maturity dates through: 2019,
interest rates: 5% to 10.5%

324,232

Total investments held by
State Street Bank

 

$8,522,587





F-12







 [Letterhead of Ernst & Young LLP]


Report of Independent Registered Public Accounting Firm


Administrative Committee of the Plan

Phillips-Van Heusen Corporation

Associates Investment Plan for Salaried Associates


We have audited the accompanying statements of net assets available for benefits of the Phillips-Van Heusen Corporation Associates Investment Plan for Salaried Associates (the “Plan”) as of December 31, 2004 and 2003, and the related statements of changes in net assets available for benefits for the years then ended. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits.


We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. We were not engaged to perform an audit of the Plan's internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and eva luating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.


In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2004 and 2003, and the changes in its net assets available for benefits for the years then ended, in conformity with U.S. generally accepted accounting principles.


Our audits were performed for the purpose of forming an opinion on the financial statements taken as a whole.  The accompanying supplemental schedule of assets (held at end of year) as of December 31, 2004, is presented for purposes of additional analysis and is not a required part of the financial statements but is supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retire­ment Income Security Act of 1974.  This supplemental schedule is the responsibility of the Plan’s management. The supplemental schedule has been subjected to the auditing procedures applied in our audits of the financial statements and, in our opinion is fairly stated in all material respects in relation to the financial statements taken as a whole.


/s/Ernst & Young LLP


May 31, 2005


F-14







Phillips-Van Heusen Corporation

Associates Investment Plan for Salaried Associates


Statements of Net Assets Available for Benefits



 

December 31

 

2004

2003

 



Assets



Investments, at fair value (Notes A and E):



Investments held by State Street Bank:

  

Stable Value Funds

$  10,331,420

$                 –

Mutual Funds

62,079,054

Investment in Phillips-Van Heusen Corporation Associates Investment Plans Master Trust


28,041,243


Investments held by UMB Trust:



Money Market Funds

9,166,738

Mutual Funds

53,035,123

Investment in Phillips-Van Heusen Corporation Associates Investment Plans Master Trust



19,150,217

Participant loans receivable

1,542,866

1,392,026

Contributions receivable

321,907

344,323

Net assets available for benefits

$102,316,490

$83,088,427




See notes to financial statements.

















F-15








 Phillips-Van Heusen Corporation

Associates Investment Plan for Salaried Associates


Statements of Changes in Net Assets Available for Benefits



 

Year ended December 31

 

2004

2003

   

Additions



Contributions:



Employer, net of forfeitures

$    2,705,468

$  2,827,401

Employees

6,988,960

6,739,272

Rollovers

1,581,526

1,289,381

Transfers in

54,924

18,827

Other income

25,570

34,440

Loan repayments, interest

83,392

97,367

 

11,439,840

11,006,688

Interest and investment income

2,507,519

1,222,688

Total additions

13,947,359

12,229,376

 



Deductions



Payments to participants

8,478,070

4,541,465

Total deductions

8,478,070

4,541,465

 



Net realized and unrealized appreciation of investments

13,758,774

15,508,465

Net increase

19,228,063

23,196,376

 



Net assets available for benefits at beginning of year

83,088,427

59,892,051

Net assets available for benefits at end of year

$102,316,490

$83,088,427




See notes to financial statements.












F-16







Phillips-Van Heusen Corporation

Associates Investment Plan for Salaried Associates


Notes to Financial Statements


December 31, 2004



A. Description of the Plan


The following description of the Phillips-Van Heusen Corporation (the “Company”) Associates Investment Plan for Salaried Associates (the “Plan”) provides only general information. Participants should refer to the Plan Document for a more complete description of the Plan’s provisions.


The Plan was amended effective January 1, 2002 in order to comply with changes permitted or required by the Economic Growth and Tax Relief Reconciliation Act of 2001 and to modify certain administrative provisions. Following the issuance of a favorable determination letter by the Internal Revenue Service (IRS), the Plan was amended again on September 24, 2003 to comply with IRS requests pertaining to its continuing tax-qualified status.


Change in Trustee and Recordkeeper


Effective January 1, 2004, the Plan’s Trustee changed from UMB Bank (the “Predecessor Trustee”) to State Street Bank (the “Trustee” or “Successor Trustee”).  Subsequent to 2004, on January 1, 2005, Wells Fargo acquired Strong Retirement Plan Services and as a result, Wells Fargo Retirement Solutions became the “Recordkeeper” and Wells Fargo Bank became the “Trustee”.


Master Trust


The Phillips-Van Heusen Corporation Associates Investment Plans Master Trust (the “Master Trust”) was established for the investment of the Company’s Common Stock Fund.  The Plan is one of three plans participating in the Master Trust.


General


The Plan is a defined contribution plan covering salaried or clerical employees of the Company who are at least age 21 or older, have completed at least three consecutive months of service and are regularly scheduled to work at least 20 hours per week.  The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (“ERISA”).  





F-17








A.  Description of the Plan (continued)


Contributions


Participants may contribute up to 25% of pre-tax annual compensation, limited to $13,000 and $12,000 per annum in 2004 and 2003, respectively.  The Company matches 100% of the first 2% of eligible compensation that a participant contributed to the Plan plus 25% of the next 4% of eligible compensation contributed by the participant.  


Participant Accounts


Each participant’s account is credited with the participant’s contributions and allocations of (a) the Company’s contributions and (b) Plan earnings.  Forfeited balances of terminated participants’ nonvested accounts are used to reduce future Company contributions.


Vesting


Amounts attributed to employee contributions and the allocated earnings thereon are immediately vested.  Participants become 25%, 50%, 75% and 100% vested in Company contributions and the allocated earnings thereon after two, three, four and five years of service, respectively.  Upon death, permanent disability, or reaching age 65, participants or their beneficiaries become 100% vested in Company contributions.


Investment Options


Upon enrollment in the Plan, a participant may direct employee contributions into any of eight investment options.  Effective July 1, 2004, three new investment options were added to the Plan, for a total of eleven options.  A participant may contribute a maximum of 25% of employee contributions into the Phillips-Van Heusen Corporation Common Stock Fund.


The Company contributions are invested in any fund offered by the Plan as elected by the participant.  However, existing balances contributed to the Company’s Common Stock Fund as of March 31, 1999 were required to remain in the fund until participants reach the age of 55 or older.  Effective December 30, 2004, all restrictions on Company Match invested in the PVH Stock Fund were removed and participants are allowed to transfer all Company Match monies to other investment options in the Plan.










F-18







A. Description of the Plan (continued)


Participant Loans Receivable


Participants may borrow from the Plan, with certain restrictions, using their vested account balance as collateral. The minimum loan amount is $1,000 and the maximum loan amount is the lesser of (i) $50,000 reduced by the participant’s highest outstanding loan balance during the previous 12 months, or (ii) 50% of the vested value of the participant’s account. Interest is fixed for the term of the loan at the prime rate plus 1%. Loan repayments are made through payroll deductions, which may be specified for a term of 1 to 5 years or up to 15 years for the purchase of a primary residence.


Forfeitures


Contributions made on behalf of non-vested or partially vested employees who have terminated are retained by the Plan and are used to reduce the Company’s future matching contributions.  At December 31, 2004, $6,986 was held by the Plan as forfeitures of non-vested or partially vested, terminated employees and was used to reduce company match contributions for the 12/29/04 payroll.


Payment of Benefits


Participants electing final distributions will receive payment in the form of a lump sum amount equal to the value of their vested account.


Plan Termination


Although it has not expressed any intent to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA. In the event of Plan termination, participants will become 100% vested in their accounts.
















F-19







B. Significant Accounting Policies


The accounting records of the Plan are maintained on the accrual basis.


Substantially all administrative expenses are paid by the Company.  


In accordance with the Rules and Regulations of the Department of Labor, investments are included in the accompanying financial statements at market value as determined by quoted market price or at fair value as determined by the trustee. Purchase and sales of securities are reflected on a trade date basis.


All assets of the Plan are held by the Trustee and are segregated from the assets of the Company.  The Master Trust holds the investments in Employers Common Stock.  The Plan shares in the Master Trust interest and investment income based upon its participants’ shares of the Master Trust net assets available for benefits.


The preparation of the financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates.


C. Transactions with Parties-in-Interest


During the years ended December 31, 2004 and 2003, the Master Trust purchased 15,616 and 12,631 shares, respectively, of the Company’s common stock and received $168,641 and $172,798, respectively, from the Company as payment of dividends on its common stock. The AIP Master Trust also sold 64,342 and 25,016 shares of the Company’s common stock during the years ended December 31, 2004 and 2003, respectively.



















F-20







D.  Investments


During 2004 and 2003, the Plan’s investments (including investments purchased, sold, as well as held during the year) appreciated in fair value as determined by quoted market prices as follows:


 

 Net Realized and Unrealized Appreciation in Fair Value of Investments

 

2004

2003

 



Common stock – Employer Company Fund

$  9,639,765

$  6,608,041

Shares of registered investment companies

4,119,009

8,900,421

 

$13,758,774

$15,508,462


Investments that represent 5% or more of the fair value of the Plan’s net assets are as follows:


 

 December 31

 

2004

2003

 



Investment in Phillips-Van Heusen Corporation Associates Investment Plans Master Trust


$28,041,243


$19,150,217

Barclays Global Equity Index Fund

7,568,399

6,627,301

Dodge & Cox Balanced Fund

16,216,647

13,846,853

Dreyfus Appreciation Fund

16,729,719

17,094,795

Oakmark International

5,472,485

*

Strong Advisor Small Cap Value

8,303,214

6,591,793

Strong Advisor Bond

5,431,252

5,005,410

Strong Stable Value

*       

9,166,738

Wells Fargo Stable Return

10,331,420

*       

Shares of registered companies representing less than 5%

2,357,338

3,868,971


* Investment represented less than 5% of the Plan’s net assets at this time.















F-21








E. Non Participant-Directed Investments


The following schedule depicts activity within the Master Trust as of December 31, 2003 and for the year then ended.  The Master Trust consisted of participant directed investments along with all non-participant directed investments through December 30, 2004, at which date all restrictions on these funds were eliminated. Changes in the Phillips-Van Heusen Corporation Associates Investment Plans Master Trust net assets held  during the year ended December 31, 2003 were as follows:


  

December

  

31, 2003

 



Net assets:



Phillips-Van Heusen common stock


$20,279,641

Strong Money Market Fund


752,382

Other


2,617

 


$21,034,640

 



  

Year ended December

  

31, 2003

 



Net assets at beginning of year


$13,884,372

Changes in net assets:



Contributions


1,207,958

Loan repayments, interest


8,056

Loan repayments, principal


52,457

Earnings and net realized and unrealized
depreciation in fair value



7,302,014

Distributions to participants


(913,378)

Transfers to participant directed investments


(506,839)

Net assets at end of year


$21,034,640


F. Income Tax Status


The Plan has received a determination letter from the Internal Revenue Service dated September 2, 2003, stating that the Plan is qualified under Section 401(a) of the Internal Revenue Code (the “Code”) and, therefore, the related trust is exempt from taxation.  Once qualified, the Plan is required to operate in conformity with the Code to maintain its qualification.  The plan administrator believes that the Plan is currently designed and being operated in compliance with the applicable requirements of the Code and, therefore, believes that the Plan is qualified and the related trust is tax-exempt.






F-22







F.  Income Tax Status (continued)


qualification.  The Plan has been amended since receiving the determination letter and a new determination letter has been applied for.  The plan administrator believes that the Plan is currently designed and being operated in compliance with the applicable requirements of the Code and, therefore, believes that the Plan is qualified and the related trust is tax-exempt.


G.  Transfer Out


The prior Recordkeeper proposed a reallocation of assets among the plans in the predecessor Master Trust in 2001 by adjusting the opening balances.  A final determination on the correct reallocation was made in March 2002 when the assets in the predecessor Master Trust were distributed to separate trusts for the plans and the Recordkeeper conversion process was complete.  This transfer out adjustment was made to reflect this reallocation.
































F-23



















Supplemental Schedule






























F-24

EIN: 13-1166910

Plan No: 007


Phillips-Van Heusen Corporation

Associates Investment Plan for Salaried Associates


Schedule H, Line 4i--Schedule of Assets (Held at End of Year)


Year ended December 31, 2004






Identity of Issue, Borrower,
Lessor or Similar Party

Description of Investment,
Including Maturity Date,
Rate of Interest,
Par or Maturity Value



Current

Value

   

Strong Retirement Plan Services

Barclays Global Equity Index Fund; 670,957.3096 shares


$    7,568,399

Strong Retirement Plan Services

Dodge & Cox Balanced Fund;
204,368.5818 shares


16,216,647

Strong Retirement Plan Services

Dreyfus Appreciation Fund; 432,404.2106 shares


16,729,719

Strong Retirement Plan Services

Oakmark  International;

   258,991.2722 shares


5,472,485

Strong Retirement Plan Services

Strong Advisor Small Cap Value; 282,422.2362 shares


8,303,214

Strong Retirement Plan Services

Strong Advisor Bond;
489,743.1744 shares


5,431,252

Strong Retirement Plan Services

Calamos Growth;

   22,844.7578 shares


1,210,315

Strong Retirement Plan Services

Royce Opportunity Fund;

   42,861.4376 shares


570,486

Strong Retirement Plan Services

Dodge & Cox Income;

   44,901.6084 shares


576,537

Strong Retirement Plan Services

Wells Fargo Stable Return Fund

   279,196.6501 shares


10,331,420

Strong Retirement Plan Services

PVH Associates Investment Plan Master Trust;

  15,066,734.9621 units



28,041,243

Strong Retirement Plan Services

Loan Fund; 1,542,866 units,
maturity dates through: 2019,
interest rates: 5% to 10.5%



1,542,866

Total investments held by
State Street Bank

 


$101,994,583








F-25

EXHIBIT INDEX



Exhibit No.


23.1

Consent of Independent Auditors (Associates Investment Plan for

Hourly Associates)


23.2

Consent of Independent Auditors (Associates Investment Plan for

Salaried Associates)





Exhibit 23



Exhibit 23.1


Consent of Independent Registered Public Accounting Firm




We consent to the incorporation by reference in the Registration Statement (Form S-8 No. 333-125694) pertaining to the Phillips-Van Heusen Corporation Associates Investment Plan for Hourly Associates of our report dated May 31, 2005, with respect to the financial statements of the Phillips-Van Heusen Corporation Associates Investment Plan for Hourly Associates included in this Annual Report (Form 11-K) for the year ended December 31, 2004.



/s/Ernst & Young LLP



June 22, 2005




























Exhibit 23



Exhibit 23.2


Consent of Independent Registered Public Accounting Firm




We consent to the incorporation by reference in the Registration Statement (Form S-8 No. 333-125694) pertaining to the Phillips-Van Heusen Corporation Associates Investment Plan for Salaried Associates of our report dated May 31, 2005, with respect to the financial statements of the Phillips-Van Heusen Corporation Associates Investment Plan for Salaried Associates included in this Annual Report (Form 11-K) for the year ended December 31, 2004.



/s/Ernst & Young LLP



June 22, 2005