Radioshack Corp – ‘10-K’ for 12/31/95

As of:  Thursday, 3/28/96   ·   For:  12/31/95   ·   Accession #:  96289-96-4   ·   File #:  1-05571

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Annual Report   —   Form 10-K
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 1: 10-K        Annual Report                                        178±   682K 
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10-K   —   Annual Report
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION            

Washington, D.C. 20549            

FORM 10-K           

[x]  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE               
SECURITIES EXCHANGE ACT OF 1934 (FEE REQUIRED)                
For the fiscal year ended December 31, 1995                   

OR            

[  ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE           
SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED) FOR         
THE TRANSITION PERIOD                                         

Commission file number 1-5571           

TANDY CORPORATION           
(Exact name of registrant as specified in its charter)            

DELAWARE                      75-1047710  
(State or other jurisdiction of      (I.R.S. Employer         
incorporation or organization)     Identification No.)        

1800 One Tandy Center, Fort Worth, Texas  76102               
(Address of principal executive offices)(Zip Code)            

Registrant's telephone number, including area code                      
(817) 390-3700                                                    

SECURITIES REGISTERED PURSUANT TO SECTION 12(B) OF THE ACT:             

                           Name of each exchange
Title of each class           on which registered   
Common Stock, par value $1 per share  New York Stock Exchange           
Preferred Share Purchase Rights       New York Stock Exchange           

SECURITIES REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT:             
None                                                                    

Indicate by check mark if disclosure of delinquent filers         
pursuant to Item 405 of Regulation S-K is not contained                 
herein, and will not be contained, to the best of                       
registrant's knowledge, in definitive proxy or information              
statements incorporated by reference in Part III of this Form           
10-K or any amendment to this Form 10-K. ____                           

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                
                                       ---    ----

As of March 19, 1996, the aggregate market value of the           
voting stock held by non-affiliates of the registrant was               
$2,359,073,020 based on the New York Stock Exchange closing             
price.                                                                  

As of March 19, 1996, there were 60,907,447 shares of the         
registrant's Common Stock outstanding.                                  

Documents Incorporated by Reference           

Portions of the Proxy Statement for the 1996 Annual Meeting             
of Stockholders are incorporated by reference into Part III.            

The Index to Exhibits is on Sequential Page No. 57.           
Total Pages 159.            

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PART I            

ITEM 1. BUSINESS.                                                       

GENERAL                                                                 
Tandy Corporation, a Delaware corporation, was incorporated         
in 1967 ("Tandy" or the "Company").  The Company engages in             
the retail sale of consumer electronics including personal              
computers primarily in the United States.  The Company's                
retail operations include the RadioShack(SM), McDuff                    
Electronics(R), The Edge in Electronics(R), Computer City(R)            
and Incredible Universe(R) store chains.  See Item 7                    
"Management's Discussion and Analysis of Results of                     
Operations and Financial Condition" for a discussion of                 
divisional sales data.                                                  

RadioShack.  RadioShack is the Company's largest            
operating division.  At December 31, 1995, the RadioShack       
division operated 4,831 company-owned stores, including         
73 stores in the Specialty Retail Group, located                
throughout the United States.  These stores average             
approximately 2,450 square feet in area and are located         
in major malls, strip centers and individual store              
fronts, primarily in metropolitan markets.  To provide          
RadioShack products to smaller communities, RadioShack          
had on the same date a network of 2,005 dealer/franchise        
stores.  The dealers are generally engaged in other             
retail operations and augment their sales with RadioShack       
products.  This network included 69 international dealers       
at December 31, 1995.                                           

The company-owned RadioShack(SM) stores carry a broad       
assortment of primarily private label electronic parts          
and accessories, audio/video equipment, digital satellite       
systems, personal computers and cellular and conventional       
telephones, as well as specialized products such as             
scanners, electronic toys and hard to find batteries.           
Personal computers, which account for approximately 10.6%       
of the RadioShack division's sales, primarily target            
entry level users seeking computers for home, individual        
and small business use.  RadioShack also provides access        
to third party services such as cellular phone, direct          
satellite programming, pager service and programming from       
other wireless communication providers.  RadioShack plans       
to expand its company-owned store base to 5,000 locations       
by the year 2000.  RadioShack is also focusing on               
Alternative Channels of Distribution ("ACD"), which are         
geared to enhance its "service oriented" approach.  A few       
ACDs include RadioShack Gift Express(SM) and RadioShack         
Unlimited(SM).                                                  

On December 30, 1994, the Company adopted a business        
restructuring plan to close or convert 233 stores which         
included VideoConcepts(R) stores, McDuff Electronics mall       
stores and a small number of McDuff Electronics and             
Appliance Supercenters. The stores were closed during the       
first quarter of 1995.  Of the 233 stores, 151                  
VideoConcepts, 30 McDuff mall stores and 19 McDuff              
Supercenters were closed and 33 sites were converted to         
RadioShack or Computer City Express(SM) stores.  On             
January 3, 1995, the Company announced that the Tandy           
Name Brand Retail Group would be dissolved and the 73           
continuing stores would become part of the Tandy                
Specialty Retail Group.  See Item 7 "Management's               
Discussion and Analysis of Results of Operations and            
Financial Condition" and Note 4 of the Notes to                 
Consolidated Financial Statements for more information on       
the plan.                                                       

The Company also closed 110 Tandy Name Brand stores in      
the first quarter of 1993.  See Item 7 "Management's            
Discussion and Analysis of Results of Operations and            
Financial Condition" and Note 4 of the Notes to                 
Consolidated Financial Statements for more information.         

Computer City.  As of December 31, 1995, the Company        
and its subsidiaries had 99 Computer City stores open,          
including five in Europe and six in Canada.  The Computer       
City chain operates primarily as a supercenter format           
featuring many name brand computers, software and related       
products, including IBM, Apple, Sony, Lotus, Borland,           
Microsoft, Packard Bell, Compaq, AST and Hewlett-Packard.       
The eighty-eight Computer City SuperCenters average about       
22,700 square feet and carry approximately 5,000                
products.  At December 31, 1995, there were 11 Computer         
City Express stores which are approximately 12,300 square       
feet and serve smaller markets.  The Company plans to           
open less than 20 additional stores in 1996, which may          
include three Computer City Express stores.                     

Incredible Universe.  At December 31, 1995, Tandy and       
its subsidiaries operated 17 Incredible Universe stores.        
These stores are approximately 184,000 square feet and          
offer a broad selection of consumer electronics and             
appliances.  The Company plans to open at least three           
stores in 1996, including a store in Atlanta which will         
open in the first quarter.                                      

Supporting the retail operations is an extensive                    
infrastructure that includes:                                           

A&A International, Inc. - This wholly-owned subsidiary      
of the Company serves the wide-ranging international            
import/export, sourcing, evaluation, logistics and              
quality control needs of the Company.  A&A also provides        
services for outside customers, such as InterTAN Inc.           
("InterTAN").  Most of A&A's activity for InterTAN              
involves sourcing of goods from manufacturers in the Far        
East.  For more discussion on InterTAN see Note 22 of the       
Notes to Consolidated Financial Statements.                     

Tandy Service Centers - The Company maintains a large       
service and support network in the consumer electronics         
retail industry.  These centers repair name brand and           
private label products sold through all of the Company's        
retail distribution channels.  These centers are also the       
primary support for The Repair Shop at RadioShack               
program.  At December 31, 1995 there were 139 service           
centers in the U.S. and Canada; however, the Company            
plans to close twelve of these centers in the first             
quarter of 1996.  The Tandy Service division stocks over        
one million parts.                                              

Regional Distribution Centers - The 14 distribution         
centers operated by the Company ship over 900,000 cartons       
each month to the Company's retail outlets.  This group         
also supports the RadioShack Gift Express and RadioShack        
Unlimited services and Tandy's new cross-docking                
facility.                                                       

Tandy Information Services ("TIS") - TIS collects           
information from the retail stores nationwide and updates       
large databases with sales and other information.  These        
databases are sophisticated marketing tools benefiting          
every phase of the Company's operations.  TIS also              
processes inventory, accounting, payroll,                       
telecommunications and other operating information for          
all of the Company's operations.  In addition,                  
specialized information is tracked for the Company's            
distribution and corporate activities.                          

Tandy Credit Corporation - This operation was a wholly      
owned subsidiary of the Company that helped to support          
sales of the Company's retail operations and provided the       
retail divisions with additional marketing flexibility          
through the utilization of credit promotions.  In the           
past, this group maintained and managed Tandy's various         
private label credit cards.                                     

In December 1994, the Company sold the Computer City        
and Incredible Universe credit card portfolios to SPS           
Transaction Services, Inc. ("SPS"), a majority-owned            
subsidiary of Dean Witter, Discover & Co.  Effective            
March 30, 1995, the Company also completed the sale of          
the RadioShack and Tandy Name Brand private label credit        
card accounts and substantially all related accounts            
receivable to SPS.  As part of the completed sales              
transaction, Tandy Credit Corporation was merged into           
Hurley Receivables Corporation, a wholly-owned subsidiary       
of SPS, and no longer exists.  See Item 7 "Management's         
Discussion and Analysis of Results of Operations and            
Financial Condition" and Note 3 of the Notes to                 
Consolidated Financial Statements for more information.         

Tandy Transportation, Inc. - A large fleet of tractors      
and trailers transports merchandise from manufacturers or       
ports of entry to the Company's regional distribution           
centers and local distribution facilities and also              
delivers to the Company's retail outlets.                       

Consumer Electronics Manufacturing - Although the           
Company sold most of its manufacturing operations in 1993       
and 1994, the Company still operates nine manufacturing         
facilities in the United States and one overseas                
manufacturing operation in China, which is a joint              
venture.  These 10 manufacturing facilities cover a total       
of 1,330,000 square feet and employed approximately 3,000       
workers and professionals as of December 31, 1995.  The         
Company manufactures a variety of products for use in its       
consumer electronics retailing operations.  These               
products include audio, video, telephony, antennas, wire        
and cable products and a wide variety of hard to find           
parts for consumer electronic products.  Most of the            
Company's manufacturing output is sold through the              
RadioShack store chain.  The Taiwan manufacturing plant         
was closed in the first half of 1995 and its products are       
now being manufactured by the China operations.                 

SEASONALITY                                                             
As is the case with other retail businesses, the Company's          
net sales and other revenues are greater during the Christmas           
season than during other periods of the year.  There is a               
corresponding pre-seasonal inventory build-up requiring                 
working capital associated with the anticipated increased               
sales volume.  For additional information, see Note 23 of the           
Notes to Consolidated Financial Statements.                             

PATENTS AND TRADEMARKS                                                  
Tandy owns or is licensed to use many trademarks related to         
its business in the United States and in foreign countries.             
Radio Shack, RadioShack, Computer City, Incredible Universe,            
McDuff Electronics, Famous Brand Electronics and Optimus are            
some of the registered marks most widely used by the Company.           
Tandy believes that the RadioShack, Computer City and                   
Incredible Universe names and marks are well-recognized by              
consumers, and that these names and marks are associated with           
high-quality service providers.  The Company's products are             
sold primarily under the RadioShack, Optimus and U.S. Logic             
trademarks which are registered in the U.S. and many foreign            
countries.  The Company believes that the loss of the Radio             
Shack name or mark would be material to its business, but               
does not believe that the loss of any one trademark                     
registration would be material.                                         

Tandy also owns various patents relating to retail and              
support functions and various products which Tandy has                  
previously designed and continues to manufacture.                       

SUPPLIERS                                                               
The Company obtains merchandise from a large number of              
suppliers from various parts of the world.  Alternative                 
sources of supply exist for most merchandise and raw                    
materials purchased by the Company.  As the Company's product           
line is diverse, the Company would not expect a lack of                 
availability of any single product or raw material to have a            
material impact on its operations.  During 1995, the Company            
sold approximately $185,000,000 of IBM computer products                
which accounted for approximately 17% of total computer                 
hardware product sales within the Company.  The increase in             
sales of IBM computer hardware products is mainly due to a              
contract between IBM and the RadioShack division regarding              
sales of IBM Aptiva products.  The exclusive IBM Aptiva                 
agreement terminated on December 1, 1995.  Management does              
not believe that the loss of this one supplier would have a             
material impact on its operations.                                      

BACKLOG ORDERS                                                          
The Company has no material backlog of orders for the               
products it sells.                                                      

COMPETITION                                                             
The consumer electronics retail business is highly                  
competitive.  The Company competes in the sale of its                   
products and services with department stores, mail order                
houses, discount stores, general merchants, home appliance              
stores and gift stores which sell comparable products                   
manufactured by others.  Competitors range in size from local           
drug and hardware stores to large chains and department                 
stores.  Computer store chains and franchise groups, as well            
as independent computer stores and several major retailers,             
compete with the Company in the retail personal computer                
marketplace.  Consumer electronics and computer mail-order              
companies also compete with the Company.  The products which            
compete with those sold by the Company are manufactured by              
numerous domestic and foreign manufacturers.  Many of these             
products carry nationally recognized brand names or private             
labels and are sold in markets common to the Company.  Some             
of the Company's competitors have financial resources equal             
to or greater than the Company's resources.                             

Management believes that the many factors important to its          
competitive position are price, quality, service and the                
broad selection of electronic products and computers carried            
at conveniently located retail outlets.  The Company's                  
utilization of trained personnel and its ability to use                 
national and local advertising media are important to the               
Company's ability to compete in the consumer electronics                
marketplace.  Management of the Company believes it is a                
strong competitor with respect to each of the factors                   
referenced above.  Given the highly competitive nature of the           
consumer electronics retail business, no assurance can be               
given that the Company will continue to compete successfully            
with respect to each of the factors referenced above.  Also,            
the Company would be adversely affected if its competitors              
were to offer their products at significantly lower prices,             
introduce innovative or technologically superior products not           
yet available to the Company or if the Company were unable to           
obtain products in a timely manner for an extended period of            
time.                                                                   

The Company focuses on various types of store formats to            
address the marketplace.  Each of the Company's retailing               
formats uses a distinct but complementary path to the                   
marketplace, based on its unique customer appeal, marketing             
strengths and margin structure.                                         

RadioShack.  RadioShack stores offer the shopping       
convenience of approximately 6,800 dealer and           
company-owned stores, primarily private label           
high-quality products, unique selection,                
knowledgeable personnel and excellent customer          
service, including its "service-oriented" approach.     
RadioShack has formed strategic alliances with key      
vendors in computers, home security and wireless        
communications to augment the strong position that it   
has historically maintained in core product             
categories such as batteries, communications            
equipment, antennas and electronic components and       
accessories.                                            

The Specialty Retail Group of RadioShack is comprised   
of 94 retail outlets, including 73 units that have      
been integrated from the now closed Tandy Name Brand    
division.  The Tandy Specialty Retail Group carries     
name brand consumer electronics and appliances          
through four distinctly different types of store        
formats.                                                

Computer City.  Computer City stores offer              
approximately 5,000 different name brand items, great   
prices and world-class customer service on computers,   
computer software and accessories.  While the           
SuperCenters average approximately 22,700 square        
feet, Computer City Express stores average 12,300       
square feet, serve smaller markets and also             
supplement SuperCenters in larger markets.              

Incredible Universe.  Incredible Universe gigastores    
provide the customer with a "universe" of choices       
with approximately 184,000 square feet of over 85,000   
different stock-keeping units, including name brand     
consumer electronics and appliances.                    

The Company has faced intense competition in its consumer           
electronics retailing businesses.  Competition is driven by             
technology and product cycles, as well as the economy.  In              
the consumer electronics retailing business, competitive                
factors include price, product quality, product features,               
consumer services, manufacturing and distribution capability            
and brand reputation.                                                   

RESEARCH AND DEVELOPMENT                                                
Research and development expenditures are not significant.          

EMPLOYEES                                                               
As of December 31, 1995, the Company had approximately              
49,300 employees.  The preceding number includes                        
approximately 4,000 temporary retail employees which were               
hired for the Christmas selling season.  Management of the              
Company considers the relationship between the Company and              
its employees to be good.  It does not anticipate any work              
stoppage due to labor difficulties.                                     

ITEM 2. PROPERTIES.                                                     
Information on the Company's properties is in "Management's         
Discussion and Analysis of Results of Operations and                    
Financial Condition" and the financial statements included in           
this Form 10-K and is incorporated herein by reference.  The            
following items are discussed further on the referenced                 
pages:                                                                  

    Page
Retail Outlets                   15                             
Property, Plant and Equipment    43                             
Leases                           45                             

The Company leases rather than owns most of its retail              
facilities. However, the buildings of five Incredible                   
Universe stores are owned rather than leased.  The land and             
building of one Computer City store are owned by the Company.           
The RadioShack and Computer City stores are located primarily           
in major shopping malls, stand-alone buildings or shopping              
centers owned by other companies.  The Company owns most of             
the property on which its executive offices are located in              
Fort Worth, Texas, as well as six distribution facilities and           
most of its manufacturing facilities and land located                   
throughout the United States.  Existing warehouse and office            
facilities are deemed adequate to meet the Company's needs in           
the foreseeable future.                                                 

ITEM 3. LEGAL PROCEEDINGS.                                              
The Company is a defendant in a consolidated action titled          
O'Sullivan Industries Holdings, Inc. Securities Litigation,             
----------------------------------------------------------              
which was commenced in 1994 and is currently pending before             
the United States District Court for the Western District of            
Missouri.  The plaintiffs seek damages in an unspecified                
amount alleging that the initial public offering of                     
O'Sullivan, which was formerly a subsidiary of the Company,             
as well as certain press releases and other materials,                  
contained material misrepresentations and omissions.  The               
parties have recently entered into a Memorandum of                      
Understanding which anticipates the settlement of this                  
litigation in the near future.  The complete resolution of              
the matter is dependent upon the satisfaction of several                
conditions including the parties entering a binding agreement           
and the Court approving the terms of such an agreement.                 
There can be no assurance that such an agreement will be                
reached or that Court approval will be obtained.  Under the             
terms of the Memorandum of Understanding, the Company's                 
contributions to the proposed settlement will not have a                
material adverse affect on its results of operations or                 
financial condition.  Tandy believes that the lawsuit is                
totally without merit and in the event this matter is not               
resolved, as is presently anticipated, the Company intends to           
resume its vigorous defense of this lawsuit.                            

Tandy has various claims, lawsuits, disputes with third             
parties, investigations and pending actions involving                   
allegations of negligence, product defects, discrimination,             
infringement of intellectual property rights, securities                
matters, tax deficiencies, violations of permits or licenses,           
and breach of contract and other matters against the Company            
and its subsidiaries incident to the operation of its                   
business.  The liability, if any, associated with these                 
matters was not determinable at December 31, 1995.  While               
certain of these matters involve substantial amounts, and               
although occasional adverse settlements or resolutions may              
occur and negatively impact earnings in the year of                     
settlement, it is the opinion of management that their                  
ultimate resolution will not have a materially adverse effect           
on Tandy's financial position.                                          

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EXECUTIVE OFFICERS OF THE REGISTRANT (SEE ITEM 10 OF PART               
III).                                                                   
The following is a list of the Company's executive officers             
during 1995 and their ages, positions and length of service             
with the Company as of March 28, 1996.                                  

Position                  
         (Date Elected                  Years with
Name              to Current Position)        Age   Company             
----              --------------------        ---   -------             

John V. Roach     Chairman of the Board        57      28               
and Chief Executive Officer         
(July 1982)                         

Leonard H. Roberts  President of Tandy                                  
       Corporation                  47       2 (1)
(January 1996)                      
and President of RadioShack         
(July 1993)                         

Robert M. McClure Senior Vice President -      60      23 (2)           
Tandy Retail Services               
(January 1994)                      

Herschel C. Winn  Senior Vice President and    64      27               
Secretary (November 1979)           

Dwain H. Hughes   Senior Vice President and    48      16 (3)           
Chief Financial Officer             
(January 1995)                      

Mark W. Barfield  Vice President - Tax         38       8 (4)           
(May 1994)                          

Lou Ann Blaylock  Vice President -             57      25 (5)           
Corporate Relations                 
(January 1993)                      

Loren K. Jensen   Vice President and Treasurer 35         (7)           
(May 1995)                          

Frederick W. Padden Vice President - Law       63       5 (6)           
and Assistant Secretary             
(January 1994)                      

Ronald L. Parrish Vice President -             53       9               
Corporate Development               
(April 1987)                        

Richard L. Ramsey Vice President and           50      29               
Controller (January 1986)           

William C. Bousquette                                                   
       Executive Vice President     59       4 (8)
(January 1994-January 22,           
1995)                               

There are no family relationships among the executive               
officers listed and there are no arrangements or                        
understandings pursuant to which any of them were appointed             
as executive officers. All executive officers of Tandy                  
Corporation are elected by the Board of Directors annually to           
serve for the ensuing year, or until their successors are               
elected.  All of the executive officers listed above have               
served the Company in various capacities over the past five             
years, except for Messrs. Bousquette, Roberts and Jensen.               

(1)Mr. Roberts was elected President of Tandy Corporation               
effective January 1, 1996.  He has been President of the          
RadioShack division since July 7, 1993.  Prior to joining         
Tandy he served as the Chairman and Chief Executive               
Officer of Shoney's, Inc. from 1990 to 1993.                      

(2)Mr. McClure served as President of the Tandy Electronics             
division from August 1987 until January 1993 when he was          
elected as Chief Operating Officer and President of TE            
Electronics Inc.  On January 1, 1994, Mr. McClure was             
named Senior Vice President - Tandy Retail Services.              

(3)Mr. Hughes was elected Senior Vice President and Chief               
Financial Officer of the Company effective January 1,             
1995. Mr. Hughes served as Vice President and Treasurer of        
the Company from June 1991 until December 1994.  From June        
1989 until June 1991, Mr. Hughes was Assistant Treasurer          
of the Company.                                                   

(4)Mr. Barfield served as Director of Federal and                       
International Taxes from April 1991 through                       
May 1994 when he was named Vice President - Tax.                  

(5)Mrs. Blaylock was Director of Corporate Relations from               
January 1986 until she was named Vice President -                 
Corporate Relations in January 1993.                              

(6)Mr. Padden has been the Vice President - Law of the                  
Company since January 1994 and has been Vice President and        
Secretary of TE Electronics Inc. since January 1993.  From        
January 1991 to January 1993 he was the Deputy General            
Counsel - Intellectual Property for Tandy Corporation.            

(7)Mr. Jensen became Vice President and Treasurer on May 18,            
1995.  Prior to joining Tandy, he served as Senior Vice           
President of Texas Commerce Bank where he was employed for        
almost 10 years.                                                  

(8)Mr. Bousquette served as Executive Vice President and                
Chief Financial Officer of the Company from November 1990         
to January 1993 and from January 1994 to December 1994.           
He served as Executive Vice President only from January 1,        
1995 to January 22, 1995 when he  resigned as an employee         
of the Company.  He served as Chief Executive Officer of          
TE Electronics Inc. from January 1993 to January 22, 1995.        
Prior to joining Tandy, he served as Executive Vice               
President and Chief Financial Officer of Emerson Electric         
Company from March 1984 until November 1990.                      

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PART II           

ITEM 5. MARKET FOR THE REGISTRANT'S COMMON EQUITY AND RELATED           
STOCKHOLDER MATTERS.                                                    

MARKET FOR COMMON STOCK                                                 
The Company's common stock is listed on the New York Stock          
Exchange and trades under the symbol "TAN". The following               
table presents the high and low sale prices for the Company's           
common stock, as reported in the composite transactions                 
quotations of consolidated trading for issues on the New York           
Stock Exchange, for each quarter of the two years ended                 
December 31, 1995.                                                      

                                     Dividends
Quarter Ended:          High     Low       Close   Declared             
           ----     ----      -----   --------

December 31, 1995   $61 1/2   $36 1/2   $41 1/2    $.20             
September 30,1995    64 3/8    50 7/8    60 3/4     .18             
June 30, 1995        53        45 5/8    51 7/8     .18             
March 31, 1995       52 3/8    44        47 3/4     .18             
December 31, 1994    50 5/8    41        50 1/8     .18             
September 30,1994    43 7/8    33 3/8    43         .15             
June 30, 1994        38 5/8    30 3/4    34 1/2     .15             
March 31, 1994       49 7/8    35 1/4    36 1/4     .15             

HOLDERS OF RECORD                                                       
At March 19, 1996 there were 28,220 holders of record of            
the Company's common stock.                                             

DIVIDENDS                                                               
The Board of Directors periodically reviews the Company's           
dividend policy.  On December 18, 1995, the Board of                    
Directors approved an increase in the quarterly dividend to             
$0.20 per common share, which represents an 11% increase over           
the prior quarterly dividend rate of $0.18 per share.                   

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ITEM 6. SELECTED FINANCIAL DATA                                                                                        
SELECTED SUPPLEMENTAL FINANCIAL DATA (UNAUDITED)                                                                       
TANDY CORPORATION AND SUBSIDIARIES                                                                                     

<CAPTIONS>                                                                                                             

(Dollars and shares in                                                 Six Months Ended (1)                            
thousands, except per                Year Ended December 31,               December 31,          Year Ended June 30,   
                              ------------------------------------   -----------------------   ----------------------- 
share amounts)                   1995         1994         1993          1992         1991         1992         1991   
---------------------------------------------------------------------------------------------------------------------- 
                                                                                                                       
Operations                                                                                                             
Net sales and                                                                                                          
  operating revenues          $5,839,067   $4,943,679   $4,102,551   $2,161,149   $2,031,763   $3,649,284   $3,573,699 
                              ==========   ==========   ==========   ==========   ==========   ==========   ========== 
Income before income                                                                                                   
  taxes, discontinued                                                                                                  
  operations and cumulative                                                                                            
  effect of change in                                                                                                  
  accounting principle        $  343,273   $  359,540   $  311,155   $  102,917   $  201,856   $  330,498   $  343,277 
Provision for income taxes       131,299      135,205      115,523       35,236       73,153      119,785      123,342 
                              ----------   ----------   ----------   ----------   ----------   ----------   ---------- 
Income from                                                                                                            
  continuing operations          211,974      224,335      195,632      67,681       128,703      210,713      219,935 
Loss from                                                                                                              
  discontinued operations             --           --     (111,797)    (63,875)       (8,060)     (26,866)     (13,872)
                              ----------   ----------   ----------   ----------   ----------   ----------   ---------- 

Income before cumulative                                                                                               
  effect of change in                                                                                                  
  accounting principle           211,974      224,335       83,835        3,806      120,643      183,847      206,063 
Cumulative effect of change                                                                                            
  in accounting principle (2)         --           --       13,014           --           --           --      (10,619)
                              ----------   ----------   ----------   ----------   ----------   ----------   ---------- 
Net income                    $  211,974   $  224,335   $   96,849   $    3,806   $  120,643   $  183,847   $  195,444 
                              ==========   ==========   ==========   ==========   ==========   ==========   ========== 

Net income available per                                                                                               
  average common and                                                                                                   
  common equivalent share:                                                                                             
Income from                                                                                                            
  continuing operations       $     3.12   $     2.91   $     2.50   $     0.87   $     1.61   $     2.61   $     2.75 
Loss from                                                                                                              
  discontinued operations             --           --        (1.48)       (0.85)       (0.10)       (0.34)       (0.17)
                              ----------   ----------   ----------   ----------   ----------   ----------   ---------- 
Income before cumulative                                                                                               
  effect of change in                                                                                                  
  accounting principle              3.12         2.91         1.02         0.02         1.51         2.27         2.58 
Cumulative effect of change                                                                                            
  in accounting principle             --           --         0.17           --           --           --        (0.14)
                              ----------   ----------   ----------   ----------   ----------   ----------   ---------- 

Net income available per                                                                                               
  average common and                                                                                                   
  common equivalent share     $     3.12   $     2.91   $     1.19   $     0.02   $     1.51   $     2.27   $     2.44 
                              ==========   ==========   ==========   ==========   ==========   ==========   ========== 

Average common and                                                                                                     
  common equivalent                                                                                                    
  shares outstanding              65,928       74,874       75,543       74,918       78,149       78,788       78,258 
Dividends declared per                                                                                                 
  common share                $     0.74   $     0.63   $     0.60   $     0.30   $     0.30   $     0.60   $     0.60 
Ratio of earnings to                                                                                                   
  fixed charges (3)                 4.22         4.56         3.89         2.83          N/A         3.95         3.55 

                                                                            
                                                            [Enlarge/Download Table]
                                                                                                                      
SELECTED SUPPLEMENTAL FINANCIAL DATA (UNAUDITED) Continued                                                            
TANDY CORPORATION AND SUBSIDIARIES                                                                                    

<CAPTIONS>                                                                                                            

                                                                       Six Months                                     
(Dollars and shares in                                                 Ended (1)                                      
thousands, except per                Year Ended December 31,          December 31,                Year Ended June 30, 
                              ------------------------------------   -------------             -----------------------
share amounts)                    1995         1994          1993         1992                     1992         1991  
----------------------------------------------------------------------------------------------------------------------
                                                                                                                      
Year End Financial Position                                                                                           
Inventories                   $1,511,984   $1,504,324   $1,276,302   $1,472,365                $1,391,295   $1,301,854
Total assets (4)              $2,722,063   $3,243,774   $3,219,099   $3,381,428                $3,165,164   $3,078,145
Working capital               $1,088,336   $1,350,110   $1,128,343   $1,478,041                $1,556,435   $1,550,848
Current ratio                  2.13 to 1    2.12 to 1    2.09 to 1    2.39 to 1                 2.99 to 1    3.18 to 1
Capital structure:                                                                                                    
Current debt (6)              $  189,861   $  229,135   $  387,953   $  385,706                $  231,097   $  179,818
Long-term debt(6)             $  140,813   $  153,318   $  186,638   $  322,778                $  357,525   $  427,867
Total debt                    $  330,674   $  382,453   $  574,591   $  708,484                $  588,622   $  607,685
Total debt, net of cash and                                                                                           
  short-term investments      $  187,176   $  176,820   $  361,356   $  595,858                $  482,168   $  421,392
Stockholders' equity (4)      $1,601,335   $1,850,211   $1,950,750   $1,888,351                $1,930,740   $1,846,762
Total capitalization          $1,932,009   $2,232,664   $2,525,341   $2,596,835                $2,519,362   $2,454,447
Long-term debt as a % of                                                                                              
  total capitalization              7.3%         6.9%         7.4%        12.4%                     14.2%        17.4%
Total debt as a % of total                                                                                            
  capitalization                   17.1%        17.1%        22.8%        27.3%                     23.4%        24.8%
Stockholders' equity per                                                                                              
  common share (5)            $    25.44   $    26.02   $    25.46   $    24.95                $    25.57   $    23.48

Financial Ratios                                                                                                      
Return on average                                                                                                     
  stockholders' equity (3)         12.3%        11.8%        10.2%         3.5%                     11.2%        12.3%
Percent of sales:                                                                                                     
Income before income taxes,                                                                                           
  discontinued operations and                                                                                         
  cumulative effect of change                                                                                         
  in accounting principle           5.9%         7.3%         7.6%         4.8%                      9.0%         9.6%
Income from continuing                                                                                                
  operations                        3.6%         4.6%         4.8%         3.2%                      5.7%         6.2%

<FN>                                                                                                                  
(1) The Company changed its fiscal year end from June 30 to December 31 effective                                     
    with the six-month transition period ended December 31, 1992.                                                     
(2) See Note 2 of the Notes to Consolidated Financial Statements for a discussion                                     
    of the 1993 change in accounting principle.  The change in fiscal 1991 reflected                                  
    the Company's change in accounting for extended service contracts to comply with                                  
    FASB Technical Bulletin 90-1.                                                                                     
(3) Computed using income from continuing operations.                                                                 
(4) Includes investment in discontinued operations.                                                                   
(5) December 31, 1994, 1993 and 1992 and June 30, 1992, computed giving effect to                                     
    the Series C PERCS conversion into approximately 11,816,000 shares of  common                                     
    stock.                                                                                                            
(6) Includes capital leases.                                                                                          

                                                                            
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ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF              
OPERATIONS AND FINANCIAL CONDITION.                                     

With the exception of historical information, the matters           
discussed herein are forward-looking statements that involve            
risks and uncertainties including, but not limited to,                  
economic conditions, interest rate fluctuations, product                
demand, competitive products and pricing, availability of               
products, inventory risks due to shifts in market demand, the           
regulatory and trade environment, real estate market                    
fluctuations and other risks indicated in filings with the              
Securities and Exchange Commission.                                     

                                                                    [Download Table]
                                                                            

NET SALES AND OPERATING REVENUES                                            

<CAPTIONS>                                                                  

                                           Year Ended                       
                                          December 31,                      
                              ---------------------------------------       
(In thousands)                   1995         1994            1993          
--------------                ----------   ----------      ----------       
                                                                            
RadioShack                    $3,219,330   $3,022,846 (1)  $2,863,842 (1)   
Incredible Universe              741,966      381,682         136,119       
Computer City                  1,763,883    1,184,152         626,222       
                              ----------   ----------      ----------       
                               5,725,179    4,588,680       3,626,183       

Tandy Name Brand (closed)         28,041      271,504         335,389       
Other Sales                       85,847      83,495          140,979       
                              ----------   ----------      ----------       
                              $5,839,067   $4,943,679      $4,102,551       
                              ==========   ==========      ==========       

(1)  Reclassified to include the remaining 73 Tandy Name Brand retail units.
                                                                            
For the year ended December 31, 1995, Tandy Corporation's           
("Tandy" or the "Company") sales increased 18% to                       
$5,839,067,000 from $4,943,679,000 for the year ended                   
December 31, 1994.  The increase in sales was primarily                 
attributable to the addition of 160 RadioShack(SM) stores               
(net of closures), eight Incredible Universe(R) stores and 30           
Computer City(R) stores during 1995.  Due to the closure of             
233 Tandy Name Brand Retail Group ("Tandy Name Brand") stores           
during the first quarter of 1995, sales for that division               
decreased from $271,504,000 to $28,041,000.  This division is           
now closed and sales of the remaining Tandy Name Brand stores           
are included in the RadioShack total for each period                    
presented in the table above.                                           

For the year ended December 31, 1995, the Company showed            
approximately 5% same store sales growth, with all divisions            
showing same store sales increases during the year.  The                
RadioShack division achieved 6% same store sales growth,                
while Incredible Universe and Computer City each had same               
store sales increases of 2%.                                            

Same store sales increases (decreases) for the quarter              
ended December 31, 1995 for RadioShack, Computer City and               
Incredible Universe were 5%, (6%) and less than 1%,                     
respectively.  RadioShack's increased sales for the year and            
the quarter reflected the increasing demand for cellular                
phones.  Cellular phone commissions increased in 1995 by                
approximately $150,000,000 as compared to 1994.  In addition,           
sales of its core products also increased, reflecting the               
results of new advertising campaigns.  Same store sales at              
Computer City for the fourth quarter declined primarily                 
because of lower than anticipated demand for personal                   
computers at its stores.  Computer City and Incredible                  
Universe are reevaluating their advertising plans, customer             
service and other marketing strategies in an effort to                  
increase same store sales in 1996.  For example, new programs           
being instituted at Computer City include a commissioned                
sales program, a 110% price guarantee, increased emphasis on            
being adequately stocked in advertised and fast-moving                  
merchandise, strengthened infrastructure and support for                
corporate sales and the development and training of store               
personnel.  At Incredible Universe a number of volume and               
traffic building programs have been introduced for 1996.                
These include new advertising programs that better represent            
the broad scope of Incredible Universe and increase focus on            
our differentiating strengths such as demonstrations, vendor            
seminars, clinics and community events.  Also, increased                
utilization of space is being planned to increase sales per             
square foot.                                                            

RadioShack sales in 1995 of consumer electronics and                
cellular commissions, as a percentage of overall sales, rose            
modestly while the percentage of overall sales attributable             
to personal computers and electronic parts, accessories and             
specialty equipment decreased.  The decrease in RadioShack's            
computer business reflected the impact of sharply lower                 
pricing in response to competitive pressures in the                     
marketplace.  The changing dynamics of the personal computer            
business had a significant impact on RadioShack's sales                 
performance during 1993, and to a lesser extent in 1994 and             
1995.  A combination of shifts in retail distribution to                
computer superstores, large consumer electronics store                  
formats and telemarketing combined with rapidly declining               
prices has taken the computer category from approximately               
14.2% of RadioShack's sales and a gross profit of                       
approximately 15.2% for the year ended December 31, 1993 to             
approximately 10.6% of sales and a gross profit of                      
approximately 11.8% for the year ended December 31, 1995.  It           
is anticipated that personal computer sales should be between           
10% and 12% of RadioShack's business in 1996.  The table                
below shows the breakdown by major category of RadioShack               
sales.                                                                  

RADIOSHACK SALES TO CUSTOMERS                                           
                          Percent of Total Sales
                          Year Ended
                          December 31,
                        --------------------------
                         1995      1994     1993
                        ------    ------    ------
Consumer electronics                46.1%     45.4%     44.6%           
Electronic parts, accessories                                           
and specialty equipment           32.9      36.0      36.1          
Personal computers, peripherals,                                        
software and accessories          10.6      12.0      14.2          
Repair services, cellular                                               
commissions and other             10.4       6.6       5.1          
                        ------    ------    ------
                        100.0%    100.0%    100.0%
                        ======    ======    ======

During 1994, Tandy and InterTAN Inc. ("InterTAN") entered           
into a new import/export agreement under which Tandy's A&A              
International ("A&A") operations would act as InterTAN's                
agent in importing consumer electronics from the Far East.              
Commencing in March 1994, only the purchasing agent                     
commission and sales made by Tandy manufacturing plants to              
InterTAN were recorded as sales.  InterTAN purchases from               
third parties through A&A are no longer recorded as sales,              
reflecting the arrangement under the new merchandise                    
agreement; however, commission income is reported as                    
operating revenue.  Accordingly, reported sales by Tandy to             
InterTAN in 1995 and 1994, reflected in Other Sales, were               
considerably lower than in 1993; however, the earned income             
relating thereto was not materially different.  See the                 
discussion in the "InterTAN Update" found below.                        

Tandy's sales increased 21% to $4,943,679,000 in 1994 from          
$4,102,551,000 in 1993.  The increase in sales was primarily            
attributable to the addition of six Incredible Universe and             
29 Computer City stores during 1994.  A net increase of 45              
RadioShack stores also contributed to the sales increase.               
Partially offsetting these upward trends in sales was an                
overall decline in sales for Tandy Name Brand.  This decline            
can be partially attributed to the fact that 110 McDuff(R)              
and VideoConcepts(R) stores were closed during February 1993.           
See "Provision for Business Restructuring" below for further            
discussion of Tandy Name Brand.                                         

During 1994, Tandy posted a 5% same store sales increase.           
RadioShack and Computer City achieved same store sales                  
increases of 5% while the Tandy Name Brand group was up only            
slightly.  Incredible Universe, with three old stores,                  
experienced a 20% comparable stores sales gain during                   
calendar 1994.  Same store sales increases reflected growing            
demand for consumer electronics and a strong economy.                   

RETAIL OUTLETS                                                          

Average                   
Store                   
             Size    Dec. 31,    Dec. 31, Dec. 31,
       (Sq. Ft.)    1995        1994    1993
-------------------------------------------------------------           
RadioShack Division                                                     
Company Owned        2,450      4,831 (1)   4,598   4,553           
Dealer/Franchise      N.A.      2,005       2,005   2,002           
                     -----       -----   -----
                     6,836       6,603   6,555

Computer City         21,550         99          69      40             
Incredible Universe  184,000         17           9       3             

Tandy Name Brand                                                        
Retail Group (2)                                                    
McDuff Supercenters                --          71      75           
McDuff/VideoConcepts                                                
Mall Stores                      --         219     231         
The Edge in Electronics            --          16      16           
                     -----       -----   -----
                     6,952       6,987   6,920
                     =====       =====   =====

(1)  As of January 1, 1995, the Specialty Retail Group of the           
RadioShack division included 73 Tandy Name Brand units.                 

(2)  In the first quarter of 1995, 151 VideoConcepts, 30                
McDuff mall stores and 19 McDuff Supercenters were closed.              
In addition, 33 other mall stores or Supercenters were                  
converted into RadioShack or Computer City Express(SM)                  
stores. See "Provision for Business Restructuring".                     

GROSS PROFIT                                                            
Gross profit as a percentage of sales declined from 39.0%           
in 1994 to 35.5% in 1995.  This decrease reflects the                   
continued expansion of Tandy's lower gross margin retail                
formats. During calendar year 1995, Computer City and                   
Incredible Universe represented 42.9% of total sales and                
operating revenues compared to 31.7% of the 1994 total.                 
Management anticipates that Tandy's consolidated gross profit           
percentage will continue to decline as the effects of the               
Computer City and Incredible Universe expansions are                    
increasingly reflected in the revenue and gross profit mix.             

During 1995 RadioShack's gross margin decreased when                
compared to 1994 due to the rapid growth of cellular phone              
and digital satellite system sales.  It is anticipated that             
RadioShack's gross margin as a percentage of sales in 1996              
could be equal to or slightly exceed the comparable 1995                
figure due to emphasis on higher margin categories.  Computer           
City's gross margin remained relatively flat in 1995 when               
compared to 1994.  Competitive forces have continued to play            
a major factor in keeping margins flat in 1995.  Margins are            
not expected to vary much in 1996 as these competitive forces           
in the marketplace remain in place and may even increase in             
some quarters.  Incredible Universe's gross margins decreased           
slightly in 1995 compared to 1994 reflecting the fact that              
personal computers and related equipment, which inherently              
have lower margins, contributed a larger portion to the                 
overall sales mix in 1995 versus 1994.  This trend is                   
expected to continue in 1996.                                           

Gross profit as a percentage of sales declined in 1994 to           
39.0% from the 1993 level of 41.9%.  Expansion of the                   
Computer City and Incredible Universe store formats impacted            
gross margin during these years.  During 1994, Computer City            
and Incredible Universe represented 31.7% of total sales and            
operating revenues compared to 18.6% of the 1993 total.                 
Offsetting the mix of business shift within Tandy were the              
increasing gross margins at RadioShack in 1994, which                   
continued to benefit from a lower percentage of sales related           
to low margin computer equipment and a higher percentage                
associated with the sale of higher gross margin categories              
including parts, accessories and consumer electronics.                  

SELLING, GENERAL AND ADMINISTRATIVE EXPENSES                            
Selling, general and administrative expenses ("SG&A") as a          
percentage of sales and operating revenues for the year ended           
December 31, 1995 declined from the years ended December 31,            
1994 and 1993.  The accompanying table summarizes the                   
breakdown of various components of SG&A and their related               
percentage of sales and operating revenues.  The lower SG&A             
percentage reflects the lower costs, relative to net sales              
and operating revenues, of the Company's newer retail formats           
(Computer City and Incredible Universe), as well as the lower           
operating costs achieved through cost reduction programs.               

In comparison with the prior year, payroll and commissions          
expense for 1995 decreased as a percentage of total sales and           
operating revenues while the dollar amounts increased from              
year to year.  The decrease as a percentage of sales is due             
to the increase in combined Computer City and Incredible                
Universe sales as a percentage of total sales and operating             
revenues from 31.7% in 1994 to 42.9% in 1995.  These                    
divisions have an inherently lower salary structure when                
compared to the total company.                                          

Advertising costs for 1995 have decreased slightly as a             
percentage of sales, while the dollar amounts have increased            
since 1994.  The increase in advertising costs relates to the           
addition of 30 new Computer City and eight Incredible                   
Universe stores during 1995 and, therefore, increased                   
marketing efforts in these new markets.  Additionally,                  
RadioShack incurred minor advertising expense increases                 
primarily relating to inflation.                                        

Rent expense in 1995 decreased as a percentage of sales in          
comparison with the prior year, while the dollar amounts                
remained relatively stable.  This decrease as a percentage of           
sales directly relates to the closing of Tandy Name Brand               
stores and the increase in the number of Computer City and              
Incredible Universe stores, as they have lower rent expense             
as a percentage of sales than the Company as a whole.  The              
relatively stable dollar amount is the result of the                    
reduction in rent expenses related to the 233 closed Tandy              
Name Brand units offset by the rent of the additional                   
RadioShack, Computer City and Incredible Universe stores.               

The expenses of the credit operations have significantly            
declined as a result of the sale of the private label credit            
card portfolios which was completed by March 31, 1995.                  

The sale of the credit card portfolio balance has                   
eliminated most of the risk of uncollectible accounts                   
receivable, thereby significantly reducing the bad debt                 
provision during 1995 as compared to prior years.  In                   
addition, servicing costs associated with the portfolio have            
also been eliminated with the sale.  These factors were the             
primary contributors to the decrease in the expenses of the             
credit operations.  Offsetting these reductions are decreased           
interest income (see discussion below) resulting from the               
credit card portfolio sale.  Commencing in 1995, the Company            
receives fees from an unrelated third party financier of its            
private label credit card portfolio balance for the                     
generation of normal interest bearing accounts, and pays a              
fee for the generation of special purpose promotional                   
accounts, such as "zero percent interest for twelve months".            
These fees are classified in Credit card fees in the                    
accompanying SG&A table and are the primary reason for the              
increase in this category in 1995 versus 1994.  Credit card             
fees expense also includes fees associated with third party             
bank credit cards.                                                      

Other SG&A expenses increased $22,728,000 in 1995 to                
$178,636,000, primarily relating to store growth.                       

Although payroll and commissions expense for 1994 increased         
in dollars in comparison with 1993, this cost decreased as a            
percentage of sales and operating revenues.  This was due to            
the increase in Computer City and Incredible Universe sales             
as a percentage of total sales and operating revenues from              
18.6% in 1993 to 31.7% in 1994; these divisions have an                 
inherently lower salary structure when compared to                      
RadioShack.  In addition, Computer City payroll expense as a            
percentage of Computer City sales decreased from 1993 to                
1994, while that of the other retail divisions has remained             
approximately the same from year to year.                               

Advertising costs decreased as a percentage of sales and            
operating revenues in the year ended December 31, 1994 as               
compared to the year ended December 31, 1993.  Management               
focused its efforts on more efficient advertising methods for           
RadioShack, utilizing the Company's database of customer                
activity to reduce costs while maintaining market awareness.            
Advertising costs increased in dollars compared to the prior            
year as new Computer City and Incredible Universe stores                
opened and RadioShack shifted its marketing program to                  
electronic media.  The Company spent approximately 30% of its           
advertising funds for television and radio commercials,                 
compared to 20% in previous years.  RadioShack's advertising            
spots were shifted from sports-related events to prime-time             
shows in order to reach a broader audience.                             

Rent expense increased slightly in dollars but decreased as         
a percentage of sales during the year ended December 31, 1994           
as compared to the year ended December 31, 1993.  The                   
increase in rent expense was due to a net increase of 45                
RadioShack stores and the addition of 29 Computer City stores           
and six Incredible Universe stores.  Incredible Universe and            
Computer City formats typically have lower rent, as a                   
percentage of sales, than Tandy overall.                                

The Company's credit operations were successful in                  
supporting sales of the retail operations during 1994 and               
1993.  Private label credit cards represented 35% of credit             
sales for the year ended December 31, 1994 and 34% for the              
year ended December 31, 1993.  Expenses associated with the             
credit card operations, which are included in SG&A expense,             
decreased as a percentage of sales during this period because           
of a decrease in credit losses which reflected a stronger               
economy.  As discussed above, the Company sold its Computer             
City and Incredible Universe private label credit card                  
portfolios in 1994 and in the first quarter of 1995 sold its            
RadioShack and McDuff private label credit card portfolios.             

Credit card fees in 1994 increased over that in 1993                
primarily due to an increase in discount fees paid to third             
party bank cards because of both increased sales in the                 
Computer City and Incredible Universe formats and an increase           
in credit card sales as a percentage of sales.                          

Other SG&A expenses increased $45,774,000 from 1993 to              
1994.  RadioShack merchandise repair expenses increased                 
$8,261,000 in 1994 primarily reflecting an increase in                  
extended service plan sales.  The change in other SG&A also             
reflects the $6,047,000 gain on the 1993 sale of the                    
Company's interests in two cellular telephone manufacturing             
joint ventures, the $1,796,000 realized loss on the sale of             
the cellular joint ventures included in the 1993 foreign                
currency transactions and an increase in attorney fees of               
$4,671,000 in 1994.                                                     

                                                            [Enlarge/Download Table]
                                                                                             
SUMMARY OF SELLING, GENERAL AND ADMINISTRATIVE EXPENSES                                      

<CAPTIONS>                                                                                   
                                                        Year Ended                           
                                                       December 31,                          
                           ------------------------------------------------------------------
                                    1995                   1994                   1993       

                                           % of                   % of                  % of 
                                         Sales &                Sales &               Sales &
(In thousands)               Dollars    Revenues    Dollars    Revenues    Dollars   Revenues
---------------------------------------------------------------------------------------------
                                                                                             
Payroll and commissions    $  698,893     12.0%   $  627,307     12.7%   $  554,728     13.5%
Advertising                   257,299      4.4       224,212      4.5       205,831      5.0 
Rent                          217,601      3.7       212,422      4.3       202,401      4.9 
Other taxes                    96,698      1.7        89,488      1.8        79,508      1.9 
Utilities and telephone        71,273      1.2        67,398      1.4        62,437      1.5 
Insurance                      48,341      0.8        51,090      1.0        45,373      1.1 
Stock purchase                                                                               
  and savings plans            19,704      0.3        21,031      0.4        17,562      0.4 
Foreign currency                                                                             
  transaction gains            (1,097)      --        (1,495)      --          (762)      -- 
Credit operations               6,342      0.1        56,828      1.1        55,914      1.4 
Credit card fees               52,746      0.9        28,484      0.6        21,550      0.5 
Other                         178,636      3.1       155,908      3.2       110,134      2.8 
                           ------------------------------------------------------------------
                           $1,646,436     28.2%   $1,532,673     31.0%   $1,354,676     33.0%
                           ==================================================================
                                                                            
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DEPRECIATION AND AMORTIZATION                                           
Depreciation and amortization expense as a percentage of            
sales and operating revenues decreased slightly in the year             
ended December 31, 1995 as compared with the years ended                
December 31, 1994 and 1993.  The dollar amount of                       
depreciation and amortization expense for the year ended                
December 31, 1995 increased 8.5% over the dollar amount for             
the year ended December 31, 1994 and 15.1% over the dollar              
amount in 1993. The increase was due to additional capital              
expenditures related to new stores added in the past two                
years.  This increase was partially offset by the closure of            
the Tandy Name Brand stores previously discussed.  In 1995              
the Company added 160 RadioShack stores (net of closings),              
eight Incredible Universe stores and 30 Computer City stores.           
Six Incredible Universe stores, 29 Computer City stores and             
45 RadioShack stores (net of closings) were added during                
1994, thereby increasing depreciation and amortization from             
1993 to 1994.                                                           

NET INTEREST INCOME                                                     

                  Year Ended
                  December 31,
                   -----------------------------
(In thousands)                   1995      1994       1993              
--------------                 -------    -------    -------            
Interest income:                                                        
Credit operations             $18,540    $46,868    $57,401           
InterTAN notes receivable,                                            
including accretion                                               
of discount                   8,248      8,280      3,085         
AST note receivable,                                                  
including accretion                                               
of discount                   4,922      5,724      1,679         
IRS settlements                 6,183      9,582          4           
Other interest income           4,429      8,158      3,369           
                   -------    -------    -------
Total interest income        42,322     78,612     65,538         

Interest expense               (33,706)   (30,047)   (39,707)           
                   -------    -------    -------
Net interest income            $ 8,616    $48,565    $25,831            
                   =======    =======    =======

Net interest income was $8,616,000 for the year ended               
December 31, 1995, $48,565,000 for the year ended                       
December 31, 1994 and $25,831,000 for the year ended                    
December 31, 1993.  The decrease in interest income is                  
directly attributable to the sale of the Company's private              
label credit card portfolios in the December quarter of 1994            
and the March quarter of 1995.                                          

Interest income in 1994 and 1993 was primarily attributable         
to the Company's credit card operations.  Increased short-              
term investments in 1994 resulted from proceeds received from           
the divestiture of discontinued manufacturing and marketing             
operations, as well as from cash provided by operating                  
activities.                                                             

Interest income from the credit card operations decreased           
in 1995 due to the sale of the Company's credit card                    
portfolios.  As a result of the sale of the Computer City and           
Incredible Universe credit card portfolios in 1994 and the              
RadioShack and McDuff credit card portfolios in 1995, the               
Company will no longer earn interest income from these                  
portfolios.  Interest income for 1995 includes the amount of            
interest received prior to the sale of the RadioShack and               
McDuff portfolios.  The decrease in interest income from the            
credit card operations from 1993 to 1994 was a result of                
increased use of certain special sales promotions and                   
marketing initiatives, some of which provided for no interest           
charges for specified initial periods.  The decline in                  
average credit card receivables in 1994 resulted from                   
increased payments from credit customers reflecting the                 
overall improvement in the economy and a desire by consumers            
to shift debt to lower interest rate instruments.                       

Other interest income relates primarily to short-term               
investments of the Company.  The AST Research, Inc. ("AST")             
note will mature in July 1996 and, therefore, interest income           
derived therefrom will be less in 1996 than in previous                 
years.  Interest income relating to the InterTAN notes will             
continue in 1996.  The Company does not anticipate  interest            
income relating to settlements with the IRS in 1996.                    

The increase in interest expense for the year ended                 
December 31, 1995 as compared to the year ended December 31,            
1994 is due to an increase in the use of short-term borrowing           
facilities.  The use of these facilities was significantly              
higher during the year ended December 31, 1995 as the Company           
retired long-term debt, funded store expansion and funded the           
share repurchase program.  Even though short-term debt                  
outstanding at the end of the year decreased 17.1%, the                 
weighted average of seasonal bank loans outstanding during              
the year increased from $16,358,000 in 1994 to $106,963,000             
in 1995, and the weighted average interest rate rose from               
5.2% in 1994 to 6.2% in 1995.  Assuming interest rates do not           
change significantly, it is anticipated that the weighted               
average of short-term debt used during 1996 will increase as            
compared to that used in 1995 due to a greater need for funds           
for the share repurchase and store expansion programs.                  
Although a portion of the funds will be met with cash flows             
from operations, proceeds from the AST note due in July 1996            
and continuing principal payments from the InterTAN notes               
receivable, the Company still anticipates that a portion will           
be met through increased debt borrowings.  As a result , the            
Company expects to incur net interest expense in 1996.  Long-           
term debt decreased 8.2% from December 31, 1994 due to the              
repayment of debt such as medium-term notes and senior notes.           
During 1995, a significant portion of the cash proceeds                 
received from the sale of the credit operations was applied             
to the funding of store expansion and repurchase of the final           
7,500,000 shares under the completed 12,500,000 share                   
repurchase program.                                                     

PROVISION FOR BUSINESS RESTRUCTURING                                    
In December 1994, the Company adopted a business                    
restructuring plan to close or convert 233 of the 306 Tandy             
Name Brand stores.  At March 31, 1995 all 233 stores had been           
closed or converted.  The remaining stores have become part             
of the Tandy Specialty Retail Group of RadioShack.  A pre-tax           
charge of $89,071,000 was taken in the fourth quarter of                
fiscal 1994 related to the closing and conversion of these              
stores.  The components of the restructuring charge and an              
analysis of the amounts charged against the reserve are                 
outlined in a table in Note 4 of the Notes to Consolidated              
Financial Statements.                                                   

Sales and operating revenues and operating losses                   
associated with the closed Tandy Name Brand stores in 1995              
approximated $28,041,000 and $3,064,000 respectively.  Sales            
and operating revenues associated with the closed Tandy Name            
Brand stores approximated $261,990,000 and $271,914,000 for             
1994 and 1993, respectively, and operating losses                       
approximated $18,125,000 and $15,342,000 for 1994 and 1993,             
respectively.  In conjunction with this restructuring, 1,425            
employees were terminated, most of whom were store employees.           

GAIN ON SALE OF CREDIT OPERATIONS AND EXTENDED SERVICE                  
CONTRACTS                                                               
In December 1994, the Company entered into an agreement             
with SPS Transaction Services, Inc., a majority-owned                   
subsidiary of Dean Witter, Discover & Company ("SPS") to sell           
its Computer City and Incredible Universe private label                 
credit card portfolios without recourse.  As a result of the            
agreement, Tandy received cash of $85,764,000 and received a            
deferred payment of $179,777,000.  The Company recognized a             
gain of $35,708,000 in the accompanying 1994 Consolidated               
Statements of Income.  The deferred payment amount did not              
bear interest.  The total principal amount of $179,777,000              
was paid in full during 1995.  The Company discounted the               
deferred payment by $3,477,000 to yield interest income of              
approximately 5% over the twelve month payout period.                   

On March 30, 1995, the Company completed the sale, at net           
book value, of the RadioShack and Tandy Name Brand private              
label credit card accounts and substantially all related                
accounts receivable to Hurley State Bank, a subsidiary of               
SPS.  As a result of the transaction, Tandy received                    
$342,822,000 in cash and a deferred payment amount of                   
$49,444,000.  The deferred payment does not bear interest and           
principal is paid monthly with final payment due February 29,           
1996.  The remaining discounted deferred payment balance of             
$2,098,000 is classified as a current receivable in the                 
accompanying Consolidated Balance Sheet at December 31, 1995.           

Effective December 1994, the Company transferred all of its         
existing obligations with respect to extended service                   
contracts in force at December 31, 1994, with the exception             
of certain contracts aggregating approximately $7,734,000, to           
an unrelated third party.  The unrelated third party                    
contractually assumed all of the Company's legal obligations            
and risk of future loss pursuant to the extended service                
contracts in exchange for $75,059,000.  As a result, the                
Company recognized a gain of $55,729,000 associated with this           
transaction in its accompanying 1994 Consolidated Statements            
of Income.  The Company continues to provide repair services            
to customers who tender products pursuant to the extended               
service contracts on a non-exclusive basis.  The unrelated              
third party pays the Company competitive market rates for               
repairs on products tendered pursuant to the extended service           
contracts.                                                              

PROVISION FOR INCOME TAXES                                              
The effective tax rate was 38.25% for the year ended                
December 31, 1995, 37.6% for the year ended December 31,1994            
and 37.1% for the year ended December 31, 1993.  The increase           
in the effective tax rates for these years reflects shifts of           
income into states with higher income tax rates such as                 
California, New York and Ohio.                                          

The IRS Dallas field office is reviewing the Company's              
1987-1989 tax returns and has referred certain issues to the            
IRS National office.  The resolution of this matter, which              
raises questions about the private letter rulings issued by             
the IRS regarding the spin-off of InterTAN and certain other            
tax matters, could result in additional taxes and interest to           
the Company.  Although aggregate additional taxes involved in           
these transactions could potentially range from $0 to $27               
million, based on the advice of the Company's independent tax           
advisors, the Company believes it would prevail if any tax              
litigation was instituted.  Any ultimate tax assessment would           
also include interest expense.  In any event, the Company               
believes the ultimate resolution would have no material                 
impact on the Company's financial condition.                            

DISCONTINUED OPERATIONS                                                 
On June 25, 1993, the Board of Directors of Tandy adopted a         
formal plan of divestiture under which the Company would sell           
its computer manufacturing and marketing businesses, the                
O'Sullivan Industries, Inc. ("O'Sullivan") ready-to-assemble            
furniture manufacturing and related marketing business, the             
Memtek Products division and the Lika printed circuit board             
business.                                                               

Computer Manufacturing. The Company closed the sale         
of the computer manufacturing and marketing                     
businesses to AST on July 13, 1993.  In accordance              
with the terms of the definitive agreement between              
Tandy and AST, Tandy received $15,000,000 upon                  
closing of the sale.  The balance of the purchase               
price of $96,720,000 was payable by a promissory                
note. The Company has discounted this note by                   
$2,000,000 and the discount continues to be                     
recognized as interest income using the effective               
interest rate method over the life of the note.                 

During the quarter ended September 30, 1995, the            
Company received $6,720,000 from AST as a prepayment            
on its promissory note.  The original promissory note           
was supported by a standby letter of credit in the              
amount of the lesser of $100,000,000 or 70% of the              
outstanding principal amount of the promissory note.            
This letter of credit has been replaced by a                    
$75,000,000 Letter of Guarantee dated August 22,                
1995, from Samsung Electronics Co., Ltd., a Korean              
corporation, or, alternatively, Samsung Electronics             
America, Inc., a New York corporation.  As of                   
December 31, 1995, Samsung owned approximately 40% of           
AST's outstanding stock.  Samsung's current credit              
ratings by S&P and Moody's are A- and Baa1,                     
respectively.                                                   

As a result of the prepayment, the note has been            
amended and the principal amount reduced to                     
$90,000,000.  The terms of the original promissory              
note stipulated that the outstanding principal                  
balance could be paid on July 11, 1996 at AST's                 
option in cash or the common stock of AST, provided             
that not more than 50% of the original principal                
amount of the note could be paid in common stock of             
AST.  The amended promissory note provides that AST             
may repay the note in AST common stock, provided that           
not more than the lesser of (a) $30,000,000, or (b)             
33% of the outstanding principal amount of the note             
at the time of payment may be payable by AST in                 
common stock of AST.  The interest rate on the                  
promissory note is currently 5% per annum and is                
adjusted annually, not to exceed 5% per annum.                  
Interest is accrued and paid annually.                          

Memtek Products.  On November 10, 1993, the Company         
executed a definitive agreement with Hanny Magnetics            
(B.V.I.) Limited, a British Virgin Islands                      
corporation ("Hanny"), to sell certain assets of the            
Company's Memtek Products operations, including the             
license agreement with Memorex Telex, N.V. for the              
use of the Memorex trademark on licensed consumer               
electronics products.  This sale closed on                      
December 16, 1993.  Proceeds from this sale                     
aggregated $69,602,000.                                         

O'Sullivan Industries.  On January 27, 1994, the            
Company announced that it had reached an agreement              
with the underwriters to sell all the common stock of           
O'Sullivan Industries Holdings, Inc., the parent                
company of O'Sullivan, to the public at $22 per                 
share.  The net proceeds realized by Tandy in the               
initial public offering, together with a $40,000,000            
cash dividend from O'Sullivan, approximated                     
$350,000,000.  The initial public offering closed on            
February 2, 1994.                                               

Tandy has recognized income of approximately                
$1,335,000 and $4,399,000, net of tax, during the               
years ended December 31, 1995 and 1994, respectively,           
pursuant to a Tax Sharing and Tax Benefit                       
Reimbursement Agreement (the "Agreement") between               
Tandy and O'Sullivan.  Under the Agreement Tandy                
receives payments from O'Sullivan approximating the             
federal tax benefit that O'Sullivan realizes from the           
increased tax basis of its assets resulting from the            
initial public offering.  The higher tax basis                  
increases O'Sullivan's tax deductions and,                      
accordingly, reduces income taxes payable by                    
O'Sullivan.  These payments will be made over a 15-             
year time period and are contingent upon O'Sullivan's           
taxable income each year.  The Company is recognizing           
these payments as additional sale proceeds and gain             
in the year in which the payments become due and                
payable to the Company pursuant to the Agreement.               
The additional gain is recorded as a reduction of               
SG&A expense in the accompanying Consolidated                   
Statements of Income.                                           

Lika.  On October 11, 1994, Tandy sold the assets           
used in its Lika(R) printed circuit board division to           
Viktron Limited Partnership, an Illinois limited                
partnership.  The proceeds from the sale and                    
liquidation of assets approximated $16,380,000 which            
included $7,754,000 in cash, proceeds from                      
liquidation of retained assets of $5,594,000 and                
secured promissory notes for $3,032,000.  At December           
31, 1995, $1,400,000 remained as a receivable from              
Viktron.                                                        

CASH FLOW AND LIQUIDITY                                                 
          Year Ended
          December 31,
           -----------------------------------
(In thousands)            1995         1994         1993                
--------------          ---------    ---------    ---------             
Operating activities    $ 672,994    $ 268,938    $ 322,294             
Investing activities     (180,347)     236,620     (57,464)             
Financing activities     (554,782)    (513,160)    (164,221)            

Tandy's cash flow and liquidity, in management's opinion,           
remains strong.  During the year ended December 31, 1995,               
cash provided by operations was $672,994,000 as compared to             
$268,938,000 for the year ended December 31, 1994.                      

The increased cash flow from operations was due mainly to           
the cash received from the sale of the credit card                      
portfolios, which approximated $342,822,000, collection of              
the deferred payment amount from SPS of $179,777,000 and                
liquidation of remaining unsold private label credit card               
balances.  Inventory required less cash in 1995 than in 1994            
due to liquidation of Tandy Name Brand inventory related to             
closing stores and a net reduction in Computer City inventory           
which was partially offset by increases in inventory to                 
support Incredible Universe and RadioShack store expansion,             
while accounts payable and accrued expenses and income taxes            
required $376,349,000 more cash in 1995 than in 1994.                   

During the year ended December 31, 1994, cash provided by           
operations decreased from $322,294,000 in 1993 to                       
$268,938,000.  The decreased cash flow from operations was              
due partially to the financing of receivables and inventories           
related to the expansion of Computer City and Incredible                
Universe store chains.  The increase of $261,071,000 in cash            
used to fund accounts receivable was due primarily to the               
increase in Tandy Credit receivables related to increased               
retail sales by Computer City and Incredible Universe and the           
use of certain special sales promotions and marketing                   
initiatives, some of which provided for no interest charges             
for specified initial periods.  Inventory required                      
$156,129,000 more cash in 1994 than in 1993, relating to new            
store openings and increases in average inventory to ensure             
in-stock positions throughout the Christmas selling season.             
Partially offsetting the cash used to finance receivables and           
inventory were the sale of the Computer City and Incredible             
Universe private label credit card portfolios which provided            
cash of $85,764,000 as well as increases in accounts payable,           
accrued expenses and income taxes which provided $184,017,000           
more cash in 1994 than in 1993.  The 1994 increase in                   
accounts payable, accrued expenses and income taxes is net of           
the cash expended of approximately $70,702,000 associated               
with the transfer of the legal obligation and risk of loss              
for existing extended service contracts to an unrelated third           
party.                                                                  

Investing activities involved capital expenditures                  
primarily for retail expansion totaling $226,511,000 for the            
year ended December 31, 1995, $180,559,000 for the year ended           
December 31, 1994, and $129,287,000 for the year ended                  
December 31, 1993.  Proceeds from the sale of property, plant           
and equipment in 1995 and 1994 resulted primarily from sale-            
leaseback transactions involving certain Incredible Universe            
stores which netted the Company $37,550,000 and $52,719,000,            
respectively, in cash.  Prepayment of a portion of the note             
receivable from AST amounted to $6,720,000 in 1995.  Proceeds           
received from the sale of divested operations totaled                   
$359,004,000 and $111,988,000 during the years ended                    
December 31, 1994 and 1993, respectively.  See "Discontinued            
Operations".  Investing activities in 1993 also included                
$31,663,000 for the purchase of InterTAN's bank debt and the            
extension and funding of a working capital line of credit.              
See "InterTAN Update" for further information.  Future store            
expansions and refurbishments and other capital expenditures            
such as updated POS and information systems are expected to             
approximate $150,000,000 to $160,000,000 per year over the              
next two years and will be funded primarily from available              
cash and cash flow from operations.  The Company's cash flow            
from investing activities will be impacted in 1996 by the               
maturity of the AST note and note payments from InterTAN.  It           
is not anticipated that additional stores in 1996 will                  
materially impact inventory levels.                                     

Purchases of treasury stock used cash of $502,239,000,              
$275,415,000 and $27,650,000 in 1995, 1994 and 1993,                    
respectively.  Increases in treasury stock purchases in 1995            
and 1994 related primarily to the share repurchase program.             
See "Capital Structure and Financial Condition" for further             
discussion.  Sales of treasury stock to the Company's Stock             
Purchase Program generated cash of $44,623,000, $41,579,000             
and $42,067,000 in 1995, 1994 and 1993, respectively.                   
Dividends paid, net of tax, in 1995, 1994 and 1993 amounted             
to $62,991,000, $74,512,000 and $74,873,000, respectively. As           
a result of the Company calling for the redemption of its               
$2.14 Depositary Shares of the Company's Series C Preferred             
Equity Redemption Convertible Stock ("PERCS") in March 1995,            
the Company eliminated its annual dividend payment to the               
PERCS shareholders of approximately $32,000,000.  However, it           
paid upon conversion a cash dividend to the PERCS                       
shareholders of approximately $0.321 for each depositary                
share, representing the accrued dividend from January 16,               
1995 through the redemption date of March 10, 1995.  The                
Company plans to fund common stock dividends with available             
cash and cash flow from operations.                                     

At December 31, 1995, 1994 and 1993, the Company decreased          
short-term borrowings by $1,778,000, $110,393,000 and                   
$46,885,000, respectively.  Even though short-term debt                 
outstanding at the end of the year has decreased 17.1% from             
1994, the weighted average of seasonal bank loans outstanding           
during the year increased from $16,358,000 in 1994 to                   
$106,963,000 in 1995.  Assuming interest rates do not change            
significantly, it is anticipated that the weighted average of           
short-term debt used during 1996 will increase as compared to           
that used in 1995 due to a greater need for funds for the               
share repurchase program and store expansion.  Although a               
portion of the funds will be met with cash flow from                    
operations, proceeds from the AST note due in July 1996 and             
continuing principal payments from the InterTAN notes                   
receivable, the Company still anticipates that a portion will           
be met through increased debt borrowings.  The reduction in             
short-term borrowings has been funded primarily by proceeds             
from the sale of divested operations and cash provided by               
operations.  The Company's primary source of short-term debt,           
for which borrowings and repayments have been presented net             
in the Consolidated Statements of Cash Flows, consists of               
short-term seasonal bank debt and commercial paper.  The                
commercial paper matures within 90 days as does the short-              
term seasonal bank debt.                                                

In January 1995, the $45,000,000 of 8.69% senior notes              
which were outstanding at December 31, 1994 were paid in                
full.  These senior notes had been outstanding since February           
7, 1990.  In February 1995, the $6,000,000 of Tandy Credit's            
medium-term notes, which were outstanding at December 31,               
1994 and were to mature in May and August of 1995, were paid            
in full.                                                                

Following are the current credit ratings for Tandy, which           
are generally considered investment grade:                              

     Standard   Duff &
Category            Moody's  and Poor's  Phelps                         
--------            -------  ----------  ------                         
Medium Term Notes    Baa2        A-        A-                           
ESOP Senior Notes    Baa2        A-        N/A                          
Commercial Paper     P-2         A-2       D-1-                         

CAPITAL STRUCTURE AND FINANCIAL CONDITION                               
The Company's balance sheet and financial condition                 
continue to be strong.  The Company's available borrowing               
facilities as of December 31, 1995 are detailed in Note 9 of            
the Notes to Consolidated Financial Statements.                         

In the fiscal year ended June 30, 1992, the Company issued          
150,000 PERCS shares and used the proceeds of this offering             
to purchase $430,000,000 of the Company's common stock for              
treasury.  The PERCS are discussed further in Note 18 of the            
Notes to Consolidated Financial Statements.  On January 23,             
1995, Tandy announced that it had exercised its right to call           
the issued and outstanding PERCS for conversion on March 10,            
1995 prior to the mandatory conversion date of April 15,                
1995.  For each depositary share redeemed, 0.787757 Tandy               
common shares were issued for an aggregate of approximately             
11,816,000 shares.                                                      

On December 18, 1995, the Company announced that its Board          
of Directors authorized management to purchase up to                    
5,000,000 shares of its common stock in addition to shares              
required for employee plans.  This authorization to purchase            
additional shares follows the 12,500,000 share repurchase               
program which began in August 1994 and concluded in December            
1995.  Purchases will be made from time to time in the open             
market, and it is expected that funding of the program will             
come from operating cash flow and existing bank facilities.             
As of December 31, 1995, the Company had not repurchased any            
shares under this new program.                                          

The Company's issue of 10% subordinated debentures due June         
30, 1994 was called by the Company on February 23, 1994 for             
redemption on April 1, 1994.  The redemption was at 100% of             
face value or $32,431,000.                                              

The revolving credit backup facilities to Tandy's                   
commercial paper program were renewed in May 1994.  These               
facilities are to be used only if maturing commercial paper             
cannot be repaid due to an inability to sell new commercial             
paper.  This agreement is composed of two facilities--one for           
$200,000,000 expiring May 1996 and another $200,000,000                 
facility expiring in May 1997.  Annual commitment fees for              
the facilities are 2/25 of 1% per annum and 1/8 of 1% per               
annum, respectively, whether used or unused.                            

In fiscal 1991, the Company filed a shelf registration for          
$500,000,000, of which $400,000,000 was designated for                  
medium-term notes.  During fiscal 1991, short-term debt was             
refinanced by the issuance of $155,500,000 in medium-term               
notes.  Tandy's medium-term notes outstanding at December 31,           
1995 totaled $67,104,000 compared to $73,044,000 and                    
$125,479,000 at December 31, 1994 and 1993, respectively.               
Availability under the program at December 31, 1995                     
approximated $312,800,000.  In February 1995, the $6,000,000            
of Tandy Credit's medium-term notes, which were outstanding             
at December 31, 1994 and were to mature in May and August of            
1995, were paid in full.                                                

The total debt-to-capitalization ratio was 17.1% at                 
December 31, 1995 and 1994 and 22.8% at December 31, 1993.              
This debt-to-capitalization ratio could increase as Tandy               
continues to repurchase shares under the existing                       
authorization and fund new store openings and other capital             
expenditures such as updating its POS and other information             
systems.                                                                

The Company also has agreements with unaffiliated groups to         
lease certain stores and these groups are committed to make             
available up to $317,426,000 for development or acquisition             
of stores leased by the Company.  At December 31, 1995, the             
Company had used $208,178,000 of that availability.                     
Agreements with these groups mature over the next five years,           
and the Company is continuously monitoring financial markets            
to optimize renewal terms.  In connection with the financing            
of 16 locations by these groups, the Company has guaranteed             
the residual value of the properties at approximately                   
$160,671,000 at the end of the lease terms.                             

Management believes that the Company's present borrowing            
capacity is greater than the established credit lines and               
long-term debt in place. Management also believes that the              
Company's cash flow from operations, cash and short-term                
investments and its available borrowing facilities are more             
than adequate to fund planned store expansion, to meet debt             
service and dividend requirements and to fund its share                 
repurchase program.                                                     

INFLATION                                                               
Inflation has not significantly impacted the Company over           
the past three years.  Management does not expect inflation             
to have a significant impact on operations in the foreseeable           
future unless global situations substantially affect the                
world economy.                                                          

NEW ACCOUNTING STANDARDS                                                
In March 1995, the Financial Accounting Standards Board             
(the "FASB") issued Statement of Financial Accounting                   
Standards ("FAS") No. 121, "Accounting for the Impairment of            
Long-Lived Assets and for Long-Lived Assets to Be Disposed              
Of" ("FAS 121"), which is effective for fiscal years                    
beginning after December 15, 1995.  Effective January 1,                
1996, the Company will adopt FAS 121 which requires that                
long-lived assets (i.e. property, plant and equipment and               
goodwill) held and used by an entity be reviewed for                    
impairment whenever events or changes in circumstances                  
indicate that the net book value of the asset may not be                
recoverable.  An impairment loss will be recognized if the              
sum of the expected future cash flows (undiscounted and                 
before interest) from the use of the asset is less than the             
net book value of the asset.  The amount of the impairment              
loss will generally be measured as the difference between the           
net book value of the assets and the estimated fair value of            
the related assets.  Upon adoption in the first quarter of              
fiscal 1996, it is anticipated that the Company may record an           
initial pre-tax impairment loss of approximately $15,000,000            
to $25,000,000 to conform with this statement since it                  
requires grouping of assets at the lowest level of cash flows           
to determine impairment.                                                

In October 1995, the FASB issued FAS No. 123, "Accounting           
for Stock-Based Compensation" ("FAS 123"), which is effective           
for fiscal years beginning after December 15, 1995.                     
Effective January 1, 1996, the Company will adopt FAS 123               
which establishes financial accounting and reporting                    
standards for stock-based employee compensation plans.  The             
pronouncement defines a fair value based method of accounting           
for an employee stock option or similar equity instrument and           
encourages all entities to adopt that method of accounting              
for all of their employee stock option compensation plans.              
However, it also allows an entity to continue to measure                
compensation cost for those plans using the intrinsic value             
based method of accounting as prescribed by Accounting                  
Principles Board Opinion No. 25, "Accounting for Stock Issued           
to Employees" ("APB 25").  Entities electing to remain with             
the accounting in APB 25 must make pro forma disclosures of             
net income and earnings per share as if the fair value based            
method of accounting defined in FAS 123 had been applied.               
The Company will continue to account for stock-based employee           
compensation plans under the intrinsic method pursuant to APB           
25 and will make the disclosures in its footnotes as required           
by FAS 123.                                                             

SALE OF JOINT VENTURE INTEREST                                          
During the quarter ended September 30, 1993, the Company            
entered into definitive agreements with Nokia Corporation               
("Nokia") to sell the Company's interests in two cellular               
telephone manufacturing joint ventures with Nokia.  Pursuant            
to the terms of the definitive agreements, the Company                  
received an aggregate of approximately $31,700,000 for its              
interests in these joint ventures.  The Company also entered            
into a three-year Preferred Supplier Agreement pursuant to              
which it has agreed to purchase from Nokia substantially all            
of RadioShack's requirements for cellular telephones at                 
prevailing competitive market prices at the time of the                 
purchase.  These operations were not part of the overall                
divestment plan adopted in June 1993 by the Company's Board             
of Directors; therefore, the gain on the sale and their                 
results of operations were not included in discontinued                 
operations.                                                             

INTERTAN UPDATE                                                         
Summarized in the tables below are the amounts recognized           
by the Company at December 31, 1995 and 1994, and for each of           
the three years ended December 31, 1995, in relation to its             
agreements with InterTAN.  The Company purchased the notes at           
a discount and InterTAN has an obligation to pay the gross              
amount of the notes.                                                    

     Balance at December 31,
     -----------------------
(In thousands)               1995          1994                         
--------------             --------      --------                       
Gross amount of notes      $ 44,903      $ 51,861                       
Discount                     12,161        16,343                       
    --------      --------
Net amount of notes        $ 32,742      $ 35,518                       
    ========      ========

Current portion of notes   $ 14,639      $  4,260                       
Non-current portion                                                     
of notes                   18,103        31,258                     
Other current receivables     6,707         4,447                       
    --------      --------
    $ 39,449      $ 39,965
    ========      ========

               Year Ended December 31,
                ----------------------------------
(In thousands)               1995          1994        1993             
--------------             --------      --------    --------           
Sales and commission                                                    
income                   $ 10,904      $ 19,764    $ 93,315         
                ========      ========    ========

Interest income            $  4,066      $  4,426    $  3,085           
Accretion of discount         4,182         3,854          --           
                --------      --------    --------
                $  8,248      $  8,280    $  3,085
                ========      ========    ========

Royalty income             $    758            --          --           
                ========      ========    ========

InterTAN, the former foreign retail operations of Tandy,            
was spun off to Tandy stockholders as a tax-free dividend in            
fiscal 1987.  Under the merchandise purchase terms of the               
original distribution agreement, InterTAN could purchase on             
payment terms products sold or secured by Tandy.  A&A, a                
subsidiary of Tandy, was the exclusive purchasing agent for             
products originating in the Far East for InterTAN.                      

On July 16, 1993, InterTAN had an account payable to Tandy          
of approximately $17,000,000, of which $7,600,000 was in                
default.  InterTAN's outstanding purchase orders for                    
merchandise placed under the distribution agreement with                
Tandy, but not yet shipped, totaled approximately                       
$44,000,000.  Since InterTAN defaulted, on July 16 Tandy                
terminated the merchandise purchase terms of the distribution           
agreement and the license agreements.  Tandy offered InterTAN           
interim license agreements which expired July 22, 1993,                 
unless extended.  The agreements were extended on July 23,              
1993.                                                                   

On July 30, 1993, Trans World Electronics, Inc. ("Trans             
World"), a subsidiary of Tandy, reached agreement with                  
InterTAN's banking syndicate to buy approximately $42,000,000           
of InterTAN's debt at a negotiated, discounted price.  The              
closing of this purchase occurred on August 5, 1993, at which           
time Tandy resumed limited shipments to InterTAN and granted            
a series of short-term, interim licenses pending the                    
execution of new license and merchandise agreements.  The               
debt purchased from the banks was restructured into a seven-            
year note with interest of 8.64% due semiannually beginning             
February 25, 1994 and semiannual principal payments beginning           
February 25, 1995 (the "Series A" note).  Trans World                   
provided approximately $10,000,000 in working capital and               
trade credit to InterTAN.  Interest on the working capital              
loan (the "Series B" note) of 8.11% is due semiannually                 
beginning February 25, 1994 with the principal due in full on           
August 25, 1996.  Trans World also has received warrants with           
a five-year term exercisable for approximately 1,450,000                
shares of InterTAN common stock at an exercise price of                 
$6.618 per share.  As required by an agreement with Tandy,              
InterTAN has registered the warrants under the Securities Act           
of 1933.  At December 31, 1995, InterTAN's common stock                 
price, as quoted in the Wall Street Journal, was $7.25 per              
-------------------     
share.  At February 29, 1996, InterTAN's common stock price             
was $5.00 per share.                                                    

In addition to the bank debt purchased by Trans World and           
the working capital loan, InterTAN's obligations to Trans               
World included two additional notes for approximately                   
$23,665,000 (the "Series C" note) and $24,037,000 (the                  
"Series D" note) with interest rates of 7.5% and 8%,                    
respectively.  All principal and interest on these two notes            
have been paid in full.  Subject to certain conditions                  
described below, all of Tandy's debt from InterTAN is secured           
by a first priority lien on substantially all of InterTAN's             
assets in Canada and the U.K.                                           

A new merchandise agreement was reached with InterTAN in            
October 1993, and amended in 1995, which requires a                     
percentage of future purchase orders to be backed by letters            
of credit posted by InterTAN.  New license agreements provide           
a royalty payable to Tandy, which began in the September 1995           
quarter.  InterTAN had obligations for purchase orders                  
outstanding for merchandise ordered by A&A for InterTAN but             
not yet shipped totaling approximately $25,447,000 at                   
December 31, 1995.                                                      

InterTAN increased its bank revolving credit facility with          
its new banking syndicate to Canadian $60,000,000 (U.S.                 
$43,975,000 equivalent at December 31, 1995) in 1994.  In the           
event of InterTAN's default on the bank credit line, Tandy              
will, at the option of InterTAN's new banking syndicate,                
purchase InterTAN's inventory and related accounts receivable           
at 50% of their net book value, up to the amount of                     
outstanding bank loans, but not to exceed Canadian                      
$60,000,000.  In that event, Tandy could foreclose on its               
first priority lien on InterTAN's assets in Canada and the              
U.K.  If Tandy fails to purchase the inventory and related              
accounts receivable of InterTAN from the banking syndicate,             
the syndicate, upon notice to Tandy and expiration of time,             
can foreclose upon InterTAN's assets in Canada and the U.K.             
ahead of Tandy.  The inventory repurchase agreement between             
InterTAN's banking syndicate and Tandy has been amended and             
restated to reflect the foregoing.                                      

A&A will continue as the exclusive purchasing agent for             
InterTAN in the Far East on a commission basis.  Effective              
March 1994, only the purchasing agent commission and sales by           
Tandy manufacturing plants to InterTAN were recorded as sales           
and operating revenues.  InterTAN purchases from third                  
parties through A&A are no longer recorded as sales,                    
reflecting the arrangement under the new merchandise                    
agreement.  Accordingly, sales by Tandy to InterTAN in 1994             
and 1995 were considerably lower than in prior years;                   
however, the earned income relating thereto was not                     
materially different.                                                   

Through February 1996, InterTAN has met all of its payment          
obligations to Tandy.  Published income before taxes for the            
six months ended December 31, 1995 approximated $13,151,000             
compared to $15,329,000 for the six months ended December 31,           
1994.  The reduction in InterTAN's earnings per fully diluted           
share from $1.11 in the six months ended December 31, 1994 to           
$0.52 in the current six months is primarily attributable to            
a tax credit taken in fiscal 1995, and to a lesser extent, an           
economic downtrend in its primary market of Canada.  Nothing            
has come to the attention of management which would indicate            
that InterTAN would not be able to continue to meet its                 
payment obligations pursuant to the debt agreements with                
Tandy.                                                                  

Canadian tax authorities are reviewing InterTAN's Canadian          
subsidiary's 1987-89 tax returns.  The Company cannot                   
determine whether the ultimate resolution of that review will           
have an effect on InterTAN's ability to meet its obligations            
to Tandy, but at present, nothing has come to the attention             
of the Company which would lead it to believe that the                  
ultimate resolution of this review would impair InterTAN's              
ability to meet its obligations to Tandy.                               

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.                    

The Index to Consolidated Financial Statements is found on          
page 30. The Company's Financial Statements and Notes to                
Consolidated Financial Statements follow the index.                     

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON                
ACCOUNTING AND FINANCIAL DISCLOSURE.                                    
None.                                                               

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PART III                                                            

ITEM 10.  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT            

Tandy will file a definitive proxy statement with the               
Securities and Exchange Commission not later than 120 days              
after the end of the fiscal year covered by this Form 10-K              
pursuant to Regulation 14A.  The information called for by              
this Item with respect to directors has been omitted pursuant           
to General Instruction G(3).  This information is                       
incorporated by reference from the Proxy Statement for the              
1996 Annual Meeting.  For information relating to the                   
Executive Officers of the Company, see Part I of this report.           
The Section 16(A) reporting information is incorporated by              
reference from the Proxy Statement for the 1996 Annual                  
Meeting.                                                                

ITEM 11.  EXECUTIVE COMPENSATION                                        

Tandy will file a definitive proxy statement with the               
Securities and Exchange Commission not later than 120 days              
after the end of the fiscal year covered by this Form 10-K              
pursuant to Regulation 14A.  The information called for by              
this Item with respect to executive compensation has been               
omitted pursuant to General Instruction G(3).  This                     
information is incorporated by reference from the Proxy                 
Statement for the 1996 Annual Meeting.                                  

ITEM 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND           
MANAGEMENT                                                              

Tandy will file a definitive proxy statement with the               
Securities and Exchange Commission not later than 120 days              
after the end of the fiscal year covered by this Form 10-K              
pursuant to Regulation 14A.  The information called for by              
this Item with respect to security ownership of certain                 
beneficial owners and management has been omitted pursuant to           
General Instruction G(3).  This information is incorporated             
by reference from the Proxy Statement for the 1996 Annual               
Meeting.                                                                

ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS                

Tandy will file a definitive proxy statement with the               
Securities and Exchange Commission not later than 120 days              
after the end of the fiscal year covered by this Form 10-K              
pursuant to Regulation 14A.  The information called for by              
this Item with respect to certain relationships and                     
transactions with management and others has been omitted                
pursuant to General Instruction G(3). This information is               
incorporated by reference from the Proxy Statement for the              
1996 Annual Meeting.                                                    

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PART IV                                                             

ITEM 14.  EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS           
ON FORM 8-K.                                                            

(a)   Documents filed as part of this report.                       
1. Financial Statements                                 

The financial statements filed as a part of this report are         
listed in the "Index to Consolidated Financial Statements" on           
page 30.  The index and statements are incorporated herein by           
reference.                                                              

3. Exhibits required by Item 601 of Regulation S-K      

A list of the exhibits required by Item 601 of Regulation           
S-K and filed as part of this report is set forth in the                
Index to Exhibits on page 57, which immediately precedes such           
exhibits.                                                               

Certain instruments defining the rights of holders of long-         
term debt of the Company and its consolidated subsidiaries              
are not filed as exhibits to this report because the total              
amount of securities authorized thereunder does not exceed              
ten percent of the total assets of the Company on a                     
consolidated basis.  The Company hereby agrees to furnish the           
Securities and Exchange Commission copies of such instruments           
upon request.                                                           

(b) Reports on Form 8-K.                                            

No reports on Form 8-K were filed for the three months              
ended December 31, 1995.                                                

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SIGNATURES                                                          

Pursuant to the requirements of Section 13 or 15(d) of                  
the Securities Exchange Act of 1934, Tandy Corporation                  
has duly caused this report to be signed on its behalf by               
the undersigned, thereunto duly authorized.                             

                 TANDY CORPORATION

March 28, 1996                      /s/    John V. Roach                
                        ------------------------
             John V. Roach
                         Chairman of the Board and
                           Chief Executive Officer

Pursuant to the requirements of Section 13 or 15(d) of                  
the Securities Exchange Act of 1934, Tandy Corporation                  
has duly caused this report to be signed on its behalf by               
the following persons in the capacities indicated on this               
28th day of March, 1996.                                                

Signature                  Title                                        

/s/    John V. Roach       Chairman of the Board, Director              
-------------------------  and Chief Executive Officer                  
John V. Roach              (Chief Executive Officer)                    

/s/    Dwain H. Hughes     Senior Vice President and Chief              
-------------------------  Financial Officer                            
Dwain H. Hughes            (Principal Financial Officer)                

/s/    Richard L. Ramsey   Vice President and Controller                
-------------------------                                               
Richard L. Ramsey          (Principal Accounting Officer)               

/s/ James I. Cash, Jr.     Director                                     
-------------------------                                               
James I. Cash, Jr.                                                      

/s/ Donna R. Ecton         Director                                     
-------------------------                                               
Donna R. Ecton                                                          

/s/ Lewis F. Kornfeld, Jr. Director                                     
--------------------------                                              
Lewis F. Kornfeld, Jr.                                                  

/s/ Jack L. Messman        Director                                     
--------------------------                                              
Jack L. Messman                                                         

/s/ William G. Morton      Director                                     
--------------------------                                              
William G. Morton                                                       

/s/ Thomas G. Plaskett     Director                                     
-------------------------                                               
Thomas G. Plaskett                                                      

/s/ Alfred J. Stein        Director                                     
-------------------------                                               
Alfred J. Stein                                                         

/s/ William E. Tucker      Director                                     
--------------------------                                              
William E. Tucker                                                       

/s/ Jessee L. Upchurch     Director                                     
--------------------------                                              
Jesse L. Upchurch                                                       

/s/ John A. Wilson         Director                                     
--------------------------                                              
John A. Wilson                                                          

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TANDY CORPORATION           
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS            

                                Page

Report of Independent Accountants ..............    31                  
Consolidated Statements of Income for each                              
of the three years ended December 31, 1995....    32                
Consolidated Balance Sheets at December 31,                             
1995 and December 31, 1994....................    33                
Consolidated Statements of Cash Flows for each                          
of the three years ended December 31, 1995....    34                
Consolidated Statements of Stockholders'                                
Equity for the three years ended                                    
December 31, 1995 ............................    35-36             
Notes to Consolidated Financial Statements......    37-56               

Separate financial statements of Tandy Corporation have             
been omitted because Tandy is primarily an operating company            
and the amount of restricted net assets of consolidated and             
unconsolidated subsidiaries and Tandy's equity in                       
undistributed earnings of 50% or less-owned companies                   
accounted for by the equity method are not significant. All             
subsidiaries of Tandy Corporation are included in the                   
consolidated financial statements. Financial statements of              
50% or less-owned companies have been omitted because they do           
not, considered individually or in the aggregate, constitute            
a significant subsidiary.                                               

The financial statement schedules should be read in                 
conjunction with the consolidated financial statements.  All            
other schedules have been omitted because they are not                  
applicable, not required or the information is included in              
the consolidated financial statements or notes thereto.                 

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REPORT OF INDEPENDENT ACCOUNTANTS           

To the Board of Directors and Stockholders of                           
Tandy Corporation                                                       

In our opinion, the consolidated financial statements listed            
in the accompanying index on page 30 present fairly, in all             
material respects, the financial position of Tandy                      
Corporation and its subsidiaries (the "Company") at December            
31, 1995 and 1994, and the results of their operations and              
their cash flows for each of the three years in the period              
ended December 31, 1995 in conformity with generally accepted           
accounting principles.  These financial statements are the              
responsibility of the Company's management; our                         
responsibility is to express an opinion on these financial              
statements based on our audits.  We conducted our audits of             
these statements in accordance with generally accepted                  
auditing standards which require that we plan and perform the           
audit to obtain reasonable assurance about whether the                  
financial statements are free of material misstatement. An              
audit 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 evaluating the            
overall financial statement presentation. We believe that our           
audits provide a reasonable basis for the opinion expressed             
above.                                                                  

As discussed in Note 2 to the consolidated financial                    
statements, the Company changed its method of accounting for            
income taxes in 1993.                                                   

/s/ Price Waterhouse LLP                                                
--------------------------------                                        
PRICE WATERHOUSE LLP                                                    

Fort Worth, Texas                                                       
February 20, 1996                                                       

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CONSOLIDATED STATEMENTS OF INCOME                                                                          
Tandy Corporation and Subsidiaries                                                                         

<CAPTIONS>                                                                                                 

                                                                      Year Ended                           
                                                                     December 31,                          
                                           ----------------------------------------------------------------
                                                   1995                  1994                   1993       
                                                         % of                  % of                  % of  
(In thousands, except per share amounts)     Dollars   Revenues    Dollars   Revenues    Dollars   Revenues
-----------------------------------------------------------------------------------------------------------
                                                                                                           
Net sales and operating revenues            $5,839,067   100.0%   $4,943,679   100.0%   $4,102,551   100.0%
Cost of products sold                        3,764,884    64.5     3,017,615    61.0     2,382,607    58.1 
                                            ----------            ----------            ----------         
Gross profit                                 2,074,183    35.5     1,926,064    39.0     1,719,944    41.9 

Expenses/(income):                                                                                         
  Selling, general and administrative        1,646,436    28.2     1,532,673    31.0     1,354,676    33.0 
  Depreciation and amortization                 91,990     1.6        84,782     1.7        79,944     1.9 
  Interest income                              (42,322)   (0.7)      (78,612)   (1.6)      (65,538)   (1.6)
  Interest expense                              33,706     0.6        30,047     0.6        39,707     1.0 
  Provision for restructuring costs              1,100                89,071     1.8            --         
  Gain from sale of credit accounts                                                                        
    and extended service contracts                  --               (91,437)   (1.8)           --         
                                            ----------            ----------            ----------         
                                             1,730,910    29.7     1,566,524    31.7     1,408,789    34.3 
                                            ----------            ----------            ----------         

Income before income taxes, discontinued                                                                   
  operations and cumulative effect                                                                         
  of change in accounting principle            343,273     5.8       359,540     7.3       311,155     7.6 
Provision for income taxes                     131,299     2.2       135,205     2.7       115,523     2.8 
                                            ----------            ----------            ----------         
Income from continuing operations              211,974     3.6       224,335     4.6       195,632     4.8 
                                            ----------            ----------            ----------         

Loss from discontinued operations:                                                                         
  Operating loss, net of tax                        --                   --                (57,619)   (1.4)
  Loss on disposal, net of tax                      --                   --                (54,178)   (1.3)
                                            ----------            ----------            ----------         
                                                    --                    --              (111,797)   (2.7)
                                            ----------            ----------            ----------         
Income before cumulative effect                                                                            
    of change in accounting principle          211,974     3.6       224,335     4.6        83,835     2.1 
                                            ----------            ----------            ----------         

Cumulative effect of                                                                                       
  change in accounting principle                    --                    --                13,014     0.3 
                                            ----------            ----------            ----------         
Net income                                     211,974     3.6       224,335     4.6        96,849     2.4 

Preferred dividends                              6,537     0.1         6,777     0.1         7,136     0.2 
                                            ----------            ----------            ----------         
Net income available to common                                                                             
  shareholders                              $  205,437     3.5%    $  217,558    4.5%   $   89,713     2.2%
                                            ==========            ==========            ==========         

Net income available per average common                                                                    
  and common equivalent share:                                                                             
Income from continuing operations           $     3.12            $     2.91             $    2.50         
Loss from discontinued operations                   --                    --                 (1.48)        
                                            ----------            ----------            ----------         
Income before cumulative effect                                                                            
  of change in accounting principle               3.12                  2.91                  1.02         
Cumulative effect of change                                                                                
  in accounting principle                           --                    --                  0.17         
                                            ----------            ----------            ----------         
Net income available per average                                                                           
  common and common equivalent share        $     3.12            $     2.91            $     1.19         
                                            ==========            ==========            ==========         

Average common and common                                                                                  
    equivalent shares outstanding               65,928                74,874                75,543         
                                            ==========            ==========            ==========         

Dividends declared per common share         $     0.74            $     0.63            $     0.60         
                                            ==========            ==========            ==========         

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

                                                                            
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CONSOLIDATED BALANCE SHEETS                                                    
Tandy Corporation and Subsidiaries                                             

<CAPTIONS>                                                                     

                                                         December 31,          
                                                 ----------------------------- 
(In thousands)                                      1995              1994     
--------------                                   ----------        ----------- 
                                                                               
Assets                                                                         
Current assets:                                                                
  Cash and short-term investments                $  143,498         $  205,633 
  Accounts and notes receivable, less                                          
    allowance for doubtful accounts                 320,588            769,101 
  Inventories, at lower of cost or market         1,511,984          1,504,324 
  Other current assets                               72,175             77,202 
                                                 ----------         ---------- 
    Total current assets                          2,048,245          2,556,260 

Property, plant and equipment, at cost,                                        
  less accumulated depreciation                     577,720            504,587 

Other assets, net of accumulated amortization        96,098            182,927 
                                                 ----------         ---------- 
                                                 $2,722,063         $3,243,774 
                                                 ==========         ========== 

Liabilities and Stockholders' Equity                                           
Current liabilities:                                                           
  Short-term debt, including current                                           
    maturities of long-term debt                 $  189,861         $  229,135 
  Accounts payable                                  365,131            582,194 
  Accrued expenses                                  321,939            376,795 
  Income taxes payable                               82,978             18,026 
                                                 ----------         ---------- 
    Total current liabilities                       959,909          1,206,150 
                                                 ----------         ---------- 

Long-term debt and capital leases,                                             
  excluding current maturities                      140,813            153,318 
Other non-current liabilities                        20,006             34,095 
                                                 ----------         ---------- 
    Total other liabilities                         160,819            187,413 
                                                 ----------         ---------- 

Stockholders' Equity                                                           
  Preferred stock, no par value,                                               
    1,000,000 shares authorized                                                
    Series A junior participating, 100,000                                     
      shares authorized and none issued                  --                 -- 
    Series B convertible, 100,000                                              
      shares authorized and issued                  100,000            100,000 
    Series C PERCS, 150,000 shares                                             
      authorized and issued                              --            429,982 
  Common stock, $1 par value,                                                  
    250,000,000 shares authorized                                              
    with 85,645,000 shares issued                    85,645             85,645 
  Additional paid-in-capital                        102,819             93,357 
  Retained earnings                               2,332,120          2,176,971 
  Foreign currency translation effects               (1,094)            (1,799)
  Common stock in treasury, at cost,                                           
     23,918,000 and 27,388,000 shares,                                         
     respectively                                  (963,301)          (971,611)
  Unearned deferred compensation related                                       
    to TESOP                                        (54,854)           (62,334)
                                                 ----------         ---------- 
    Total stockholders' equity                    1,601,335          1,850,211 
  Commitments and contingent liabilities                                       
                                                 ----------         ---------- 
                                                 $2,722,063         $3,243,774 
                                                 ==========         ========== 

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

                                                                            
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CONSOLIDATED STATEMENTS OF CASH FLOWS                                                                 
Tandy Corporation and Subsidiaries                                                                    

<CAPTIONS>                                                                                            

                                                                             Year Ended               
                                                                            December 31,              
                                                             ---------------------------------------- 
(In thousands)                                                  1995           1994            1993   
----------------------------------------------------------------------------------------------------- 
                                                                                                      
Cash flows from operating activities:                                                                 
Net income                                                   $ 211,974      $ 224,335       $  96,849 

Adjustments to reconcile net income to net cash                                                       
  provided by operating activities:                                                                   
    Loss reserve on disposal of discontinued operations             --             --          54,178 
    Provision for restructuring cost                             1,100         89,071              -- 
    Gain on sale of extended service contracts                      --        (55,729)             -- 
    Gain on sale of credit card portfolios                          --        (35,708)             -- 
    Cumulative effect of change in accounting principle             --             --         (13,014)

    Depreciation and amortization                               91,990         84,782          98,571 
    Deferred income taxes and other items                       20,129         68,257          11,552 
    Provision for credit losses and bad debts                   15,736         49,344          57,491 

Changes in operating assets and liabilities:                                                          
  Sale of credit card portfolios                               342,822         85,764              -- 
  Receivables                                                  167,358       (230,938)         30,133 
  Inventories                                                  (23,342)      (220,094)        (63,965)
  Other current assets                                           3,218         (8,504)         16,158 
  Accounts payable, accrued expenses and income taxes         (157,991)       218,358          34,341 
                                                             ---------      ---------       --------- 
  Net cash provided by operating activities                    672,994        268,938         322,294 
                                                             ---------      ---------       --------- 

Investing activities:                                                                                 
  Additions to property, plant and equipment                  (226,511)      (180,559)       (129,287)
  Proceeds from sale of property, plant and equipment           42,002         56,437           3,011 
  Proceeds from sale of divested operations                         --        359,004         111,988 
  Purchase of InterTAN bank debt and                                                                  
    restructuring of working capital loans                          --             --         (31,663)
  Prepayment of portion of AST note                              6,720             --              -- 
  Other investing activities                                    (2,558)         1,738         (11,513)
                                                             ---------      ---------       --------- 
  Net cash provided (used) by investing activities            (180,347)       236,620         (57,464)
                                                             ---------      ---------       --------- 

Financing activities:                                                                                 
  Purchase of treasury stock                                  (502,239)      (275,415)        (27,650)
  Sale of treasury stock to employee                                                                  
    stock purchase program                                      44,623         41,579          42,067 
  Proceeds from exercise of stock options                       18,188          2,465           5,315 
  Dividends paid, net of taxes                                 (62,991)       (74,512)        (74,873)
  Changes in short-term borrowings, net                         (1,778)      (110,393)        (46,885)
  Additions to long-term borrowings                             10,307         28,936              -- 
  Repayments of long-term borrowings                           (60,892)      (125,820)        (62,195)
                                                             ---------      ---------       --------- 
  Net cash used by financing activities                       (554,782)      (513,160)       (164,221)
                                                             ---------      ---------       --------- 
Increase (decrease) in cash and short-term investments         (62,135)        (7,602)        100,609 
Cash and short-term investments, beginning of period           205,633        213,235         112,626 
                                                             ---------      ---------       --------- 
Cash and short-term investments, end of period               $ 143,498      $ 205,633       $ 213,235 
                                                             =========      =========       ========= 

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

                                                                            
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CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY                                       
Tandy Corporation and Subsidiaries                                                    

<CAPTIONS>                                                                            

                                                        Preferred     Common Stock    
                                                                   -------------------
(In thousands)                                            Stock     Shares    Dollars 
--------------------------------------------------------------------------------------
                                                                                      
Balance at December 31, 1992                            $ 529,982   85,645   $  85,645
Purchase of treasury stock                                     --       --          --
Foreign currency translation adjustments, net of taxes         --       --          --
Sale of treasury stock to SPP                                  --       --          --
Exercise of stock options                                      --       --          --
Series B convertible stock dividends,                                                 
  net of taxes of $2,497,000                                   --       --          --
TESOP deferred compensation earned                             --       --          --
Series C PERCS dividends                                       --       --          --
Repurchase of preferred stock                                  --       --          --
Common stock dividends declared                                --       --          --
Net income                                                     --       --          --
                                                        ------------------------------
Balance at December 31, 1993                              529,982   85,645      85,645
Purchase of treasury stock                                     --       --          --
Foreign currency translation adjustments, net of taxes         --       --          --
Sale of treasury stock to SPP                                  --       --          --
Exercise of stock options                                      --       --          --
Series B convertible stock dividends,                                                 
  net of taxes of $2,372,000                                   --       --          --
TESOP deferred compensation earned                             --       --          --
Series C PERCS dividends                                       --       --          --
Repurchase of preferred stock                                  --       --          --
Common stock dividends declared                                --       --          --
Net income                                                     --       --          --
                                                        ------------------------------
Balance at December 31, 1994                              529,982   85,645      85,645
Purchase of treasury stock                                     --       --          --
Foreign currency translation adjustments, net of taxes         --       --          --
Sale of treasury stock to SPP                                  --       --          --
Exercise of stock options                                      --       --          --
Series B convertible stock dividends,                                                 
  net of taxes of $2,288,000                                   --       --          --
TESOP deferred compensation earned                             --       --          --
Series C PERCS dividends                                       --       --          --
Repurchase of preferred stock                                  --       --          --
Common stock dividends declared                                --       --          --
Directors' stock compensation plan                             --       --          --
Redemption of PERCS                                      (429,982)      --          --
Net income                                                     --       --          --
                                                        ------------------------------
Balance at December 31, 1995                            $ 100,000   85,645   $  85,645
                                                        ==============================

The accompanying notes are an integral part of these financial statements.            
                                                                            
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                                                       Foreign                               
                             Additional                Currency      Unearned                
       Treasury Stock         Paid-In     Retained    Translation    Deferred                
--------------------------                                                                   
    Shares       Dollars      Capital     Earnings      Effects    Compensation      Total   
-------------------------------------------------------------------------------------------- 
                                                                                             
   (22,419)   $ (726,861)   $   86,414   $2,006,174   $  (11,056)   $  (81,947)   $1,888,351 
      (763)      (24,749)           --           --           --            --       (24,749)
        --            --            --           --       12,059            --        12,059 
     1,311        42,292          (225)          --           --            --        42,067 
       182         5,882          (437)          --           --            --         5,445 

        --            --             --      (4,638)          --            --        (4,638)
        --            --             --          --           --         9,605         9,605 
        --            --             --     (32,100)          --            --       (32,100)
        --        (3,895)            --          --           --            --        (3,895)
        --            --             --     (38,244)          --            --       (38,244)
        --            --             --      96,849           --            --        96,849 
-------------------------------------------------------------------------------------------- 
   (21,689)     (707,331)        85,752   2,028,041        1,003       (72,342)    1,950,750 
    (6,798)     (296,419)            --          --           --            --      (296,419)
        --            --             --          --       (2,802)           --        (2,802)
     1,023        33,958          7,621          --           --            --        41,579 
        76         2,481            (16)         --           --            --         2,465 

        --            --             --      (4,405)          --            --        (4,405)
        --            --             --          --           --        10,008        10,008 
        --            --             --     (32,100)          --            --       (32,100)
        --        (4,300)            --          --           --            --        (4,300)
        --            --             --     (38,900)          --            --       (38,900)
        --            --             --     224,335           --            --       224,335 
-------------------------------------------------------------------------------------------- 
   (27,388)     (971,611)        93,357   2,176,971       (1,799)      (62,334)    1,850,211 
    (9,737)     (473,059)            --          --           --            --      (473,059)
        --            --             --          --          705            --           705 
       896        33,779         10,844          --           --            --        44,623 
       493        18,064          1,950          --           --            --        20,014 

        --            --             --      (4,249)          --            --        (4,249)
        --            --             --          --           --         7,480         7,480 
        --            --             --      (4,824)          --            --        (4,824)
        --        (3,876)            --          --           --            --        (3,876)
        --            --             --     (47,752)          --            --       (47,752)
         2            56             32          --           --            --            88 
    11,816       433,346         (3,364)         --           --            --            -- 
        --            --             --     211,974           --            --       211,974 
-------------------------------------------------------------------------------------------- 
   (23,918)   $ (963,301)    $  102,819  $2,332,120   $   (1,094)   $  (54,854)   $1,601,335 
============================================================================================ 
                                                                            
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS                              
Tandy Corporation and Subsidiaries                                      

NOTE 1-DESCRIPTION OF BUSINESS                                          
Tandy Corporation ("Tandy" or the "Company") is engaged in          
consumer electronics retailing including the retail sale of             
personal computers.  RadioShack(SM) is the largest of Tandy's           
retail store systems with company-owned stores and                      
dealer/franchise outlets.  RadioShack's sales are primarily             
related to private label consumer electronics and brand name            
personal computers.  Tandy also operates the Computer City(R)           
and Incredible Universe(R) store chains.  Computer City sales           
relate to personal computers, printers, peripheral equipment            
and software. Incredible Universe sales relate primarily to             
brand name appliances and consumer electronics including                
personal computers and related software.                                

On December 30, 1994, the Company adopted a formal plan to          
close 233 Tandy Name Brand stores, and as a result of the               
closings, the Tandy Name Brand Retail Group ("Tandy Name                
Brand") was dissolved in 1995.  The remaining 73 Tandy Name             
Brand stores have been transferred to the Tandy Specialty               
Retail Group of the RadioShack division.  Additionally, Tandy           
continues to operate certain related retail support groups              
and consumer electronics manufacturing businesses.                      

NOTE 2-SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES                       
PRINCIPLES OF CONSOLIDATION:  The consolidated financial            
statements include the accounts of Tandy and its wholly owned           
subsidiaries.  Investments in 20% to 50% owned companies are            
accounted for on the equity method.  The fiscal periods of              
certain foreign operations end one month earlier than the               
Company's year end to facilitate their inclusion in the                 
consolidated financial statements.  The manufacturing and               
marketing operations included in the divestment plan have               
been accounted for as discontinued operations.  See Note 21             
for further information relating to discontinued operations.            
Significant intercompany transactions are eliminated in                 
consolidation.                                                          

FOREIGN CURRENCY TRANSLATION:  In accordance with the               
Financial Accounting Standards Board (the "FASB") Statement             
No. 52, "Foreign Currency Translation," balance sheet                   
accounts of the Company's foreign operations are translated             
from foreign currencies into U.S. dollars at year end or                
historical rates while income and expenses are translated at            
the weighted average sales exchange rates for the year.                 
Translation gains or losses related to net assets located               
outside the United States are shown as a separate component             
of stockholders' equity.  Losses aggregating $19,803,000, net           
of tax, relating to discontinued operations were transferred            
from equity and charged to loss on disposal of discontinued             
operations during 1993.  Gains and losses resulting from                
foreign currency transactions (transactions denominated in a            
currency other than the entity's functional currency) are               
included in net income.  Such foreign currency transaction              
gains approximated $1,097,000, $1,495,000 and $762,000 for              
the years ended December 31, 1995, 1994 and 1993,respectively.          

CHANGE IN ACCOUNTING PRINCIPLE-PROVISION FOR INCOME TAXES:          
In January 1993, the Company adopted Statement of Financial             
Accounting Standards ("FAS") No. 109, "Accounting for Income            
Taxes" ("FAS 109") and applied the provisions prospectively.            
The adoption of FAS 109 changes the Company's method of                 
accounting for income taxes from the deferred method ("APB              
11") to an asset and liability approach.  The asset and                 
liability approach requires the recognition of deferred tax             
liabilities and assets for the expected future tax                      
consequences of temporary differences between the carrying              
amounts and the tax bases of assets and liabilities.                    

The adjustments to the January 1, 1993 balance sheet to             
adopt FAS 109 totaled $13,014,000.  Approximately $9,786,000            
of this adjustment related to continuing operations and the             
remaining $3,228,000 was from discontinued operations.  The             
aggregate amount of $13,014,000 is reflected in the                     
accompanying 1993 Consolidated Statements of Income as the              
cumulative effect of change in accounting principle.  It                
primarily represents the impact of adjusting deferred taxes             
to reflect the then current tax rate of 34% as opposed to the           
higher tax rates that were in effect when the deferred taxes            
originated.  See Note 12 for further discussion of income               
taxes.                                                                  

EXTENDED SERVICE CONTRACTS:  Tandy's retail operations              
offer extended service contracts on products sold.  These               
contracts generally provide extended service coverage for               
periods of 12 to 48 months.  During 1995, the Company sold              
extended service contracts on behalf of an unrelated third              
party and, to a much lesser extent, sold its own extended               
service contracts.  Contracts sold prior to January 1, 1995             
were offered directly by the Company.  The Company accounts             
for sales of its own contracts in accordance with FASB                  
Technical Bulletin No. 90-1, "Accounting for Separately                 
Priced Extended Warranty and Product Maintenance Contracts"             
which requires that revenues from sales of extended service             
contracts be recognized ratably over the lives of the                   
contracts.  Costs directly related to sales of such contracts           
are deferred and charged to expense proportionately as the              
revenues are recognized.  A loss is recognized on extended              
service contracts if the sum of the expected costs of                   
providing services under the contracts exceeds related                  
unearned revenue.  Commission revenue for the unrelated third           
party extended service contracts is recognized at the time of           
sale.                                                                   

As described in Note 3, the Company transferred all                 
obligations with respect to contracts in force at December              
31, 1994 to an unrelated party, except certain contracts                
aggregating approximately $7,734,000.                                   

CASH AND SHORT-TERM INVESTMENTS:  Cash on hand in stores,           
deposits in banks and short-term investments with original              
maturities of three months or less are considered cash and              
cash equivalents.  Short-term investments are carried at                
cost, which approximates market value.                                  

ACCOUNTS RECEIVABLE AND ALLOWANCE FOR DOUBTFUL ACCOUNTS:            
CREDIT OPERATIONS-As described in Note 3, the Company's         
Computer City and Incredible Universe private label credit              
card portfolios were sold in December 1994, and the Company's           
RadioShack and McDuff private label credit card portfolios              
were sold in the first half of 1995.  Subsequent to the sale            
of the portfolios, consumer sales made pursuant to the                  
private label credit card programs are being financed by an             
unrelated third party.                                                  

Prior to the sale, the customer receivables of the credit           
operations were classified as current assets, including                 
amounts which were contractually due after one year.  This is           
consistent with retail industry practices.                              

Finance charges, late charges and returned check fees               
arising from the Company's private label credit cards were              
recognized when earned as interest income.  The Company's               
policy was to write off accounts when they became 180 days              
past due or whenever deemed uncollectible by management,                
whichever was sooner.  Collection efforts continued                     
subsequent to write-off.                                                

The Company was charged a fee by an outside accounts                
receivable processing service for establishing new accounts.            
These initial direct costs were capitalized and amortized on            
a straight-line basis over a period of 84 months, the                   
estimated life over which the account would be used by a                
customer.  These costs are shown in the accompanying 1994               
Consolidated Balance Sheet as a part of the related accounts            
receivable.  Amortization of these loan origination costs               
were included as a reduction of interest income in the                  
accompanying 1994 and 1993 Consolidated Statements of Income.           
Costs to process accounts on an ongoing basis were expensed             
as incurred.  These initial direct costs were sold along with           
the portfolios.                                                         

OTHER CUSTOMER RECEIVABLES-An allowance for doubtful            
accounts is provided when accounts are determined to be                 
uncollectible.                                                          

Concentrations of credit risk with respect to customer              
receivables are limited due to the large number of customers            
comprising the Company's customer base and their location in            
many different geographic areas of the country; however, see            
Note 8 for a discussion of a concentration of credit risk of            
long-term receivables.                                                  

INVENTORIES:  Inventories are stated at the lower of cost           
(principally based on average cost) or market value and are             
comprised primarily of finished goods.                                  

PROPERTY, PLANT AND EQUIPMENT:  For financial reporting             
purposes, depreciation and amortization are primarily                   
calculated using the straight-line method, which amortizes              
the cost of the assets over their estimated useful lives.               
The ranges of estimated useful lives are:                               

_____________________________________________________________           
Buildings .......................                 10-40 years           
Buildings under capital lease....  over the life of the lease           
Equipment .......................                  2-15 years           
Leasehold improvements...........   primarily, the shorter of           
               the life of the improvements or the
term of the related lease and certain renewal periods   
_____________________________________________________________           

When depreciable assets are sold or retired, the related            
cost and accumulated depreciation are removed from the                  
accounts.  Any gains or losses are included in selling,                 
general and administrative expenses.  Major additions and               
betterments are capitalized.  Maintenance and repairs which             
do not materially improve or extend the lives of the                    
respective assets are charged to operating expenses as                  
incurred.  Amortization of buildings under capital lease is             
included in depreciation and amortization in the Consolidated           
Statements of Income.                                                   

AMORTIZATION OF EXCESS PURCHASE PRICE OVER NET TANGIBLE             
ASSETS OF BUSINESSES ACQUIRED: The excess purchase price is             
generally amortized over a 40-year period using the straight-           
line method and the net balance is classified as a non-                 
current asset.                                                          

FAIR VALUE OF FINANCIAL INSTRUMENTS:  The fair value of             
financial instruments is determined by reference to various             
market data and other valuation techniques as appropriate.              
Unless otherwise disclosed, the fair values of financial                
instruments approximate their recorded values due primarily             
to the short-term nature of their maturities.                           

HEDGING AND DERIVATIVE ACTIVITY:  The Company enters into           
interest rate swap agreements to manage its interest rate               
exposure by effectively trading floating interest rates for             
fixed interest rates.  As the Company has used the swaps to             
hedge certain obligations with floating rates, the difference           
between the floating and fixed interest rate amounts, based             
on these swap agreements, is recorded as income or expense.             
Through December 31, 1995, the Company had entered into five            
swaps with regard to notional amounts totaling $90,000,000.             
The swap agreements all expire during the third quarter of              
1999.  Prior to 1995 the Company was not a party to any                 
interest rate swaps.  The Board of Directors has authorized             
management to enter into interest rate swaps up to notional             
amounts not exceeding $250,000,000.  At December 31, 1995,              
the Company would have had to pay approximately $7,000,000 to           
terminate the interest rate swaps in place.  This amount was            
obtained from the counterparties and represents the fair                
value of the swap agreements; the amount is not recognized in           
the consolidated financial statements since the swaps are not           
held for trading purposes.  At December 31, 1995, the                   
weighted average interest rate of the floating rate                     
obligations being hedged was 6.4%, and the weighted average             
interest rate of the fixed rate obligations imposed by the              
swap agreements was 7.7%.  The interest rate swap agreements            
have been entered into with major financial institutions                
which are expected to fully perform under the terms of the              
swap agreements.                                                        

The Company has not historically utilized derivatives to            
manage foreign currency risks and exposure except for an                
immaterial amount of foreign exchange forward contracts used            
to hedge a portion of its foreign purchases.  As of December            
31, 1995, the Company had no outstanding purchase orders for            
which a foreign exchange contract was used as a hedge.  The             
few contracts that were used did not involve leverage and did           
not have other high risk characteristics.  Moody's has                  
assigned a counterparty rating to Tandy Corporation of Baa2.            
This rating is an opinion of the financial capacity of Tandy            
to honor its senior obligations under financial contracts.              
Financial contracts entered into by Tandy include the limited           
use of foreign currency forwards to hedge foreign exchange              
risk arising from the purchase of inventory.                            

REVENUES:  Retail sales are recorded on the accrual basis.          

STORE PRE-OPENING COSTS:  Direct incremental expenses               
associated with the openings of new Computer City and                   
Incredible Universe stores, comprised primarily of payroll              
and payroll-related costs, are deferred and amortized over a            
twelve-month period from the date of the store opening.                 
Deferred store pre-opening expenses for Computer City and               
Incredible Universe approximated $6,795,000, $4,538,000 and             
$1,845,000 at December 31, 1995, 1994 and 1993, respectively.           

NET INCOME PER AVERAGE COMMON AND COMMON EQUIVALENT SHARE:          
Net income per average common and common equivalent share is            
computed by dividing net income less the Series B convertible           
stock dividends (before tax benefit) by the weighted average            
common and common equivalent shares outstanding during the              
period. As the Preferred Equity Redemption Convertible Stock            
("PERCS") mandatorily converted into common stock, they were            
considered outstanding common stock and the dividends have              
not been deducted from net income for purposes of calculating           
net income per average common and common equivalent share.              
On January 23, 1995, the Company announced that the PERCS and           
the underlying depositary shares would be converted on March            
10, 1995.  For each depositary share redeemed, 0.787757 Tandy           
common shares were issued for an aggregate of approximately             
11,816,000 shares.  Current year weighted average share                 
calculations include approximately 11,816,000 common shares             
relating to the PERCS.  Per share amounts and the weighted              
average number of shares outstanding for the years ended                
December 31, 1994 and 1993  also reflected the PERCS                    
conversion into approximately 11,816,000 common shares.                 

Fully diluted earnings available per common and common              
equivalent share are not presented since dilution is less               
than 3%.                                                                

Earnings available per common and common equivalent share           
for each period presented, assuming the PERCS converted to              
common stock under the "if converted" method and only if                
dilutive, would have been presented as in the table which               
follows.                                                                

                Year Ended
               December 31, 1993
               -----------------
Primary EPS, as adjusted:                                               
Income from continuing operations       $  2.45                         
Loss from discontinued operations         (1.75)                        
Cumulative effect of                                                    
change in accounting principle           0.20                       
               -------
Net income available per average                                        
common and common equivalent share    $  0.90                       
               =======

TREASURY STOCK REPURCHASE PROGRAM:  On December 18, 1995,           
the Company announced that its Board of Directors authorized            
management to purchase up to 5,000,000 shares of its common             
stock in addition to shares required for employee plans.                
These purchases are in addition to the share repurchase                 
program which began in August 1994 and concluded in December            
1995, under which the Company repurchased 12,500,000 shares.            
Purchases will be made from time to time in the open market,            
and it is expected that funding of the program will come from           
operating cash flow and existing bank facilities.  As of                
December 31, 1995, the Company had not repurchased any shares           
under this new program.                                                 

ADVERTISING COSTS:  All advertising costs of the Company            
are expensed the first time the advertising takes place.                
Advertising expense was $257,299,000, $224,212,000 and                  
$205,831,000 for the years ended December 31, 1995, 1994 and            
1993, respectively.                                                     

NEW ACCOUNTING STANDARDS: In March 1995, the FASB issued            
FAS No. 121, "Accounting for the Impairment of Long-Lived               
Assets and for Long-Lived Assets to Be Disposed Of" ("FAS               
121"), which is effective for fiscal years beginning after              
December 15, 1995.  Effective January 1, 1996, the Company              
will adopt FAS 121 which requires that long-lived assets                
(i.e. property, plant and equipment and goodwill) held and              
used by an entity be reviewed for impairment whenever events            
or changes in circumstances indicate that the net book value            
of the asset may not be recoverable.  An impairment loss will           
be recognized if the sum of the expected future cash flows              
(undiscounted and before interest) from the use of the asset            
is less than the net book value of the asset.  The amount of            
the impairment loss will generally be measured as the                   
difference between the net book value of the assets and the             
estimated fair value of the related assets.  Upon adoption in           
the first quarter of fiscal 1996, it is anticipated that the            
Company may record an initial pre-tax impairment loss of                
approximately $15,000,000 to $25,000,000 (unaudited) to                 
conform with this statement since it requires grouping of               
assets at the lowest level of cash flows to determine                   
impairment.                                                             

In October 1995, the FASB issued FAS No. 123, "Accounting           
for Stock-Based Compensation" ("FAS 123"), which is effective           
for fiscal years beginning after December 15, 1995.                     
Effective January 1, 1996, the Company will adopt FAS 123               
which establishes financial accounting and reporting                    
standards for stock-based employee compensation plans.  The             
pronouncement defines a fair value based method of accounting           
for an employee stock option or similar equity instrument and           
encourages all entities to adopt that method of accounting              
for all of their employee stock option compensation plans.              
However, it also allows an entity to continue to measure                
compensation cost for those plans using the intrinsic value             
based method of accounting as prescribed by Accounting                  
Principles Board Opinion No. 25, "Accounting for Stock Issued           
to Employees" ("APB 25").  Entities electing to remain with             
the accounting in APB  25 must make pro forma disclosures of            
net income and earnings per share as if the fair value based            
method of accounting defined in FAS 123 had been applied.               
The Company will continue to account for stock-based employee           
compensation plans under the intrinsic method pursuant to APB           
25 and will make the disclosures in its footnotes as required           
by FAS 123.                                                             

PERVASIVENESS OF ESTIMATES:  The preparation of financial           
statements in conformity with generally accepted accounting             
principles requires management to make estimates and                    
assumptions that affect the reported amounts of assets and              
liabilities, and related revenues and expenses, and                     
disclosure of gain and loss contingencies at the date of the            
financial statements.  Actual results could differ from those           
estimates.                                                              

RECLASSIFICATION:  Certain amounts in prior years have been         
reclassified to conform to classifications adopted in 1995.             

NOTE 3-GAIN ON SALE OF CREDIT OPERATIONS AND EXTENDED SERVICE           
CONTRACTS                                                               
In December 1994, the Company entered into an agreement             
with SPS Transaction Services, Inc., a majority-owned                   
subsidiary of Dean Witter, Discover & Company ("SPS") to sell           
its Computer City and Incredible Universe private label                 
credit card portfolios without recourse.  As a result of the            
agreement, Tandy received cash of $85,764,000 and received a            
deferred payment of $179,777,000.  The Company recognized a             
gain of $35,708,000 in the accompanying 1994 Consolidated               
Statements of Income.  The deferred payment amount did not              
bear interest.  The total principal amount of $179,777,000              
was paid in full during 1995.  The Company discounted the               
deferred payment by $3,477,000 to yield interest income of              
approximately 5% over the twelve month payout period.                   

On March 30, 1995, the Company completed the sale, at net           
book value, of the RadioShack and Tandy Name Brand private              
label credit card accounts and substantially all related                
accounts receivable to Hurley State Bank, a subsidiary of               
SPS.  As a result of the transaction, Tandy received                    
$342,822,000 in cash and a deferred payment amount of                   
$49,444,000.  The deferred payment does not bear interest,              
and principal is paid monthly with final payment due February           
29, 1996.  The remaining discounted deferred payment balance            
of $2,098,000 is classified as a current receivable in the              
accompanying Consolidated Balance Sheet at December 31, 1995.           

Effective December 1994, the Company transferred all of its         
existing obligations with respect to extended service                   
contracts in force at December 31, 1994, with the exception             
of certain contracts aggregating approximately $7,734,000, to           
an unrelated third party.  The unrelated third party                    
contractually assumed all of the Company's legal obligations            
and risk of future loss pursuant to the extended service                
contracts in exchange for $75,059,000.  As a result, the                
Company recognized a gain of $55,729,000 associated with this           
transaction in its accompanying 1994 Consolidated Statements            
of Income.  The Company continues to provide repair services            
to customers who tender products pursuant to the extended               
service contracts on a non-exclusive basis.  The unrelated              
third party pays the Company competitive market rates for               
repairs on products tendered pursuant to the extended service           
contracts.                                                              

NOTE 4-RESTRUCTURING CHARGES                                            
In December 1994, the Company adopted a business                    
restructuring plan to close or convert 233 of the 306 Tandy             
Name Brand stores.  At March 31, 1995, all 233 stores had               
been closed or converted.  The remaining stores have become             
part of the Tandy Specialty Retail Group of the RadioShack              
division.  A pre-tax charge of $89,071,000 was taken in the             
fourth quarter of fiscal 1994 related to the closing and                
conversion of these stores.  The components of the                      
restructuring charge and an analysis of the amounts charged             
against the reserve are outlined in the following table:                

                                                                    [Download Table]
                                                                               
<CAPTIONS>                                                                     
                                       Charges              Charges            
                             Original  Through    Balance    1/1/95-    Balance
(In thousands)               Reserve   12/31/94   12/31/94  12/31/95   12/31/95
--------------              --------   --------   --------  --------   --------
                                                                               
Lease obligations           $ 46,682   $ (1,466)  $ 45,216  $(32,998)  $ 12,218
Impairment of fixed assets    17,991         --     17,991   (17,991)        --
Inventory impairment          16,600         --     16,600   (16,600)        --
Goodwill impairment            4,222     (4,222)        --        --         --
Termination benefits           1,218         --      1,218    (1,218)        --
Other                          2,358         --      2,358    (2,358)        --
                            --------   --------   --------  --------   --------
Total                       $ 89,071   $ (5,688)  $ 83,383  $(71,165)  $ 12,218
                            ========   ========   ========  ========   ========
                                                                            
The lease obligation charges for 1995 were net of an                    
additional reserve of $1,100,000.  The remaining reserve at             
December 31, 1995 relates to estimated future payments to               
landlords to terminate store lease agreements for which the             
lease term has not yet expired, been subleased or terminated            
pursuant to a settlement agreement.                                     

Sales and operating revenues associated with the closed             
Tandy Name Brand stores approximated $28,041,000 (unaudited)            
and operating losses approximated $3,064,000 (unaudited) for            
the year ended December 31, 1995.  Sales and operating                  
revenues associated with the closed Tandy Name Brand stores             
approximated $261,990,000 (unaudited) and $271,914,000                  
(unaudited) for 1994 and 1993, respectively, and operating              
losses approximated  $18,125,000 (unaudited) and $15,342,000            
(unaudited) for 1994 and 1993, respectively.  In conjunction            
with this restructuring, 1,425 (unaudited) employees were               
terminated, most of whom were store employees and managers.             

NOTE 5-SHORT-TERM INVESTMENTS                                           
The weighted average interest rates were 4.8% and 5.2% at           
December 31, 1995 and 1994, respectively, for short-term                
investments totaling $20,797,000 and $80,373,000,                       
respectively.                                                           

NOTE 6-ACCOUNTS AND NOTES RECEIVABLE                                    

                                                                    [Download Table]
                                                                                    

Accounts and Notes Receivable                                                       

<CAPTIONS>                                                                          

                                                                 December 31,       
                                                           ------------------------ 
(In thousands)                                                1995          1994    
--------------                                             ----------     --------- 
                                                                                    
Gross customer receivable balances of credit operations    $   21,278     $ 705,691 
Less securitized customer receivables                              --      (300,990)
                                                           ----------     --------- 
Customer receivable balances of credit operations              21,278       404,701 
Plus initial direct costs, net of amortization of                                   
  $6,736,000 in 1994                                               --        10,649 
                                                           ----------     --------- 
Net customer receivable balances of credit operations          21,278       415,350 

Deferred payment due on sale of credit operations, net                              
  of discount of $11,000 and $3,477,000, respectively           2,098       176,300 
                                                           ----------     --------- 
Net receivables related to credit operations                   23,376       591,650 

Trade accounts receivable                                     167,097       134,161 
Receivable and current portion of notes due from InterTAN      21,346         8,707 
AST note, net of discount of $151,000                          89,849            -- 
Other receivables                                              24,805        55,957 
Less allowance for doubtful accounts                           (5,885)      (21,374)
                                                           ----------     --------- 
                                                           $  320,588     $ 769,101 
                                                           ==========     ========= 
                                                                            
                                                                    [Download Table]
                                                                                  

Allowance for Doubtful Accounts                                                   

<CAPTIONS>                                                                        

                                                           Year Ended             
                                                          December 31,            
                                              ----------------------------------- 
(In thousands)                                   1995         1994         1993   
--------------                                ---------    ---------    --------- 
                                                                                  
Balance at the beginning of the year          $  21,374    $  22,340    $  21,945 
Provision for credit losses and bad debt                                          
  included in selling, general and                                                
    administrative expense                       15,736       49,344       55,043 
Reserve allocated to securitized receivables         --        1,748       (1,203)
Reserve on credit accounts sold                 (18,830)      (6,387)          -- 
Uncollected receivables written off,                                              
  net of recoveries                             (12,395)     (45,671)     (53,445)
                                              ---------    ---------    --------- 
Balance at the end of the year                $   5,885    $  21,374    $  22,340 
                                              =========    =========    ========= 
                                                                            
During 1991 the Company executed an asset securitization            
for its private label credit card portfolio for approximately           
$350,000,000 of which $300,990,000 was remaining at December            
31, 1994.  The Company no longer services, has an interest in           
or any obligation relating to these securitized receivables             
since they were included in the sale of the private label               
credit card portfolio to SPS (see Note 3).                              

Interest income related to the Company's credit card                
operations totaled $18,540,000, $46,868,000 and $57,401,000             
for the years ended December 31, 1995, 1994 and 1993,                   
respectively.  During 1995 the Company recorded interest                
income earned, including accretion of discount, on notes                
receivable from AST Research, Inc. ("AST") and InterTAN, Inc.           
("InterTAN") approximating $4,922,000 and $8,248,000,                   
respectively.  In 1995 and 1994 the Company recognized                  
interest income from the IRS reflecting the settlement of               
outstanding tax issues of approximately $6,183,000 and                  
$9,582,000, respectively.  The Company also recorded in 1994            
interest income earned, including accretion of discount, on             
notes receivable from AST and InterTAN approximating                    
$5,724,000 and $8,280,000, respectively.                                

NOTE 7-PROPERTY, PLANT AND EQUIPMENT                                    

                      December 31,
                      ------------------------
(In thousands)                        1995          1994                
--------------                     ----------    ----------             
Land                               $   18,909    $   22,670             
Buildings                             181,398       155,334             
Buildings under capital lease          29,876        23,873             
Furniture, fixtures and                                                 
equipment                           475,744       430,006           
Leasehold improvements                361,033       345,812             
                      ----------    ----------
                       1,066,960       977,695

Less accumulated depreciation                                           
and amortization of capital                                         
leases                              489,240       473,108           
                      ----------    ----------
                      $  577,720    $  504,587
                      ==========    ==========

NOTE 8-OTHER ASSETS                                                     
Other assets include the excess purchase price over net             
tangible assets of businesses acquired of $13,615,000 at                
December 31, 1995 and $13,747,000 at December 31, 1994.                 
These amounts are net of accumulated amortization of                    
$4,183,000 and $5,035,000, respectively.  The balance of                
other assets at December 31, 1995 also includes long-term               
receivables relating to InterTAN and Lika of $18,903,000, net           
of discount of $12,161,000.  The balance at December 31, 1994           
includes long-term receivables relating to InterTAN, AST and            
Lika of $128,926,000, net of discount of $16,796,000.  See              
Notes 21 and 22 for a further description of the terms of the           
AST and InterTAN notes receivable.                                      

NOTE 9-INDEBTEDNESS AND BORROWING FACILITIES                            
Borrowings payable within one year are summarized in the            
accompanying short-term debt table on page 44.  The short-              
term debt caption includes primarily domestic seasonal                  
borrowings.  The current portion of long-term debt at                   
December 31, 1995 includes $12,904,000 of medium-term notes             
and other loans.  The current portion of long-term debt at              
December 31, 1994 includes $45,000,000 of senior notes and              
$6,208,000 of medium-term notes and other loans.                        

Tandy's short-term credit facilities, including revolving           
credit lines, are summarized in the accompanying short-term             
borrowing facilities table found on page 45.  The method used           
to compute averages in the short-term borrowing facilities              
table is based on a daily weighted average computation which            
takes into consideration the time period such debt was                  
outstanding as well as the amount outstanding.  The Company's           
primary source of short-term debt, for which borrowings and             
repayments have been presented net in the Consolidated                  
Statements of Cash Flows, consists of short-term seasonal               
bank debt and commercial paper.  The commercial paper matures           
within 90 days, as does the short-term seasonal bank debt.              

A commercial paper program was established during fiscal            
1991 for Tandy and was renewed in May 1994. The Company has             
$400,000,000 in committed facilities in place for the                   
commercial paper program.  These facilities are to be used              
only if maturing commercial paper cannot be repaid due to an            
inability to sell new paper. This agreement is composed of              
two facilities--one for $200,000,000 expiring in May 1996 and           
another facility for $200,000,000 expiring in May 1997.                 
Annual commitment fees for the facilities are 2/25 of 1% per            
annum and 1/8 of 1% per annum, respectively, whether used or            
unused. The commercial paper facilities limit the amount of             
commercial paper that may be outstanding to a maximum of                
$400,000,000.  At December 31, 1995, there were no amounts              
outstanding under the facilities.                                       

Tandy completed a $500,000,000 shelf registration in                
January 1991 of which $400,000,000 was designated for medium-           
term notes.  At December 31, 1995, available borrowing                  
capacity under Tandy's medium-term note programs aggregated             
$312,800,000.  Medium-term notes outstanding at December 31,            
1995 totaled $67,104,000 compared to $73,044,000 at December            
31, 1994.  The weighted average coupon rates of medium-term             
notes outstanding at December 31, 1995 and 1994 were 8.4% and           
8.5%, respectively.  The $6,000,000 of Tandy Credit's medium-           
term notes which were to mature in May and August of 1995               
were paid in full in February 1995.                                     

The Company established an employee stock ownership trust           
in June 1990. Further information on the trust and its                  
related indebtedness, which is guaranteed by the Company, is            
detailed in the discussion of the Tandy Employees Stock                 
Ownership Plan in Note 14.                                              

Long-term borrowings and capital lease obligations                  
outstanding at December 31, 1995 mature as follows:                     

(In thousands)                                                          
---------------------------------------------                           
1996 .............................    $23,664                           
1997 .............................     41,396                           
1998 .............................     37,934                           
1999 .............................     11,971                           
2000 .............................     10,766                           
2001 and thereafter ..............     38,746                           
---------------------------------------------                           

The fair value of the Company's long-term debt of                   
$135,716,000 (including current portion, but excluding                  
capital leases) is approximately $143,794,000 at December 31,           
1995.                                                                   

                                                                    [Download Table]
                                                                                
Short-Term Debt                                                                 
<CAPTIONS>                                                                      

                                                            December 31,        
                                                      --------------------------

(In thousands)                                           1995           1994    
--------------                                        ----------     -----------
                                                                                
Short-term bank debt                                   $   64,900    $   78,677 
Current portion of long-term debt                          12,904        51,208 
Commercial paper, less unamortized discount               101,297        88,775 
                                                       ----------    ---------- 
                                                          179,101       218,660 

Current portion of capitalized lease obligations              363           675 
Current portion of guarantee of TESOP indebtedness         10,397         9,800 
                                                       ----------    ---------- 
Total short-term debt                                  $  189,861    $  229,135 
                                                       ==========    ========== 

                                                                            
                                                                    [Download Table]
                                                                              
Long-Term Debt                                                                

<CAPTIONS>                                                                    

                                                          December 31,        
                                                   -------------------------- 
(In thousands)                                        1995           1994     
--------------                                     ----------     ----------- 
                                                                              
Notes payable with interest rates at December 31,                             
  1995 ranging from 5.10% to 6.63%                 $    9,519     $    54,726 
Medium-term notes payable, net of issuance cost,                              
  with interest rates at December 31, 1995                                    
  ranging from 7.25% to  8.63%                         67,104          73,044 
                                                   ----------     ----------- 
                                                       76,623         127,770 
Less portion due within one year included in                                  
  current notes payable                               (12,904)        (51,208)
                                                   ----------     ----------- 
                                                       63,719          76,562 
                                                   ----------     ----------- 

Capital lease obligations                              28,761          23,238 
Less current portion                                     (363)           (675)
                                                   ----------     ----------- 
                                                       28,398          22,563 
                                                   ----------     ----------- 

Guarantee of TESOP indebtedness (See Note 14)          59,093          63,993 
Less current portion                                  (10,397)         (9,800)
                                                   ----------     ----------- 
                                                       48,696          54,193 
                                                   ----------     ----------- 
Total long-term debt                               $  140,813     $   153,318 
                                                   ==========     =========== 

                                                                            
                                                            [Enlarge/Download Table]
                                                                                        

Short-Term Borrowing Facilities                                                         

<CAPTIONS>                                                                              

                                                          Year ended December 31,       
----------------------------------------------------------------------------------------
(In thousands)                                        1995         1994         1993    
--------------                                     ----------  -----------   -----------
                                                                                        
Domestic seasonal bank credit lines and                                                 
  bank money market lines:                                                              
  Lines available at period end                    $  940,000   $1,025,000    $1,050,000
  Loans outstanding at period end                  $   64,900   $   77,300    $   90,000
  Weighted average interest rate at period end           6.0%         6.4%          3.6%
  Weighted average of loans outstanding                                                 
    during period                                  $  106,963   $   16,358    $  168,901
  Weighted average interest rate during period           6.2%         5.2%          3.6%

Short-term foreign credit lines:                                                        
  Lines available at period end                    $  139,091   $  149,084    $  143,685
  Loans outstanding at period end                        None   $    1,377    $      612
  Weighted average interest rate at period end            N/A         7.4%          6.7%
  Weighted average of loans outstanding                                                 
    during period                                  $      256   $    3,563    $    1,956
  Weighted average interest rate during period           3.8%         5.5%          4.0%

Letters of credit and banker's acceptance lines                                         
  of credit:                                                                            
  Lines available at period end                    $  417,500   $  475,000    $  526,000
  Acceptances outstanding at period end                  None         None          None
  Letters of credit open against outstanding                                            
    purchase orders at period end                  $   79,900   $   91,645    $  124,701

Commercial paper credit facilities:                                                     
  Commercial paper outstanding at period end       $  101,297   $   88,775    $  172,851
  Weighted average interest rate at period end           6.0%         6.2%          3.5%
  Weighted average of commercial paper                                                  
    outstanding during period                      $  198,068    $  37,878    $  174,494
  Weighted average interest rate during period           6.2%         4.8%          3.5%

                                                                            
NOTE 10-LEASES AND COMMITMENTS                                          
Tandy leases rather than owns most of its facilities.  The          
RadioShack stores comprise the largest portion of Tandy's               
leased facilities.  The RadioShack and Computer City stores             
are located primarily in major shopping malls, shopping                 
centers or freestanding facilities owned by other companies.            
Store leases are generally based on a minimum rental plus a             
percentage of the store's sales in excess of a stipulated               
base figure.  Tandy also leases distribution centers and                
office space.  In 1995, under sale and leaseback agreements             
with an unrelated third party, the Company sold certain                 
Incredible Universe stores for approximately $37,550,000 and            
leased the properties back under a lease agreement which                
matures on September 11, 2000.  No gain was recorded on the             
transactions.  In 1994, the Company sold certain Incredible             
Universe stores for approximately $52,719,000 and leased the            
properties back under a lease agreement which matures on                
September 11, 2000.  The 1994 transactions produced a gain of           
approximately $1,664,000 which was deferred and is being                
amortized over the life of the lease periods.  The Company              
does not have any continuing involvement under the sale-                
leaseback transactions.                                                 

Future minimum rent commitments at December 31, 1995 for            
all long-term noncancelable leases (net of immaterial amounts           
of sublease rent income) are included in the following table.           

(In thousands)         Operating Leases      Capital Leases             
-----------------------------------------------------------             
1996 ................     $178,373              $ 5,889                 
1997 ................      170,865                5,927                 
1998 ................      150,878                6,033                 
1999 ................      128,262                6,260                 
2000 ................      106,220                6,501                 
2001 and thereafter        306,162               57,495                 
                               -------
Total minimum lease payments                     88,105                 
Less:  Amount representing interest             (59,344)                
                               -------
Present value of net minimum lease payments     $28,761                 
                               =======

                                                                    [Download Table]
                                                                

Rent Expense                                                    

<CAPTIONS>                                                      

                                 Year ended December 31,        
                          ------------------------------------- 
(In thousands)               1995         1994          1993    
--------------            ---------     ---------     --------- 
                                                                
Minimum rents             $ 216,587     $ 210,443     $ 200,183 
Contingent rents              2,896         2,947         2,644 
Sublease rent income         (1,882)         (968)         (426)
                          ---------     ---------     --------- 
  Total rent expense      $ 217,601     $ 212,422     $ 202,401 
                          =========     =========     ========= 

                                                                            
                                                                    [Download Table]
                                                                                    

Space Owned and Leased (Unaudited)                                                  

<CAPTIONS>                                                                          

                                          Approximate Square Footage                
                                               at December 31,                      
                                    1995                             1994           
                       ----------------------------     ----------------------------
(In thousands)         Owned      Leased      Total     Owned      Leased      Total
------------------------------------------------------------------------------------
                                                                                    
Retail                                                                              
RadioShack                 --     11,836     11,836         --     10,806     10,806
Incredible Universe       503      1,221      1,724        300        609        909
Computer City              26      2,089      2,115         --      1,567      1,567
Tandy Name Brand           --         --         --         --      1,509      1,509
Other                     269         --        269        269         --        269
                       ------     ------     ------     ------     ------     ------
                          798     15,146     15,944        569     14,491     15,060

Manufacturing             536        209        745        641        212        853
Warehouse and office    4,089      2,430      6,519      3,357      2,310      5,667
                       ------     ------     ------     ------     ------     ------
                        5,423     17,785     23,208      4,567     17,013     21,580
                       ======     ======     ======     ======     ======     ======

                                                                            
The Company also has agreements with unaffiliated groups to         
lease certain stores and these groups are committed to make             
available up to $317,426,000 for development or acquisition             
of stores leased by the Company.  At December 31, 1995, the             
Company had used $208,178,000 of that availability.                     
Agreements with these groups mature over the next five years,           
and the Company is continuously monitoring financial markets            
to optimize renewal terms.  In connection with the financing            
of 16 locations by these groups, the Company has guaranteed             
the residual value of the properties at approximately                   
$160,671,000 at the end of the lease terms.                             

NOTE 11-ACCRUED EXPENSES                                                

                          December 31,
                         -----------------------
(In thousands)                          1995         1994               
--------------                       ---------     ---------            
Payroll and bonuses                  $  69,726     $  68,974            
Sales and payroll taxes                 52,454        58,168            
Insurance                               59,089        52,394            
Deferred service contract income         9,101         7,734            
Rent                                    25,433        25,203            
Advertising                             52,733        38,301            
Interest expense                         4,861         5,914            
Restructuring reserve                   12,218        83,383            
Other                                   36,324        36,724            
                         ---------     ---------
                         $ 321,939     $ 376,795
                         =========     =========

NOTE 12-INCOME TAXES                                                    
The components of the provision for income taxes and a              
reconciliation of the U.S. statutory tax rate to the                    
Company's effective income tax rate are given in the                    
accompanying tables.                                                    

                                                                    [Download Table]
                                                                  

Income Tax Expense                                                

<CAPTIONS>                                                        

                                   Year ended December 31,        
                              ----------------------------------  
(In thousands)                   1995        1994          1993   
--------------                ---------    ---------    --------- 
                                                                  
Current                                                           
  Federal                     $ 105,119    $ 109,325    $ 109,543 
  State                          11,407        8,949        8,543 
  Foreign                         3,069        3,292        1,781 
                              ---------    ---------    --------- 
                                119,595      121,566      119,867 
                              ---------    ---------    --------- 

Deferred                                                          
  Federal                        11,704       12,127       (4,344)
  Foreign                            --        1,512           -- 
                              ---------    ---------    --------- 
                                 11,704       13,639       (4,344)
                              ---------    ---------    --------- 
                              $ 131,299    $ 135,205    $ 115,523 
                              =========    =========    ========= 

                                                                            
                                                                    [Download Table]
                                                                             

Statutory vs. Effective Tax Rate                                             

<CAPTIONS>                                                                   

                                              Year ended December 31,        
                                         ----------------------------------- 
(In thousands)                             1995         1994         1993    
--------------                            --------    ---------    --------- 
                                                                             
Components of pretax income from                                             
  continuing operations:                                                     

United States                             $ 341,228    $ 357,325    $ 298,506
Foreign                                       2,045        2,215       12,649
                                          ---------    ---------    ---------
Income before income taxes                  343,273      359,540      311,155
Statutory tax rate                          x   35%      x   35%      x   35%
                                          ---------    ---------    ---------

Federal income tax at statutory rate        120,146      125,839      108,904
State income taxes, less federal income                                      
  tax benefit                                 7,415        5,817        5,553
Other, net                                    3,738        3,549        1,066
                                          ---------    ---------    ---------
Total income tax expense                  $ 131,299    $ 135,205    $ 115,523
                                          =========    =========    =========

Effective tax rate                           38.25%       37.60%       37.13%
                                          =========    =========    =========

                                                                            
The effective tax rate increased in 1995 due primarily to           
an increase in the effective state tax rate resulting from a            
higher percentage of income being earned in states with                 
higher tax rates.                                                       

The IRS Dallas field office is reviewing the Company's              
1987-1989 tax returns and has referred certain issues to the            
IRS National office.  The resolution of this matter, which              
raises questions about the private letter rulings issued by             
the IRS regarding the spin-off of InterTAN and certain other            
tax matters, could result in additional taxes and interest to           
the Company.  Although aggregate additional taxes involved in           
these transactions could potentially range from $0 to $27               
million, based on the advice of the Company's independent tax           
advisors, the Company believes it would prevail if any tax              
litigation were instituted.  Any ultimate tax assessment                
would also include interest expense.  In any event, the                 
Company believes the ultimate resolution would have no                  
material impact on the Company's financial condition.                   

Deferred tax assets and liabilities as of December 31, 1995         
and December 31, 1994  were comprised of the following:                 

                            December 31,
                           -------------------
(In thousands)                            1995       1994               
--------------                          --------   --------             
Deferred Tax Assets                                                     

Bad debt reserve                        $  2,429   $ 13,268             
Intercompany profit elimination            6,129      4,849             
Deferred service contract income           3,757      3,333             
Restructuring reserves                     5,176     24,680             
Insurance reserves                        13,715      8,484             
Depreciation                               1,993         --             
Foreign tax credits                        4,396      4,396             
Other                                         --      4,564             
                           --------   --------
                             37,595     63,574
Valuation allowance                       (4,396)    (4,396)            
                           --------   --------
Total deferred tax assets               33,199     59,178           
                           --------   --------

Deferred Tax Liabilities                                                

Inventory adjustments, net                 4,270      6,963             
Depreciation and amortization                 --      5,886             
Credit card origination costs                 --      4,410             
Deferred taxes on foreign operations       4,191      7,783             
Other                                      2,752         --             
                           --------   --------
Total deferred tax liabilities          11,213     25,042           
                           --------   --------
Net Deferred Tax Assets                 $ 21,986   $ 34,136             
                           ========   ========

NOTE 13-STOCK PURCHASE AND SAVINGS PLANS                                

TANDY CORPORATION STOCK PURCHASE PROGRAM ("SPP").  Eligible         
employees may contribute 1% to 10% (1% to 7% for U.S.                   
eligible employees, effective January 1,1996) of annual                 
compensation to purchase Company common stock at fair market            
value.  The Company matches 40%, 60% or 80% of the employee's           
contribution depending on the length of the employee's                  
participation in the SPP.  Tandy's contributions to the SPP             
were $17,975,000, $16,881,000 and $18,955,000 for the years             
ended December 31, 1995, 1994 and 1993, respectively.                   

TANDY EMPLOYEES DEFERRED SALARY AND INVESTMENT PLAN                 
("DIP").  Prior to January 1, 1996, an eligible employee                
electing to participate in the DIP could defer 5% of annual             
compensation, subject to certain limitations established by             
the Tax Reform Act of 1986.  The Company makes contributions            
to the employee stock ownership plan described in Note 14 in            
lieu of matching contributions to the DIP.  An administrative           
committee appointed by the Board of Directors invests the               
DIP's assets primarily in Tandy securities.  Effective                  
January 1, 1996, the DIP and TESOP were merged to form a new            
plan called the Tandy Fund.  Under the Tandy Fund,                      
participants may contribute from 1% to 8% of annual                     
compensation.  Employees participating in the Tandy Fund may            
elect to allocate their deferred salary contributions among a           
group of investment choices.  The Tandy Fund accepts                    
rollovers from other qualified 401(k) plans and has a profit            
sharing provision.                                                      

NOTE 14-TANDY EMPLOYEES STOCK OWNERSHIP PLAN ("TESOP")                  
On July 31, 1990, the TESOP trustee borrowed $100,000,000           
at an interest rate of 9.34% with varying semi-annual                   
principal payments through June 30, 2000.  On December 15,              
1994, the TESOP entered into an agreement with an unrelated             
third party to refinance a portion of the TESOP's                       
indebtedness by borrowing $5,063,000 at an interest rate of             
8.76% to retire a portion of the original $100,000,000                  
indebtedness.  The maturity date of this borrowing is                   
December 30, 2000.  On December 28, 1995, the TESOP borrowed            
an additional $4,303,000 from the unrelated third party to              
refinance a portion of the TESOP's indebtedness.  This amount           
was borrowed at an interest rate of 6.47% and matures on                
December 31, 2001.  Dividend payments and contributions from            
Tandy will be used to repay the indebtedness.  Tandy is                 
obligated to make semi-annual contributions to the TESOP to             
enable it to pay principal and interest on the securities.              
Because Tandy has guaranteed the repayment of these notes,              
the indebtedness of the TESOP is recognized as a long-term              
obligation in the accompanying Consolidated Balance Sheets.             
An offsetting charge has been made in the stockholders'                 
equity section of the accompanying Consolidated Balance                 
Sheets to reflect unearned compensation related to the TESOP.           

The TESOP trustee used the proceeds from the issuance of            
the 1990 notes to purchase 100,000 shares of Series B TESOP             
Convertible Preferred Stock (the "TESOP Preferred Stock")               
from Tandy at a price of $1,000 per share.  Each share of               
such stock is convertible into 21.768 shares of Tandy common            
stock.  The annual cumulative dividend on TESOP Preferred               
Stock is $75.00 per share, payable semi-annually.  This                 
series of stock has certain liquidation preferences and may             
be redeemed by Tandy after July 1, 1994 at specified                    
premiums.                                                               

During the term of the TESOP, the TESOP Preferred Stock             
will be allocated to the participants annually based on the             
total debt service made on the indebtedness.  As vested                 
participants withdraw from the TESOP, payments are made in              
cash or Tandy common stock. The preferred stock has a face              
value of $1,000 per share and the Company is obligated to               
redeem the preferred stock at the higher of the appraised               
value or $1,000 per share in the event of a participant's               
withdrawal.  The Company has the option to redeem the                   
preferred stock in either cash or common stock.                         

As shares of the TESOP Preferred Stock are allocated to the         
TESOP participants, compensation expense is recorded and                
unearned compensation is reduced.  Interest expense on the              
TESOP notes is also recognized as a cost of the TESOP.  The             
compensation component of the TESOP expense is reduced by the           
amount of dividends accrued on the TESOP Preferred Stock with           
any dividends in excess of the compensation expense reflected           
as a reduction of interest expense.  During the year ended              
December 31, 1995, the compensation and interest costs                  
related to the TESOP before the reduction for the allocation            
of dividends were $7,480,000 and $5,719,000, respectively.              
During the year ended December 31, 1994, the compensation and           
interest costs related to the TESOP before the reduction for            
the allocation of dividends were $10,008,000 and $6,202,000,            
respectively.  The compensation and interest costs related to           
the TESOP before the reduction for the allocation of                    
dividends were $9,605,000 and $7,195,000, respectively,                 
during the year ended December 31, 1993.  Contributions from            
Tandy to the TESOP for the years ended December 31, 1995,               
1994 and 1993 totaled $11,216,000, $11,189,000 and                      
$17,895,000, respectively, including the $6,537,000,                    
$6,777,000 and $7,135,000 of dividends paid on the TESOP                
Preferred Stock.                                                        

At December 31, 1995, 39,162 shares of TESOP Preferred              
Stock had been released and allocated to participants'                  
accounts in the TESOP (including 13,619 shares which had been           
withdrawn by participants).  At December 31, 1995, 8,071                
shares of TESOP Preferred Stock were released for allocation            
to participants on the March 31, 1996 annual allocation date.           
At December 31, 1995, 52,767 shares of TESOP Preferred Stock            
were available for later release and allocation to                      
participants over the remaining life of the TESOP.                      

The TESOP fiscal year ends on March 31.  At March 31, 1995,         
the TESOP held as assets $95,946,000 of TESOP Preferred Stock           
and $3,937,000 of receivables and had liabilities comprised             
of the remaining principal on the notes of $63,993,000 and              
accrued interest payable on the notes of $1,487,000,                    
resulting in net assets of $34,403,000.                                 

NOTE 15-STOCK OPTIONS AND PERFORMANCE AWARDS                            
1985 Stock Option Plan ("SOP")                                      
------------------------------                                      
Under the 1985 SOP, as amended, options to acquire up to            
2,000,000 fully registered shares of Tandy's common stock may           
be granted to officers and key management employees of the              
Company.  The Organization and Compensation Committee (the              
"Committee") has sole discretion in determining whether to              
grant options, who shall receive them, the number of options            
granted to any individual and whether an option will be an              
incentive stock option or a nonstatutory stock option.  The             
term of incentive stock options may not exceed 10 years and             
the term of nonstatutory stock options may not exceed a term            
of 10 years plus one month.                                             

The maximum amount that may be exercised at the expiration          
of each of the first through fifth anniversaries of the                 
nonstatutory stock options is 20%.  On each of the first                
three anniversaries of the date of grant of the incentive               
stock options, one-third of each individual's options become            
exercisable.  In the event of a change in control, all                  
outstanding options become immediately exercisable for the              
full number of shares subject to options.  The option price             
is determined by the Committee at the time the option is                
granted, but the option price will not be less than 100% of             
the fair market value of the stock on the date of grant.                
Since the option prices have been fixed at the market price             
on the date of grant, no compensation has been charged                  
against earnings by the Company.  Authorized and unissued               
shares or treasury stock may be issued to participants when             
options are exercised.                                                  

Under the SOP there were 978,204 vested options which could         
have been exercised for a total price of $33,644,772 at                 
December 31, 1995.  Shares available for additional grants              
under the SOP were 242,626 at December 31, 1995.                        

1993 Incentive Stock Plan ("ISP")                                   
---------------------------------                                   
During March 1993, the Board adopted the ISP, as amended.           
The ISP is administered by the Committee.  A total of                   
3,000,000 shares of the Company's common stock were reserved            
for issuance under the ISP and have been registered with the            
Securities and Exchange Commission.  In May 1995, the ISP was           
amended to provide for an initial option grant of 5,000                 
shares to each non-employee director, to increase the annual            
September option grant from 3,000 to 4,000 shares and to                
provide for payment of director retainer fees all or one-half           
in Company common stock.                                                

The ISP permits the grant of incentive stock options                
("ISOs"), nonstatutory stock options (options which are not             
ISOs) ("NSOs"), stock appreciation rights ("SARs"),                     
restricted stock, performance units or performance shares.              

Grants of options under the ISP shall be for terms                  
specified by the Committee, except that the term generally              
shall not exceed 10 years.  Provisions of the ISP generally             
provide that in the event of a change in control all options            
become immediately and fully exercisable and all restrictions           
on restricted stock lapse.                                              

As part of the ISP, as amended in May 1995, each non-               
employee director of the Company receives a grant of NSOs for           
4,000 shares of the Company's common stock on the first                 
business day of September of each year ("Director Options").            
Director Options have an exercise price of 100% of the fair             
market value of the Company's common stock on the trading day           
prior to the date of grant, vest as to one-third of the                 
shares annually on the first three anniversary dates of the             
date of grant and expire 10 years after the date of grant.              
The first grant of the Director Options was made on September           
1, 1993.                                                                

The exercise price of an option (other than a Director              
Option) is determined by the Committee, provided that the               
exercise price shall not be less than 100% of the fair market           
value of a share of the Company's common stock on the date of           
grant.                                                                  

On January 2, 1996, the Committee awarded a total of 26,500         
shares of restricted stock to the five highly compensated               
executive officers named in the proxy statement.  At December           
31, 1995 there were  274,788 vested options which could have            
been exercised for a total exercise price of $10,807,673 and            
1,741,226 shares available for additional grants under the              
ISP.  The ISP shall terminate on the tenth anniversary of the           
day preceding the date of its adoption by the Board and no              
option or award shall be granted under the ISP thereafter.              

Stock option activity from December 31, 1992 through                
December 31, 1995 is summarized in the accompanying chart.              

Stock Option Activity                                                   

(In thousands,                                 Aggregate                
except per           Number    Option Price    Exercised                
share amounts)     of Shares    Per Share        Value                  
---------------------------------------------------------               

December 31, 1992    1,940    $ 5.94--$47.50    $65,326                 
Options granted        368    $30.00--$37.25     13,343                 
Options exercised     (182)   $ 5.94--$47.50     (5,341)                
Options cancelled     (162)   $ 5.94--$47.50     (5,533)                
    -----                       ------

December 31, 1993    1,964    $25.06--$46.13     67,795                 
Options granted        398    $37.00--$44.19     17,401                 
Options exercised      (76)   $25.06--$41.94     (2,465)                
Options cancelled     (110)   $25.06--$46.13     (4,068)                
    -----                       ------

December 31, 1994    2,176    $25.06--$45.88     78,663                 
Options granted        522    $47.00--$62.63     28,819                 
Options exercised     (493)   $25.06--$45.88    (16,980)                
Options cancelled       (6)   $37.25--$44.19       (269)                
    -----                       ------

December 31, 1995    2,199    $25.06--$62.63    $90,233                 
    =====                      =======

NOTE 16-PREFERRED SHARE PURCHASE RIGHTS                                 
In August 1986, the Board of Directors adopted a                    
stockholder rights plan and declared a dividend of one right            
for each outstanding share of Tandy common stock.  The                  
rights, as amended, which will expire on June 22, 2000, are             
currently represented by the common stock certificates and              
when they become exercisable will entitle holders to purchase           
one one-thousandth of a share of Tandy Series A Junior                  
Participating Preferred Stock for an exercise price of $140             
(subject to adjustment).  The rights will become exercisable            
and will trade separately from the common stock only upon the           
date of public announcement that a person, entity or group              
("Person") has acquired 15% or more of Tandy's outstanding              
common stock without the prior consent or approval of the               
disinterested directors ("Acquiring Person") or ten days                
after the commencement or public announcement of a tender or            
exchange offer which would result in any person becoming an             
Acquiring Person.  In the event that any person becomes an              
Acquiring Person, the rights will be exercisable for 60 days            
thereafter for Tandy common stock with a prior market value             
(as determined under the rights plan) equal to twice the                
exercise price.  In the event that, after any person becomes            
an Acquiring Person, the Company engages in certain mergers,            
consolidations, or sales of assets representing 50% or more             
of its assets or earning power with an Acquiring Person (or             
persons acting on behalf of or in concert with an Acquiring             
Person) or in which all holders of common stock are not                 
treated alike, the rights will be exercisable for common                
stock of the acquiring or surviving company with a prior                
market value (as determined under the rights plan) equal to             
twice the exercise price.  The rights will not be exercisable           
by any Acquiring Person.  The rights are redeemable at a                
price of $.05 per right prior to any person becoming an                 
Acquiring Person or, under certain circumstances, after the             
expiration of the 60-day period described above, but the                
rights may not be redeemed or the rights plan amended for 180           
days following a change in a majority of the members of the             
Board (or if certain agreements are entered into during such            
180-day period).                                                        

NOTE 17-TERMINATION PROTECTION PLANS                                    
In August 1990, the Board of Directors of the Company               
approved termination protection plans and amendments to                 
various other benefit plans described in Note 13.  These                
plans provide for defined termination benefits to be paid to            
eligible employees of the Company who have been terminated,             
without cause, following a change in control of the Company             
(as defined).  In addition, for a certain period of time                
following employee termination, the Company, at its expense,            
must continue to provide on behalf of the terminated employee           
certain employment benefits.  In general, during the twelve             
months following a change in control, the Company may not               
terminate or change existing employee benefit plans in any              
way which will affect accrued benefits or decrease the rate             
of the Company's contribution to the plans.                             

NOTE 18-ISSUANCE OF SERIES C PERCS AND TENDER OFFER                     
In February 1992, the Company issued 15,000,000 depositary          
shares of Series C Conversion Preferred Stock ("Series C                
PERCS") at $29.50 per depositary share (equivalent to                   
$2,950.00 for each Series C PERCS).  Each of the depositary             
shares represented ownership of 1/100th of a share of Series            
C PERCS.  The annual dividend for each depositary share was             
$2.14 (based on the annual dividend rate for each Series C              
PERCS of $214.00).                                                      

Tandy announced on January 23, 1995 that it had exercised           
its right to call all the issued and outstanding Series C               
PERCS for conversion on March 10, 1995, prior to its                    
mandatory conversion date of April 15, 1995.  For each Series           
C PERCS depositary share redeemed, 0.787757 Tandy common                
shares were issued for an aggregate of approximately                    
11,816,000 shares.  In addition, each Series C PERCS                    
depositary share received a dividend in cash of $0.321                  
representing the accrued dividend from January 16, 1995                 
through the redemption date of March 10, 1995.                          

NOTE 19-SUPPLEMENTAL CASH FLOW INFORMATION                              
The effects of changes in foreign exchange rates on cash            
balances have not been material.  Cash flows from operating             
activities included cash payments as follows:                           

 Year ended December 31,
  ----------------------------------
(In thousands)         1995        1994         1993                    
--------------      --------     --------     --------                  
Interest paid       $ 34,759     $ 31,440     $ 47,223                  
Income taxes paid   $ 68,361     $ 84,516     $105,313                  

Capital lease obligations of $6,003,000 and $23,873,000             
were recorded during the years ended December 31, 1995 and              
1994, respectively, for the lease of certain retail stores.             

NOTE 20-LITIGATION                                                      
The Company is a defendant in a consolidated action titled          
O'Sullivan Industries Holdings, Inc. Securities Litigation,             
----------------------------------------------------------              
which was commenced in  1994 and is currently pending before            
the United States District Court for the Western District of            
Missouri.  The plaintiffs seek damages in an unspecified                
amount alleging that the initial public offering of                     
O'Sullivan, which was formerly a subsidiary of the Company,             
as well as certain press releases and other materials,                  
contained material misrepresentations and omissions.  The               
parties have recently entered into a Memorandum of                      
Understanding which anticipates the settlement of this                  
litigation in the near future.  The complete resolution of              
the matter is dependent upon the satisfaction of several                
conditions including the parties entering a binding agreement           
and the Court approving the terms of such an agreement.                 
There can be no assurance that such an agreement will be                
reached or that Court approval will be obtained.  Under the             
terms of the Memorandum of Understanding, the Company's                 
contributions to the proposed settlement will not have a                
material adverse affect on its results of operations or                 
financial condition.  Tandy believes that the lawsuit is                
totally without merit and in the event this matter is not               
resolved, as is presently anticipated, the Company intends to           
resume its vigorous defense of this lawsuit.                            

Tandy has various claims, lawsuits, disputes with third             
parties, investigations and pending actions involving                   
allegations of negligence, product defects, discrimination,             
infringement of intellectual property rights, securities                
matters, tax deficiencies, violations of permits or licenses,           
and breach of contract and other matters against the Company            
and its subsidiaries incident to the operation of its                   
business.  The liability, if any, associated with these                 
matters was not determinable at December 31, 1995.  While               
certain of these matters involve substantial amounts, and               
although occasional adverse settlements or resolutions may              
occur and negatively impact earnings in the year of                     
settlement, it is the opinion of management that their                  
ultimate resolution will not have a materially adverse effect           
on Tandy's financial position.                                          

NOTE 21-DISCONTINUED OPERATIONS                                         
On June 25, 1993, the Board of Directors of Tandy adopted a         
formal plan of divestiture under which the Company would sell           
its computer manufacturing and marketing businesses, the                
O'Sullivan Industries, Inc. ("O'Sullivan") ready-to-assemble            
furniture manufacturing and related marketing business, the             
Memtek Products division and the Lika printed circuit board             
business.                                                               

Computer Manufacturing. The Company closed the sale         
of the computer manufacturing and marketing                     
businesses to AST on July 13, 1993.  In accordance              
with the terms of the definitive agreement between              
Tandy and AST, Tandy received $15,000,000 upon                  
closing of the sale.  The balance of the purchase               
price of $96,720,000 was payable by a promissory                
note.  The Company has discounted this note by                  
$2,000,000 and the discount continues to be                     
recognized as interest income using the effective               
interest rate method over the life of the note.                 

During the quarter ended September 30, 1995, the            
Company received $6,720,000 from AST as a prepayment            
on its promissory note.  The original promissory note           
was supported by a standby letter of credit in the              
amount of the lesser of $100,000,000 or 70% of the              
outstanding principal amount of the promissory note.            
This letter of credit has been replaced by a                    
$75,000,000 Letter of Guarantee dated August 22,                
1995, from Samsung Electronics Co., Ltd., a Korean              
corporation, or, alternatively, Samsung Electronics             
America, Inc., a New York corporation.  As of                   
December 31, 1995, Samsung owned approximately 40% of           
AST's outstanding stock.  Samsung's current credit              
ratings by S&P and Moody's are A- and Baa1,                     
respectively.                                                   

As a result of the prepayment, the note has been            
amended and the principal amount reduced to                     
$90,000,000.  The terms of the original promissory              
note stipulated that the outstanding principal                  
balance could be paid on July 11, 1996 at AST's                 
option in cash or the common stock of AST, provided             
that not more than 50% of the original principal                
amount of the note could be paid in common stock of             
AST.  The amended promissory note provides that AST             
may repay the note in AST common stock, provided that           
not more than the lesser of (a) $30,000,000, or (b)             
33% of the outstanding principal amount of the note             
at the time of payment may be payable by AST in                 
common stock of AST.  The interest rate on the                  
promissory note is currently 5% per annum and is                
adjusted annually, not to exceed 5% per annum.                  
Interest is accrued and paid annually.  The fair                
market value of the note approximates $89,754,000 at            
December 31, 1995.                                              

Memtek Products.  On November 10, 1993, the Company         
executed a definitive agreement with Hanny Magnetics            
(B.V.I.) Limited, a British Virgin Islands                      
corporation ("Hanny"), to sell certain assets of the            
Company's Memtek Products operations, including the             
license agreement with Memorex Telex, N.V. for the              
use of the Memorex trademark on licensed consumer               
electronics products.  This sale closed on                      
December 16, 1993.  Proceeds from this sale                     
aggregated $69,602,000.                                         

O'Sullivan Industries.  On January 27, 1994 the             
Company announced that it had reached an agreement              
with the underwriters to sell all the common stock of           
O'Sullivan Industries Holdings, Inc., the parent                
company of O'Sullivan, to the public at $22 per                 
share.  The net proceeds realized by Tandy in the               
initial public offering, together with a $40,000,000            
cash dividend from O'Sullivan Industries, Inc.,                 
approximated $350,000,000.  The initial public                  
offering closed on February 2, 1994.                            

Tandy has recognized income of approximately                
$1,335,000 and $4,399,000, net of tax, during the               
years ended December 31, 1995 and 1994, respectively,           
pursuant to a Tax Sharing and Tax Benefit                       
Reimbursement Agreement (the "Agreement") between               
Tandy and O'Sullivan.  Under the Agreement Tandy                
receives payments from O'Sullivan approximating the             
federal tax benefit that O'Sullivan  realizes from              
the increased tax basis of its assets resulting from            
the initial public offering.  The higher tax basis              
increases O'Sullivan's tax deductions and,                      
accordingly, reduces income taxes payable by                    
O'Sullivan.  These payments will be made over a 15-             
year time period and are contingent upon O'Sullivan's           
taxable income each year.  The Company is recognizing           
these payments as additional sale proceeds and gain             
in the year in which the payments become due and                
payable to the Company pursuant to the Agreement.               
The additional gain is recorded as a reduction of               
SG&A expense in the accompanying Consolidated                   
Statements of Income.                                           

Lika.  On October 11, 1994, Tandy sold the assets           
used in its Lika(R) printed circuit board division to           
Viktron Limited Partnership, an Illinois limited                
partnership.  The proceeds from the sale and                    
liquidation of assets approximated $16,380,000 which            
included $7,754,000 in cash, proceeds from                      
liquidation of retained assets of $5,594,000 and                
secured promissory notes for $3,032,000.  At December           
31, 1995, $1,400,000 remained as a receivable from              
Viktron.                                                        

The losses from discontinued operations prior to the                  
measurement date are outlined in the table below.                       

                          Year ended
(In thousands)                           December 31, 1993              
--------------                           -----------------              
Net sales and operating revenues             $ 368,137                  
                           =========

Loss from discontinued operations:                                      
Operating loss before income tax             $ (59,549)                 
Income tax benefit                               1,930                  
                           ---------
Operating loss                                 (57,619)                 
                           ---------

Estimated loss on disposal                     (63,778)                 
Estimated operating loss during                                         
phase out period                              (7,000)               
Income tax benefit                              16,600                  
                           ---------
Loss on disposal                               (54,178)                 
                           ---------

Total loss from discontinued operations      $(111,797)                 
                           =========

Interest expense of $4,608,000 allocated through the                
measurement date of June 30, 1993, has been allocated to                
discontinued operations based on the percentage of the net              
assets of discontinued operations to total net assets.                  

NOTE 22-RELATIONS WITH INTERTAN                                         
Summarized in the tables below are the amounts recognized           
by the Company at December 31, 1995 and 1994, and for each of           
the three years ended December 31, 1995 in relation to its              
agreements with InterTAN.  The fair market value of the notes           
receivable approximates $45,893,000 at December 31, 1995.               
The Company purchased the notes at a discount and InterTAN              
has an obligation to pay the gross amount of the notes.                 

     Balance at December 31,
     -----------------------
(In thousands)               1995          1994                         
--------------             --------      --------                       
Gross amount of notes      $ 44,903      $ 51,861                       
Discount                     12,161        16,343                       
    --------      --------
Net amount of notes        $ 32,742      $ 35,518                       
    ========      ========

Current portion of notes   $ 14,639      $  4,260                       
Non-current portion                                                     
of notes                   18,103        31,258                     
Other current receivables     6,707         4,447                       
    --------      --------
    $ 39,449      $ 39,965
    ========      ========

               Year Ended December 31,
                ----------------------------------
(In thousands)               1995          1994        1993             
--------------             --------      --------    --------           
Sales and commission                                                    
income                   $ 10,904      $ 19,764    $ 93,315         
                ========      ========    ========

Interest income            $  4,066      $  4,426    $  3,085           
Accretion of discount         4,182         3,854          --           
                --------      --------    --------
                $  8,248      $  8,280    $  3,085
                ========      ========    ========

Royalty income             $    758            --          --           
                ========      ========    ========

InterTAN, the former foreign retail operations of Tandy,            
was spun off to Tandy stockholders as a tax-free dividend in            
fiscal 1987.  Under the merchandise purchase terms of the               
original distribution agreement, InterTAN could purchase on             
payment terms products sold or secured by Tandy.  A&A                   
International ("A&A"), a subsidiary of Tandy, was the                   
exclusive purchasing agent for products originating in the              
Far East for InterTAN.                                                  

On July 16, 1993, InterTAN had an account payable to Tandy          
of approximately $17,000,000 of which $7,600,000 was in                 
default.  InterTAN's outstanding purchase orders for                    
merchandise placed under the distribution agreement with                
Tandy, but not yet shipped, totaled approximately                       
$44,000,000.  Because InterTAN had defaulted, on July 16                
Tandy terminated the merchandise purchase terms of the                  
distribution agreement and the license agreements.  Tandy               
offered InterTAN interim license agreements which expired               
July 22, 1993, unless extended.  The agreements were extended           
on July 23, 1993.                                                       

On July 30, 1993, Trans World Electronics, Inc. ("Trans             
World"), a subsidiary of Tandy, reached agreement with                  
InterTAN's banking syndicate to buy approximately $42,000,000           
of InterTAN's debt at a negotiated, discounted price.  The              
closing of this purchase occurred on August 5, 1993, at which           
time Tandy resumed limited shipments to InterTAN and granted            
a series of short-term, interim licenses pending the                    
execution of new license and merchandise agreements.  The               
debt purchased from the banks was restructured into a seven-            
year note with interest of 8.64% due semiannually beginning             
February 25, 1994 and semiannual principal payments beginning           
February 25, 1995 (the "Series A" note).  Trans World                   
provided approximately $10,000,000 in working capital and               
trade credit to InterTAN.  Interest on the working capital              
loan (the "Series B" note) of 8.11% is due semiannually                 
beginning February 25, 1994 with the principal due in full on           
August 25, 1996.  Trans World also has received warrants with           
a five-year term exercisable for approximately 1,450,000                
shares of InterTAN common stock at an exercise price of                 
$6.618 per share.  As required by an agreement with Tandy,              
InterTAN has registered the warrants under the Securities Act           
of 1933.  At December 31, 1995, InterTAN's common stock                 
price, as quoted in the Wall Street Journal, was $7.25 per              
-------------------     
share.  The fair market value of these warrants at December             
31, 1995 approximates $1,000,000.  At February 29, 1996,                
InterTAN's common stock price had declined to $5.00 and,                
therefore, the fair market value of the warrants declined as            
well.                                                                   

In addition to the bank debt purchased by Trans World and           
the working capital loan, InterTAN's obligations to Trans               
World included two additional notes for approximately                   
$23,665,000 (the "Series C" note) and $24,037,000 (the                  
"Series D" note) with interest rates of 7.5% and 8%,                    
respectively.  All principal and interest on these two notes            
have been paid in full.  Subject to certain conditions                  
described below, all of Tandy's debt from InterTAN is secured           
by a first priority lien on substantially all of InterTAN's             
assets in Canada and the U.K.                                           

A new merchandise agreement was reached with InterTAN in            
October 1993, and amended in 1995, which requires a                     
percentage of future purchase orders to be backed by letters            
of credit posted by InterTAN.  New license agreements provide           
a royalty payable to Tandy, which began in the September 1995           
quarter.  InterTAN had obligations for purchase orders                  
outstanding for merchandise ordered by A&A for InterTAN but             
not yet shipped totaling approximately $25,447,000 at                   
December 31, 1995.                                                      

InterTAN increased its bank revolving credit facility with          
its new banking syndicate to Canadian $60,000,000 (U.S.                 
$43,975,000 equivalent at December 31, 1995) in 1994.  In the           
event of InterTAN's default on the bank credit line, Tandy              
will, at the option of InterTAN's new banking syndicate,                
purchase InterTAN's inventory and related accounts receivable           
at 50% of their net book value, up to the amount of                     
outstanding bank loans, but not to exceed Canadian                      
$60,000,000.  In that event, Tandy could foreclose on its               
first priority lien on InterTAN's assets in Canada and the              
U.K.  If Tandy fails to purchase the inventory and related              
accounts receivable of InterTAN from the banking syndicate,             
the syndicate, upon notice to Tandy and expiration of time,             
can foreclose upon InterTAN's assets in Canada and the U.K.             
ahead of Tandy.  The inventory repurchase agreement between             
InterTAN's banking syndicate and Tandy has been amended and             
restated to reflect the foregoing.                                      

A&A will continue as the exclusive purchasing agent for             
InterTAN in the Far East on a commission basis.  Effective              
March 1994, only the purchasing agent commission and sales by           
Tandy manufacturing plants to InterTAN were recorded as sales           
and operating revenues.  InterTAN purchases from third                  
parties through A&A are no longer recorded as sales,                    
reflecting the arrangement under the new merchandise                    
agreement.  Accordingly, sales by Tandy to InterTAN in 1995             
and 1994 were considerably lower than in prior years;                   
however, the earned income relating thereto was not                     
materially different.                                                   

Through February 1996, InterTAN has met all of its payment          
obligations to Tandy.  Published income before taxes for the            
six months ended December 31, 1995 approximated $13,151,000             
compared to $15,329,000 for the six months ended December 31,           
1994.  The reduction in InterTAN's earnings per fully diluted           
share from $1.11 in the six months ended December 31, 1994 to           
$0.52 in the current six months is primarily attributable to            
a tax credit taken in fiscal 1995, and to a lesser extent, an           
economic downtrend in its primary market of Canada.  Nothing            
has come to the attention of management which would indicate            
that InterTAN would not be able to continue to meet its                 
payment obligations pursuant to the debt agreements with                
Tandy.                                                                  

Canadian tax authorities are reviewing InterTAN's Canadian          
subsidiary's 1987-89 tax returns.  The Company cannot                   
determine whether the ultimate resolution of that review will           
have an effect on InterTAN's ability to meet its obligations            
to Tandy, but at present, nothing has come to the attention             
of the Company which would lead it to believe that the                  
ultimate resolution of this review would impair InterTAN's              
ability to meet its obligations to Tandy.                               

NOTE 23-QUARTERLY DATA (UNAUDITED)                                      
As the Company's operations are predominantly retail                
oriented, its business is subject to seasonal fluctuations              
with the December 31 quarter being the most significant in              
terms of sales and profits because of the Christmas selling             
season.                                                                 

During the quarter ended December 31, 1994, the Company             
recognized a restructuring charge of $89,071,000 for business           
restructuring relating to the closing of certain retail                 
stores.  The Company also recognized a gain of $91,437,000              
relating to the sale of Computer City and Incredible Universe           
private label credit card portfolios and the transfer of the            
Company's legal obligations pursuant to extended service                
contracts.  See Notes 3 and 4 for further information.                  

                                                            [Enlarge/Download Table]
                                                                                            

QUARTERLY DATA (Unaudited)                                                                  

<CAPTIONS>                                                                                  

(In thousands, except                                    Three Months Ended                 
                                        ----------------------------------------------------
per share amounts)                       March 31      June 30       Sept. 30      Dec. 31  
--------------------------------------------------------------------------------------------
                                                                                            
Year ended December 31, 1995                                                                
Net sales and operating revenues        $1,226,622    $1,185,047    $1,339,930    $2,087,468
Gross profit                            $  446,579    $  445,769    $  478,537    $  703,298
Net income                              $   38,935    $   37,964    $   44,901    $   90,174

Net income available per average                                                            
  common and common equivalent share    $     0.55    $     0.55    $     0.66    $     1.39
Dividends declared per common share     $     0.18    $     0.18    $     0.18    $     0.20

Average common and common                                                                   
  equivalent shares outstanding             68,174        66,240        65,719        63,717

Year ended December 31, 1994                                                                
Net sales and operating revenues        $  992,135    $1,009,277    $1,119,155    $1,823,112
Gross profit                            $  407,354    $  407,174    $  447,656    $  663,880
Net income                              $   41,795    $   34,415    $   46,191    $  101,934

Net income available per average                                                            
  common and common equivalent share    $     0.53    $     0.44    $     0.59    $     1.37

Dividends declared per common share     $     0.15    $     0.15    $     0.15    $     0.18

Average common and common                                                                   
  equivalent shares outstanding             75,802        75,417        75,023        73,262

                                                                            
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TANDY CORPORATION           
INDEX TO EXHIBITS           

Exhibit                                          Sequential             
Number    Description                              Page No.             

2a        Agreement for Purchase and Sale of Assets                     
dated as of June 30, 1993 between AST               
Research, Inc., as Purchaser and Tandy              
Corporation, TE Electronics Inc., and               
GRiD Systems Corporation, as Sellers                
(without exhibits) (filed as Exhibit 2 to           
Tandy's July 13, 1993 Form 8-K filed on             
July 27, 1993, Accession No. 0000096289-            
93-000004 and incorporated herein by                
reference).                                         

2b        Amended and Restated Stock Exchange                           
Agreement dated February 1, 1994 by and             
among O'Sullivan Industries Holdings,               
Inc., and TE Electronics Inc. (filed as             
Exhibit 2b to Tandy's Form 10-K filed on            
March 30, 1994, Accession No. 0000096289-           
94-000029 and incorporated herein by                
reference).                                         

2c        U.S. Purchase Agreement dated January 26,                     
1994 by and among O'Sullivan Industries             
Holdings, Inc., TE Electronics Inc. and             
the U.S. Underwriters which included                
Merrill Lynch & Co., Wheat First Butcher            
& Singer, The Chicago Dearborn Company              
and Rauscher Pierce Refsnes, Inc. (filed            
as Exhibit 2c to Tandy's Form 10-K filed            
on March 30, 1994, Accession No.                    
0000096289-94-000029 and incorporated               
herein by reference).                               

2d        International Purchase Agreement dated                        
January 26, 1994 by and among O'Sullivan            
Industries Holdings, Inc., TE Electronics           
Inc. and the U.S. Underwriters which                
included Merrill Lynch International                
Limited and UBS Limited (filed as Exhibit           
2d to Tandy's Form 10-K filed on March              
30, 1994, Accession No. 0000096289-94-              
000029 and incorporated herein by                   
reference).                                         

2e        Acquisition Agreement dated January 18,                       
1995 between Hurley State Bank, as                  
purchaser and Tandy Credit Corporation as           
seller (without exhibits) (filed as                 
Exhibit (c) to Tandy's January 18, 1995             
Form 8-K filed on February 2, 1995,                 
Accession No. 0000096289-95-000008 and              
incorporated herein by reference).                  

2e(i)     Amendment No. 1 to Acquisition Agreement                      
dated January 18, 1995 between Tandy                
Credit Corporation, Tandy National Bank             
and Hurley State Bank (filed as Exhibit 2           
to Tandy's March 30, 1995 Form 8-K filed            
on April 12, 1995, Accession No.                    
0000096289-95-000012 and incorporated               
herein by reference).                               

2f        Agreement Plan of Merger dated March 30,                      
1995 by and among Tandy Corporation,                
Tandy Credit Corporation, Hurley State              
Bank and Hurley Receivables Corporation             
(filed as Exhibit 3 to Tandy's March 30,            
1995 Form 8-K filed on April 12, 1995,              
Accession No. 0000096289-95-000012 and              
incorporated herein by reference).                  

3a(i)     Restated Certificate of Incorporation of                      
Tandy dated December 10, 1982 (filed as             
Exhibit 4A to Tandy's 1993 Form S-8 for             
the Tandy Corporation Incentive Stock               
Plan, Reg. No. 33-51603, filed on                   
November 12, 1993, Accession No.                    
0000096289-93-000017 and incorporated               
herein by reference).                               

3a(ii)    Certificate of Amendment of Certificate                       
of Incorporation of Tandy Corporation               
dated November 13, 1986 (filed as Exhibit           
4A to Tandy's 1993 Form S-8 for the Tandy           
Corporation Incentive Stock Plan, Reg.              
No. 33-51603, filed on November 12, 1993,           
Accession No. 0000096289-93-000017 and              
incorporated herein by reference).                  

3a(iii)   Certificate of Amendment of Certificate                       
of Incorporation, amending and restating            
the Certificate of Designation,                     
Preferences and Rights of Series A Junior           
Participating Preferred Stock dated June            
22, 1990 (filed as Exhibit 4A to Tandy's            
1993 Form  S-8 for the Tandy Corporation            
Incentive Stock Plan, Reg. No. 33-51603,            
filed on November 12, 1993, Accession No.           
0000096289-93-000017 and incorporated               
herein by reference).                               

3a(iv)    Certificate of Designations of Series B                       
TESOP Convertible Preferred dated June              
29, 1990 (filed as Exhibit 4A to Tandy's            
1993 Form  S-8 for the Tandy Corporation            
Incentive Stock Plan, Reg. No. 33-51603,            
filed on November 12, 1993, Accession No.           
0000096289-93-000017 and incorporated               
herein by reference).                               

3a(v)     Certificate of Designation, Series C                          
Conversion Preferred Stock dated February           
13, 1992 (filed as Exhibit 4A to Tandy's            
1993 Form  S-8 for the Tandy Corporation            
Incentive Stock Plan, Reg. No. 33-51603,            
filed on November 12, 1993, Accession No.           
0000096289-93-000017 and incorporated               
herein by reference).                               

3b        Tandy Corporation Bylaws, restated as of                      
January 1, 1996.                               60   

4a        Amended and restated Rights Agreement                         
with the First National Bank of Boston              
dated June 22, 1990 for Preferred Share             
Purchase Rights (filed as Exhibit 4b to             
Tandy's Form 10-K filed on March 30,                
1994, Accession No. 0000096289-94-000029            
and incorporated herein by reference).              

4b        Revolving Credit Agreement between Tandy                      
Corporation and Texas Commerce Bank,                
individually and as Agent for sixteen               
other banks, dated as of May 27, 1994               
(without exhibits) (filed as Exhibit 4c             
to Tandy's Form 10Q filed on August 15,             
1994, Accession No. 0000096289-94-000039            
and incorporated herein by reference).              

4c        First Amendment to the Revolving Credit                       
Agreement between Tandy Corporation and             
Texas Commerce Bank as Agent for sixteen            
other banks, dated as of May 26, 1995               
(Facility A).                                  70   

4d        First Amendment to the Revolving Credit                       
Agreement between Tandy Corporation and             
Texas Commerce Bank as Agent for sixteen            
other banks, dated as of May 26, 1995               
(Facility B).                                  94   

10a*      Salary Continuation Plan for Executive                        
Employees of Tandy Corporation and                  
Subsidiaries including amendment dated              
June 14, 1984 with respect to                       
participation by certain executive                  
employees, as restated October 4, 1990              
(filed as Exhibit 10a to Tandy's Form 10-           
K filed on March 30, 1994, Accession No.            
0000096289-94-000029 and incorporated               
herein by reference).                               

10b*      Form of Executive Pay Plan Letters.           117             

10c*      Post Retirement Death Benefit Plan for                        
Selected Executive Employees of Tandy               
Corporation and Subsidiaries as restated            
June 10, 1991 (filed as Exhibit 10c to              
Tandy's Form 10-K filed on March 30,                
1994, Accession No. 0000096289-94-000029            
and incorporated herein by reference).              

10d*      Tandy Corporation Officers Deferred                           
Compensation Plan as restated July 10,              
1992 (filed as Exhibit 10d to Tandy's               
Form 10-K filed on March 30, 1994,                  
Accession No. 0000096289-94-000029 and              
incorporated herein by reference).                  

10e*      Special Compensation Plan No. 1 for Tandy                     
Corporation Executive Officers, adopted             
in 1993 (filed as Exhibit 10e to Tandy's            
Form 10-K filed on March 30, 1994,                  
Accession No. 0000096289-94-000029 and              
incorporated herein by reference).                  

10f*      Special Compensation Plan No. 2 for Tandy                     
Corporation Executive Officers, adopted             
in 1993 (filed as Exhibit 10f to Tandy's            
Form 10-K filed on March 30, 1994,                  
Accession No. 0000096289-94-000029 and              
incorporated herein by reference).                  

10g*      Special Compensation Plan for Directors                       
of Tandy Corporation dated November 13,             
1986 (filed as Exhibit 10g to Tandy's               
Form 10-K filed on March 30, 1994,                  
Accession No. 0000096289-94-000029 and              
incorporated herein by reference).                  

10h*      Director Fee Resolution (filed as Exhibit                     
10h to Tandy's Form 10-K filed on March             
30, 1994, Accession No. 0000096289-94-              
000029 and incorporated herein by                   
reference).                                         

10i*      Tandy Corporation 1985 Stock Option Plan                      
as restated effective August 1990 (filed            
as Exhibit 10i to Tandy's Form 10-K filed           
on March 30, 1994, Accession No.                    
0000096289-94-000029 and incorporated               
herein by reference).                               

10j*      Tandy Corporation 1993 Incentive Stock                        
Plan as restated May 18, 1995 (filed as             
Exhibit 10j to Tandy's Form 10-Q filed on           
August 14, 1995, Accession No. 0000096289-          
95-000016 and incorporated herein by                
reference).                                         

10k*      Tandy Corporation Officers Life Insurance                     
Plan as amended and restated effective              
August 22, 1990 (filed as Exhibit 10k to            
Tandy's Form 10-K filed on March 30,                
1994, Accession No. 0000096289-94-000029            
and incorporated herein by reference).              

10l*      First Restated Trust Agreement Tandy                          
Employees Supplemental Stock Program                
through Amendment No. IV dated January 1,           
1996.                                         129   

10m*      Forms of Termination Protection                               
Agreements for (i) Corporate Executives,            
(ii) Division Executives, and (iii)                 
Subsidiary Executives (filed as Exhibit             
10m to Tandy's Form 10-Q  filed on August           
14, 1995, Accession No. 0000096289-95-              
000016 and incorporated herein by                   
reference).                                         

10n*      Tandy Corporation Termination Protection                      
Plans for Executive Employees of Tandy              
Corporation and its Subsidiaries (i) the            
Level I and (ii) Level II Plans (filed as           
Exhibit 10n filed on August 14, 1995,               
Accession No. 0000096289-95-000016  to              
and incorporated herein by reference).              

10o*      Forms of Bonus Guarantee Letter                               
Agreements with certain Executive                   
Employees of Tandy Corporation and its              
Subsidiaries (i) Formula, (ii)                      
Discretionary, and (iii) Pay Plan (filed            
as Exhibit 10o to Tandy's Form 10-K filed           
on March 30, 1994, Accession No.                    
0000096289-94-000029 and incorporated               
herein by reference).                               

10p*      Form of Indemnity Agreement with                              
Directors, Corporate Officers and two               
Division Officers of Tandy Corporation.       148   

11        Statement of Computation of Earnings per                      
Share                                         156   

12        Statement of Computation of Ratios of                         
Earnings to Fixed Charges                     157   

21        Subsidiaries                                  158             

23        Consent of Independent Accountants            159             

27        Financial Data Schedule                                       

_______________________                                                 

*  Each of these exhibits is a "management contract                     
or compensatory plan, contract, or                  
arrangement".                                       

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                                        EXHIBIT 3b
TANDY CORPORATION BYLAWS            
RESTATED AS OF            
JANUARY 1, 1996           

ARTICLE I           

OFFICES           

SECTION 1.  Registered Office.  The Registered office of the            
-----------------                               
Corporation in the State of Delaware shall be located in the            
City of Wilmington, County of New Castle, State of Delaware,            
and the name of the resident agent in charge thereof shall be           
The Corporation Trust Company.                                          

SECTION 2.  Other Offices.  The principal office shall be at            
-------------                                   
1800 One Tandy Center, Fort Worth, Texas.  The Corporation              
may also have offices at other places as the Board of                   
Directors may from time to time appoint or the business of              
the Corporation may require.                                            

ARTICLE II            

MEETINGS OF STOCKHOLDERS            

SECTION 1.  Place of Meeting.  All meetings of the                      
----------------                                
stockholders for the election of directors shall be held at             
such place within or without the State of Delaware as the               
Board of Directors may designate, provided that at least ten            
(10) days' notice must be given to the stockholders entitled            
to vote thereat of the place so fixed.  Until the Board of              
Directors shall designate otherwise the annual meeting of               
stockholders and the election of directors shall take place             
at the office of the Corporation at 1800 One Tandy Center,              
Fort Worth, Texas.  Meetings of stockholders for any other              
purpose may be held at such place and time as shall be stated           
in the notice of the meeting.                                           

SECTION 2.  Annual Meetings.  The annual meeting of the       
---------------                       
stockholders for the year 1993 shall be held on October 7,              
1993, at 10:00 A.M., or on such other date and at such other            
time as shall be designated by the Board of Directors and               
stated in the notice of the meeting.  The annual meeting of             
the stockholders shall be held on the Third Thursday in May             
of each year beginning with the year 1994, if not a legal               
holiday, and if a legal holiday, then on the next business              
day following, at 10:00 A.M., or on such other date and at              
such other time as shall be designated from time to time by             
the Board of Directors and stated in the notice of the                  
meeting.  At such annual meetings the stockholders shall                
elect a Board of Directors by a plurality vote and shall                
transact such other business as may properly be brought                 
before the meeting.                                                     

SECTION 3.  Special Meetings.  Special meetings of the        
----------------                      
stockholders, for any purpose or purposes, unless otherwise             
prescribed by statute or the Certificate of Incorporation,              
may be called by the Chairman of the Board or the President,            
and shall be called by the Secretary at the request in                  
writing of a majority of the Board of Directors.  Such                  
request shall state the purpose or purposes of the proposed             
meeting.                                                                

SECTION 4.  Notice.  Written or printed notice of every       
------                                
meeting of stockholders, annual or special, stating the time            
and place thereof, and, if a special meeting, the purpose or            
purposes in general terms for which the meeting is called,              
shall not be less than ten (10) days before such meeting be             
served upon or mailed to each stockholder entitled to vote              
thereat, at his address as it appears upon the books of the             
Corporation or, if such stockholder shall have filed with the           
Secretary of the Corporation a written request that notices             
intended for him be mailed to some other address, then to the           
address designated in such request.                                     

SECTION 5.  Quorum.  Except as otherwise provided by law      
------                                
or by the Certificate of Incorporation, the presence in                 
person or by proxy at any meeting of stockholders of the                
holders of a majority of the shares of the capital stock of             
the Corporation issued and outstanding and entitled to vote             
thereat shall be requisite and shall constitute a quorum.               
If, however, such majority shall not be represented at any              
meeting of the stockholders regularly called, the holders of            
a majority of the shares present in person or by proxy and              
entitled to vote thereat shall have power to adjourn the                
meeting to another time, or to another time and place,                  
without notice other than announcement of adjournment at the            
meeting, and there may be successive adjournments for like              
cause and in like manner until the requisite amount of shares           
entitled to vote at such meeting shall be represented.  At              
such adjourned meeting at which the requisite amount of                 
shares entitled to vote thereat shall be represented, any               
business may be transacted which might have been transacted             
at the meeting as originally notified.                                  

SECTION 6.  Votes.  Proxies.  At each meeting of              
-----                                 
stockholders every stockholder shall have one vote for each             
share of capital stock entitled to vote which is registered             
in his name on the books of the Corporation on the date on              
which the transfer books were closed, if closed, or on the              
date set by the Board of Directors for the determination of             
stockholders entitled to vote at such meeting.  At each such            
meeting every stockholder shall be entitled to vote in                  
person, or by proxy appointed by an instrument in writing               
subscribed by such stockholder and bearing a date not more              
than three years prior to the meeting in question, unless               
said instrument provides for a longer period during which it            
is to remain in force.                                                  

At all meetings of the stockholders, a quorum being           
present, all matters shall be decided by majority vote of the           
shares of stock entitled to vote held by stockholders present           
in person or by proxy, except as otherwise required by the              
Certificate of Incorporation or the laws of the State of                
Delaware.  Unless so directed by the chairman of the meeting,           
or required by the laws of the State of Delaware, the vote              
thereat on any question need not be by ballot.                          

On a vote by ballot, each ballot shall be signed by the       
stockholder voting, or in his name by his proxy, if there be            
such proxy, and shall state the number of shares voted by him           
and the number of votes to which each share is entitled.  On            
a vote by ballot, the chairman shall appoint two inspectors             
of election, who shall first take and subscribe an oath or              
affirmation faithfully to execute the duties of inspector at            
such meeting with strict impartiality and according to the              
best of their ability and who shall take charge of the polls            
and after the balloting shall make a certificate of the                 
result of the vote taken; but no director or candidate for              
the office of director shall be appointed as such inspector.            

SECTION 7.  Stock List.  At least ten (10) days before        
----------                            
every election of directors, a complete list of stockholders            
entitled to vote at such election, arranged in alphabetical             
order, with the residence of each and the number of voting              
shares held by each shall be prepared by the Secretary.  Such           
list shall be open at the place where the election is to be             
held for said ten (10) days, to the examination of any                  
stockholder entitled to vote at that election and shall be              
produced and kept at the time and place of election during              
the whole time thereof, and subject to the inspection of any            
stockholder who may be present.                                         

SECTION 8.  Notice of Stockholder Proposals.                  
-------------------------------     

(a) At an annual meeting of the stockholders, only such       
business shall be conducted, and only such proposals shall be           
acted upon, as shall have been brought before the annual                
meeting (i) by, or at the direction of, the Board of                    
Directors or (ii) by any stockholder of record of the                   
Corporation who complies with the notice procedures set forth           
in this Section 8 of these Bylaws.  For a proposal to be                
properly brought before an annual meeting by a stockholder,             
the stockholder must have given timely notice thereof in                
writing to the Secretary of the Corporation.  To be timely, a           
stockholder's notice must be delivered to, or mailed and                
received at, the principal executive offices of the                     
Corporation not less than  sixty (60) days nor more than                
ninety (90) days prior to the scheduled annual meeting,                 
regardless of any postponements, deferrals or adjournments of           
that meeting to a later date; provided, however, that if less           
than seventy (70) days' notice or prior public disclosure of            
the date of the scheduled annual meeting is given or made,              
notice by the stockholder to be timely must be so delivered             
or received not later than the close of business on the tenth           
(10th) day following the earlier of the day on which such               
notice of the date of the scheduled annual meeting was mailed           
or the day on which such public disclosure was made.  A                 
stockholder's notice to the Secretary shall set forth as to             
each matter the stockholder proposes to bring before the                
annual meeting (i) a brief description of the proposal                  
desired to be brought before the annual meeting and the                 
reasons for conducting such business at the annual meeting,             
(ii) the name and address, as they appear on the                        
Corporation's books, of the stockholder proposing such                  
business and any other stockholders known by such stockholder           
to be supporting such proposal, (iii) the class and number of           
shares of the Corporation's stock which are beneficially                
owned by the stockholder on the date of such stockholder                
notice and by any other stockholders known by such                      
stockholder to be supporting such proposal on the date of               
such stockholder notice, and (iv) any financial interest of             
the stockholder in such proposal.                                       

(b)  If the presiding officer of the annual meeting           
determines that a stockholder proposal was not made in                  
accordance with the terms of this Section 8, he shall so                
declare at the annual meeting and any such proposal shall not           
be acted upon at the annual meeting.                                    

(c)  This provision shall not prevent the consideration       
and approval or disapproval at the annual meeting of reports            
of officers, directors and committees of the Board of                   
Directors, but, in connection with such reports, no business            
shall be acted upon at such annual meeting unless stated,               
filed and received as herein provided.                                  

(d)  Any stockholder seeking to bring a proposal before       
an annual meeting of the Corporation shall continue to be               
subject, to the extent applicable, to the requirements of               
Section 14(a) of the Securities Act of 1934, as amended, and            
the regulations thereunder, as well as the requirements of              
this Section 8.                                                         

ARTICLE III           

DIRECTORS           

SECTION 1.  Number.  The business and property of the         
------                                
Corporation shall be conducted and managed by a Board of                
Directors consisting of not less than three (3) or more than            
fourteen (14) members, none of whom need be a stockholder.              

The Board of Directors of the Corporation shall               
initially be composed of three (3) directors, but the Board             
may at any time by resolution increase or decrease the number           
of directors to not more than fourteen (14) or less than                
three (3).  The vacancies resulting from any such increase in           
the Board of Directors, or an increase resulting from an                
amendment of this Section, shall be filled as provided in               
Section 3 of this ARTICLE III.                                          

SECTION 2.  Term of Office.  Except as otherwise              
--------------                        
provided by law such director shall hold office until the               
next annual meeting of stockholders, and until his successor            
is duly elected and qualified or until his earlier death or             
resignation.                                                            

SECTION 3.  Vacancies.  If any vacancy shall occur among      
---------                             
the directors, or if the number of directors shall at any               
time be increased, the directors in office, although less               
than a quorum, by a majority vote may fill the vacancies or             
newly created directorships, or any such vacancies or newly             
created directorships may be filled by the stockholders at              
any meeting.  When one or more directors shall resign from              
the Board of Directors, effective at a future date, a                   
majority of the directors then in office, including those who           
have so resigned, shall have power to fill such vacancy or              
vacancies, the vote thereon to take effect when such                    
resignation or resignations shall become effective, and each            
director so chosen shall hold office as herein provided in              
the filling of other vacancies.                                         

SECTION 4.  Meetings.  Meetings of the Board of               
--------                              
Directors shall be held at such place within or without the             
State of Delaware as may from time to time be fixed by                  
resolution of the Board of Directors or by the Chairman of              
the Board, or as may be specified in the notice or waiver of            
notice of any meeting.  A regular meeting of the Board of               
Directors may be held without notice immediately following              
the annual meeting of stockholders at the place where such              
annual meeting is held. Regular meetings of the Board may               
also be held without notice at such time and place as shall             
from time to time be determined by resolution of the Board of           
Directors.                                                              

Special meetings of the Board of Directors may be called      
by the Chairman of the Board, or the Secretary and shall be             
called by the Secretary on the written request of two members           
of the Board of Directors.  Notice of any special meeting               
shall be given to each director at least (a) twelve (12)                
hours before the meeting by telephone or by being personally            
delivered or sent by telex, telecopy, telegraph, or similar             
means or (b) three (3) days before the meeting if delivered             
by mail to the director's residence or usual place of                   
business.  Such notice shall be deemed to be delivered when             
deposited in the United States mail so addressed, with                  
postage prepaid, or when transmitted if sent by telex,                  
telecopy, telegraph or similar means.  Neither the business             
to be transacted at, nor the purpose of, any special meeting            
of the Board of Directors needs to be specified in the notice           
or waiver of notice of such meeting.                                    

Members of the Board of Directors may participate in a        
meeting of such Board by means of conference telephone or               
similar communication equipment by means of which all persons           
participating in the meeting can hear each other, and                   
participation in the meeting pursuant hereto shall constitute           
presence in person at such meeting.                                     

Any director may waive notice of any meeting by a             
writing signed by the director entitled to the notice and               
filed with the minutes or corporate records.  The attendance            
at or participation of the director at a meeting shall                  
constitute waiver of notice of such meeting, unless the                 
director at the beginning of the meeting or promptly upon his           
arrival objects to holding the meeting or transacting                   
business at the meeting.                                                

SECTION 5.  Quorum.  A majority, but not less than two        
------                                
(2), of the directors shall constitute a quorum for the                 
transaction of business.  If at any meeting of the Board of             
Directors there shall be less than a quorum present, a                  
majority of those present may adjourn the meeting from time             
to time without notice other than announcement of the                   
adjournment at the meeting, and at such adjourned meeting at            
which a quorum is present any business may be transacted                
which might have been transacted at the meeting as originally           
notified.                                                               

SECTION 6.  Compensation.  The directors may be paid          
------------                          
their expenses, if any, of attendance at each meeting of the            
Board of Directors, a fixed sum for attendance at each                  
meeting of the Board of Directors and/or a stated fee as                
director.  No such payment shall preclude any director from             
serving the Corporation in any other capacity and receiving             
compensation therefor.  Members of the Executive Committee              
and/or of other committees may be allowed like compensation             
and reimbursement of expenses for attending committee                   
meetings.                                                               

SECTION 7.  Chairman.  From its members, the Board of         
--------                              
Directors will elect a chairman to preside over meetings of             
the shareholders and of the Board.  The Chairman may                    
simultaneously serve as any Officer of the Corporation set              
forth in Article V. The Board may elect one or more Vice                
Chairmen.  In the absence of the Chairman or a Vice Chairman,           
if any, the Board shall designate a person to preside at such           
meetings.  The director's fee of the Chairman and the Vice              
Chairman, if any, will be set by the Board.                             

SECTION 8.  Director Nominations.  Nominations for the        
--------------------                  
election of directors may be made by the Board of Directors             
or a nominating committee appointed by the Board of Directors           
or by any stockholder entitled to vote in the election of               
directors generally.  However, any stockholder entitled to              
vote in the election of directors generally may nominate one            
or more persons for election as directors at a meeting only             
if written notice of such stockholder's intent to make such             
nomination or nominations has been given, either by personal            
delivery or by United States mail, postage prepaid, to the              
Secretary of the Corporation not later than (i) with respect            
to an election to be held at an annual meeting of                       
stockholders, ninety (90) days prior to the first anniversary           
date of the immediately preceding annual meeting, and (ii)              
with respect to an election to be held at a special meeting             
of stockholders for the election of directors, the close of             
business on the tenth (10th) day following the date on which            
notice of such meeting is first given to stockholders.  Each            
such notice shall set forth:  (a) the name and address of the           
stockholder who intends to make the nomination and of the               
person or persons to be nominated:  (b) a representation that           
the stockholder is a holder of record of stock of the                   
Corporation entitled to vote at such meeting and intends to             
appear in person or by proxy at the meeting to nominate the             
person or persons specified in the notice;  (c) a description           
of all arrangements or understandings between the stockholder           
and each nominee and any other person or persons (naming such           
person or persons) pursuant to which the nomination or                  
nominations are to be made by the stockholder;  (d) such                
other information regarding each nominee proposed by such               
stockholder as would be required to be included in a proxy              
statement filed pursuant to the proxy rules of the Securities           
and Exchange Commission as then in effect; and (e) the                  
consent of each nominee to serve as a director of the                   
Corporation if so elected.  The presiding officer of the                
meeting may refuse to acknowledge the nomination of any                 
person not made in compliance with the foregoing procedure.             

ARTICLE IV            

EXECUTIVE COMMITTEE AND OTHER COMMITTEES            

SECTION 1.  Executive Committee.  The Board of Directors      
-------------------                   
may, by resolution passed by a majority of the whole Board,             
appoint an Executive Committee of two (2) or more members, to           
serve during the pleasure of the Board of Directors, to                 
consist of such directors as the Board of Directors may from            
time to time designate.  The Chairman of the Executive                  
Committee shall be designated by the Board of Directors.                

SECTION 2.  Procedure.  The Executive Committee, by a         
---------                             
vote of a majority of its members, shall fix its own times              
and places of meeting, shall determine the number of its                
members constituting a quorum for the transaction of                    
business, and shall prescribe its own rules of procedure, no            
change in which shall be made save by a majority vote of its            
members. Members of the Executive Committee or any other                
committee may participate in a meeting of such Committee by             
means of conference telephone or similar communication                  
equipment by means of which all persons participating in the            
meeting can hear each other, and participation in the meeting           
pursuant hereto shall constitute presence in person at such             
meeting.                                                                

SECTION 3.  Powers.  During the intervals between the         
------                                
meetings of the Board of Directors, the Executive Committee             
shall possess and may exercise all the powers of the Board of           
Directors in the management and direction of the business and           
affairs of the Corporation, to the extent permitted by law.             

SECTION 4.  Minutes.  The Executive Committee shall keep      
-------                               
regular minutes of its proceedings and all action by the                
Executive Committee shall be reported to the Board of                   
Directors at its next meeting.  Such action shall be subject            
to review by the Board of Directors, provided that no rights            
of third parties shall be affected by such review.                      

SECTION 5.  Other Committees.  From time to time the          
----------------                      
Board of Directors, by the affirmative vote of a majority of            
the whole Board of Directors, may appoint other committees              
for any purpose or purposes, and such committees shall have             
such powers as shall be conferred by the resolution of                  
appointment, and as shall be permitted by law.                          

ARTICLE V           

OFFICERS            

SECTION 1.  Officers.  The Board of Directors shall           
--------                              
elect, as officers, a Chief Executive Officer ("CEO"), a                
President, a Treasurer and a Secretary, and in their                    
discretion one or more of the following officers:  Executive            
Vice Presidents, Senior Vice Presidents, Vice Presidents,               
Assistant Secretaries, and Assistant Treasurers.  Such                  
officers shall be elected annually by the Board of Directors            
at its first meeting following the annual meeting of                    
stockholders, and each shall hold office until the                      
corresponding meeting of the Board of Directors in the next             
year and until his successor shall have been duly elected and           
qualified, or until he shall have died or resigned or shall             
have been removed in the manner provided herein.  The powers            
and duties of two or more offices may be exercised and                  
performed by the same person,except the offices of CEO and              
Secretary.                                                              

SECTION 2.  Vacancies.  Any vacancy in any office may be      
---------                             
filled for the unexpired portion of the term by the Board of            
Directors at any regular or special meeting.                            

SECTION 3.  Chief Executive Officer  The Chief Executive      
-----------------------               
Officer shall be the chief executive officer (CEO) of the               
Corporation.  Subject to the direction of the Board of                  
Directors, he shall have and exercise direct charge of and              
general supervision over the business and affairs of the                
Corporation and shall perform such other duties as may be               
assigned to him from time to time by the Board of Directors.            

SECTION 4. President.  The President shall perform such       
---------                               
duties as the Board of Directors may prescribe.  In the                 
absence or disability of the CEO, the President shall perform           
and exercise the powers of the CEO.  In addition, the                   
President shall perform such duties as from time to time may            
be delegated to him by the CEO.                                         

SECTION 5.  Executive Vice Presidents.  The Executive         
-------------------------             
Vice Presidents shall perform such duties as the Board of               
Directors may prescribe.  In the absence or disability of the           
CEO and President, the Executive Vice Presidents in the order           
of their seniority or in such order as may be specified by              
the Board of Directors, shall perform such duties as from               
time to time may be delegated to them by the CEO.                       

SECTION 6.  Senior Vice Presidents.  The Senior Vice          
----------------------                
Presidents shall perform such duties as the Board of                    
Directors may prescribe.  In the absence or disability of the           
CEO, President, and the Executive Vice Presidents, the Senior           
Vice Presidents in the order of their seniority or in such              
other order as may be specified by the Board of Directors,              
shall perform the duties and exercise the powers of the                 
President. In addition, the Senior Vice Presidents shall                
perform such duties as from time to time may be delegated to            
them by the CEO.                                                        

SECTION 7.  Vice Presidents.  The Vice Presidents shall       
---------------                       
perform such duties as the Board of Directors may prescribe.            
In the absence or disability of the CEO, President, the                 
Executive Vice Presidents and the Senior Vice Presidents, the           
Vice Presidents in the order of their seniority or in such              
other order as may be specified by the Board of Directors,              
shall perform the duties and exercise the powers of the                 
President. In addition, the Vice Presidents shall perform               
such duties as may from time to time be delegated to them by            
the CEO.                                                                

SECTION 8.  Treasurer.  The Treasurer shall have charge       
---------                             
of and be responsible for all funds, securities, receipts and           
disbursements of the Corporation, and shall deposit, or cause           
to be deposited, in the name of the Corporation, all moneys             
or other valuable effects in such banks, trust companies or             
other depositaries as shall, from time to time, be selected             
by the Board of Directors; he may endorse for collection on             
behalf of the Corporation, checks, notes and other                      
obligations; he may sign receipts and vouchers for payments             
made to the Corporation; singly or jointly with another                 
person as the Board of Directors may authorize, he may sign             
checks of the Corporation and pay out and dispose of the                
proceeds under the direction of the Board of Directors; he              
shall cause to be kept correct books of account of all the              
business and transactions of the Corporation, shall see that            
adequate audits thereof are currently and regularly made, and           
shall examine and certify the accounts of the Corporation; he           
shall render to the Board of Directors, the Executive                   
Committee, the Chairman of the Board, the Vice Chairman, the            
CEO or to the President, whenever requested, an account of              
the financial condition of the Corporation; he may sign with            
the Chairman of the Board, the Vice Chairman of the Board,              
the CEO, the President or a Vice President, certificates of             
stock of the Corporation; and, in general, shall perform all            
the duties incident to the office of a treasurer of a                   
Corporation, and such other duties as from time to time may             
be assigned to him by the Board of Directors.                           

SECTION 9.  Assistant Treasurers.  The Assistant              
--------------------                  
Treasurers in order of their seniority shall, in the absence            
or disability of the Treasurer, perform the duties and                  
exercise the powers of the Treasurer and shall perform such             
other duties as the CEO, or the Board of Directors shall                
prescribe.                                                              

SECTION 10.  Secretary.  The Secretary shall keep the         
---------                           
minutes of all meetings of the stockholders and of the Board            
of Directors in books provided for the purpose; he shall see            
that all notices are duly given in accordance with the                  
provisions of law and these Bylaws; he shall be custodian of            
the records and of the corporate seal or seals of the                   
Corporation; he shall see that the corporate seal is affixed            
to all documents, the execution of which, on behalf of the              
Corporation, under its seal, is duly authorized and when the            
seal is so affixed he may attest the same; he may sign, with            
the Chairman of the Board, the Vice Chairman, the CEO, the              
President or a Vice President, certificates of stock of the             
Corporation; and in general he shall perform all duties                 
incident to the office of a secretary of a corporation, and             
such other duties as from time to time may be assigned to him           
by the Board of Directors or the CEO.                                   

SECTION 11.  Assistant Secretaries.  The Assistant            
---------------------               
Secretaries in order of their seniority shall, in the absence           
or disability of the Secretary, perform the duties and                  
exercise the powers of the Secretary and shall perform such             
other duties as the CEO, or the Board of Directors shall                
prescribe.                                                              

SECTION 12.  Subordinate Officers.  The Board of              
--------------------                
Directors may appoint such subordinate officers as it may               
deem desirable. Each such officer shall hold office for such            
period, have such authority and perform such duties as the              
Board of Directors may prescribe.  The Board of Directors               
may, from time to time, authorize any officer to appoint and            
remove subordinate officers and to prescribe the powers and             
duties thereof.                                                         

SECTION 13.  Compensation.  The Board of Directors shall      
------------                        
have power to fix the compensation of all officers of the               
Corporation. It may authorize any officer, upon whom the                
power of appointing subordinate officers may have been                  
conferred, to fix the compensation of such subordinate                  
officers.                                                               

SECTION 14.  Removal.  Any officer of the Corporation         
-------                             
may be removed, with or without cause, by a majority vote of            
the Board of Directors at a meeting called for that purpose.            

SECTION 15.  Bonds.  The Board of Directors may require       
-----                               
any officer of the Corporation to give a bond to the                    
Corporation, conditional upon the faithful performance of his           
duties, with one or more sureties and in such amounts as may            
be satisfactory to the Board of Directors.                              

ARTICLE VI            

CERTIFICATES OF STOCK           

SECTION 1.  Form and Execution of Certificates.  The          
----------------------------------    
interest of each stockholder of the Corporation shall be                
evidenced by a certificate or certificates for shares of                
stock in such form as may be prescribed from time to time by            
law and by the Board of Directors.  The certificates of stock           
of each class and series now authorized or which may                    
hereafter be authorized by the Certificate of Incorporation             
shall be consecutively numbered and signed by either the                
Chairman of the Board or the CEO or the President or a Vice             
President together either with the Secretary or an Assistant            
Secretary or the Treasurer or an Assistant Treasurer of the             
Corporation, and may be countersigned and registered in such            
manner as the Board of Directors may prescribe, and shall               
bear the corporate seal or a printed or engraved facsimile              
thereof.  Where any such certificate is signed by a transfer            
agent or transfer clerk and by a registrar, the signatures of           
any such Chairman of the Board, CEO, President, Vice                    
President, Treasurer, Assistant Treasurer, Secretary or                 
Assistant Secretary upon such certificate may be facsimiles             
engraved or printed.  In case any officer or officers who               
shall have signed, or whose facsimile signature or signatures           
shall have been placed upon, such certificate or certificates           
shall have ceased to be such, whether because of death,                 
resignation or otherwise, before such certificate or                    
certificates shall have been issued and delivered, such                 
certificate or certificates may nevertheless be issued and              
delivered with the same effect as if such officer or officers           
had not ceased to be such at the date of its issue and                  
delivery.                                                               

SECTION 2.  Transfer of Shares.  The shares of the stock      
------------------                    
of the Corporation shall be transferred on the books of the             
Corporation by the holder thereof in person or by his                   
attorney lawfully constituted, upon surrender for                       
cancellation of certificates for the same number of shares,             
with an assignment and power of transfer endorsed thereon or            
attached thereto, duly executed, with such proof or guaranty            
of the authenticity of the signature as the Corporation or              
its agents may reasonably require.  The Corporation shall be            
entitled to treat the holder of record of any share or shares           
of stock as the holder in fact thereof and accordingly shall            
not be bound to recognize any equitable or other claim to or            
interest in such share or shares on the part of any other               
person whether or not it shall have express or other notice             
thereof, except as otherwise expressly provided by law.                 

SECTION 3.  Closing of Transfer Books and Record Dates.       
    ------------------------------------------
The Board of Directors may in its discretion prescribe in               
advance a period not exceeding fifty (50) days prior to the             
date of any meeting of the stockholders or prior to the last            
day on which the consent or dissent of stockholders may be              
effectively expressed for any purpose without a meeting,                
during which no transfer of stock on the books of the                   
Corporation may be made; or in lieu of prohibiting the                  
transfer of stock, may fix in advance a time not more than              
fifty (50) days prior to the date of any meeting of                     
stockholders or prior to the last day on which the consent or           
dissent of stockholders may be effectively expressed for any            
purpose without a meeting, as the time as of which                      
stockholders entitled to notice of and to vote at such a                
meeting or whose consent or dissent is required or may be               
expressed for any purpose, as the case may be, shall be                 
determined; and all persons who were holders of record of               
voting stock at such time and no others shall be entitled to            
notice of and to vote at such meeting or to express their               
consent or dissent, as the case may be, notwithstanding any             
transfer of any stock on the books of the Corporation after             
any record date fixed as aforesaid.  The Board of Directors             
may also, in its discretion, fix in advance a date not                  
exceeding fifty (50) days preceding the date fixed for the              
payment of any dividend or the making of any distribution, or           
for the delivery of evidence of rights, or evidences of                 
interests arising out of any issuance, change, conversion or            
exchange of capital stock, as a record date for the                     
determination of the stockholders entitled to                           
receive or participate in any such dividend, distribution,              
rights or interests, notwithstanding any transfer of any                
stock on the books of the Corporation after any record date             
fixed as aforesaid, or, at its option, in lieu of so fixing a           
record date, may prescribe in advance a period not exceeding            
fifty (50) days prior to the date for such payment,                     
distribution or delivery during which no transfer of stock on           
the books of the Corporation may be made.                               

SECTION 4.  Lost or Destroyed Certificates.  In case of       
------------------------------        
the loss or destruction of any outstanding certificate of               
stock, a new certificate may be issued upon the following               
conditions:                                                             

The owner of said certificate shall file with the             
Secretary of the Corporation an affidavit giving the facts in           
relation to the ownership, and in relation to the loss or               
destruction of said certificate, stating its number and the             
number of shares represented thereby; such affidavit to be in           
such form and contain such statements as shall satisfy the              
Chairman of the Board and Secretary that said certificate has           
been accidentally destroyed or lost, and that a new                     
certificate ought to be issued in lieu thereof.  Upon being             
so satisfied, the Chairman of the Board and Secretary shall             
require such owner to file with the Secretary a bond in such            
penal sum and in such form as they may deem advisable, and              
with a surety or sureties approved by them, to indemnify and            
save harmless the Corporation from any claim, loss, damage or           
liability which may be occasioned by the issuance of a new              
certificate in lieu thereof, or if they deem it appropriate,            
to waive the requirement to secure a bond with a surety.                
Upon such bond being so filed, a new certificate for the same           
number of shares shall be issued to the owner of the                    
certificate so lost or destroyed; and the transfer agent and            
registrar of stock, if any, shall countersign and register              
such new certificate upon receipt of a written order signed             
by the said Chairman of the Board and Secretary, and                    
thereupon the Corporation will save harmless said transfer              
agent and registrar in the premises.  The CEO or the                    
President or any Vice President may act hereunder in the                
stead of the Chairman of the Board, and an Assistant                    
Secretary in the stead of the Secretary.  In case of the                
surrender of the original certificate, in lieu of which a new           
certificate has been issued, or the surrender of such new               
certificate, for cancellation, the bond of indemnity given as           
a condition of the issue of such new certificate may be                 
surrendered.  A new certificate may be issued without                   
requiring any bond when in the judgment of the Board of                 
Directors it is proper to do so.                                        

ARTICLE VII           

CHECKS, NOTES, ETC.           

SECTION 1.  Execution of Checks, Notes, etc.  All checks      
-------------------------------       
and drafts on the Corporation's bank accounts and all bills             
of exchange and promissory notes, and all acceptances,                  
obligations and other instruments for the payment of money,             
shall be signed by such officer or officers, agent or agents,           
as shall be thereunto authorized from time to time by the               
Board of Directors.                                                     

SECTION 2.  Execution of Contracts, Assignments, etc.         
  ----------------------------------------
All contracts, agreements, endorsements, assignments,                   
transfers, stock powers, or other instruments (except as                
provided in Sections 1 and 3 of this Article VII) shall be              
signed by the CEO, the President, any Executive Vice                    
President, Senior Vice President, or Vice President and by              
the Secretary or any Assistant Secretary or the Treasurer or            
any Assistant Treasurer, or by such other officer or                    
officers, agent or agents, as shall be thereunto authorized             
from time to time by the Board of Directors.                            

SECTION 3.  Execution of Proxies.  The Chairman of the        
--------------------                  
Board, the CEO, President, or a Vice President of the                   
Corporation may authorize from time to time the signature and           
issuance of proxies to vote upon shares of stock of other               
companies standing in the name of the Corporation.  All such            
proxies shall be signed in the name of the Corporation by the           
Chairman of the Board, the CEO, President or a Vice President           
and by the Secretary or an Assistant Secretary.                         

ARTICLE VIII            

WAIVERS AND CONSENTS            

SECTION 1.  Waivers.  Whenever under the provisions of        
-------                               
any law or under the provisions of the Certificate of                   
Incorporation of the Corporation or these Bylaws, the                   
Corporation, or the Board of Directors or any committee                 
thereof, is authorized to take any action after notice to               
stockholders or the directors or the members of such                    
committee, or after the lapse of a prescribed period of time,           
such action may be taken without notice and without the lapse           
of any period of time if, at any time before or after such              
action be completed, such requirements be waived in writing             
by the person or persons entitled to said notice or entitled            
to participate in the action to be taken, or, in the case of            
a stockholder, by his attorney thereunto authorized.                    

SECTION 2.  Consents.  Any action required or permitted       
--------                              
to be taken at any meeting of the Board of Directors or of              
any committee of the Board of Directors may be taken without            
a meeting, if prior to such action a written consent thereto            
is signed by all members of the Board of Directors or of such           
committee as the case may be, and such written consent is               
filed with the minutes of proceedings of the Board of                   
Directors or of such committee.                                         

ARTICLE IX            

DIVIDENDS AND RESERVE FUNDS           

SECTION 1.  Dividends.  Except as otherwise provided by       
---------                             
law or by the Certificate of Incorporation, the Board of                
Directors may declare dividends out of the surplus of the               
Corporation at such times and in such amounts as it may from            
time to time designate.                                                 

SECTION 2.  Reserve Funds.  Before crediting net profits      
-------------                         
to the surplus in any year, there may be set aside out of the           
net profits of the Corporation for that year such sum or sums           
as the Board of Directors from time to time in its absolute             
discretion may deem proper as a reserve fund or funds to meet           
contingencies or for equalizing dividends or for repairing or           
maintaining any property of the Corporation or for such other           
purpose as the Board of Directors shall deem conducive to the           
interests of the Corporation.                                           

ARTICLE X           

INSPECTION OF BOOKS           

The Board of Directors shall determine from time to time      
whether, and if allowed when and under what conditions and              
regulations, the accounts and books of the Corporation                  
(except such as may by statute be specifically open to                  
inspection) or any of them shall be open to the inspection of           
the stockholders; and the stockholders' rights in this                  
respect are and shall be restricted and limited accordingly.            

ARTICLE XI            

FISCAL YEAR           

The fiscal year of the Corporation shall end on the           
thirty first day of December each year commencing with                  
December 31, 1992, unless another date shall be fixed by                
resolution of the Board of Directors.  After such date is               
fixed, it may be changed for future fiscal years at any time            
or from time to time by further resolution of the Board of              
Directors.                                                              

ARTICLE XII           

SEAL            

The corporate seal shall be circular in form and shall        
contain the name of the Corporation, the state of                       
incorporation, and the words "Corporate Seal".                          

ARTICLE XIII            

AMENDMENTS            

SECTION 1.  By Stockholders.  These Bylaws may be             
---------------                       
amended by a majority vote of the stock entitled to vote and            
present or represented at any annual or special meeting of              
the stockholders at which a quorum is present or represented,           
if notice of the proposed amendment shall have been contained           
in the notice of the meeting.                                           

SECTION 2.  By Directors.  Except as otherwise                
------------                          
specifically provided in the Bylaws, if any, adopted by the             
stockholders, these Bylaws may be amended by the affirmative            
vote of a majority of the Board of Directors, at any regular            
meeting or special meeting thereof, if notice of the proposed           
amendment shall have been contained in the notice of such               
meeting.  If any Bylaw regulating an impending election of              
directors is adopted or amended or repealed by the Board of             
Directors, there shall be set forth in the notice of the next           
meeting of the stockholders for the election of directors the           
Bylaws so adopted or amended or repealed together with a                
concise statement of the changes made.                                  

ARTICLE XIV           

INDEMNIFICATION OF DIRECTORS, OFFICERS,           
EMPLOYEES AND AGENTS            

The Corporation shall indemnify and reimburse each            
person, and his heirs, executors or administrators, who is              
made or is threatened to be made a party to any action, suit            
or proceeding,  whether civil, criminal, administrative or              
investigative, by reason of the fact that he was or is a                
director, officer, employee or agent of the Corporation or              
was or is serving at the request of the Corporation as a                
director, officer, employee or agent of another Corporation,            
partnership, joint venture, trust, or other enterprise,                 
against expenses (including attorney's fees), judgments,                
fines and amounts paid in settlement, actually or reasonably            
incurred by him in connection with such action, suit or                 
proceeding and shall advance the expenses incurred by any               
officer or director in defending any such action, suit or               
proceeding to the full extent permitted by Section 145 of the           
General Corporation Law of the State of Delaware as it may be           
amended or supplemented from time to time.  Such right of               
indemnification or advancement of expenses of any such person           
shall not be deemed exclusive of any other rights to which he           
may be entitled under any statute, bylaw, agreement, vote of            
stockholders or disinterested directors or otherwise, both as           
to action in his official capacity and as to action in                  
another capacity while holding such office.                             

The foregoing provisions of this Article XIV shall be         
deemed to be a contract between the Corporation and each                
person who serves in any capacity specified therein at any              
time while this bylaw is in effect, and any repeal or                   
modification thereof shall not affect any rights or                     
obligations then existing with respect to any state of facts            
then or theretofore existing or any action, suit or                     
proceeding theretofore or thereafter brought based in whole             
or in part upon any such state of facts.                                

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                                        EXHIBIT 4c

AGREEMENT AND FIRST AMENDMENT           
-----------------------------           
TO            
--            
REVOLVING CREDIT AGREEMENT (FACILITY A)           
---------------------------------------           

THIS AGREEMENT AND FIRST AMENDMENT TO REVOLVING CREDIT        

AGREEMENT (FACILITY A) (this "Amendment") dated as of May               
---------   
26,1995 is among TANDY CORPORATION, a Delaware corporation              
(the "Company"), the banks and other financial institutions             
-------                                                     
listed on the signature pages under the heading Continuing              
Banks (the "Continuing Banks"), BARCLAYS BANK PLC, as the               
----------------                                
retiring bank (the "Retiring Bank"), CITICORP USA, INC.                 
-------------                   
("Citicorp"), and COMMERZBANK AKTIENGESELLSCHAFT, ATLANTA               
--------                                                            
AGENCY ("Commerzbank" and together with Citicorp collectively           
-----------                                           
the "New Banks"), and TEXAS COMMERCE BANK NATIONAL                      
---------                                                     
ASSOCIATION, as agent (in such capacity, the "Agent").                  
                         -----
PRELIMINARY STATEMENT           
---------------------           

(a)  The Company, the Continuing Banks, the Retiring          
Bank and the Agent entered into a Revolving Credit Agreement            
(Facility A) (the "Credit Agreement") dated as of May 27,               
----------------                  
1994.                                                                   

(b)  There are no outstanding loan balances or any            
advances owed by the Company to any of the Banks pursuant to            
the Credit Agreement.                                                   

(c)  The Company has requested that the definition of         
the term "Maturity Date" be amended, that the reference to              
$750,000 in the first sentence of Section 9.03(b) be amended,           
           ---------------
that the New Banks be made parties to the Credit Agreement              
and that each of the Continuing Banks and the New Banks have            
a Commitment equal to the amount shown opposite its signature           
on the signature pages hereof.                                          

(d)  All capitalized terms defined in the Credit              
Agreement and not otherwise defined herein shall have the               
same meanings herein as in the Credit Agreement.                        

NOW, THEREFORE, in consideration of the premises and          
other good and valuable consideration, the receipt and                  
sufficiency of which are hereby acknowledged by the parties             
hereto, the Company, the Continuing Banks, the New Banks, the           
Retiring Bank and the Agent hereby agree as follows:                    

SECTION 1.  Amendment to the Credit Agreement.  (a) The       
---------------------------------     
definition of the term "Maturity Date" contained in Section             
1.01 of the Credit Agreement is hereby amended in its                   
entirety to read as follows:                                            

"`Maturity Date' means May 24, 1996, or   
the earlier termination of the Commitments          
pursuant to Section 7.01.".                         
------------                

(b)  The amount, "$750,000," contained in the first           
sentence of Section 9.03(b) is hereby deleted and the amount,         
---------------                                 
"$1,000,000," inserted in lieu thereof.                               

SECTION 2.  Commitment of Banks.  Effective as of the         
-------------------                   
date hereof, each of the Continuing Banks and the New Banks             
will be a Bank under the Credit Agreement with a Commitment             
equal to the amount shown opposite its signature on the                 
signature pages hereof (such Bank's "New Commitment").                  
                --------------

SECTION 3.  Retiring Bank.  (a) The Retiring Bank is          
-------------                         
executing this Amendment solely for the purpose of consenting           
to the amendment of the Credit Agreement.  Upon the                     
effectiveness of this Amendment, the Retiring Bank shall have           
no commitment or obligation to the Company under the Credit             
Agreement and the Company shall have no obligation to the               
Retiring Bank under the Credit Agreement, except for the                
payment of Commitment Fees for the period from April 1, 1995            
to the date hereof.                                                     

(b)  The Retiring Bank agrees to promptly return its          
Note to the Company.                                                    

SECTION 4.  Conditions to Effectiveness.  This Amendment      
---------------------------           
shall become effective when, and only when, the following               
conditions have been fulfilled:                                         

(a)  the Company, the Continuing Banks, the New Banks         
and the Retiring Bank shall have executed a counterpart of              
this Amendment;                                                         

(b)  the Agent shall have executed a counterpart of this      
Amendment and shall have received counterparts of this                  
Amendment executed by the Company, the Continuing Banks, the            
New Banks and the Retiring Bank;                                        

(c)  the Company shall have delivered a Note to each New      
Bank dated the date of this Amendment and payable to the                
order of such New Bank in the amount of such New Bank's New             
Commitment; and                                                         

(d)  the Agent shall have received from the Company a         
certificate of the Secretary or Assistant Secretary of the              
Company certifying that attached thereto is (i) a true and              
complete copy of the general borrowing resolutions of the               
Board of Directors of the Company authorizing the execution,            
delivery and performance of the Credit Agreement, as amended            
hereby, and (ii) the incumbency and specimen signature of               
each officer of the Company executing this Amendment.                   

SECTION 5.  Representations and Warranties True; No           
 ---------------------------------------
Default or Event of Default.  The Company hereby represents             
---------------------------                                             
and warrants to the Agent, the Continuing Banks, the New                
Banks and the Retiring Bank that after giving effect to the             
execution and delivery of this Amendment (a) the                        
representations and warranties set forth in the Credit                  
Agreement are true and correct on the date hereof as though             
made on and as of such date and (b) no Default or Event of              
Default has occurred and is continuing.                                 

SECTION 6.  Reference to the Credit Agreement and Effect      
     -------------------------------------------
on the Notes.                                                           
------------                                                            

(a)  Upon the effectiveness of this Amendment, each           
reference in the Credit Agreement to "this Agreement,"                  
"hereunder," "herein" or words of like import shall mean and            
be a reference to the Credit Agreement, as amended and                  
affected hereby.                                                        

(b)  Upon the effectiveness of this Amendment, each           
reference in the Notes to "the Credit Agreement" shall mean             
and be a reference to the Credit Agreement, as amended and              
affected hereby.                                                        

(c)  Upon the effectiveness of this Amendment, (i) each       
reference in the Credit Agreement and the Notes to "a Bank"             
or to "the Banks" shall mean and include respectively a                 
reference to a "Continuing Bank" and to a "New Bank" or to              
the "Continuing Banks" and to the "New Banks" and their                 
respective successors and assigns, (ii) each reference in the           
Credit Agreement and the Notes to a Bank's "Commitment" shall           
mean and be a reference to such Bank's "New Commitment,"                
(iii) each reference in the Credit Agreement and the Notes to           
"a Note" or "the Notes" shall mean and be a reference                   
respectively to the Notes issued by the Company under the               
Credit Agreement and the Notes dated the date hereof and                
delivered to the New Banks pursuant to this Amendment.                  

(d)  The Credit Agreement and the Notes, as amended and       
affected hereby, shall remain in full force and effect and              
are hereby ratified and confirmed.                                      

SECTION 7.  GOVERNING LAW.  THIS AMENDMENT SHALL BE           
-------------                         
GOVERNED BY, AND CONSTRUED AND INTERPRETED IN ACCORDANCE                
WITH, THE LAWS OF THE STATE OF TEXAS AND APPLICABLE FEDERAL             
LAW AND SHALL BE BINDING UPON THE COMPANY, THE CONTINUING               
BANKS, THE NEW BANKS, THE RETIRING BANK AND THE AGENT AND               
THEIR RESPECTIVE SUCCESSORS AND ASSIGNS.                                

SECTION 8.  Descriptive Headings.  The section headings       
--------------------                  
appearing in this Amendment have been inserted for                      
convenience only and shall be given no substantive meaning or           
significance whatever in construing the terms and provisions            
of this Amendment.                                                      

SECTION 9.  FINAL AGREEMENT OF THE PARTIES.  THE CREDIT       
------------------------------        
AGREEMENT (INCLUDING THE EXHIBITS AND SCHEDULE THERETO), AS             
AMENDED HEREBY, THE NOTES, THE AGENT'S LETTER AND THE OTHER             
LOAN DOCUMENTS, CONSTITUTE A "LOAN AGREEMENT" AS DEFINED IN             
SECTION 26.02(a) OF THE TEXAS BUSINESS AND COMMERCE CODE, AND           
REPRESENT THE FINAL AGREEMENT AMONG THE PARTIES RESPECTING              
THE SUBJECT MATTER HEREOF AND THEREOF AND MAY NOT BE                    
CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS OR                   
SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES.  THERE ARE NO                
UNWRITTEN ORAL AGREEMENTS AMONG THE PARTIES RESPECTING THE              
SUBJECT MATTER HEREOF AND THEREOF.                                      

SECTION 10.  Execution in Counterparts.  This Amendment       
-------------------------           
may be executed in any number of counterparts and by                    
different parties hereto in separate counterparts, each of              
which when so executed shall be deemed to be an original and            
all of which taken together shall constitute one and the same           
agreement.                                                              

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IN WITNESS WHEREOF, the parties hereto have caused this       
Amendment to be executed effective as of the date first                 
stated herein, by their respective officers thereunto duly              
authorized.                                                             

     TANDY CORPORATION

            By:  /s/ Dwain H. Hughes
                        --------------------------
          Name:  Dwain H. Hughes
                 Title:  Senior Vice President
                       and Chief Financial
           Officer

       TEXAS COMMERCE BANK
                  NATIONAL ASSOCIATION, as Agent

           By:  /s/ B. B. Wuthrich
                        --------------------------
        Name:  B. B Wuthrich
          Title:  Vice President

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Commitment:                   Continuing Banks                          
----------                    ----------------                          

$15,000,000                   BANK OF AMERICA NATIONAL TRUST            
           AND SAVINGS ASSOCIATION

              By:  /s/ W. Thomas Barnett
                        --------------------------
            Name:  W. Thomas Barnett
         Title: Vice President

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Commitment:                   Continuing Banks                          
----------                    ----------------                          

$15,000,000                   THE BANK OF NEW YORK                      

           By:  /s/ Ian K. Stewart
                        --------------------------
         Name:  Ian K. Stewart
          Title:  Vice President

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Commitment:                   Continuing Banks                          
----------                    ----------------                          

$7,500,000                    BANK ONE, TEXAS, N.A.                     

            By:  /s/ John D. Hudgens
                        --------------------------
          Name:  John D. Hudgens
          Title:  Vice President

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Commitment:                   Continuing Banks                          
----------                    ----------------                          

$10,000,000                   THE BANK OF TOKYO TRUST COMPANY           

                By:  /s/ Victor Bulzacchelli
                        --------------------------
              Name:  Victor Bulzacchelli
            Title:  Vice President &
           Manager

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Commitment:                   Continuing Banks                          
----------                    ----------------                          
$7,500,000                    THE CHASE MANHATTAN BANK, N.A.            

          By:  /s/ Ellen Gertzog
                        --------------------------
        Name:  Ellen Gertzog
          Title:  Vice President

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Commitment:                   Continuing Banks                          
----------                    ----------------                          

$15,000,000                   BANK OF AMERICA ILLINOIS                  
              (formerly Continental Bank
N.A.)     

              By:  /s/ W. Thomas Barnett
                        --------------------------
            Name:  W. Thomas Barnett
          Title:  Vice President

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Commitment:                   Continuing Banks                          
----------                    ----------------                          

$15,000,000                   CREDIT LYONNAIS NEW YORK BRANCH           

             By:  /s/ Robert Ivosevich
                        --------------------------
           Name:  Robert Ivosevich
                 Title:  Senior Vice President

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Commitment:                   Continuing Banks                          
----------                    ----------------                          
$10,000,000                   THE FIRST NATIONAL BANK OF                
BOSTON      

                By:  /s/ Bethann R. Halligan
                        --------------------------
              Name:  Bethann R. Halligan
             Title:  Managing Director

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Commitment:                   Continuing Banks                          
----------                    ----------------                          

$7,500,000                    FIRST UNION NATIONAL BANK OF              
  NORTH CAROLINA

            By:  /s/ Alan P. Spurgin
                        --------------------------
          Name:  Alan P. Spurgin
          Title:  Vice President

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Commitment:                   Continuing Banks                          
----------                    ----------------                          

$10,000,000                   MELLON BANK, N.A.                         

            By:  /s/ Mark T. Kennedy
                        --------------------------
          Name:  Mark T. Kennedy
          Title:  Assistant Vice
             President

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Commitment:                   Continuing Banks                          
----------                    ----------------                          
$15,000,000                   NATIONAL WESTMINSTER BANK, Plc            
   New York Branch

              By:  /s/ Stephen R. Parker
                       ---------------------------
            Name:  Stephen R. Parker
          Title:  Vice President

                  NATIONAL WESTMINSTER BANK, Plc
 Nassau Branch

              By:  /s/ Stephen R. Parker
                        --------------------------
            Name:  Stephen R. Parker
          Title:  Vice President

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Commitment:                   Continuing Banks                          
----------                    ----------------                          

$15,000,000                   NATIONSBANK OF TEXAS, N.A.                

               By:  /s/ Vincent A. Liberio
                        --------------------------
             Name:  Vincent A. Liberio
                 Title:  Senior Vice President

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Commitment:                   Continuing Banks                          
----------                    ----------------                          

$10,000,000                   SOCIETE GENERALE, SOUTHWEST               
AGENCY  
                  By:  /s/ Louis P. Laville, III
                        --------------------------
                Name:  Louis P. Laville, III
          Title:  Vice President

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Commitment:                   Continuing Banks                          
----------                    ----------------                          

$7,500,000                    THE SUMITOMO BANK, LIMITED                
  HOUSTON AGENCY

        By:  /s/ Tatsuo Ueda
                      --------------------------
      Name:  Tatsuo Ueda
           Title:  General Manager

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----------                    ----------------                          

$20,000,000                   TEXAS COMMERCE BANK                       
        NATIONAL ASSOCIATION

           By:  /s/ B. B. Wuthrich
                      --------------------------
         Name:  B. B. Wuthrich
          Title:  Vice President

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Commitment:                   Continuing Banks                          
----------                    ----------------                          

$10,000,000                   TORONTO DOMINION (TEXAS), INC.            

         By:  /s/ Diane Bailey
                      --------------------------
       Name:  Diane Bailey
          Title:  Vice President

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Commitment:                   New Banks                                 
----------                    ---------                                 

$5,000,000                    CITICORP USA, INC.                        

             By:  /s/ Barbara A. Cohen
                        --------------------------
           Name:  Barbara A. Cohen
          Title:  Vice President

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Commitment:                   New Banks                                 
----------                    ---------                                 

$5,000,000                  COMMERZBANK, AKTIENGESELLSCHAFT,            
  ATLANTA AGENCY

                By:  /s/ E. Kagerer    /s/ C. Rost
                     -----------------------------
                Name:  E. Kagerer          C. Rost
          Title: Asst. Vice President/
                                 Asst. Treasurer

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Commitment:                   Retiring Bank                             
----------                    -------------                             

$0                            BARCLAYS BANK PLC                         

          By:  /s/ John Giannone
                        --------------------------
        Name:  John Giannone
    Title:  Director

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                                        EXHIBIT 4d

AGREEMENT AND FIRST AMENDMENT           
-----------------------------           
TO            
--            
REVOLVING CREDIT AGREEMENT (FACILITY B)           
---------------------------------------           

THIS AGREEMENT AND FIRST AMENDMENT TO REVOLVING CREDIT        

AGREEMENT (FACILITY B) (this "Amendment") dated as of May               
---------   
26,1995 is among TANDY CORPORATION, a Delaware corporation              
(the "Company"), the banks and other financial institutions             
-------                                                     
financial institutions listed on the signature pages under              
the heading Continuing Banks (the "Continuing Banks"),                  
              ----------------
BARCLAYS BANK PLC, as the retiring bank (the                            
"Retiring Bank"), CITICORP USA, INC. ("Citicorp"), and                  
--------------                         --------                         
COMMERZBANK AKTIENGESELLSCHAFT, ATLANTA AGENCY ("Commerzbank"           
                                     -----------
and together with Citicorp collectively the "New Banks"), and           
                           ---------
TEXAS COMMERCE BANK NATIONAL ASSOCIATION, as agent (in such             
capacity, the "Agent").                                                 
-----                                     

PRELIMINARY STATEMENT     
---------------------     

(a)  The Company, the Continuing Banks, the Retiring          
Bank and the Agent entered into a Revolving Credit Agreement            
(Facility B) (the "Credit Agreement") dated as of May 27,               
----------------                  
1994.                                                                   

(b)  There are no outstanding loan balances or any            
advances owed by the Company to any of the Banks pursuant to            
the Credit Agreement.                                                   

(c)  The Company has requested that the reference to          
$750,000 in the first sentence of Section 9.03(b) be amended,           
           ---------------
that the New Banks be made parties to the Credit Agreement              
and that each of the Continuing Banks and the New Banks have            
a Commitment equal to the amount shown opposite its signature           
on the signature pages hereof.                                          

(d)  All capitalized terms defined in the Credit              
Agreement and not otherwise defined herein shall have the               
same meanings herein as in the Credit Agreement.                        

NOW, THEREFORE, in consideration of the premises and          
other good and valuable consideration, the receipt and                  
sufficiency of which are hereby acknowledged by the parties             
hereto, the Company, the Continuing Banks, the New Banks, the           
Retiring Bank and the Agent hereby agree as follows:                    
SECTION 1.  Amendment to Section 9.03(b) of the Credit        
     -------------------------------------------
Agreement. The amount, "$750,000," contained in the first               
---------                                                               
sentence of Section 9.03(b) is hereby deleted and the amount,           
---------------                                 
"$1,000,000,"inserted in lieu thereof.                                  

SECTION 2.  Commitment of Banks.  Effective as of the         
-------------------                   
date hereof, each of the Continuing Banks and the New Banks             
will be a Bank under the Credit Agreement with a Commitment             
equal to the amount shown opposite its signature on the                 
signature pages hereof (such Bank's "New Commitment").                  
                --------------

SECTION 3.  Retiring Bank.  (a) The Retiring Bank is          
-------------                         
executing this Amendment solely for the purpose of consenting           
to the amendment of the Credit Agreement.  Upon the                     
effectiveness of this Amendment, the Retiring Bank shall have           
no commitment or obligation to the Company under the Credit             
Agreement and the Company shall have no obligation to the               
Retiring Bank under the Credit Agreement (except for the                
payment of Commitment Fees due to the Retiring Bank for the             
period from April 1, 1995 to the date hereof).                          

(b)  The Retiring Bank agrees to promptly return its          
Note to the Company.                                                    

SECTION 4.  Conditions to Effectiveness.  This Amendment      
---------------------------           
shall become effective when, and only when, the following               
conditions have been fulfilled:                                         

(a)  the Company, the Continuing Banks, the New Banks         
and the Retiring Bank shall have executed a counterpart of              
this Amendment;                                                         

(b)  the Agent shall have executed a counterpart of this      
Amendment and shall have received counterparts of this                  
Amendment executed by the Company, the Continuing Banks, the            
New Banks and the Retiring Bank; and                                    

(c)  the Company shall have delivered a Note to each New      
Bank dated the date of this Amendment and payable to the                
order of such New Bank in the amount of such New Bank's New             
Commitment.                                                             

SECTION 5.  Representations and Warranties True; No           
 ---------------------------------------
Default or Event of Default.  The Company hereby represents             
---------------------------                                             
and warrants to the Agent, the Continuing Banks, the New                
Banks and the Retiring Bank that after giving effect to the             
execution and delivery of this Amendment (a) the                        
representations and warranties set forth in the Credit                  
Agreement are true and correct on the date hereof as though             
made on and as of such date and (b) no Default or Event of              
Default has occurred and is continuing.                                 

SECTION 6.  Reference to the Credit Agreement and Effect      
      --------------------------------------------
on the Notes.                                                           
------------                                                            

(a)  Upon the effectiveness of this Amendment, each           
reference in the Credit Agreement to "this Agreement,"                  
"hereunder," "herein" or words of like import shall mean and            
be a reference to the Credit Agreement, as amended and                  
affected hereby.                                                        

(b)  Upon the effectiveness of this Amendment, each           
reference in the Notes to "the Credit Agreement" shall mean             
and be a reference to the Credit Agreement, as amended and              
affected hereby.                                                        

(c)  Upon the effectiveness of this Amendment, (i) each       
reference in the Credit Agreement and the Notes to "a Bank"             
or to "the Banks" shall mean and include respectively a                 
reference to a "Continuing Bank" and to a "New Bank" or to              
the "Continuing Banks" and to the "New Banks" and their                 
respective successors and assigns, (ii) each reference in the           
Credit Agreement and the Notes to a Bank's "Commitment" shall           
mean and be a reference to such Bank's "New Commitment,"                
(iii) each reference in the Credit Agreement and the Notes to           
"a Note" or "the Notes" shall mean and be a reference                   
respectively to the Notes issued by the Company under the               
Credit Agreement and the Notes dated the date hereof and                
delivered to the New Banks pursuant to this Amendment.                  

(d)  The Credit Agreement and the Notes, as amended and       
affected hereby, shall remain in full force and effect and              
are hereby ratified and confirmed.                                      

SECTION 7.  GOVERNING LAW.  THIS AMENDMENT SHALL BE           
-------------                         
GOVERNED BY, AND CONSTRUED AND INTERPRETED IN ACCORDANCE                
WITH, THE LAWS OF THE STATE OF TEXAS AND APPLICABLE FEDERAL             
LAW AND SHALL BE BINDING UPON THE COMPANY, THE CONTINUING               
BANKS, THE NEW BANKS, THE RETIRING BANK AND THE AGENT AND               
THEIR RESPECTIVE SUCCESSORS AND ASSIGNS.                                

SECTION 8.  Descriptive Headings.  The section headings       
--------------------                  
appearing in this Amendment have been inserted for                      
convenience only and shall be given no substantive meaning or           
significance whatever in construing the terms and provisions            
of this Amendment.                                                      

SECTION 9.  FINAL AGREEMENT OF THE PARTIES.  THE CREDIT       
------------------------------        
AGREEMENT (INCLUDING THE EXHIBITS AND SCHEDULE THERETO), AS             
AMENDED HEREBY, THE NOTES, THE AGENT'S LETTER AND THE OTHER             
LOAN DOCUMENTS, CONSTITUTE A "LOAN AGREEMENT" AS DEFINED IN             
SECTION 26.02(a) OF THE TEXAS BUSINESS AND COMMERCE CODE, AND           
REPRESENT THE FINAL AGREEMENT AMONG THE PARTIES RESPECTING              
THE SUBJECT MATTER HEREOF AND THEREOF AND MAY NOT BE                    
CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS OR                   
SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES.  THERE ARE NO                
UNWRITTEN ORAL AGREEMENTS AMONG THE PARTIES RESPECTING THE              
SUBJECT MATTER HEREOF AND THEREOF.                                      

SECTION 10.  Execution in Counterparts.  This Amendment       
-------------------------           
may be executed in any number of counterparts and by                    
different parties hereto in separate counterparts, each of              
which when so executed shall be deemed to be an original and            
all of which taken together shall constitute one and the same           
agreement.                                                              

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IN WITNESS WHEREOF, the parties hereto have caused this       
Amendment to be executed effective as of the date first                 
stated herein, by their respective officers thereunto duly              
authorized.                                                             

     TANDY CORPORATION

            By:  /s/ Dwain H. Hughes
                      --------------------------
          Name:  Dwain H. Hughes
                 Title:  Senior Vice President
                       and Chief Financial
           Officer

       TEXAS COMMERCE BANK
                  NATIONAL ASSOCIATION, as Agent

           By:  /s/ B. B. Wuthrich
                       ---------------------------
         Name:  B. B. Wuthrich
          Title:  Vice President

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Commitment:                   Continuing Banks                          
----------                    ----------------                          

$15,000,000                   BANK OF AMERICA NATIONAL TRUST            
           AND SAVINGS ASSOCIATION

              By:  /s/ W. Thomas Barnett
                      ------------------------
            Name:  W. Thomas Barnett
          Title:  Vice President

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Commitment:                   Continuing Banks                          
----------                    ----------------                          
$15,000,000                   THE BANK OF NEW YORK                      

           By:  /s/ Ian K. Stewart
                      ------------------------
         Name:  Ian K. Stewart
          Title:  Vice President

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----------                    ----------------                          

$7,500,000                    BANK ONE, TEXAS, N.A.                     

            By:  /s/ John D. Hudgens
                      ------------------------
          Name:  John D. Hudgens
          Title:  Vice President

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Commitment:                   Continuing Banks                          
----------                    ----------------                          

$10,000,000                   THE BANK OF TOKYO TRUST COMPANY           

                By:  /s/ Victor Bulzacchelli
                      --------------------------
              Name:  Victor Bulzacchelli
            Title:  Vice President &
           Manager

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Commitment:                   Continuing Banks                          
----------                    ----------------                          

$7,500,000                    THE CHASE MANHATTAN BANK, N.A.            

          By:  /s/ Ellen Gertzog
                      ------------------------
        Name:  Ellen Gertzog
          Title:  Vice President

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Commitment:                   Continuing Banks                          
----------                    ----------------                          

$15,000,000                   BANK OF AMERICA ILLINOIS                  
              (formerly Continental Bank
N.A.)     

              By:  /s/ W. Thomas Barnett
                    ------------------------
            Name:  W. Thomas Barnett
          Title:  Vice President

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Commitment:                   Continuing Banks                          
----------                    ----------------                          

$15,000,000                   CREDIT LYONNAIS NEW YORK BRANCH           

               By:  /s/ Robert Ivosevich
                        --------------------------
           Name:  Robert Ivosevich
                 Title:  Senior Vice President

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Commitment:                   Continuing Banks                          
----------                    ----------------                          

$10,000,000                   THE FIRST NATIONAL BANK OF                
BOSTON      

                By:  /s/ Bethann R. Halligan
                      ------------------------
              Name:  Bethann R. Halligan
             Title:  Managing Director

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Commitment:                   Continuing Banks                          
----------                    ----------------                          

$7,500,000                    FIRST UNION NATIONAL BANK OF              
  NORTH CAROLINA

            By:  /s/ Alan P. Spurgin
                      --------------------------
          Name:  Alan P. Spurgin
          Title:  Vice President

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Commitment:                   Continuing Banks                          
----------                    ----------------                          

$10,000,000                   MELLON BANK, N.A.                         

            By:  /s/ Mark T. Kennedy
                      --------------------------
          Name:  Mark T. Kennedy
          Title:  Assistant Vice
             President

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Commitment:                   Continuing Banks                          
----------                    ----------------                          

$15,000,000                   NATIONAL WESTMINSTER BANK, Plc            
   New York Branch

              By:  /s/ Stephen R. Parker
                      --------------------------
            Name:  Stephen R. Parker
          Title:  Vice President

                  NATIONAL WESTMINSTER BANK, Plc
 Nassau Branch

              By:  /s/ Stephen R. Parker
                      ------------------------
            Name:  Stephen R. Parker
          Title:  Vice President

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Commitment:                   Continuing Banks                          
----------                    ----------------                          

$15,000,000                   NATIONSBANK OF TEXAS, N.A.                

               By:  /s/ Vincent A. Liberio
                    ------------------------
             Name:  Vincent A. Liberio
                 Title:  Senior Vice President

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Commitment:                   Continuing Banks                          
----------                    ----------------                          

$10,000,000                   SOCIETE GENERALE, SOUTHWEST               
AGENCY      

                 By:  /s/ Louis P. Laville III
                        --------------------------
               Name:  Louis P. Laville III
          Title:  Vice President

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Commitment:                   Continuing Banks                          
----------                    ----------------                          

$7,500,000                    THE SUMITOMO BANK, LIMITED                
  HOUSTON AGENCY

        By:  /s/ Tatsuo Ueda
                      ------------------------
      Name:  Tatsuo Ueda
           Title:  General Manager

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Commitment:                   Continuing Banks                          
----------                    ----------------                          
$20,000,000                   TEXAS COMMERCE BANK                       
        NATIONAL ASSOCIATION

           By:  /s/ B. B. Wuthrich
                      ------------------------
         Name:  B. B. Wuthrich
          Title:  Vice President

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Commitment:                   Continuing Banks                          
----------                    ----------------                          

$10,000,000                   TORONTO DOMINION (TEXAS), INC.            

         By:  /s/ Diane Bailey
                      ------------------------
       Name:  Diane Bailey
          Title:  Vice President

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Commitment:                   New Banks                                 
----------                    ---------                                 

$5,000,000                    CITICORP USA, INC.                        

             By:  /s/ Barbara A. Cohen
                      --------------------------
           Name:  Barbara A. Cohen
          Title:  Vice President

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Commitment:                   New Banks                                 
----------                    ---------                                 
$5,000,000                 COMMERZBANK, AKTIENGESELLSCHAFT,             
  ATLANTA AGENCY

              By:  /s/ E. Kagerer      /s/ C. Rost
                   -------------------------------
                   Name:  E. Kagerer       C. Rost
                Title: Asst. Vice President/
                                 Asst. Treasurer

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Commitment:                   Retiring Bank                             
----------                    -------------                             

$0                            BARCLAYS BANK PLC                         

          By:  /s/ John Giannone
                    ------------------------
        Name:  John Giannone
    Title:  Director

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                                       EXHIBIT 10b

January 1, 1996                                                         

TO:                                                                     

FROM:          Richard Ramsey                                           

SUBJECT:       Compensation Plan, Fiscal Year 1996                      

Your compensation plan for fiscal year 1996 is outlined                 
below.                                                                  

I.   FY 1996 Base Salary                                                
-------                                                       

Your Base Salary for FY96 shall be $                          

II.  Your bonus for FY96 shall be determined by                         
multiplying the percent determined in the                     
following TARGET INCENTIVE GOALS times the                    
FACTORS set forth below.                                      

The bonus amounts payable are subject to                      
limitations set forth in Paragraph III and                    
IV.                                                           

TARGET INCENTIVE GOALS:                                       

1.   INCOME                                                   
Each percentage point of positive change that                 
the Tandy Corporation and subsidiaries income                 
from operations (before income taxes)                         
increases from the prior year.                                

2.   EARNINGS PER SHARE                                       
Each percentage point of positive change that                 
the Tandy Corporation earnings per share                      
increases from the prior year.                                

3.   STOCK PRICE                                              
a.   Each percentage point of positive change                 
that the Tandy Corporation stock price                        
increases, based on the average daily closing                 
price for 1995 and 1996.                                      

b.   If Tandy's average daily closing stock                   
price outperforms the "Peer Group's" average                  
daily closing stock price, you will receive                   
an additional bonus of $.                                     

Income and Earnings Per Share will be                     
calculated excluding the effect of                        
Financial Accounting Standards                            
requirements i.e. FAS121.                                 

Your factors to be used for each of the                   
calculations above are as follows:                        

1.  Income  increase:  $                            

2.  Earnings per share increase:  $                 

3.  Stock price increase: $                         

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Page 2                                                                  
January 1, 1996                                                         
Compensation Plan, FY96                                                 

INCOME - TE, ETC.                                             
Each percentage point of positive change that                 
the TE-US, TE-Asia, RSU and Tandy                             
Transportation net income (Pre Admin)                         
increases from the prior year times a factor                  
of $.                                                         

INCOME - REPAIR, ETC.                                         
Each percentage point of positive change that                 
the Repair Operations, TPA Consolidated and                   
the Central Operating Distribution net income                 
(Pre Admin) increases from the prior year                     
times a factor of $.                                          

Percentages shall be calculated to two                        
decimal points.                                               

III. Minimum Bonus                                                      

Minimum Threshold Increase Percent for Each Target                      
--------------------------------------------------                      
Incentive Goal                                                          
--------------                                                          
                Minimum Increase %
                ------------------
1.  Tandy Corp Income              2                

2.  Earnings per share             3                

3.  Stock price                                     
a.  Tandy Stock Increase      5           
b.  Peer Group                N/A         

4.  Net Income - TE, etc.          5                

5.  Net Income - Repair, etc.      4                

Bonus amounts earned from each of the factors                 
which exceed the minimum Increase above will                  
be accumulated.  No bonus will be paid unless                 
the accumulated bonus exceeds 9% of your base                 
salary.                                                       

Bonus will only be paid on each goal which                    
----                                    
exceeds the Minimum Increase % set forth above.               

IV.  Maximum Bonus:                                                     

The bonus paid will be limited to an amount                   
not to exceed $.                                              

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Page 3                                                                  
January 1, 1996                                                         
Compensation Plan, FY96                                                 

V.   This compensation plan is not an employment                        
contract, but a method of calculating your                    
total earnings.  You forfeit your rights to                   
receive a bonus if you resign before the end                  
of the current fiscal year.  If you are                       
terminated by the Company, you forfeit your                   
rights to receive a bonus except at the sole                  
discretion of the Company and in such amount                  
as the Company might decide.  If you retire                   
at age 55 or over, provided the Company has                   
given its consent to your early retirement,                   
or die before the end of the then current                     
fiscal year, your bonus for the current year-                 
to-date will be calculated to the nearest end                 
of the month preceding or succeeding such                     
event, using the formula above and adjusting                  
for the partial year.  The amount will be                     
paid to you or the legal representative of                    
your estate.                                                  

VI.  If at any time during your continued                               
employment, your responsibility, duties or                    
title changes, this plan is subject to                        
revision or termination by the Company at the                 
time of the foregoing change.                                 

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January 1, 1996                                                         

TO:                                                                     

FROM:          Richard Ramsey                                           

SUBJECT:       Compensation Plan, Fiscal Year 1996                      

Your compensation plan for fiscal year 1996 is outlined                 
below.                                                                  

I.   FY 1996 Base Salary                                                
-------                                                       

Your Base Salary for FY96 shall be $.                         

II.  Your bonus for FY96 shall be determined by                         
multiplying the percent determined in the                     
following TARGET INCENTIVE GOALS times the                    
FACTORS set forth below.                                      

The bonus amounts payable are subject to                      
limitations set forth in Paragraph III and                    
IV.                                                           

TARGET INCENTIVE GOALS:                                       

1.   INCOME                                                   
Each percentage point of positive change that                 
the Tandy Corporation and subsidiaries income                 
from operations (before income taxes)                         
increases from the prior year.                                

2.   EARNINGS PER SHARE                                       
Each percentage point of positive change that                 
the Tandy Corporation earnings per share                      
increases from the prior year.                                

3.   STOCK PRICE                                              
a.   Each percentage point of positive change                 
that the Tandy Corporation stock price                        
increases, based on the average daily closing                 
price for 1995 and 1996.                                      

b.  If Tandy's average daily closing stock                    
price outperforms the "Peer Group's" average                  
daily closing stock price, you will receive                   
an additional bonus of $.                                     

Income and Earnings Per Share will be                       
calculated excluding the effect of                          
Financial Accounting Standards requirements                 
i.e. FAS 121.  Percentages shall be                         
calculated to two decimal points.                           

Your factors to be used for each of the                     
calculations above are as follows:                          

1.  Income  increase:  $                            

2.  Earnings per share increase:  $                 

3.  Stock price increase: $                         

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Page 2                                                                  
January 1, 1996                                                         
Compensation Plan, FY96                                                 

III. Minimum Bonus                                                      

Minimum Threshold Increase Percent for Each Target            
--------------------------------------------------            
Incentive Goal                                                          
--------------                                                          

                Minimum Increase %
                ------------------
1.  Income                        2                 

2.  Earnings per share            3                 

3.  Stock price                                     
a.  Tandy Stock Increase     5            
b.  Peer Group               N/A          

Bonus amounts earned from each of the factors                 
which exceed the minimum Increase above will                  
be accumulated.  No bonus will be paid unless                 
the accumulated bonus exceeds 12% of your                     
base salary.                                                  

Bonus will only be paid on each goal which                    
----                                    
exceeds the Minimum Increase % set forth above.               

IV.  Maximum Bonus:                                                     

The bonus paid will be limited to an amount                   
not to exceed $.                                              

V.   This compensation plan is not an employment                        
contract, but a method of calculating your                    
total earnings.  You forfeit your rights to                   
receive a bonus if you resign before the end                  
of the current fiscal year.  If you are                       
terminated by the Company, you forfeit your                   
rights to receive a bonus except at the sole                  
discretion of the Company and in such amount                  
as the Company might decide.  If you retire                   
at age 55 or over, provided the Company has                   
given its consent to your early retirement,                   
or die before the end of the then current                     
fiscal year, your bonus for the current year-                 
to-date will be calculated to the nearest end                 
of the month preceding or succeeding such                     
event, using the formula above and adjusting                  
for the partial year.  The amount will be                     
paid to you or the legal representative of                    
your estate.                                                  

VI.  If at any time during your continued                               
employment, your responsibility, duties or                    
title changes, this plan is subject to                        
revision or termination by the Company at the                 
time of the foregoing change.                                 

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January 1, 1996                                                         

TO:                                                                     

FROM:          Richard Ramsey                                           

SUBJECT:       Compensation Plan, Fiscal Year 1996                      

Your compensation plan for fiscal year 1996 is outlined                 
below.                                                                  

I.   FY 1996 Base Salary                                                
-------                                                       

Your Base Salary for FY96 shall be $.                         

II.  Your bonus for FY96 shall be determined by                         
multiplying the percent determined in the                     
following TARGET INCENTIVE GOALS times the                    
FACTORS set forth below.                                      

The bonus amounts payable are subject to                      
limitations set forth in Paragraph III and                    
IV.                                                           

TARGET INCENTIVE GOALS:                                       

TANDY CORPORATION                                             
-----------------                                             

1.   INCOME                                                   
Each percentage point of positive change that                 
the Tandy Corporation and subsidiaries income                 
from operations (before income taxes)                         
increases from the prior year.                                

2.   EARNINGS PER SHARE                                       
Each percentage point of positive change that                 
the Tandy Corporation earnings per share                      
increases from the prior year.                                

3.   STOCK PRICE                                              
a.  Each percentage point of positive change                  
that the Tandy Corporation stock price                        
increases, based on the average daily closing                 
price for 1994 and 1995.                                      

b.  If Tandy's average daily closing stock                    
price outperforms the "Peer Group's" average                  
daily closing stock price, you will receive                   
an additional bonus of $.                                     

Income and Earnings Per Share will be                       
calculated excluding the effect of                          
Financial Accounting Standards requirements                 
i.e. FAS121.  Percentages shall be                          
calculated to two decimal points.                           

Your factors to be used for each of the                     
calculations above are as follows:                          

1.  Income  increase:  $                            

2.  Earnings per share increase:  $                 

3.  Stock price increase: $                         

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Page 2                                                                  
January 1, 1996                                                         
Compensation Plan, FY96                                                 

REAL ESTATE                                                   
-----------                                                   

An additional bonus will be paid equal to the                 
amounts paid to Mr. R. Evans and Mr. A.                       
Zeinfeld for their Real Estate elements ie                    
paragraphs 2 and 3 on Evans and Zeinfeld's                    
pay plans.  If either leave the company their                 
calculation will become discretionary based                   
on performance of the objectives incorporated                 
in their plan.                                                

III. Minimum Bonus                                                      

Minimum Threshold Increase Percent for Each Target            
--------------------------------------------------            
Incentive Goal                                                          
--------------                                                          

           Minimum
           -------
1.  Income                2% Increase               

2.  Earnings per share    3% Increase               

3.  Stock price                                     
a.  Tandy Stock Increase  5% Increase             
b.  Peer Group               N/A                  

Bonus amounts earned from each of the factors                 
which exceed the minimum Increase above will                  
be accumulated.  No bonus will be paid unless                 
the accumulated bonus exceeds 12% of your                     
base salary.                                                  

Bonus will only be paid on each goal which                    
----                                    
exceeds the Minimum Increase % set forth above.               

IV.  Maximum Bonus:                                                     

The bonus paid will be limited to an amount                   
not to exceed $.                                              

V.   This compensation plan is not an employment                        
contract, but a method of calculating your                    
total earnings.  You forfeit your rights to                   
receive a bonus if you resign before the end                  
of the current fiscal year.  If you are                       
terminated by the Company, you forfeit your                   
rights to receive a bonus except at the sole                  
discretion of the Company and in such amount                  
as the Company might decide.  If you retire                   
at age 55 or over, provided the Company has                   
given its consent to your early retirement,                   
or die before the end of the then current                     
fiscal year, your bonus for the current year-                 
to-date will be calculated to the nearest end                 
of the month preceding or succeeding such                     
event, using the formula above and adjusting                  
for the partial year.  The amount will be                     
paid to you or the legal representative of                    
your estate.                                                  

VI.  If at any time during your continued                               
employment, your responsibility, duties or                    
title changes, this plan is subject to                        
revision or termination by the Company at the                 
time of the foregoing change.                                 

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December 31, 1995                                                       

TO:                                                                     

FROM:          Richard Ramsey                                           

SUBJECT:       Compensation Plan, Fiscal Year 1996                      

Your compensation plan for fiscal year 1996, as                         
approved by the Organization and Compensation                           
Committee of the Board of Directors, is outlined                        
below.                                                                  

I.   FY 1996 Base Salary                                                
-------                                                       

Your Base Salary for FY96 shall be $.                         

II.  Your bonus for FY96 shall be determined by                         
multiplying the percent determined in the                     
following TARGET INCENTIVE GOALS times the                    
FACTORS set forth below.                                      

The bonus amounts payable are subject to                      
limitations set forth in Paragraph III and                    
IV.                                                           

TARGET INCENTIVE GOALS:                                       

1.   INCOME                                                   
Each percentage point of positive change that                 
the Tandy Corporation and subsidiaries income                 
from operations (before income taxes)                         
increases from the prior year.                                

2.   EARNINGS PER SHARE                                       
Each percentage point of positive change that                 
the Tandy Corporation earnings per share                      
increases from the prior year.                                

3.   STOCK PRICE                                              
a.   Each percentage point of positive change                 
that the Tandy Corporation stock price                        
increases, based on the average daily closing                 
price for 1995 and 1996.                                      

b.   If Tandy's average daily closing stock                   
price outperforms the "Peer Group's" average                  
daily closing stock price, you will receive                   
an additional bonus of $.                                     

Income and Earnings Per Share will be                     
calculated excluding the effect of                        
Financial Accounting Standards                            
requirements i.e. FAS121.  Percentages                    
shall be calculated to two decimal points.                

Your factors to be used for each of the                   
calculations above are as follows:                        

1.  Income  increase:  $                            

2.  Earnings per share increase:  $                 

3.  Stock price increase: $                         

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Page 2                                                                  
December 31, 1995                                                       
Compensation Plan, FY96                                                 

III. Minimum Bonus                                                      

Minimum Threshold Increase Percent for Each Target            
--------------------------------------------------            
Incentive Goal                                                          
--------------                                                          

                Minimum Increase %
                ------------------
1.  Income                        2                 

2.  Earnings per share            3                 

3.  Stock price                                     
a.  Tandy Stock Increase     5            
b.  Peer Group               N/A          

Bonus amounts earned from each of the factors                 
which exceed the minimum Increase above will                  
be accumulated.  No bonus will be paid unless                 
the accumulated bonus exceeds 12% of your                     
base salary.                                                  

Bonus will only be paid on each goal which                    
----                                    
exceeds the Minimum Increase % set forth above.               

IV.  Maximum Bonus:                                                     

The bonus paid will be limited to an amount                   
not to exceed $.                                              

V.   This compensation plan is not an employment                        
contract, but a method of calculating your                    
total earnings.  You forfeit your rights to                   
receive a bonus if you resign before the end                  
of the current fiscal year.  If you are                       
terminated by the Company, you forfeit your                   
rights to receive a bonus except at the sole                  
discretion of the Company and in such amount                  
as the Company might decide.  If you retire                   
at age 55 or over, provided the Company has                   
given its consent to your early retirement,                   
or die before the end of the then current                     
fiscal year, your bonus for the current year-                 
to-date will be calculated to the nearest end                 
of the month preceding or succeeding such                     
event, using the formula above and adjusting                  
for the partial year.  The amount will be                     
paid to you or the legal representative of                    
your estate.                                                  

VI.  If at any time during your continued                               
employment, your responsibility, duties or                    
title changes, this plan is subject to                        
revision or termination by the Company at the                 
time of the foregoing change.                                 

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January 1, 1996                                                         

TO:                                                                     

FROM:          Richard Ramsey                                           

SUBJECT:       Compensation Plan, Fiscal Year 1996                      

Your compensation plan for fiscal year 1996 is outlined                 
below.                                                                  

I.   FY 1996 Base Salary                                                
-------                                                       

Your Base Salary for FY96 shall be $.                         

II.  Your bonus for FY96 shall be determined by                         
multiplying the percent determined in the                     
following TARGET INCENTIVE GOALS times the                    
FACTORS set forth below.                                      

The bonus amounts payable are subject to                      
limitations set forth in Paragraph III and                    
IV.                                                           

TARGET INCENTIVE GOALS:                                       

TANDY CORPORATION                                             
a.  INCOME                                          
Each percentage point of positive change                    
that the Tandy Corporation and subsidiaries                 
income from operations (before income                       
taxes) increases from the prior year.                       

b.  EARNINGS PER SHARE                              
Each percentage point of positive change                    
that the Tandy Corporation earnings per                     
share increases from the prior year.                        

c.  STOCK PRICE                                     
Each percentage point of positive change                    
that the Tandy Corporation stock price                      
increases, based on the average daily                       
closing price for 1995 and 1996.                            
If Tandy's average daily closing stock                      
price outperforms the "Peer Group's"                        
average daily closing stock price, you will                 
receive an additional bonus of $.                           

Income and Earnings Per Share will be                       
calculated excluding the effect of                          
Financial Accounting Standards requirements                 
i.e. FAS121.                                                

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Page 2                                                                  
January 1, 1996                                                         
Compensation Plan, FY96                                                 

RADIO SHACK                                                   
INCOME                                                    
Each percentage point of positive change                    
that the Radio Shack Division net income                    
(before income taxes) increase from the                     
prior year.                                                 

Radio Shack results will be adjusted to                       
reflect TE Manufacturing and distribution                     
operations for 1995 and 1996.                                 

Percentages shall be calculated to two                        
decimal points.                                               

Your factors to be used for each of the                       
calculations above are as follows:                            

TANDY                                     
a.  Income increase:  $                   
b.  Eanings per share increase: $         
c.  Stock price increase: $               

RADIO SHACK                               
Income:  $                                

III. Minimum Bonus                                                      

Minimum Threshold Increase Percent for Each Target            
--------------------------------------------------            
Incentive Goal                                                          
--------------                                                          

                                Minimum Increase %
                                ------------------
TANDY                                                         
a.  Income                                 2        

b.  Earnings per share                     3        

c.  Stock price                                     
a.  Tandy Stock Increase              5   
b.  Peer Group                        N/A 

RADIO SHACK                                                   
Income                                      2         

Bonus amounts earned from each of the factors                 
which exceed the minimum Increase above will                  
be accumulated.  No bonus will be paid unless                 
the accumulated bonus exceeds 12% of your                     
base salary.                                                  

Bonus will only be paid on each goal which                    
----                                    
exceeds the Minimum Increase % set forth above.               

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Page 3                                                                  
January 1, 1996                                                         
Compensation Plan, FY96                                                 

IV.  Maximum Bonus:                                                     

The bonus paid will be limited to an amount                   
not to exceed $.                                              

V.   This compensation plan is not an employment                        
contract, but a method of calculating your                    
total earnings.  You forfeit your rights to                   
receive a bonus if you resign before the end                  
of the current fiscal year.  If you are                       
terminated by the Company, you forfeit your                   
rights to receive a bonus except at the sole                  
discretion of the Company and in such amount                  
as the Company might decide.  If you retire                   
at age 55 or over, provided the Company has                   
given its consent to your early retirement,                   
or die before the end of the then current                     
fiscal year, your bonus for the current year-                 
to-date will be calculated to the nearest end                 
of the month preceding or succeeding such                     
event, using the formula above and adjusting                  
for the partial year.  The amount will be                     
paid to you or the legal representative of                    
your estate.                                                  

VI.  If at any time during your continued                               
employment, your responsibility, duties or                    
title changes, this plan is subject to                        
revision or termination by the Company at the                 
time of the foregoing change.                                 

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                                       EXHIBIT 10l
FIRST RESTATED            
TRUST AGREEMENT           
TANDY EMPLOYEES           
SUPPLEMENTAL STOCK PROGRAM            
DATED JANUARY 1, 1996           
(THROUGH AMENDMENT IV)            

AGREEMENT made as of this 1st day of January, 1996,         
between Tandy Corporation, a corporation duly organized and             
existing under the laws of the State of Delaware, with its              
principal place of business at Fort Worth, Tarrant County,              
Texas, hereinafter called "Tandy", and Bank One Texas, NA,              
hereinafter called "Trustee";                                           

WITNESSETH            

THAT WHEREAS, Tandy desires to establish, on behalf  of     
its eligible employees, a Trust for the purposes of receiving           
and  holding Tandy Corporation Common Stock ("Tandy Stock")             
and other property and the paying of certain benefits, as set           
out hereinafter, on behalf of its eligible employees who due            
to benefit limitations in applicable tax laws under the                 
Internal  Revenue  Code  are unable  to  have  further                  
contributions made on their behalf under the Tandy Fund,                
formerly the Tandy Employees Deferred Salary and Investment             
Plan or DIP;                                                            

WHEREAS, the program provides for employee payroll          
deductions at a rate up to 8% of a Participant's Earnings               
after the Participant has reached the maximum Tandy Fund,               
formerly  DIP,  contribution  and  a  Company  matching                 
contribution equal to 80% of the Participant's payroll                  
deduction being paid over to Tandy and the crediting of these           
funds to a Participant's account, the balance of which will             
be used to purchase Tandy Stock, at regular intervals at                
current market prices, which Tandy Stock will be held by the            
Trustee until such time as a Participant meets the withdrawal           
or distribution requirements set out in the Program; and                

WHEREAS, Tandy desires to designate the Trustee to hold,        
manage and disburse Trust Funds.                                        

NOW, THEREFORE, in consideration of the premises and of     
the promises and covenants hereinafter contained and for the            
purposes herein stated, the parties hereto do hereby agree as           
follows:                                                                

I           

NAME, EFFECTIVE DATE AND PROGRAM YEAR           

A.    NAME OF TRUST:  The Trust herein created, and         
sometimes  for convenience referred to herein  as  the                  
"Program",  shall  be  known as the  "Tandy  Employees                  
Supplemental Stock Program".                                            

B.   EFFECTIVE DATE:  This Agreement shall be effective       
as of the 1st day of September, 1989.                                   

C.    PROGRAM  YEAR: The Program Year shall end on          
December 31 of each year.                                               

II            

ADMINISTRATION            

A.    APPOINTMENT OF ADMINISTRATIVE COMMITTEE:  The         
Tandy Board of Directors shall appoint a committee to be                
known as the "Administrative Committee", hereinafter referred           
to as the "Committee", to administer the Program.  This                 
Committee shall consist of three or more members who shall              
not necessarily be employees of Tandy. Tandy shall advise               
the Trustee of the names of the members of the Committee, and           
the Trustee shall be entitled to rely thereon until similarly           
advised of a change in the membership of the Committee.                 

B.   TERM OF OFFICE OF COMMITTEE MEMBERS:  Each member      
of  the  Committee shall hold office until his death,                   
disability, resignation or removal from office.  Any member             
of the Committee may be removed by the Tandy Board of                   
Directors at its pleasure. Any Committee member may resign              
by delivering his written resignation to Tandy and to the               
Committee. Vacancies in the Committee arising from any cause            
whatsoever shall be filled by the Tandy Board of Directors.             

C.   POWERS AND DUTIES:  The Committee shall administer       
the Program in accordance with its terms and shall have all             
powers necessary to carry out the provisions of the Program.            
Without limiting the generality of the foregoing, the                   
Committee shall have the following powers:                              

(1)  To make and publish such rules and regulations 
as  it may deem necessary to carry out the provisions of the            
Program;                                                                

(2)  To determine all questions arising in the    
administration,  interpretation and application of the                  
Program, including questions of eligibility of employees and            
the status and rights of Participants, Beneficiaries and any            
other person hereunder;                                                 

(3)  To deliver funds or purchase Tandy Stock for 
delivery  to  the  Trustee, as more particularly specified              
hereinafter;                                                            

(4)  To authorize all disbursements by the Trustee
from the Trust Fund;                                                    

(5)  To direct the Trustee to sell Tandy Stock to 
Tandy or on the open market for the purpose of funding                  
Financial Hardship withdrawals under the Program;                       

(6)  To decide any dispute arising hereunder;     

(7)  To construe the provisions of the Program and
to correct any defects therein; and                                     

(8)  To provide procedures for the determination  
of claims for benefits.                                                 

The determination of the Committee as to any      
questions  arising hereunder shall be conclusive and binding            
on all persons.                                                         

D.   ORGANIZATION AND OPERATION OF THE COMMITTEE:  The      
Committee shall act by a majority of its members at the time            
in office, and such action may be taken either by a vote at a           
meeting or in writing without a meeting; however, a Committee           
member shall not vote on any question relating specifically             
to himself, but any necessary action regarding such Committee           
member shall be decided by the remaining members of the                 
Committee.  In the event the remaining members of the                   
Committee are unable to agree upon the disposition of any               
question, the Tandy Board of Directors shall appoint another            
person eligible for membership on the Committee to serve as a           
temporary member for the purpose of reaching a decision on              
the matter in issue. Such matters shall then be determined              
by a majority of the Committee, including said temporary                
member.                                                                 

The Committee may authorize any one or more of its          
members to execute any document or documents on behalf of the           
Committee, in which event the Committee shall notify the                
Trustee in writing of such action and the name and names of             
its members so designated. The Trustee thereafter shall                 
accept and rely upon any document executed by such member or            
members as representing action by the Committee until the               
Committee shall file with the Trustee a written revocation of           
such designation.                                                       

The Committee may adopt such bylaws and regulations as      
it deems desirable for the conduct of its affairs, and may              
appoint such accountants, counsel, specialists, and other               
persons as it deems necessary or desirable in connection with           
the administration of the Program.  Such accountants and                
counsel may, but need not be accountants and counsel for                
Tandy.  The Committee shall be entitled to rely conclusively            
upon, and shall be fully protected in any action taken by it            
in good faith in relying upon any opinions or reports which             
shall be furnished to it by any such accountant, counsel, or            
other specialist.                                                       

The Committee and the Trustee may by agreement in           
writing arrange for the Committee and/or Tandy to perform any           
of the Trustee's ministerial functions, including but not               
limited to the maintenance of records of accounts of each               
Participant, preparation and distribution of Internal Revenue           
Service, Securities and Exchange Act, or Labor Department               
forms  or documents required to be provided  to  each                   
Participant, and delivery of Tandy Stock or cash to the                 
Trustee.                                                                

Tandy may furnish the Committee with such clerical          
assistance on a full or part time basis as shall from time to           
time  be  reasonable or desirable to assist in the                      
administration of the Program, and shall pay all costs and              
expenses, including Trustee's fees and expenses, incurred in            
the administration of the Program, save and except those                
specified in Section III E; and save and except those costs             
and expenses, including attorneys' fees, which are charged to           
the accounts of Participant's by a court of competent                   
jurisdiction in any litigation in which the Program or any of           
its fiduciaries are a party.                                            

E.   RECORDS AND REPORTS:  The Committee shall keep a       
record of all its proceedings and acts, and shall keep all              
such books of account, records, and other data as may be                
necessary for the proper administration of the Program.  The            
Committee shall notify the Trustee and the Tandy Board of               
Directors of any action taken by the Committee, and, when               
required, shall notify any other interested person  or                  
persons.  The Committee will specifically maintain separate             
records as to each Participant's account. Within a reasonable           
period of time after the end of each calendar quarter the               
Committee shall notify each Participant of the total number             
of shares credited to his account which will include the                
employee's contributions, other contributions and Company               
contributions and the cost basis of said shares.                        

F.    IMMUNITY  FROM  LIABILITY:   No member of the         
Committee shall incur any liability for any action or failure           
to act, excepting liability for his own gross negligence or             
willful misconduct. Tandy shall indemnify each member of the            
Committee against any and all claims, losses, damages,                  
expenses and liabilities, including any amounts paid in                 
settlement with the Committee's approval, arising from any              
action or failure to act, except when the same is judicially            
determined to be due to the gross negligence or willful                 
misconduct of such member.  The Committee may, at its                   
discretion, require the written approval or disapproval of              
Tandy prior to taking action in any particular matter made              
the subject of its responsibility hereunder.                            

G.     CONCLUSIVENESS OF DETERMINATION OF  COMPANY        
CONTRIBUTIONS:  Neither the Trustee, Tandy nor the Committee            
shall be under any duty to inquire into the correctness of              
the amounts contributed and paid over to Tandy by a Company             
in accordance with the applicable section hereof; nor shall             
the Trustee, Tandy or the Committee or any other person be              
under any duty to enforce the payment of the contributions to           
be made under the applicable sections hereof; and the                   
determination by the Company of its contributions hereunder             
shall be final and conclusive upon all persons.                         

H.   REVERSION AND DIVERSION:                                 

(1)   REVERSION:  Under no circumstances can a    
Company recover any part of the contributions made to this              
Program and credited to a Participant's account.                        

(2)  DIVERSION:  No part of the Trust Fund created  
by  this Program except as required to pay taxes and                    
administrative expenses, shall be used or diverted to                   
purposes other than for the exclusive benefit of the                    
Participants or their beneficiaries or estates.                         
III           

TRUST AND TRUSTEE           

A.    ESTABLISHMENT AND ACCEPTANCE OF TRUST:  The           
Trustee shall receive any contributions paid to it in cash or           
Tandy Stock. All contributions so received, and Tandy Stock             
purchased therefrom, shall be known for purposes of this                
Agreement as the "Trust Fund", and shall be held, managed and           
administered in Trust at the request of and for the benefit             
of Participants pursuant to the terms of this Agreement. The            
Trustee hereby accepts the Trust created hereunder and agrees           
to perform the duties provided for under this Agreement.                

B.   POWERS OF THE TRUSTEE:  The Trustee shall have all       
the powers granted by the terms of Title 9 of the Property              
Code of the State of Texas as it now exists, or as it may be            
amended, and in addition thereto and not in modification or             
limitation thereof, the Trustee shall have the following                
powers:                                                                 

(1)  To invest the contributions and earnings     
thereon of Tandy or Company in Tandy Stock as soon as                   
practicable  after receipt thereof, but to  hold cash                   
temporarily uninvested without liability for interest thereon           
when the investment of such cash is impracticable;                      

(2)  To keep the Trust Fund in Tandy Stock, to meet 
contemplated withdrawals, as the Committee shall specify in             
written requests;                                                       

(3)  To hold Tandy Stock purchased as investments 
for the Trust Fund in its name or in the name of its                    
nominees;                                                               

(4)  To sell, exchange, convey, transfer, or      
otherwise dispose of any Tandy Stock held by it, by private             
contract or at public auction, to fund Financial Hardship               
withdrawals on behalf of and for the benefit of the affected            
Participant;                                                            

(5)  Subject to Section XII hereof, to vote upon  
any stocks, bonds, or other securities; to give general or              
special proxies or powers of attorney with or without power             
of substitution; to exercise any conversion privileges,                 
subscription rights or other options; and to make any                   
payments incidental thereto; to oppose or consent to or                 
otherwise participate in, corporate reorganization or other             
change affecting corporate securities and to delegate                   
discretionary powers, and to pay any assessments or charges             
in connection therewith; and generally to exercise any of the           
powers of an owner with respect to stocks, bonds, securities            
or other properties held as a part of the Trust Fund;                   

(6)  To settle, compromise or submit to arbitration 
any claims, debts or damages due or owing to or from the                
Trust Fund, to commence or defend suits or legal or                     
administrative proceedings; or                                          

(7)  To delegate to Tandy and/or the Committee by 
agreement in writing, such ministerial, record keeping and              
discretionary duties as may be agreed upon, including but not           
limited  to the maintenance of records of account of                    
Participants, the quarterly determination of each                       
Participant's account, and the number of shares of Tandy                
Stock purchased, delivered, or distributed by it.                       

The powers granted to the Trustee under this      
Section III B shall be exercised by the Trustee in its                  
discretion; however, the Committee may at any time and from             
time to time, by written direction to the Trustee, require              
the Trustee to obtain the written approval of the Committee             
before exercising such powers, as may be specified in such              
direction. Any such direction may be of a continuing nature             
or otherwise, and may be revoked in writing by the Committee            
at any time. Neither the Trustee nor any other person shall             
be under any duty to question any such direction of the                 
Committee and the Trustee shall as promptly as possible                 
comply with any directions given by the Committee hereunder.            
The Trustee shall not be responsible for any loss which may             
result from the failure or refusal of the Committee to give             
any such required approval.                                             

C.    INVESTMENT OF THE TRUST FUND:  The Trustee shall      
at regular intervals at current market prices invest all of             
the assets of the Trust Fund in Tandy Stock.                            

D.    PAYMENTS FROM THE FUND:  The Trustee shall from       
time to time, on the written direction of the Committee, make           
distributions out of the Trust Fund to the Participants or              
the Participants' Beneficiaries, estates or Alternate Payees,           
in such manner, in such Tandy Stock, and for such purposes as           
may be specified in written directives of the Committee and             
upon any such distribution being made, the amount thereof               
shall no longer constitute a part of the Trust Fund.  The               
Trustee shall not be responsible in any way for the                     
application of such distributions or for the adequacy of the            
Trust Fund to meet and discharge any and all liabilities                
under the Program.                                                      

E.    FEES AND EXPENSES OF THE TRUSTEE:  The Trustee        
shall be paid such reasonable compensation as shall from time           
to time be agreed upon in writing by Tandy and the Trustee.             
In  addition, the Trustee shall be reimbursed for any                   
reasonable expenses, including reasonable counsel  fees,                
incurred by it in the administration of the Trust Fund,                 
except as hereinafter provided.  Such compensation  and                 
expenses incurred shall be paid by Tandy, but until paid                
shall constitute a charge upon the Trust Fund; provided,                
however, that Tandy shall have no obligation to pay such                
compensation and expenses, including counsel fees, as are               
charged to the accounts of Participants by a court of                   
competent jurisdiction in any litigation in which the Program           
or any of its fiduciaries are a party.  All costs and                   
expenses incurred in connection with the purchase, sale and             
transfer of securities, and all taxes of any and all kinds              
whatsoever that may be levied or assessed under existing or             
future laws upon, or in respect of, the Trust Fund, or the              
income thereof, shall be paid by the Trustee from the Trust             
Fund.                                                                   

F.    ACCOUNTING:  The Trustee, or Tandy or the           
Committee by written agreement with the Trustee, shall keep             
accurate and detailed accounts of all receipts, disbursements           
and other transactions hereunder.                                       

Within a reasonable time after the close of the Program     
Year and within one hundred twenty (120) days following the             
resignation or removal of the Trustee or termination of the             
Program, the Trustee shall render a complete accounting for             
the Program Year preceding or then ended, as the case may be,           
to a firm of independent public accountants to be selected by           
Tandy. Such accountants shall have full authority to examine            
the Trustee's records and accounts relating to the Program              
and to submit written reports thereon to Tandy.                         

Within a reasonable time after the close of the taxable     
year of the Trust, which is hereby established to end on                
December 31 of each year, and within one hundred twenty (120)           
days following the resignation or removal of the Trustee or             
termination of the Trust, the Trustee shall render a complete           
accounting for the taxable year preceding or then ended, as             
the case may be, to Tandy or to a firm of independent public            
accountants to be selected by Tandy. Such accountants shall             
have full authority to examine the Trustee's records and                
accounts relating to the Trust and to submit written reports            
thereon to Tandy.                                                       

Within a reasonable time after the close of the Program     
Year, the Trustee shall transmit to each Participant, in such           
form as the Trustee shall determine, a statement setting                
forth the interest of each such Participant in the Program.             
Such statement shall be deemed correct unless written notice            
to the contrary shall be delivered to the Trustee by a                  
Participant within thirty (30) days following the mailing or            
delivery of such statement to the Participant.                          

Reports relating to the Trustee's accounts prepared by      
independent accountants selected by Tandy shall be maintained           
at the principal office of Tandy and shall be available for             
inspection by interested persons hereunder. Subject to the              
right of a Participant to challenge the correctness of an               
annual statement submitted to him by the Trustee, the                   
approval by the independent accountants of the Trustee's                
account shall constitute a complete release and discharge of            
the Trustee from any liability in respect to any act or                 
transaction  reflected in the Trustee's accounts.  The                  
foregoing provisions notwithstanding, no person other than              
Tandy or the Committee may require an accounting or the                 
furnishing of a statement or bring an action against the                
Trustee with respect to the Trust created hereby or its                 
actions as Trustee.                                                     

Notwithstanding any of the foregoing provisions, the        
Trustee shall not be liable for any failure to submit an                
account or statement in a timely fashion where its failure to           
act is based on the omission of Tandy to name a firm of                 
independent accountants to whom such accounting is to be                
rendered or is based on the failure of either Tandy or the              
Committee to supply information to the Trustee necessary for            
the completion of the accounting or of the statement.                   

G.   AUTHORIZATION TO PROTECT THE TRUSTEE:  Any action      
by Tandy pursuant to any of the provisions of this Agreement            
shall be evidenced by a certified resolution of its Board of            
Directors delivered to the Trustee over the signature of any            
person authorized by the said Board of Directors to make such           
written instrument or resolution so certified to it.  All               
orders, requests and instructions of the Committee shall be             
in writing, signed by those members or that member of the               
Committee so designated by the Committee, and the Trustee may           
act and shall be fully protected in so acting in accordance             
with such orders, requests and instructions.  The Trustee               
shall not be liable for any loss to or diminution of the                
Trust Fund except when the same may be due to its willful               
misconduct or bad faith and the Trustee shall in no event               
have any responsibility for the properties except those                 
actually received by it.                                                

H.    REMOVAL AND RESIGNATION; SUCCESSOR TRUSTEE:  The      
Trustee may be removed by Tandy at any time upon thirty (30)            
days notice in writing to Trustee and the Committee.  The               
Trustee may resign at any time upon thirty (30) days notice             
in writing to Tandy and to the Committee. Upon such removal             
or resignation of the Trustee, Tandy shall appoint  a                   
successor trustee, which shall be a bank or trust company               
having combined capital and surplus of not less than Twenty-            
Five Million Dollars ($25,000,000.), which shall have the               
same powers and duties conferred upon the Trustee hereunder.            
Upon acceptance of such appointment by the successor trustee,           
the Trustee shall assign, transfer and pay over to such                 
successor trustee the funds and properties then constituting            
the Trust Fund.  The Trustee is authorized, however, to                 
reserve such sum of money, as it may deem  advisable, for               
payment of its fees and expenses in connection with the                 
settlement of its account or otherwise, and any balance of              
such reserve remaining after the payment of such fees and               
expenses shall be paid over to the successor trustee.                   

IV            

PARTICIPATION IN THE PROGRAM            

A.    ADOPTION OF PROGRAM.  Tandy and each of its           
affiliates and associates may adopt the Program for all or              
part of its employees as its Board of Directors may in its              
discretion approve. Tandy and each of its affiliates and                
associates adopting the Program are hereinafter collectively            
referred to as "Company".                                               

B.   ELIGIBILITY.  Subject to the provisions of Section       
XX with respect to union-represented employees, all employees           
are  eligible to participate in the Program if  their                   
contributions are limited in any Tandy Fund, formerly DIP,              
plan year ("Tandy Fund Plan Year") as a result of Internal              
Revenue Code Sections 402(g), 415(c), 401(a)(17) and/or                 
401(k)(3) and following an election to participate being                
received in the Program's administrative office, may make               
contributions to the Program as a Participant for the                   
remainder of any Tandy Fund Plan Year after the date on which           
the contribution limit is reached.  Participation in the                
Program is entirely voluntary and the election to participate           
may be made through Employee Payroll Deductions under Section           
V.  To remain as a Participant in the Program, an employee              
must continue to be an "Employee" engaged in Continuous Full            
Time Service for Tandy or a Company, or in employment which             
contemplates continued Qualifying Service.                              

C.   APPLICATION FOR PARTICIPATION.   In order to become      
a Participant hereunder, each eligible employee shall execute           
a written application wherein he shall evidence:                        

1.   His intent to participate in the Program;      

2.    His joinder of this Trust Agreement executed  
by Tandy on his behalf;                                                 

3.   His consent for Employee Payroll Deductions in 
accordance with Section V below; and                                    
4.     His acknowledgment and consent to the        
withholding of taxes resulting from the Company Contribution            
during the Taxable Year in which the Company Contribution is            
made.                                                                   

Once an employee has completed the necessary eligibility      
requirements for participation in the Program, contributions            
under Section V shall begin automatically, but shall be held            
in a suspense account subject to receipt of a payroll                   
deduction form by the Program Administration office.  The               
employee shall have thirty (30) days from the automatic                 
commencement of participation in the Program to file a                  
written application for participation. His participation in             
the Program shall not become effective, however, until the              
start of the next pay period after the application is                   
received by the Company or after he has reached the                     
contribution limit in any Tandy Fund Plan Year following the            
year of his initial enrollment in the Program.                          

In  the event that an eligible employee  making           
contribution during the thirty (30) day period elects not to            
participate in the Program or fails to file a written                   
application for participation during the period, payroll                
deductions made by the employee during the period shall be              
returned to the employee and any Company or Other                       
Contributions will be canceled.                                         

V           

INVESTMENT OPTION           

A.   RATE OF PAYROLL DEDUCTION.                               

1.   After receipt of a payroll deduction form by 
the Program Administration office, Participants shall have              
Employee Payroll Deductions withheld at the rate of 1%, 2%,             
3%, 4%, 5%, 6%, 7% or 8% of Earnings, in excess of the                  
maximum amount of Earnings needed to reach one of the                   
contribution limits to the Tandy Fund, formerly DIP, as set             
out in the Internal Revenue Code of 1986. Participation in              
the Program is for the remainder of the Tandy Fund Plan Year.           

2.   Participants  shall  designate  their    
participation and desire to participate through payroll                 
deductions  by  means  of a signed  payroll  deduction                  
authorization form.  The initial authorization shall                    
continue in effect, notwithstanding any change in                       
Participant's Earnings, until the Participant becomes                   
ineligible for the Program. Deductions made subject to such             
authorization are called "Employee Payroll Deductions".                 

B.   COLLECTION AND PAYMENT OF EMPLOYEE PAYROLL           
DEDUCTIONS:  The Company shall withhold and deduct on each              
regular  pay day from each Participant's Earnings  the                  
contribution specified. The Company shall pay the Employee              
Payroll Deductions over to Tandy and Tandy will use the                 
Employee Payroll Deductions to either deliver cash to the               
Trustee to purchase Tandy Stock or purchase and deliver                 
shares of Tandy Stock to the Trustee within thirty (30) days            
following the end of the calendar quarter in which such                 
contributions shall have been deducted and withheld. In the             
event a Participant withdraws from the Program and his                  
contribution for the calendar quarter preceding the time of             
his withdrawal has been withheld from his Earnings, but has             
not been used for the purchase of Tandy Stock, then the                 
Company shall refund to such withdrawing Participant the                
amount of his contribution so withheld.                                 

VI            

CREDITS TO PARTICIPANTS           

As soon as practicable after the end of each calendar       
quarter  the following credits shall be made to each                    
Participant's account as of the end of each calendar quarter:           

A.  EMPLOYEE PAYROLL DEDUCTION.  The amount of            
Employee Payroll Deductions withheld during each month of               
such quarter;                                                           

B.  COMPANY CONTRIBUTION.  A monthly amount (the          
"Company Contribution") calculated in accordance with Section           
VI. B. 1. below:                                                        

1.  The Company Contribution shall be determined  
on the basis of each payroll period by multiplying the                  
Employee Payroll Deduction by Eighty Percent (80%); and                 

2.  Within thirty (30) days following the end of  
each calendar quarter, the Company shall contribute out of              
its earnings and profits to Tandy and this amount, calculated           
in accordance with Section VI B. 1, shall be delivered to the           
Trustee for the purchase of Tandy Stock or used to purchase             
and deliver Tandy Stock to the Trustee. Except for excess               
contributions made because of fraud or mistake of fact and              
returned within one (1) year after payment to Tandy under               
this Program, no part of the contributions of the Company               
shall be recoverable by it under any circumstances. In the              
event the Company should not have sufficient current earnings           
or profits and be operating at a loss currently and thus be             
unable to pay its full contributions to this Program, then              
such contributions, if any, that it shall be able to make               
shall be allocated among all Participants on the basis of the           
relative amounts of contributions made by each during the               
quarter.                                                                

C.   OTHER CONTRIBUTION-DIVIDEND INCOME ON STOCK.  All      
cash dividends paid on shares credited to the Participant's             
account on the record date designated by Tandy for such                 
dividend shall be allocated when paid to each Participant's             
account as other contributions ("Other Contributions") and              
delivered to the Trustee or applied to the purchase of Tandy            
Stock in accordance with Section VI. D. below, for delivery             
to the Trustee.  These Other Contributions will not be                  
subject to matching contributions by the Company or Tandy.              

D.  APPLICATION OF CREDITS.  The Employee Payroll           
Deductions, Other Contributions, and Company Contributions              
are to be applied to the acquisition of Tandy Stock quarterly           
and shall be credited to the Participant's account as soon as           
practicable after the end of the calendar quarter as Tandy              
Stock and any Fractional Share (as defined in Section XIX)              
based upon the number of shares of Tandy Stock purchasable at           
a price equal to the average closing price of Tandy Stock as            
reported for the New York Stock Exchange composite                      
transactions for each trading day of the calendar month (the            
"Stock Price") for which the deductions or contributions are            
made.                                                                   

E.  DIVIDENDS OTHER THAN CASH AND TANDY STOCK.  All         
dividends with respect to Tandy Stock held in a Participant's           
account under the Program that are not payable in cash or               
Tandy Stock shall be distributed to the Participant as soon             
as possible.  All whole units of any security (other than               
Tandy Stock), any rights and warrants for a whole unit of any           
security and whole units of any other asset shall be                    
distributed in kind. All fractional units of any security               
(other than Tandy Stock), any rights and warrants for less              
than a whole unit of any security and fractional units of any           
other asset shall be sold and the net proceeds paid to the              
Participant.                                                            

F.  STOCK DIVIDEND OR SPLIT-UP.  Any Tandy Stock            
issuable by Tandy as a stock dividend or split-up on the                
Tandy Stock and any Fractional Share to the credit of the               
Participant on the record date designated by Tandy for such             
stock dividend or split-up shall be credited to  each                   
Participant's account (in an amount per share equivalent to             
any stock dividend or split-up actually paid by Tandy on its            
Tandy Stock then outstanding) and delivered to the Trustee as           
soon as practicable after the distribution date of such stock           
dividend or split-up.                                                   

VII           

TRANSFERS TO TRUSTEE            

A.   EMPLOYEE PAYROLL DEDUCTION.  The Company shall pay       
over to Tandy the Employee Payroll Deductions of each                   
Participant as soon as practicable after the payroll period             
nearest the end of the calendar month in which such Employee            
Payroll  Deduction is withheld.  The  Employee  Payroll                 
Deductions will be credited to the Participant's account                
quarterly and delivered to the Trustee for the purchase of              
Tandy Stock and/or used to purchase Tandy Stock which will be           
delivered to the Trustee as soon as practicable after the end           
of the calendar quarter.                                                

B.   COMPANY CONTRIBUTIONS.  The Company shall account      
for the Company Contributions payable to Tandy on each                  
Participant's account as soon as practicable after the                  
payroll period nearest the end of the calendar month in which           
such Employee Payroll Deductions are withheld. The Company              
Contributions shall be paid over to Tandy and credited to the           
Participant's account quarterly. Said contributions shall               
then be delivered to the Trustee for the purchase of Tandy              
Stock and/or used to purchase Tandy Stock which will be                 
delivered to the Trustee as soon as practicable after the end           
of the calendar quarter.                                                

VIII            

INVESTMENT            

A.   TANDY STOCK.                                             

1.    The Trustee will invest all or substantially
all of the Trust Fund in Tandy Stock.                                   

2.    Any Tandy Stock required for the Program may
be treasury shares or original issue shares.                              

3.    Tandy Stock may be held by the Trustee, as  
custodian, at its discretion either in its name or in the               
name of one or more nominees. Tandy Stock shall be purchased            
and/or delivered to the Trustee as of the end of each                   
calendar quarter with respect to which the Tandy Stock is               
acquired by the Program or Trustee and sold by Tandy, at the            
Stock Price determined for each month of the quarter.                   

B.   OTHER INTEREST AND INCOME.  Except as herein           
expressly provided, no interest or other income will be paid            
or credited on account of Employee Payroll Deductions,                  
Company Contributions, or any other amount payable or                   
credited to Participants.                                               

IX            

HOLDING PERIOD            

A.   DURATION.  The Trustee shall retain for the            
Holding Period, Tandy Stock credited to the Participant's               
account under the Program. The Holding Period with respect              
to any Tandy Stock shall commence on the date as of which the           
Tandy Stock is credited to the Participant's account and                
shall end when the Participant has complied with one of the             
provisions for withdrawal under the Program.                            

B.   DISTRIBUTION.  As promptly as practicable after        
the Holding Period, the Trustee shall distribute the full and           
any Fractional Share of Tandy Stock then held which was                 
credited to the Participant's account under the Program since           
the Holding Period began in accordance with the rules for               
withdrawals and payment (as defined in Section X).                      

X           

WITHDRAWALS AND PAYMENTS            

A.   WITHDRAWALS.                                             

1.  During employment the Program only provides   
for the full withdrawal of a Participant's account upon                 
receipt of a written request and Notice of Financial Hardship           
including  all supporting documentation at the  Program                 
Administration office (1800 One Tandy Center, Fort Worth,               
Texas 76102) prior to Program participation termination.  A             
Financial Hardship withdrawal can only be made if the                   
withdrawal is to satisfy an immediate and heavy financial               
need of the employee and is necessary to meet such financial            
need and where other sources of payment are not reasonably              
available to the Participant. A withdrawal will be deemed to            
be necessary as a Financial Hardship withdrawal if both of              
the following requirements are met: (1) the withdrawal is               
not in excess of the amount needed to satisfy the Financial             
Hardship plus any amounts necessary to pay any federal, state           
or local taxes or penalties reasonably anticipated to result            
from such payment; and (2) the Participant has obtained all             
distributions, under all plans of the Company except for                
hardship distributions from the Participant's Deferred Salary           
Account in the Tandy Fund, formerly the Tandy Employees                 
Deferred Salary and Investment Plan, and the ESOP account in            
the Tandy Fund, formerly the Tandy Employees Stock Ownership            
Plan.                                                                   

2.  The Program also provides for the full        
withdrawal of a Participant's account upon receipt of a                 
written Notice of Withdrawal at the Program Administration              
Office upon the Participant's (a) death or (b) termination of           
Employment, either voluntarily, involuntarily or by                     
retirement at age 65 or older.                                          

B.   PAYMENT IN CASH OR TANDY STOCK.                          

1.   The Participant will be paid in Tandy Stock if 
the Participant delivers a written Notice of Withdrawal to              
the Program Administration office or if the Company's records           
indicate that one of the above two events of withdrawal (as             
defined in X. A. 2.) has occurred.  All Financial Hardship              
withdrawals will be paid in cash as provided for below.                 

2.   Employee Payroll Deductions, Company         
Contributions and Other Contributions not yet paid over or              
delivered as Tandy Stock to the Trustee will be paid over to            
the withdrawing Participant by the Company or Tandy in cash.            

3.    Upon withdrawal no Fractional Share will be 
distributed by the Trustee. In lieu of distribution of such             
Fractional Share of Tandy Stock the Trustee will pay a                  
Participant the Stock Price for the month preceding the                 
distribution date.                                                      

C.   DETERMINATION OF AMOUNT OF PAYMENT.   The amount of      
payment in Tandy Stock will be determined by the number of              
shares credited to a Participant's account:                             

1.    at the end of the calendar quarter preceding
the receipt of the written Notice of Withdrawal by the                  
Program Administration office; or                                       

2.    in the absence of receipt by the Program    
Administration office of a Notice of Withdrawal from the                
Participant, Alternate Payee(s), or the Participant's                   
Beneficiary, at the end of the calendar quarter preceding the           
month in which one of the two withdrawal events is recorded             
in the records of the Program Administration office,                    
regardless of the month in which such event occurred.                   

In the event of a Financial Hardship withdrawal, when the               
Participant delivers a written Notice of Financial Hardship             
Withdrawal to the Program Administration office, then the               
Trustee shall take the number of shares of Tandy Stock                  
credited to the Participant's account at the end of the                 
preceding calendar quarter, value it at the Stock Price for             
the calendar month preceding the date of receipt of the                 
notice of  withdrawal, sell such Tandy Stock and then                   
distribute cash to the Participant.                                     

D.    REENTERING THE PROGRAM.  In the event of a            
Financial Hardship withdrawal under this Program a                      
Participant may not renew participation for a period of                 
twelve (12) months from the date of distribution of the                 
withdrawal.                                                             

E.   RECIPIENT OF DISTRIBUTION. All withdrawal            
distributions will be made to the Participant except                    
withdrawal distributions resulting from death or divorce of             
the Participant. In the event of death, payment will be made            
to the Beneficiary designated by the Participant or as                  
otherwise provided by the Program and the Participant's                 
Beneficiary may act in behalf of the Participant. In the                
event of a Participant's divorce, a certified copy of the               
divorce decree or Qualified Domestic Relations Order                    
(collectively referred to hereinafter as "Court Order") must            
be submitted to the Program Administration office together              
with any other identifying information as required by the               
Program Administration office. The Participant's account                
will then be divided as specifically ordered in the Court               
Order and the shares awarded to the Alternate Payee(s) will             
be withdrawn. Distribution to the Participant, the Alternate            
Payee(s), or Beneficiary shall be made as soon as practicable           
after the event permitting withdrawal.                                  

F.    SUSPENSION FROM THE PROGRAM.   In the event of a      
Participant's withdrawal from the Tandy Fund, formerly DIP,             
the Participant will be suspended from participation in the             
Program as set out below:                                               

1.   Partial Withdrawal.   If a Participant elects
to withdraw all or any portion of the value of his Voluntary            
account under the Tandy Fund, formerly DIP, if any, his                 
participation in the Program does not terminate, but his                
Employee Payroll Deductions and Company Contributions shall             
automatically be suspended for a period of six months.                  

2.   Total Withdrawal.  If a Participant elects to
withdraw the full value of his Company account under the                
Tandy Fund, formerly DIP, while employed by Company, his                
participation under the Program is suspended for a period of            
12 months, during which no Employee Payroll Deductions or               
Company Contributions will be made.                                     

3.   Tandy Fund, formerly DIP, Hardship Withdrawal. 
If a participant makes a financial hardship withdrawal under            
the Tandy Fund, formerly DIP, his participation under the               
Program is suspended for a period of 12 months from the date            
of distribution of the withdrawal, during which period no               
Employee Payroll Deductions or Company Contributions will be            
made.                                                                   

XI            

BENEFICIARY           

A.    DESIGNATION OF BENEFICIARY.   Participants shall      
file with the Company a written designation of Beneficiary              
designating who is to receive any Tandy Stock, Fractional               
Share payment, and any cash to the Participant's credit under           
the Program in the event of his death prior to delivery to              
him of such Tandy Stock, Fractional Share payment or cash.              

B.    CHANGE OF BENEFICIARY.   A Participant may change     
his Beneficiary designation at any time by written notice               
being delivered to the Program Administration office.  Such             
change shall take effect as of the date the Participant                 
signed such written notice, whether or not Participant is               
living at the time of receipt of such notice by the Program             
Administration office, except that the change of Beneficiary            
shall not be effective if the Program has distributed the               
Participant's account prior to receipt of the change of                 
Beneficiary form.                                                       

C.   DISTRIBUTIONS TO BENEFICIARY.   Upon the death of a      
Participant and upon receipt of proof deemed adequate by the            
Program Administration office of the identity and existence             
at the Participant's death of a Beneficiary or Beneficiaries            
validly designated by him under the Program, distribution               
will be made to the Beneficiary or Beneficiaries in the                 
manner and form as set forth in Section X hereof.                       

D.    ABSENCE OF BENEFICIARY.   In the absence of a         
Beneficiary designated under the Program who is living at the           
time of Participant's death, distribution shall be made to              
the  executor or administrator of the estate  of  the                   
Participant.  If no executor or administrator has been                  
appointed to the knowledge of the Program Administration                
office (or in the event such executor or administrator has              
been disqualified), distribution may be made to such person             
or persons as the Program Administration office shall be                
satisfied is or are legally entitled thereto.                           

E.   INTEREST OF BENEFICIARY IN PROGRAM.   No designated      
Beneficiary shall, prior to the death of the Participant by             
whom he has been designated, acquire any interest in the                
Tandy Stock, Fractional Share, or cash credited to the                  
Participant under the Program or in the assets of the Trust.            

XII           

VOTING AND TENDERING OF TANDY STOCK           

A.     VOTING  OF  TANDY  STOCK  BY  PARTICIPANTS  AND    
BENEFICIARIES.     Notwithstanding any provision contained in           
the Program to the contrary, or:                                        

1.  The Trustee shall have the power to vote all  
Tandy Stock held by it on matters which may be voted by                 
Member Organizations of the New York Stock Exchange, Inc.               
without customer instructions as provided in Rule 452 of the            
Rules of the Board of Directors of the New York Stock                   
Exchange, Inc. (Supplementary Material Item .11).                       

2.  With respect to matters other than those        
described in Subsection 1 of this Section A of this Article             
("Pass Through Matters"), each Participant or Beneficiary who           
timely provides instructions to the Trustee shall be entitled           
to direct the Trustee how to vote Tandy Stock allocated to              
such Participant's or Beneficiary's accounts in accordance              
with this Section.  In order to implement these voting                  
directions,  Tandy or the Trustee shall  provide  each                  
Participant or Beneficiary with proxy solicitation materials            
or other notices or an information statement which are                  
distributed to Tandy shareholders, together with a form                 
requesting confidential instructions as to the manner in                
which  Tandy  Stock allocated to the Participant's  or                  
Beneficiary's account are to be voted. Each Participant or              
Beneficiary shall, as a named fiduciary described in Section            
403(a)(1) of ERISA, direct the Trustee with respect to the              
vote of such Tandy Stock allocated to the account of the                
Participant or Beneficiary.  Reasonable means shall  be                 
employed by the Trustee to provide confidentiality with                 
respect to the voting by such Participant or Beneficiary and            
the Trustee shall hold such directions in confidence and                
shall not divulge or release such directions to any person,             
including Tandy or any director, officer, employee or agent             
of Tandy, it being the intent of this provision of this                 
Section to ensure that Tandy (and its directors, officers,              
employees and agents) cannot determine the direction given by           
any Participant or Beneficiary. Such instructions shall be              
in such form and shall be filed in such manner and at such              
time as the Trustee may prescribe.                                      

3.  On Pass-Through Matters, the Trustee shall      
vote all Tandy Stock which is allocated to Participants' and            
Beneficiaries' accounts for which it does not receive timely            
or valid voting instructions in the same proportion as Tandy            
Stock which is allocated to Participants' and Beneficiaries'            
accounts for which it does receive timely and valid voting              
instructions.                                                           

B.    TENDER  OFFERS.   The provisions of this Section      
shall apply in the event any "Person" (as the term person is            
used for purposes of Section 13(d) or 14(d) of the Securities           
Exchange Act of 1934, as amended), either alone or in                   
conjunction with others, makes a tender offer, or exchange              
offer, or otherwise offers to purchase, or solicits an offer            
to  sell to such Person, one percent or more of the                     
outstanding Company securities (hereinafter referred to as a            
"Tender Offer").                                                        

1.    The Trustee may not take any action in      
response to a Tender Offer except as otherwise provided in              
this Section B of this Article XII. Upon commencement of a              
Tender Offer, Tandy or the Trustee shall notify  each                   
Participant or Beneficiary for whom an account is maintained            
of such Tender Offer and use its best efforts to timely                 
distribute or cause to be distributed to each Participant or            
Beneficiary all information, documents and other materials as           
are distributed to shareholders of the Tandy with the Tender            
Offer. Each Participant or Beneficiary shall be entitled to             
direct the Trustee to sell, offer to sell, exchange or                  
otherwise dispose of the Tandy Stock allocated to such                  
Participant's or Beneficiary's accounts in accordance with              
the provisions, conditions and terms of such Tender Offer and           
the provisions of this Section.  Such a Participant or                  
Beneficiary shall direct the Trustee with respect to the                
tender of such shares of Tandy Stock which are allocated to             
the accounts of the Participant or Beneficiary.  Reasonable             
means  shall  be employed by the Trustee  to  provide                   
confidentiality with respect to the tendering directions by             
each Participant or Beneficiary and the Trustee shall hold              
such directions in confidence and shall not divulge or                  
release such directions to any person, including Tandy or any           
director, officer, employee or agent of Tandy, it being the             
intent of this provision of this Section to ensure that Tandy           
(and its directors, officers, employees and agents) cannot              
determine the tendering directions given by any Participant             
or Beneficiary. Such instructions shall be in such form and             
shall be filed in such manner and at such time as the Trustee           
may prescribe.                                                          

2.   A Participant or Beneficiary who has directed
the Trustee to tender or exchange Tandy Stock may, at any               
time prior to the tender or exchange offer withdrawal date,             
or such earlier date as established by the Trustee, instruct            
the Trustee to withdraw, and the Trustee shall withdraw, such           
Tandy Stock from the tender or exchange offer prior to the              
withdrawal deadline.  The Trustee may impose reasonable                 
limits on the number of instructions to tender or exchange or           
withdraw which a Participant or Beneficiary may give to the             
Trustee.                                                                

3.   The Trustee shall sell, offer to sell,       
exchange or otherwise dispose of the Tandy Stock allocated to           
a Participant's or Beneficiary's account with respect to                
which it has received directions to do so under this Section            
and which have not been withdrawn.  The proceeds of a                   
disposition directed by a Participant or Beneficiary shall be           
allocated to such Participant's or Beneficiary's account.               

4.   To the extent to which Participants or       
Beneficiaries do not instruct the Trustee, or do not issue              
valid directions to the Trustee, to sell, offer to sell,                
exchange or otherwise dispose of the Tandy Stock allocated to           
their accounts, such Participants or Beneficiaries shall be             
deemed to have directed the Trustee that their respective               
accounts remain invested in Tandy Stock subject to all                  
provisions of the Program.                                              

5.   Following the completion of a Tender Offer,  
the Committee may direct the substitution of new "qualified             
employer securities" as such term is defined in Internal                
Revenue Code Section 409(1) for Tandy Stock or for the                  
proceeds of any disposition of Tandy Stock to the extent                
provided in the Program; provided, however, that any                    
--------  -------     
such substitute employer securities must be publicly traded             
securities.  In lieu of the substitution of new qualified               
employer securities, the Committee may direct that the Trust            
Fund  be  invested in other securities, properties  or                  
investment vehicles.  Pending the reinvestment  of  any                 
disposition of Tandy Stock, the Trust Fund may be invested in           
such securities, property or investment vehicles as the                 
Committee may from time to time direct; provided, however,              
                         --------  -------
in the absence of any direction from the Committee, the                 
Trustee may invest the cash proceeds in short-term securities           
issued by the United States of America or any agency or                 
instrumentality thereof or any other investment of a                    
short-term nature, including  corporate obligations or                  
participations therein and collective or common investment              
funds.                                                                  

XIII            

PARTICIPATION BY AFFILIATED COMPANIES           

This Program shall apply to any corporation a portion of      
whose voting stock is owned directly or indirectly by Tandy,            
and any of its affiliates, if such company or corporation               
shall elect to participate and if, and so long as, such                 
participation shall be approved by Tandy. Each participating            
Company shall be bound by the terms of this document.                   

XIV           

NO WARRANTY OF SECURITY VALUES            

Neither the Trustee or Company, their officers,           
directors, agents or servants, warrants or represents in any            
way that the value of Tandy Stock in which the Participant              
may have an interest will increase or will not decrease.                
Each Participant assumes all risk in connection with any                
changes in the value of Tandy Stock to the extent he may have           
an interest therein.                                                    

XV            

GENERAL PROVISIONS            

A.     EXTENT  OF CERTAIN RIGHTS OF PARTICIPANTS.         
Participation in the Program shall not entitle any employee             
to be retained in the service of Company.  The at-will                  
employment right and power of Company to dismiss or discharge           
any employee is specifically reserved.                                  

B.   LIMITATION  OF PARTICIPANT'S  RIGHTS.   No           
Participant nor any person claiming under or through them               
shall have any right or interest under the Program that is              
not herein expressly granted.                                           

C.  ASSIGNMENT.  No interest in any Tandy Stock or        
cash held under the Program prior to delivery to the                    
Participant as hereinabove provided, shall be assigned,                 
alienated, pledged, or otherwise encumbered in whole or in              
part, either directly by operation of law, or otherwise.  If            
any attempt is made by a Participant to assign, alienate,               
pledge, or otherwise encumber his interest in such Tandy                
Stock or cash, prior to such delivery, for his debts,                   
liabilities in tort or contract, or otherwise, then the                 
Committee (in its absolute discretion) may treat such attempt           
as an election by the Participant to withdraw from the                  
Program permanently and submit to any loss of rights as                 
provided in the Program in the case of a withdrawal at the              
time of such attempt, except that a Court Order, to pay an              
Alternate Payee(s), issued upon a Participant's divorce shall           
not be a violation under this paragraph which requires a                
Participant's withdrawal.                                               

D.  QUARTERLY STATEMENT OF ACCOUNTS.  As soon as          
practicable after the end of each calendar quarter, each                
Participant shall be furnished with a statement of Tandy                
Stock credited to his account under the Program.                        

E.   REGISTRATION OF STOCK.  Each  Participant,         
Beneficiary or Alternate Payee shall, at such time as the               
Program Administration office or Tandy may  reasonably                  
request, furnish written instructions for the registration of           
the Tandy Stock to be delivered under the Program upon                  
completion of the Holding Period. Such Tandy Stock will be              
registered in the name of the Participant, Beneficiary or               
Alternate Payee (or if a minor, in the name of another person           
as custodian under the Uniform Gifts to Minors Act, or if               
incompetent, in the  name of the guardian or such other                 
person(s) as the Program Administrative Committee or Tandy              
may determine) alone or in his name and that of one such                
other adult person as he may designate as joint tenants with            
right of survivorship, and not as tenants in common.  Such              
instructions shall remain in effect until receipt by the                
Program  Administration office or Tandy of written                      
instructions to change the registration previously                      
authorized.  In the absence of such written instructions,               
Tandy Stock to be delivered to a Participant will be                    
registered in his name or the Alternate Payee's name alone              
or in the event of his death prior to such delivery will be             
registered in the name of the person or persons entitled                
thereto.                                                                

F.   MISCELLANEOUS.                                           

1.   The Trustee may rely upon the authenticity of
any information supplied to it by the Company in connection             
with the operation of the Program, and shall be fully                   
protected in relying upon such information.                             

2.   No individual administering, or aiding in the
administration of the Program or the Trust shall have any               
liability, except as provided in Section XV.F.3. below. As a            
condition precedent to participation in the Program or the              
receipt of benefits thereunder, such liability if any, is               
expressly waived and released by each Participant and by any            
and all persons claiming under or through any Participant               
such waiver and release to be conclusively evidenced by the             
act of participation or the acceptance of benefits                      
thereunder.                                                             

3.   No individual administering, or aiding in the
administration of, the Program shall be liable except for his           
own acts or omissions and then only for willful misfeasance,            
bad faith, gross negligence or reckless disregard of the                
duties involved in the conduct of his office. As used                   
herein, "individual administering, or aiding in the                     
administration of the Program" shall include any share owner,           
director, officer, employee or agent of the Company or                  
Trustee.                                                                

4.   Tandy or the Program Administration office may 
require compliance with any legal requirements which it deems           
necessary as a condition for delivery of, or payment for, any           
Tandy Stock or cash to the credit of a Participant under the            
Program.                                                                

5.   By a Participant's act of participating in the 
Program  or by the acceptance of any of the benefits                    
thereunder, such Participant and any and all persons claiming           
under or through any such Participant, shall thereby be                 
conclusively deemed to have indicated his acceptance and                
ratification of, and consent to, the application of the                 
provisions of the Program.                                              

6.   Tandy Stock purchased, sold or transferred   
under the Program by Tandy or the Trustee may be either                 
treasury shares or newly issued shares.                                 

7.   No Participant, beneficiary of a Participant,
or any other person shall have any right or claim to the                
Trust Fund except as specified in the Program and this Trust            
Agreement. Any disputes as to the amount of benefits payable            
or distributable under this Trust shall be resolved by the              
Committee, whose decision shall be final. No Participant or             
any other person shall have any right or claim with respect             
to disputed benefits against the Trust, the Trustee or                  
Company.                                                                

8.   The determination of any question relating to
the construction, interpretation, administration or                     
application of the Program and its rules and regulations is             
vested solely in the Committee and all Participant's and                
other persons shall be bound thereby.                                   

9.    For the purposes of the Program, unless the 
contrary is clearly indicated by the context, the use of the            
masculine gender shall also include within its meaning the              
feminine, and the use of the singular shall also include                
within its meaning the plural, and vice versa.                          

XVI           

NOTICES AND COMMUNICATIONS            

A.    TO PARTICIPANTS.  All notices, reports and other      
communications to a Participant under or in connection with             
the Program shall be deemed to have been duly given, made or            
delivered when received by the Participant, or (if mailed)              
when mailed with postage prepaid and addressed to the                   
Participant at his address last appearing on the records of             
the Company.                                                            

B.    BY  PARTICIPANTS.   All notices, instructions or      
other communications by a Participant to Tandy under or in              
connection with the Program shall be duly given, made or                
delivered when received by the Corporate Secretary of Tandy             
(1800 One Tandy Center, Fort Worth, Texas 76102) or when                
received in the form specified in writing by Tandy and at the           
location, or by the person, designated for receipt of such              
notice, instruction or other communication by Tandy.                    

XVII            

AMENDMENT, SUSPENSION OR TERMINATION            

A.    AUTHORITY TO AMEND, SUSPEND OR TERMINATE.  The        
Tandy Board of Directors, without notice to a Participant,              
may amend, suspend or terminate the Program at any time, or             
from time to time. Without limitation, such amendment may               
change (a) the rates of Employee Payroll Deductions which may           
be designated by all Participants or (b) the rate of Company            
Contributions, or (c) any other provisions of the Program,              
except a Participant's percentage rate of Employee Payroll              
Deductions may not be increased without his consent.                    

B.    DELEGATION OF AUTHORITY.  The Tandy Board of          
Directors may delegate to the Chairman of the Board, Vice               
Chairman of the Board, or President the authority to amend              
any provision of this Program, provided such amendment is               
(a) of an administrative nature or (b) does not result in any           
material increase in costs to a Company.                                

C.     AMENDMENTS.    No amendment, suspension or         
termination shall adversely affect any rights of a                      
Participant to Tandy Stock, Fractional Share payment or cash            
to his credit under the Program as of the date of amendment,            
suspension or termination. Upon such termination, all Tandy             
Stock, Fractional Share payment or cash to the credit of each           
Participant under the Program shall be promptly paid over to            
him.                                                                    

XVIII           

APPLICABLE LAW            

Any question concerning or in respect of the validity,      
construction, interpretation, administration and effect of              
the Program, and of its rules and regulations, and the rights           
of any or all persons having or claiming to have an interest            
therein or thereunder, shall be governed exclusively and                
solely in accordance with the laws of the State of Texas,               
with Jurisdiction for any action being expressly agreed as              
being in Tarrant County, Texas where all contributions to the           
Trust are deemed to take place.                                         

XIX           

DEFINITIONS           

For the purposes of the Program, unless some other          
meaning is clearly indicated by the context, the following              
definitions shall be applicable:                                        

"Alternate Payee" shall have the same meaning as defined          
in Internal Revenue Code section 414 (p) and in the Employee            
Retirement Income Security Act at 29 U.S.C.S. section 105, as           
it may be amended from time to time.                                    

"Beneficiary" is defined in Section XI.                           

"Company" is defined in Section IV as "Tandy and each of          
its affiliates and associates adopting the Program".                    

"Company Contribution" is defined in Section VI                   

"Continuous Full Time Service" means the most recent              
period of uninterrupted employment as an employee of the                
Company  when  such employment consists of  more  than                  
thirty-five (35) hours per week for more than five (5) months           
per year. The continuity of an employee's service shall not             
be deemed to be broken during such period as the employee               
shall be:                                                               

(a)  on military leave; or      

         (b)  on other leave of absence authorized
 by the Company for sickness, disability, or
other circumstances, granted in accordance
with an established and uniformly applied 
Company policy; or                        

    (c)  laid off in order to effect a
temporary reduction in personnel, provided
    such employee shall be reemployed within three
hundred sixty-five (365) days after  such 
lay-off.                                  

"Court Order" is defined in paragraph X. E.                   

"Earnings" means the amount which an employee is            
receiving as salary or wages from the Company, including                
(a) payment for overtime, vacation pay, night shift bonus,              
and any cost of living adjustment, including Incentive                  
Compensation, other variable compensation or Bonds, but                 
excluding (b) living allowance, retainers, any  special                 
payments made for services performed outside his regular                
duties and any other special payments, (c) except to the                
extent that the inclusion of any item in (b) above is                   
specifically approved by the Chief Executive Officer of Tandy           
or by such employee or employees of the Company as he may               
authorize in writing. Commissions shall be included as                  
Earnings only to the extent determined by the Chief Executive           
Officer of Tandy or by such employee or employees of the                
Company as he may authorize in writing. Earnings shall not              
include Company Contributions to the Tandy Stock Purchase               
Program.                                                                

"Employee" means a regular employee of the Company                
receiving wages or salary, but shall not include any person             
compensated pursuant to a contract other than an employment             
contract  with the Company under the terms  of  which                   
compensation is paid on a regular fixed salary or wage basis.           
As  used above, "Employee" shall also include, without                  
limitation, any salesman who is a bona fide employee of the             
Company and recognized as such for Social Security purposes.            

"Employee Payroll Deduction" is defined in Section V.             

"Financial Hardship" as used in Section X is defined as           
(1) expenses for "medical care" (as described in Section                
213(d) of the Internal Revenue Code) which are either: (a)              
previously incurred by the Participant, the Participant's               
spouse, children or any dependents (as defined in Section 152           
of the Internal Revenue Code) of the Participant, or (b)                
necessary for the foregoing persons to obtain medical care;             
(2) the need for funds for the purchase of a principal                  
residence of the Participant (excluding mortgage payments);             
(3) payment of tuition and related educational fees for the             
next  12  months of post-secondary education  for  the                  
Participant  or the Participant's spouse,  children  or                 
dependents (as defined in Section 152 of the Internal Revenue           
Code); or (4) the need for funds to prevent the eviction of             
the Participant from his principal residence or to prevent              
foreclosure on the mortgage of the Participant's principal              
residence.                                                              

"Fractional Share" means an interest equivalent to and            
expressed as a fraction of a share of Tandy Stock determined            
by dividing that amount credited to the Participant to be               
applied to the purchase of Tandy Stock (but which is                    
insufficient to acquire a full share of Tandy Stock) by the             
applicable Stock Price for the applicable month with respect            
to such credit.                                                         

"Holding Period" is defined in Section IX.                        

"Officers" means the Chairman of the Board, President,            
any Executive Vice President, Senior Vice President, Vice               
President, Treasurer, Secretary, Assistant Treasurer  or                
Assistant Secretary and such other employees as the Tandy               
Board of Directors may designate as "Officers" for this                 
purpose.                                                                

"Other Contribution" is defined in Section VI.C.                  

"Participant" is defined in Section IV.                           

"Program" is defined in Section I.                                

"Qualifying Service" means the most recent period of              
uninterrupted employment consisting of 1,000  hours  of                 
employment in any twelve (12) month period.                             

"Stock Price" is defined in Section VI.D. as "a price             
equal to the average closing price of Tandy Stock as reported           
for the New York Stock Exchange composite transactions for              
each trading day of the calendar month".                                

"Tandy" is defined as Tandy Corporation, a Delaware               
corporation.                                                            

"Tandy Stock" is defined as Tandy Corporation Common              
Stock.                                                                  

"Trustee" is defined as Bank One, Texas, NA, formerly             
Team Bank.                                                              

"Trust Fund" is defined in Section III as cash or Tandy           
Stock held for the benefit of Participants.                             

XX            

TRUST TAX STATUS            

A.    The Program is intended to be established as a        
grantor trust under sections 671-677 of the Internal Revenue            
Code of 1986, as amended, with each Participant considered to           
be a grantor subject to tax on his share of Trust income as             
the owner of his respective portion of the Trust  as                    
represented by his Participant account.                                 

B.    Tandy shall report to the Trustee within 60 days        
and the Trustee, or Tandy, shall report to each Participant             
within 75 days of the end of each Program Year the amount of            
dividends paid on Tandy Stock held in his account.                      

XXI           

EFFECTIVE DATE            

A.    The Program shall become effective as of the date     
set forth in Section I.B. but only upon approvals, rulings              
and orders (satisfactory to Tandy and, to the extent deemed             
by Tandy to be necessary or desirable) by the appropriate               
State and Federal or other government authorities with                  
respect to the Program and any action contemplated under the            
Program.                                                                

B.    Notwithstanding the provisions of Section IV, and     
Paragraph A of this Section, employees who are represented by           
a union (pursuant to a certification by the National Labor              
Relations  Board or otherwise in accordance  with  the                  
provisions of Section 9 of the National Labor Relations Act)            
shall become eligible to participate in the Program (a) only            
after the Company and such union shall have entered into a              
written agreement to the effect that the Program shall be               
offered to the employees so represented and (b) only in                 
accordance with any conditions or requirements contained in             
such agreement.                                                         

XXII            

CHANGE IN CONTROL           

A.   Notwithstanding any provision contained in the Plan      
to the contrary, for a period of one (1) year following a               
Change in Control (as hereinafter defined), the Program may             
not be terminated or amended in any way that would adversely            
affect the computation or amount of, or entitlement to,                 
benefits hereunder, including, but not limited to, (a) any              
reduction in the right to make Employee Payroll Deductions by           
any individual who was an eligible employee on the date                 
immediately prior to a Change in Control, (b) a reduction in            
the level of Company Contributions with respect to such                 
individuals or (c) any change in the distribution  or                   
withdrawal provisions. Any amendment or termination of the              
Program that (i) was at the request of a third party who has            
indicated an intention or taken steps reasonably calculated             
to effect a Change in Control or (ii) otherwise arose in                
connection with, or in anticipation of, a Change in Control             
shall be null and void, and shall have no effect whatsoever.            

B.   For purposes of the Program, a "Change in Control"     
shall mean any of the following events:                                 

1.    An acquisition (other than directly from    
Tandy) of any voting securities of Tandy (the "Voting                   
Securities") by any "Person" (as the term person is used for            
purposes of Section 13(d) or 14(d) of the Securities Exchange           
Act of 1934, as amended (the "1934 Act")) immediately after             
which such Person has "Beneficial Ownership" (within the                
meaning of Rule 13d-3 promulgated under the 1934 Act) of                
fifteen percent (15%) or more of the combined voting power of           
Tandy's  then  outstanding Voting Securities;                           
provided, however, in determining whether a Change in Control           
-------- -------                                                        
has occurred, Voting Securities which are acquired in a "Non-           
Control Acquisition" (as hereinafter defined) shall not                 
constitute an acquisition which would cause a Change in                 
Control.  A  "Non-Control Acquisition" shall  mean  an                  
acquisition by (1) an employee benefit plan ( or a trust                
forming a part thereof) maintained by (i) the Company or (ii)           
any corporation or other Person of which a majority of its              
voting power or its voting equity securities or equity                  
interest  is owned, directly or indirectly,  by  Tandy                  
(a "Subsidiary"), (2) Tandy or its Subsidiaries, or (3) any             
Person in connection with a "Non-Control Transaction" (as               
hereinafter defined);                                                   

2.   The individuals who, as of August 22, 1990 are 
members of the Board (the "Incumbent Board") cease for any              
reason to constitute at least two-thirds of the Board;                  
provided, however, that if the election, or nomination for              
-------- -------                                                        
election by Tandy's stockholders, of any new director was               
approved by a vote of at least two-thirds of the Incumbent              
Board, such new director shall, for purposes of the Program,            
be considered as a member of the Incumbent Board;                       
provided further, however, that no individual shall                     
-------- -------  -------                                               
be considered a member of the Incumbent Board if such                   
individual initially assumed office as a result of either an            
actual or threatened "Election Contest" (as described in Rule           
14a-11 promulgated under the 1934 Act) or other actual or               
threatened solicitation of proxies or consents by or on                 
behalf of a Person other than the Board (a "Proxy Contest")             
including by reason of any agreement intended to avoid or               
settle any Election Contest or Proxy Contest; or                        

3.   Approval by stockholders of Tandy of:                    

    (i)  A merger, consolidation or reorganization
involving Tandy, unless                             

(I) the stockholders of Tandy,                
immediately before such merger, consolidation           
or reorganization, own, directly or indirectly          
immediately   following   such   merger,                
consolidation or reorganization, at  least              
sixty percent (60%) of the combined voting              
power of the outstanding voting securities of           
the corporation resulting from such merger or           
consolidation  or  reorganization   (the                
"Surviving Corporation") in substantially the           
same proportion as their ownership of the               
Voting Securities immediately before  such              
merger, consolidation or reorganization,                

(II) the individuals who  were              
members of the Incumbent Board immediately              
prior  to the execution of the agreement                
providing for such merger, consolidation or             
reorganization constitute at least two-thirds           
of the members of the board of directors of             
the Surviving Corporation,                              

(III)   no Person (other than any             
Tandy Subsidiary, any employee benefit plan             
(or  any  trust forming a part  thereof)                
maintained  by  Tandy,  the  Surviving                  
Corporation, or any Tandy Subsidiary, or any            
Person who, immediately prior to such merger,           
consolidation or reorganization had Beneficial          
Ownership of fifteen percent (15%) or more of           
the then outstanding Voting Securities) has             
Beneficial Ownership of fifteen percent (15%)           
or more of the combined voting power of the             
Surviving  Corporation's  then  outstanding             
voting securities, and                                  

(IV) a transaction described in               
clauses (I) through (III) shall herein be               
referred to as a "Non-Control Transaction";             

(ii)  A complete liquidation or dissolution of    
Tandy; or                                           

(iii) An agreement for the sale or other          
disposition of all or substantially all of the      
assets of Tandy to any Person (other than a         
transfer to a Tandy Subsidiary).                    

Notwithstanding the foregoing, a Change in Control shall      
not be deemed to occur solely because any Person (the                   
"Subject Person") acquired Beneficial Ownership of more than            
the permitted amount of the outstanding Voting Securities as            
a result of the acquisition of Voting Securities by Tandy               
which,  by  reducing the number of  Voting  Securities                  
outstanding, increases the proportional number of shares                
Beneficially Owned by the Subject Person, provided that if a            
                    --------
Change in Control would occur (but for the operation of this            
sentence) as a result of acquisition of Voting Securities by            
Tandy, and after such share acquisition by Tandy, the Subject           
Person becomes the Beneficial Owner of any  additional Voting           
Securities which  increases  the percentage  of  the then               
outstanding Voting  Securities Beneficially Owned by the                
Subject Person, then a Change in Control shall occur.                   

C.    Notwithstanding any provision  contained in the       
Program to the contrary, no provision of this Article XXII              
may be amended at any time.                                             

D.    Notwithstanding any provision contained in the        
Program to the contrary, the provisions of this Article XXII            
shall be binding upon Tandy and its successors and assigns.             

E.    Notwithstanding any provision contained in the        
Program to the contrary, the provisions of this Article XXII            
shall  be  deemed  severable  and  the  validity  or                    
unenforceability of any provision shall not affect the                  
validity or enforceability of the other provisions hereof.              

F.    The provisions of this Article XXII shall govern      
notwithstanding anything contained in the Program to the                
contrary.                                                               

IN  WITNESS WHEREOF, Tandy and the Trustee have  caused     
this  Agreement  to  be  executed  by  their  duly  appointed           
officers and their corporate seals to be hereunto affixed  as           
of the date first written above.                                        

ATTEST:                            TANDY CORPORATION                    

/s/ Jana Freundlich                By  /s/ Richard L. Ramsey            
-----------------------               -----------------------           
Jana Freundlich                        Richard L. Ramsey                
Assistant Secretary                    Vice President and               
                    Controller

(SEAL)                                                                  

ATTEST:                            BANK ONE, TEXAS, NA                  

/s/ Konnie Darrow                       By  /s/ J. C. White             
------------------                       --------------------           
Name:  Konnie Darrow                    Name:  J. C. White              
--------------                           --------------     
Vice President and                            Vice President            
and Trust Officer                             and Trust                 
                           Officer

(SEAL)                                                                  

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                                       EXHIBIT 10p
INDEMNITY AGREEMENT       

AGREEMENT, as of December 1, 1995, (the "Agreement"),             
between Tandy Corporation, a Delaware corporation (the                  
"Company"), and                                                         
_______________ (the "Indemnitee").                                     

WHEREAS, it is essential to the Company to retain and             
attract as directors, officers and employees the most capable           
persons available;                                                      

WHEREAS, both the Company and Indemnitee recognize the            
increased risk of litigation and other claims being asserted            
against directors, officers and employees of public companies           
in today's environment;                                                 

WHEREAS, the Bylaws of the Company require the Company to         
indemnify its directors, officers and employees to the                  
fullest extent permitted by law;                                        

WHEREAS, the Bylaws of the Company require the Company to         
advance expenses to its directors and officers to the fullest           
extent permitted by law, and permit the Company to advance              
expenses to employees and others by agreement;                          

WHEREAS, the Indemnitee has been serving and continues to         
serve as a director, officer or employee of the Company in              
part in reliance on such Bylaws;                                        

WHEREAS, in recognition of Indemnitee's need for                  
substantial protection against personal liability in order to           
enhance Indemnitee's continued service to the Company in an             
effective manner and Indemnitee's reliance on the aforesaid             
Bylaws, and in part to provide Indemnitee with specific                 
contractual assurance that the protection promised by such              
Bylaws will be available to Indemnitee (regardless of, among            
other things, any amendment to or revocation of such Bylaws             
or any change in the composition of the Company's Board of              
Directors or acquisition transaction relating to the                    
Company), the Company wishes to provide in this Agreement for           
the indemnification of and the advancing of expenses to                 
Indemnitee to the fullest extent permitted by law and as set            
forth in this Agreement, and, to the extent insurance is                
maintained, for the continued coverage of Indemnitee under              
the Company's directors' and officers' liability insurance              
policies;                                                               

NOW, THEREFORE, in consideration of the premises and of           
Indemnitee continuing to serve the Company directly or, at              
its request, with another enterprise, and intending to be               
legally bound hereby, the parties hereto agree as follows:              

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1.   Certain Definitions:                                         
-------------------                                     

(a)  Change in Control:  For purposes of this           
-----------------                             
Agreement, a"Change in Control" shall mean any
of the following events:                      

        (i)  An acquisition (other than directly
from the Company) of any voting 
      securities of the Company (the "Voting
    Securities") by any "Person" [as the
   term person is used for purposes of
        Section 13(d) or 14(d) of the Securities
     Exchange Act of 1934, as amended (the
         "1934 Act")] immediately after which such
         Person has "Beneficial Ownership" (within
     the meaning of Rule 13d-3 promulgated
      under the 1934 Act) of fifteen percent
    (15%) or more of the combined voting
       power of the Company's then outstanding
     Voting Securities; provided, however,
                        ------------------
       that in determining whether a Change in
       Control has occurred, Voting Securities
    which are acquired in a "Non-Control
     Acquisition" (as hereinafter defined)
    shall not  constitute an acquisition
      which would cause a Change in Control.
       A "Non- Control Acquisition" shall mean
         an acquisition by (1) an employee benefit
        plan (or a trust forming a part thereof)
        maintained by (x) the Company or (y) any
      corporation or other person of which a
   majority of its voting power or its
       equity securities or equity interest is
   owned directly or indirectly by the
         Company (a "Subsidiary"), (2) the Company
       or any Subsidiary, or (3) any Person in
connection with a "Non-Control  
      Transaction" (as hereinafter defined).

        (ii) The individuals who, as of November
       20, 1995, are members of the Board (the
       "Incumbent Board") cease for any reason
        to constitute at least two-thirds of the
      Board; provided, however,  that if the
---------  -------
       election, or nomination for election by
      the Company's stockholders, of any new
     director was approved by a vote of at
        least two-thirds of the Incumbent Board,
        such new director shall, for purposes of
         this Agreement, be considered as a member
         of the Incumbent Board; provided further,
    however, that no individual shall be
    considered a member of the Incumbent
  Board if such individual initially
       assumed office as a result of either an
       actual or threatened "Election Contest"
        (as described in Rule 14a-11 promulgated
      under the 1934 Act) or other actual or
     threatened solicitation of proxies or
    consents by or on behalf of a Person
        other than the Board (a "Proxy Contest")
    including by reason of any agreement
        intended to avoid or settle any Election
Contest or Proxy Contest; or    

(iii)  Approval by stockholders of the Company
of:                             

        (A)  a merger or consolidation
      involving the Company unless

                (1)  the stockholders of the
               Company, immediately before
                 such merger, consolidation or
                 reorganization, own, directly
             or indirectly immediately
          following such merger,
    consolidation or
                  reorganization, at least sixty
                 percent (60%) of the combined
                   voting power of the outstanding
            voting securities of the
                   corporation resulting from such
              merger or consolidation or
                  reorganization (the "Surviving
                  Corporation") in substantially
                the same proportion as their
           ownership of the Voting
                 Securities immediately before
                 such merger, consolidation or
   reorganization,

                 (2)  The individuals who were
                  members of the Incumbent Board
            immediately prior to the
              execution of the agreement
              providing for such merger,
                   consolidation or reorganization
                  constitute at least two-thirds
                  of the members of the board of
              directors of the Surviving
Corporation,

                  (3)  no Person (other than the
                Company, any Subsidiary, any
                 employee benefit plan (or any
                 trust forming a part thereof)
                  maintained by the Company, the
                Surviving Corporation or any
                  Subsidiary, or any Person who,
             immediately prior to such
            merger, consolidation or
                 reorganization had Beneficial
                Ownership of fifteen percent
             (15%) or more of the then
                  outstanding Voting Securities)
               has Beneficial Ownership of
                 fifteen percent (15%) or more
                   of the combined voting power of
               the Surviving Corporation's
           then outstanding voting
   securities, and

                   (4)  a transaction described in
                 clauses (1) through (3) shall
              herein be referred to as a
              "Non-Control Transaction;"

        (B)  A complete liquidation or
        dissolution of the Company; or

          (C) An agreement for the sale or
     other disposition of all or
            substantially all of the assets of
          the Company to any Person (other
           than a transfer to a Subsidiary).

Notwithstanding the foregoing, a Change in
 Control shall not be deemed to occur solely
because any Person (the "Subject Person") 
    acquired Beneficial Ownership of more than the
permitted amount of the outstanding Voting
  Securities as a result of the acquisition of
Voting Securities by the Company which, by
reducing the number of Voting Securities  
    outstanding, increases the proportional number
 of shares Beneficially Owned by the Subject
  Person, provided that is a Change in Control
would occur (but for the operation of this
 sentence) as a result of the acquisition of
 Voting Securities by the Company, and after
such share acquisition by the Company, the
    Subject Person becomes the Beneficial Owner of
any additional Voting Securities which    
increases the percentage of the then      
outstanding Voting Securities Beneficially
Owned by the Subject Person, then         
a Change in Control shall occur.          

   (b)  Claim:  any threatened, pending or
-----                     
completed action, suit or proceeding, whether 
  civil, criminal, administrative or investigative
or other, including, without limitation, an   
action by or in the right of any other        
corporation of any type or kind, domestic or  
foreign, or any partnership, joint venture,   
trust, employee benefit plan or other         
enterprise, whether predicated on foreign,    
federal, state or local law and whether formal
or informal.                                  

       (c)  Expenses:  include attorney's fees and
--------                  
all other costs, charges and expenses paid or 
incurred in connection with investigating,    
defending, being a witness in or participating
in (including on appeal), or preparing to     
defend, be a witness in or participate in any 
Claim relating to any Indemnifiable Event.    

   (d)  Indemnifiable Event:  any event or
-------------------       
occurrence related to the fact that Indemnitee
is or was or has agreed to become a director, 
officer, employee, agent or fiduciary of the  
Company, or is or was serving or has agreed to
serve in any capacity, at the request of the  
 Company, in any other corporation, partnership,
joint venture, employee benefit plan, trust or
 other enterprise, or by reason of anything done
 or not done by Indemnitee in any such capacity.

      (e)  Potential Change of Control: shall be
 ---------------------------
deemed to have occurred if (i) the Company    
enters into an agreement or arrangement, the  
consummation of which would result in the     
occurrence of a Change in control; or (ii) the
Board adopts a resolution to the effect that, 
for purposes of this Agreement, a Potential   
Change in control has occurred.               

      (f)  Voting Securities:  any securities of
-----------------         
  the Company which vote generally in the election
of directors.                                 

2.   Basic Indemnification Arrangement:                           
---------------------------------                       
   (a)  In the event Indemnitee was, is or
becomes a party to or witness or other        
participant in, or is threatened to be made a 
party to or witness or other participant in, a
Claim by reason of (or arising in part out of)
an Indemnifiable Event, the Company shall     
indemnify Indemnitee (without regard to the   
 negligence or other fault of the Indemnitee) to
 the fullest extent permitted by applicable law,
as soon as practicable but in no event later  
than thirty days after written demand is      
presented to the Company, against any and all 
Expenses, judgments, fines, penalties, excise 
taxes and amounts paid or to be paid in       
 settlement (including all interest, assessments
 and other charges paid or payable in connection
 with or in respect of such Expenses, judgments,
fines, penalties, excise taxes or amounts paid
 or to be paid in settlement) of such Claim.  If
Indemnitee makes a request to be indemnified  
under this Agreement, the Board of Directors  
 (acting by a quorum consisting of directors who
 are not parties to the Claim with respect to an
 Indemnifiable Event or, if such a quorum is not
  obtainable, acting upon an opinion in writing of
independent legal counsel ("Board Action")    
shall, as soon as practicable but in no event 
later than thirty days after such request,    
  authorize such indemnification.  Notwithstanding
anything in the Restated Certificate of       
Incorporation of the Company (the "Certificate
  of Incorporation"), the Bylaws of the Company or
this Agreement to the contrary, following a   
Change in Control, Indemnitee shall, unless   
prohibited by law, be entitled to             
indemnification pursuant to this Agreement in 
connection with any Claim initiated by        
Indemnitee.                                   

(b)  Notwithstanding anything in the
  Certificate of Incorporation, the Bylaws or this
Agreement to the contrary, if so requested by 
Indemnitee, the Company shall advance (within 
two business days of such request) any and all
Expenses relating to a Claim to Indemnitee (an
"Expense Advance"), upon the receipt of a     
written undertaking by or on behalf of        
Indemnitee to repay such Expense Advance if a 
 judgment or other final adjudication adverse to
Indemnitee (as to which all rights or appeal  
therefrom have been exhausted or lapsed)      
establishes that Indemnitee, with respect to  
  such Claim, is not eligible for indemnification.

(c)  Notwithstanding anything in the
  Certificate of Incorporation, the Bylaws or this
Agreement to the contrary, if Indemnitee has  
commenced legal proceedings in a court of     
  competent jurisdiction to secure a determination
  that Indemnitee should be indemnified under this
Agreement, the Bylaws of the Company or       
 applicable law, any Board Action or Arbitration
 (as defined in Section 3) that Indemnitee would
  not be permitted to be indemnified in accordance
  with Section 2(a) of this Agreement shall not be
binding.  If there has been no Board Action or
Arbitration, or if Board Action or Arbitration
determines that Indemnitee would not be       
 permitted to be indemnified, in any respect, in
whole  or in part, in accordance with Section 
2(a) of this Agreement, Indemnitee shall have 
the right to commence litigation in the court 
which is hearing the action or proceeding     
 relating to the Claim for which indemnification
is sought or in any court in the States of    
Delaware or Texas having subject matter       
jurisdiction thereof and in which venue is    
proper seeking an initial determination by the
court or challenging any such Board Action or 
Arbitration or any aspect thereof, and the    
Company thereby consents to service of process
  and to appear in any such proceeding.  Any Board
Action not followed by Arbitration or such    
 litigation, and any Arbitration not followed by
  such litigation, shall be conclusive and binding
on the Company and Indemnitee.                

3.   Change in Control.  The Company agrees that if     
-----------------                             
there is a Change in Control, Indemnitee, by giving     
written notice to the Company and the American          
Arbitration Association (the "Notice"), may require     
that any controversy or claim arising out of or         
relating to this Agreement, or the breach thereof,      
shall be settled by arbitration (the "Arbitration"),    
in Fort Worth, Texas, in accordance with the Rules of   
the American Arbitration Association (the "Rules").     
The Arbitration shall be conducted by a panel of        
three arbitrators selected in accordance with the       
Rules within thirty days of delivery of the Notice.     
The decision of the panel shall be made as soon as      
practicable after the panel has been selected, and      
the parties agree to use their reasonable efforts to    
cause the panel to deliver its decision within ninety   
days of its selection.  The Company shall pay all       
fees and expenses of the Arbitration.  The              
Arbitration shall be conclusive and binding on the      
Company and Indemnitee, and Indemnitee may cause        
judgment upon the award rendered by the arbitrators     
to be entered in any court having jurisdiction          
thereof; provided, however, that any Arbitration        
shall have no effect on Indemnitee's right to           
commence litigation pursuant to Section 2(c) of this    
Agreement, in which case, such Arbitration shall not    
be conclusive and binding on Indemnitee or the          
Company.                                                

4.   Establishment of Trust.  In the event of a         
----------------------                        
Potential Change in Control or a Change in Control,     
the Company shall, promptly upon written request by     
Indemnitee, create a Trust for the benefit of           
Indemnitee and from time to time, upon written          
request of Indemnitee to the Company, shall fund such   
Trust in an amount, as set forth in such request,       
sufficient to satisfy any and all Expenses reasonably   
anticipated at the time of each such request to be      
incurred in connection with investigating, preparing    
for and defending any claim relating to an              
Indemnifiable Event, and any and all judgements,        
fines, penalties and settlement amounts of any and      
all claims relating to an Indemnifiable Event from      
time to time actually paid or claimed, reasonably       
anticipated or proposed to be paid.  The terms of the   
Trust shall provide that upon a Change in Control (i)   
the Trust shall not be revoked or the principal         
thereof invaded, without the written consent of         
Indemnitee; (ii) the Trustee shall advance, within      
two business days of a request by Indemnitee, any and   
all Expenses to Indemnitee, not advanced directly by    
the Company to Indemnitee (and Indemnitee hereby        
agrees to reimburse the Trust under the circumstances   
under which Indemnitee would be required to reimburse   
the Company under Section 2(b) of this Agreement);      
(iii)  the Trust shall continue be to funded by the     
Company in accordance with the funding obligation set   
forth above; (iv)  the Trustee shall promptly pay to    
Indemnitee all amounts for which Indemnitee shall be    
entitled to indemnification pursuant to this            
Agreement or otherwise; and (v) all unexpended funds    
in such Trust shall revert to the Company upon a        
final determination by Board Action or Arbitration or   
a court of competent jurisdiction, as the case may      
be, that Indemnitee has been fully indemnified under    
the terms of this Agreement.  The Trustee shall be      
chosen by Indemnitee.  Nothing in this Section 4        
shall relieve the Company of any of its obligations     
under this Agreement.                                   

5.   Indemnification for Additional Expenses.  The      
---------------------------------------       
Company shall indemnify Indemnitee against any and      
all expenses (including attorney's fees) and, if        
requested by Indemnitee, shall (within two business     
days of such request) advance such expenses to          
Indemnitee, which are incurred by Indemnitee in         
connection with any claim asserted by or action         
brought by Indemnitee for (i) indemnification or        
advance payment of Expenses by the Company under this   
Agreement or any other agreement or Company Bylaw now   
or hereafter in effect relating to Claims for           
Indemnifiable Events and/or (ii) recovery under any     
directors' and officers' liability insurance policies   
maintained by the Company, regardless of whether        
Indemnitee ultimately is determined to be entitled to   
such indemnification, advance expense payment or        
insurance recovery, as the case may be.                 

6.   Partial Indemnity, Etc.  If Indemnitee is          
----------------------                        
entitled, under any provisions of this Agreement to     
indemnification by the Company for some or a portion    
of the Expenses, judgements, fines, penalties, excise   
taxes and amounts paid or to be paid in settlement of   
a Claim but not, however, for all of the total amount   
thereof, the Company shall nevertheless indemnify       
Indemnitee for the portion thereof to which             
Indemnitee is entitled.  Moreover, notwithstanding      
any other provision of this Agreement, to the extent    
that Indemnitee has been successful on the merits or    
otherwise in defense of any or all Claims relating in   
whole or in part to an Indemnifiable Event or in        
defense of any issue or matter therein, including,      
without limitation, dismissal without prejudice,        
Indemnitee shall be indemnified against any and all     
Expenses, judgments, fines, penalties, excise taxes     
and amounts paid or to be paid in settlement of such    
Claim.  In connection with any determination by Board   
Action, Arbitration or a court of competent             
jurisdiction that Indemnitee is not entitled to be      
indemnified hereunder, the burden of proof shall be     
on the Company to establish that Indemnitee is not so   
entitled.                                               

7.   No Presumption.  For purposes of this Agreement,   
--------------                                
the termination of any claim, action, suit or           
proceeding, by judgment, order, settlement (whether     
with or without court approval) or conviction, or       
upon a plea of nolo contendere, or its equivalent,      
shall not create a presumption that Indemnitee did      
not meet any particular standard of conduct or have     
any particular belief or that a court has determined    
that indemnification is not permitted by applicable     
law or this Agreement.                                  

8.   Contribution.  In the event that the               
------------                                  
indemnification provided for in this Agreement is       
unavailable to Indemnitee for any reason whatsoever,    
the Company, in lieu of indemnifying Indemnitee,        
shall contribute to the amount incurred by              
Indemnitee, whether for judgments, fines, penalties,    
excise taxes, amounts paid or to be paid in             
settlement and/or for Expenses, in connection           
with any Claim relating to an Indemnifiable Event, in   
such proportion as is deemed fair and reasonable in     
light of all of the circumstances of such action by     
Board Action or Arbitration or by the court before      
which such action was brought in order to reflect (i)   
the relative benefits received by the Company and       
Indemnitee as a result of the event(s) and/or           
transactions(s) giving cause to such action; and/or     
(ii) the relative fault of the Company (and its other   
directors, officers, employees and agents) and          
Indemnitee in connection with such event(s) and/or      
transaction(s).  Indemnitee's right to contribution     
under this Paragraph 8 shall be determined in           
accordance with, pursuant to and in the same manner     
as, the provisions in Paragraphs 2 and 3 hereof         
relating to Indemnitee's right to indemnification       
under this Agreement.                                   

9.   Notice to the Company by Indemnitee.  Indemnitee   
-----------------------------------           
agrees to promptly notify the Company in writing upon   
being served with or having actual knowledge of any     
citation, summons, complaint, indictment or any other   
similar document relating to any action which may       
result in a claim of indemnification or contribution    
hereunder.                                              

10.  Non-exclusivity, Etc.  The rights of the           
--------------------                          
Indemnitee hereunder shall be in addition to any        
other rights Indemnitee may have under the Company's    
Certificate of Incorporation or Bylaws or the           
Delaware General Corporation Law or otherwise, and      
nothing herein shall be deemed to diminish or           
otherwise restrict Indemnitee's right to                
indemnification under any such other provision.  To     
the extent applicable law or the Certificate of         
Incorporation or the Bylaws of Company, as in effect    
on the date hereof or at any time in the future,        
permit greater indemnification than as provided for     
in this Agreement, the parties hereto agree that        
Indemnitee shall enjoy by this Agreement the greater    
benefits so afforded by such law or provision of the    
Certificate of Incorporation or Bylaws and this         
Agreement shall be deemed amended without any further   
action by the Company or Indemnitee to grant such       
greater benefits.  Indemnitee may elect to have         
Indemnitee's rights hereunder interpreted on the        
basis of applicable law in effect at the time of        
execution of this Agreement, at the time of the         
occurrence of the Indemnifiable Event giving rise to    
a Claim or at the time indemnification is sought.       

11.  Liability Insurance.  To the extent the Company    
-------------------                           
maintains at any time an insurance policy or policies   
providing directors' and officers' liability            
insurance, Indemnitee shall be covered by such policy   
or policies, in accordance with its or their terms,     
to the maximum extent of the coverage available for     
any other Company director or officer under such        
insurance policy.  The purchase and maintenance of      
such insurance shall not in any way limit or affect     
the rights and obligations of the parties hereto, and   
the execution and delivery of this Agreement shall      
not in any way be construed to limit or affect the      
rights and obligations of the Company and/or of the     
other parties under any such insurance policy.          

12.  Period of Limitations.  No legal action shall be   
---------------------                         
brought and no cause of action shall be asserted by     
or on behalf of the Company or any affiliate of the     
Company against Indemnitee, Indemnitee's spouse,        
heirs, executors or personal or legal representatives   
after the expiration of two years from the date of      
accrual of such cause of action, and any claim or       
cause of action of the Company or its affiliate shall   
be extinguished and deemed released unless asserted     
by the timely filing of a legal action within such      
two-year period; provided, however, that if any         
--------  -------     
shorter period of limitations is otherwise applicable   
to any such cause of action such shorter period shall   
govern.                                                 

13.  Amendments, Etc.  No supplement, modification or   
----------------                              
amendment of this Agreement shall be binding unless     
executed in writing by both of the parties hereto.      
No waiver of any of the provisions of this Agreement    
shall be deemed or shall constitute a waiver of any     
other provisions hereof (whether or not similar) nor    
shall such waiver constitute a continuing waiver.       

14.  Subrogation.  In the event of payment under this   
-----------                                   
Agreement, the Company shall be subrogated to the       
extent of such payment to all of the rights of          
recovery with respect to such payment of Indemnitee,    
who shall execute all papers required and shall do      
everything that may be necessary to secure such         
rights, including the execution of such documents       
necessary to enable the Company effectively to bring    
suit to enforce such rights.                            

15.  No-Duplication of Payments.  The Company shall     
--------------------------                    
not be liable under this Agreement to make any          
payment in connection with any claim made against       
Indemnitee to the extent Indemnitee has otherwise       
actually received payment (under any insurance          
policy, Bylaw or otherwise) of the amounts otherwise    
indemnifiable hereunder.                                

16.  Binding Effect, Etc.  This Agreement shall be      
--------------------                          
binding upon and inure to the benefit of and be         
enforceable against and by the parties hereto and       
their respective successors, assigns (including any     
direct or indirect successor by purchase, merger,       
consolidation or otherwise to all of substantially      
all of the business and/or assets of the Company),      
spouses, heirs and personal and legal                   
representatives.  The Company shall require and cause   
any successor (whether direct or indirect by            
purchase, merger, consolidation or otherwise) to all,   
substantially all, or a substantial part of the         
business and/or assets of the Company, by written       
agreement in form and substance satisfactory to         
Indemnitee, expressly to assume and agree to perform    
this Agreement in the same manner and to the same       
extent that the Company would be required to perform    
if no such succession had taken place.  This            
Agreement shall continue in effect regardless of        
whether Indemnitee continues to serve as a director     
and/or officer of the Company or of any other           
enterprise at the Company's request.                    

17.  Severability.  The provisions of this Agreement    
------------                                  
shall be severable in the event that any of the         
provisions thereof (including any provision within a    
single section, paragraph or sentence) are held by a    
court of competent jurisdiction to be invalid, void     
or otherwise unenforceable, and the remaining           
provisions shall remain enforceable to the fullest      
extent permitted by law.                                

18.  Notices.  All notices, requests, demands and       
-------                                       
other communications required or permitted hereunder    
shall be in writing and shall be deemed to have been    
duly given when delivered by hand or when mailed by     
certified registered mail, return receipt requested,    
with postage prepaid:                                   

A.   If to Indemnitee, to:                              

_______________                               
_____________________                         
________________________                      

or to such other person or address which      
Indemnitee shall furnish to the Company in    
writing pursuant to the above.                

B.   If to the Company, to:                             

Tandy Corporation                             
1900 One Tandy Center                         
Fort Worth, Texas   76102                     
Attention:  Corporate Secretary               

or to such person or address as the           
Company shall furnish to Indemnitee in        
writing pursuant to the above.                

19.  Governing Law.  This Agreement shall be governed   
-------------                                 
by and construed and enforced in accordance with the    
laws of the State of Delaware applicable to contracts   
made and to be performed in such State without giving   
effect to the principles of conflicts of laws.          

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IN WITNESS WHEREOF, the parties hereto have duly executed         
and delivered this Agreement as of the 1st day of December,             
1995.                                                                   

               TANDY CORPORATION

 By:
                           -----------------------
                 John V. Roach
                         Chairman of the Board
                       and Chief Executive
           Officer

                       -------------------------
                 [ Name], Indemnitee

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                                                            [Enlarge/Download Table]
                                                                                                                           
                                     TANDY CORPORATION                                  EXHIBIT 11                         
                          STATEMENT OF COMPUTATION OF EARNINGS PER SHARE                                                   

<CAPTIONS>                                                                                                                 

                                                                            Year Ended                                     
                                                                           December 31,                                    
                                                             -------------------------------------                         
(In thousands, except per share amounts)                        1995          1994          1993                           
--------------------------------------------------------------------------------------------------                         
                                                                                                                           
Primary Earnings Per Share                                                                                                 

Reconciliation of net income per statements of income to                                                                   
amounts used in computation of primary earnings per share:                                                                 

  Net income, as reported                                    $ 211,974     $ 224,335     $  96,849                         
  Less dividends on preferred stock:                                                                                       
    Series B                                                    (6,537)       (6,777)       (7,136)                        
                                                             ---------     ---------     ---------                         
  Net income available to common                                                                                           
    shareholders for primary earnings per share              $ 205,437     $ 217,558     $  89,713                         
                                                             =========     =========     =========                         

  Weighted average number of common shares outstanding          63,214        62,769        63,582                         
  Weighted average number of $2.14 depositary shares,                                                                      
    representing Series C preferred stock, treated as                                                                      
    common stock due to mandatory conversion (b)                 2,201        11,816        11,816                         
  Weighted average number of common shares issuable                                                                        
    under stock option plans, net of assumed treasury stock                                                                
    repurchases at average market prices                           513           289           145                         
                                                             ---------     ---------     ---------                         
  Weighted average number of common and common                                                                             
    equivalent shares outstanding                               65,928        74,874        75,543                         
                                                             =========     =========     =========                         

  Net income available per average                                                                                         
    common and common equivalent share                       $    3.12     $    2.91     $    1.19                         
                                                             =========     =========     =========                         

Fully Diluted Earnings Per Share (a)                                                                                       

Reconciliation of net income per statements of income to                                                                   
  amounts used in computation of fully diluted earnings per share:                                                         

  Net income available to common shareholders                $ 205,437     $ 217,558     $  89,713                         
  Adjustments for assumed conversion of Series B                                                                           
    preferred stock to common stock as of the                                                                              
    beginning of the period:                                                                                               
    Plus dividends on Series B preferred stock                   6,537         6,777           (c)                         
    Less additional contribution that would have been                                                                      
      required for the TESOP if Series B preferred                                                                         
      stock had been converted                                  (3,732)       (3,874)          (c)                         
                                                             ---------     ---------     ---------                         
Net income available per common and                                                                                        
  common equivalent share, as adjusted                       $ 208,242     $ 220,461     $  89,713                         
                                                             =========     =========     =========                         

Reconciliation of weighted average number of shares outstanding                                                            
  to amount used in computation of fully diluted earnings per share:                                                       

  Weighted average number of shares outstanding                 65,928        74,874        75,543                         
  Adjusted to reflect assumed exercise of stock                                                                            
    options as of the beginning of the period                      (c)            95           223                         
  Adjustment to reflect assumed conversion of Series B                                                                     
    preferred stock to common stock as of the beginning                                                                    
    of the period                                                1,907         1,990           (c)                         
                                                             ---------     ---------     ---------                         
  Weighted average number of common and common                                                                             
    equivalent shares outstanding, as adjusted                  67,835        76,959        75,766                         
                                                             =========     =========     =========                         

Fully diluted net income available per average                                                                             
    common and common equivalent share                       $    3.07     $    2.86     $    1.18                         
                                                             =========     =========     =========                         

<FN>                                                                                                                       
(a) This calculation is submitted in accordance with Regulation S-K, Item 601(b)(11) although not required by              
    footnote 2 to paragraph 14 of APB Opinion No. 15 because it results in dilution of less than 3%.                       
(b) The amount in 1995 represents the pro rata portion of the Series C preferred stock outstanding prior to their          
    conversion effective March 10, 1995.                                                                                   
(c) For the years ended December 31, 1995 and 1993, these items are antidilutive and thus are omitted from the calculation.

                                                                            
                                                            [Enlarge/Download Table]
                                                                                                              
                                                                                               EXHIBIT 12     
                                                  TANDY CORPORATION                                           
                          STATEMENT OF COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES                      
                          AND RATIO OF EARNINGS TO FIXED CHARGES AND PREFERRED DIVIDENDS (1)                  

                                                                             Six Months                       
                                                                             Ended (1)                        
(In thousands, except per                      Year Ended December 31,      December 31,  Year Ended June 30, 
                                         ---------------------------------   ---------   ---------------------
share amounts)                             1995       1994         1993        1992        1992        1991   
--------------------------------------------------------------------------------------------------------------
                                                                                                              
Ratio of Earnings to Fixed Charges:                                                                           

Income from continuing operations        $ 211,974   $ 224,335   $ 195,632   $  67,681   $ 210,713   $ 219,935
Plus provision for income taxes            131,299     135,205     115,523      35,236     119,785     123,342
                                         ---------   ---------   ---------   ---------   ---------   ---------
Income before income taxes                 343,273     359,540     311,155     102,917     330,498     343,277
                                         ---------   ---------   ---------   ---------   ---------   ---------

Fixed charges:                                                                                                

Interest expense and amortization                                                                             
  of debt discount                          33,706      30,047      39,707      20,532      43,154      70,313
Amortization of issuance expense               259         261         409         591         563         400
Appropriate portion (33 1/3%) of rentals    72,527      70,800      67,467      35,109      68,224      63,980
                                         ---------   ---------   ---------   ---------   ---------   ---------
    Total fixed charges                    106,492     101,108     107,583      56,232     111,941     134,693
                                         ---------   ---------   ---------   ---------   ---------   ---------

Earnings before income taxes and                                                                              
  fixed charges                          $ 449,765   $ 460,648   $ 418,738   $ 159,149   $ 442,439   $ 477,970
                                         =========   =========   =========   =========   =========   =========

Ratio of earnings to fixed charges            4.22        4.56        3.89        2.83        3.95        3.55
                                         =========   =========   =========   =========   =========   =========

Ratio of Earnings to Fixed Charges                                                                            
  and Preferred Dividends:                                                                                    

Total fixed charges, as above            $ 106,492   $ 101,108   $ 107,583   $  56,232   $ 111,941   $ 134,693
Preferred dividends                         11,361      38,877      36,738      18,469      20,014       6,875
                                         ---------   ---------   ---------   ---------   ---------   ---------
Total fixed charges and preferred                                                                             
  dividends                              $ 117,853   $ 139,985   $ 144,321   $  74,701   $ 131,955   $ 141,568
                                         =========   =========   =========   =========   =========   =========

Earnings before income taxes, fixed                                                                           
  charges and preferred dividends        $ 449,765   $ 460,648   $ 418,738   $ 159,149   $ 442,439   $ 477,970
                                         =========   =========   =========   =========   =========   =========

Ratio of earnings to fixed charges and                                                                        
    preferred dividends                       3.82        3.29        2.90        2.13        3.35        3.38
                                         =========   =========   =========   =========   =========   =========

(1)  The computation of Ratio of Earnings to Fixed Charges and Ratio                                          
  of Earnings to Fixed Charges and Preferred Dividends excludes                                               
  results of operations from discontinued operations and fixed                                                
  charges relating to these same operations.                                                                  

                                                                            
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TANDY CORPORATION           

EXHIBIT 21            

SUBSIDIARIES            

The largest subsidiaries of the Company are:                            

        State of Incorporation
        ----------------------

Technology Properties, Inc.                    Delaware                 

Trans World Electronics, Inc.                   Texas                   

All of the subsidiaries of Tandy Corporation are                        
included in the Company's consolidated financial                        
statements. All other subsidiaries, considered in                       
the aggregate as a single subsidiary, would not                         
constitute a significant subsidiary.                                    

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TANDY CORPORATION           

EXHIBIT 23            

CONSENT OF INDEPENDENT ACCOUNTANTS            

We hereby consent to the incorporation by reference                     
in the Prospectuses constituting part of the                            
Registration Statements on Form S-3 (Registration                       
No. 33-37970) of Tandy Corporation and to the                           
incorporation by reference in the Registration                          
Statements on Form S-8 (Registration Nos. 33-23178,                     
33-41523, 33-51019, 33-51599 and 33-51603) of our                       
report dated February 20, 1996, appearing on page                       
31 in this Annual Report on Form 10-K.                                  

/s/ Price Waterhouse LLP                                                
--------------------------                                              

PRICE WATERHOUSE LLP                                                    

Fort Worth, Texas                                                       
March 28, 1996                                                          

Dates Referenced Herein   and   Documents Incorporated by Reference

				Referenced-On Page
This ‘10-K’ Filing		Date		First		Last			Other Filings
		12/31/01		19					10-K,  11-K
		12/30/00		19
		9/11/00		19
		6/30/00		19					10-Q
		6/22/00		19
		8/25/96		8		19
		7/11/96		8		19
		5/24/96		22
		3/31/96		19					10-Q,  11-K
Filed on:		3/28/96		4		82			DEF 14A
		3/19/96		1		5
		2/29/96		8		19
		2/20/96		13		82
		1/2/96		19
		1/1/96		4		76
For Period End:		12/31/95		1		80			11-K
		12/28/95		19
		12/18/95		5		19
		12/15/95		8		19
		12/1/95		3		77
		11/20/95		78
		9/30/95		8		19			10-Q
		8/22/95		8		19
		8/14/95		20
		8/11/95		20					10-Q
		5/26/95		20					11-K
		5/18/95		4		20			DEF 14A
		4/15/95		8		19
		4/12/95		20					8-K
		4/1/95		22		43
		3/31/95		7		19			10-Q,  11-K
		3/30/95		3		20			10-K,  8-K,  DEF 14A
		3/10/95		8		80
		2/25/95		8		19
		2/3/95		20					8-K
		2/2/95		20					8-K
		1/23/95		8		19
		1/22/95		4
		1/18/95		20					8-K
		1/16/95		8		19
		1/3/95		3
		1/1/95		4		19
		12/31/94		6		19			10-K,  11-K
		12/30/94		3		19			8-K
		12/15/94		19
		10/11/94		8		19
		8/15/94		20					10-Q
		7/1/94		19
		6/30/94		8					10-Q,  11-K
		5/27/94		20
		4/1/94		8
		3/30/94		20					10-K,  DEF 14A
		2/25/94		8		19
		2/23/94		8
		2/2/94		8		19
		2/1/94		20
		1/27/94		8		19
		1/26/94		20
		1/1/94		4
		12/31/93		6		80			10-K,  11-K,  DEF 14A
		12/16/93		8		19
		11/12/93		20
		11/10/93		8		19
		10/7/93		21
		9/30/93		8
		9/1/93		19
		8/5/93		8		19
		7/30/93		8		19
		7/27/93		20
		7/23/93		8		19
		7/22/93		8		19
		7/16/93		8		19
		7/13/93		8		20
		7/7/93		4
		6/30/93		19		20
		6/25/93		8		19
		1/1/93		19
		12/31/92		6		21
		7/10/92		20
		6/30/92		6		8
		2/13/92		20
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