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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

For the quarterly period ended March 29, 2003

OR

For the transition period from _____________________ to _____________________

Commission file number 0-22512

WEST MARINE, INC.

(Exact Name of Registrant as Specified in Its Charter)

500 Westridge Drive

Watsonville, CA 95076-4100

(Address of Principal Executive Offices) (Zip Code)

Registrant’s Telephone Number, Including Area Code: (831) 728-2700

Indicate by a 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 ¨

Indicate by check mark whether the registrant is an accelerated filer (as defined in Exchange Act Rule 12b-2).     Yes x    No ¨

At April 26, 2003, the number of shares outstanding of the registrant’s common stock was 19,494,199.

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PART I—FINANCIAL INFORMATION

ITEM 1—FINANCIAL STATEMENTS

WEST MARINE, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

MARCH 29, 2003, DECEMBER 28, 2002 AND MARCH 30, 2002

(Unaudited, in thousands, except share data)

See notes to condensed consolidated financial statements.

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WEST MARINE, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited, in thousands, except per share and store data)

See notes to condensed consolidated financial statements.

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WEST MARINE, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited, in thousands)

See notes to condensed consolidated financial statements.

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WEST MARINE, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Thirteen Weeks Ended March 29, 2003 and March 30, 2002

(Unaudited)

NOTE 1.    Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared from the records of West Marine, Inc. without audit and, in the opinion of management, include all adjustments (consisting only of normal, recurring items) necessary to fairly present the financial position at March 29, 2003 and March 30, 2002, and the interim results of operations and cash flows for the 13-week period then ended. The results of operations for the 13-week period presented herein are not necessarily indicative of the results to be expected for the full year.

The consolidated balance sheet at December 28, 2002, presented herein, has been derived from the audited consolidated financial statements of West Marine for the year then ended which were included in West Marine’s annual report on Form 10-K.

Accounting policies followed by West Marine are described in Note 1 to its audited consolidated financial statements for the year ended December 28, 2002. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been omitted for purposes of the condensed consolidated interim financial statements. The condensed consolidated interim financial statements should be read in conjunction with the audited consolidated financial statements, including the notes thereto, for the year ended December 28, 2002, which were included in West Marine’s annual report on Form 10-K.

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The results of operations for the 13-week period ended March 29, 2003 are not necessarily indicative of the results to be expected for the year ending January 3, 2004 or any other interim period.

NOTE 2.    Acquisition

On January 14, 2003, West Marine Products, Inc. acquired the retail stores, catalog and wholesale operations of Boat America Corporation. The consideration consisted of $72 million in cash and the assumption of certain liabilities. At the time of the acquisition, Boat America operated 62 boating supply specialty stores under the name BoatU.S. The acquisition was accounted for under the purchase method of accounting and, accordingly, the statement of operations includes the results of the acquired operations since the date of acquisition.

The total cost of the acquisition has been allocated to the tangible and intangible assets acquired and liabilities assumed based on their respective fair values. The allocation of the purchase price is not finalized and the final allocation may differ from estimates made at the time of the initial recording, including estimated values of inventories, goodwill, intangible assets and accounts payable. The preliminary allocation of the purchase price as of March 29, 2003, is as follows (dollars in thousands):

The following unaudited pro forma combined financial information presents the combined consolidated results of operations of West Marine and the acquired operations of Boat America as if the acquisition had occurred on December 29, 2001, after giving effect to certain adjustments including amortization of intangible assets, interest expense, depreciation expense and related income tax effects. No costs related to extinguishment of debt are included in pro forma results for the 13-week period ended March 30, 2002. No adjustments have been made to the pro forma statement of operations to conform accounting policies and practices or to recognize anticipated cost savings and synergies. The pro forma combined consolidated financial information does not necessarily reflect the results of operations that would have occurred had West Marine and the acquired operations of Boat America constituted a single entity during such periods.

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NOTE 3.    Accounting Policies

In April 2002, the FASB issued Statement of Financial Accounting Standards (“SFAS”) No. 145, “Recission of FASB Statements No. 4, 44 and 64, Amendment of FASB Statement No. 13, and Technical Corrections”. SFAS 145 concludes that debt extinguishments should not be classified as an extraordinary item. SFAS 145 also requires sale-leaseback accounting for certain lease modifications that have economic effects that are similar to sale-leaseback transactions. West Marine adopted SFAS 145 on December 29, 2002. The adoption of SFAS 145 did not have an effect on West Marine’s financial position, results of operations or cash flows for the 13-week period ended March 29, 2003.

In November 2002, the Emerging Issues Task Force (“EITF”) of the FASB concluded in EITF Issue No. 02-16, “Accounting by a Reseller for Cash Consideration Received from a Vendor,” that if a vendor offers a rebate that is payable only if the reseller completes a specified level of purchases, and the rebate is probable of achievement and reasonably estimable, such rebate should be recognized based on the progress made toward earning the rebate. West Marine expects to apply this method prospectively to vendor arrangements entered into after November 21, 2002. The Company currently records such rebates upon achievement of the specified performance level. Although West Marine has not yet determined the impact of adopting EITF 02-16, since most vendor agreements for 2003 were finalized prior to November 2002, the adoption of EITF 02-16 is not expected to have a significant impact on the financial position, results of operations or cash flows of West Marine for 2003.

Stock-based Compensation—At March 29, 2003, West Marine has two stock-based employee compensation plans. West Marine accounts for those plans under the recognition and measurement principles of APB Opinion No. 25, “Accounting for Stock Issued to Employees,” and related interpretations. No stock-based employee compensation cost is reflected in net income, as all options granted under those plans had an exercise price equal to the market value of the underlying common stock on the date of the grant.

The following table illustrates the effect on net income and earnings per share if West Marine had applied the fair value recognition provisions of SFAS 123, “Accounting for Stock-Based Compensation,” to stock-based employee compensation. West Marine’s calculations were made using the Black-Scholes option pricing model.

NOTE 4.    Segment Information

West Marine has three divisions—Stores, Wholesale and Catalog (including Internet)—which all sell aftermarket recreational boating supplies directly to customers. The customer base overlaps between West Marine’s Stores and Wholesale divisions and between its Stores and Catalog divisions. All processes for the three divisions within the supply chain are commingled, including purchases from merchandise vendors, distribution center activity and customer delivery.

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The Stores division qualifies as a reportable segment under SFAS 131, “Disclosures about Segments of an Enterprise and Related Information,” as it is the only division that represents 10% or more of the combined revenue of all operating segments when viewed on an annual basis. Assets are not presented by segment, as West Marine’s assets overlap among segments. Contribution is defined as net sales, less product costs and direct expenses. The following is financial information related to West Marine’s Stores business segment (in thousands):

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INDEPENDENT ACCOUNTANTS’ REVIEW REPORT

To the Board of Directors and Stockholders of

West Marine, Inc.

Watsonville, California

We have reviewed the accompanying condensed consolidated balance sheets of West Marine, Inc. and subsidiaries as of March 29, 2003 and March 30, 2002 and the related condensed consolidated statements of operations and cash flows for the 13-week periods ended March 29, 2003 and March 30, 2002. These financial statements are the responsibility of the company’s management.

We conducted our reviews in accordance with standards established by the American Institute of Certified Public Accountants. A review of interim financial information consists principally of applying analytical procedures to financial data and of making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with auditing standards generally accepted in the United States of America, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.

Based on our reviews, we are not aware of any material modifications that should be made to such condensed consolidated financial statements for them to be in conformity with accounting principles generally accepted in the United States of America.

We have previously audited, in accordance with auditing standards generally accepted in the United States of America, the consolidated balance sheet of West Marine, Inc. and subsidiaries as of December 28, 2002, and the related consolidated statements of income, stockholders’ equity, and cash flows for the year then ended (not presented herein); and in our report dated February 14, 2003, we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying condensed consolidated balance sheet as of December 28, 2002 is fairly stated, in all material respects, in relation to the consolidated balance sheet from which it has been derived.

/s/    DELOITTE & TOUCHE LLP

San Francisco, California

April 16, 2003

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ITEM 2—MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis is based upon our financial statements as of the dates and for the periods presented in this section. You should read this discussion and analysis in conjunction with the Financial Statements and Supplementary Data and notes thereto found in Item 1.

General

West Marine, Inc. is the largest specialty retailer of recreational and commercial boating supplies and apparel in the United States of America. We have three divisions—Stores, Wholesale (Port Supply) and Catalog (including Internet)—which all sell aftermarket recreational boating supplies directly to customers. At the end of the first quarter of 2003, we offered our products through 325 stores in 38 states, Puerto Rico, and Canada; on the Internet (www.westmarine.com); and through catalogs. We are also engaged, through our Port Supply division and our stores, in the wholesale distribution of products to commercial customers and other retailers.

All references to the first quarter of 2003 mean the 13-week period ended March 29, 2003, and all references to the first quarter of 2002 mean the 13-week period ended March 30, 2002.

“Safe Harbor” Statement Under the Private Securities Litigation Reform Act of 1995

The statements in this Form 10-Q that relate to future plans, events, expectations, objectives or performance (or assumptions underlying such matters) are forward-looking statements that involve a number of risks and uncertainties. These forward-looking statements include, among other things, statements that relate to West Marine’s future plans, expectations, objectives, performance and similar projections, as well as facts and assumptions underlying these statements or projections. Actual results may differ materially from the results expressed or implied in these forward-looking statements due to various risks, uncertainties or other factors.

Set forth below are certain important factors that could cause our actual results to differ materially from those expressed in any forward-looking statements.

Because consumers often consider boats to be luxury items, the market is subject to changes in consumer confidence and spending habits. Recent slowing of the domestic economy may adversely affect sales volumes, as well as our ability to maintain current gross profit levels.

Our operations could be adversely affected if unseasonably cold weather, prolonged winter conditions or extraordinary amounts of rainfall were to occur during the peak boating season in the second and third quarters.

Our Catalog division has faced market share erosion in areas where either we or our competitors have opened stores. Management expects this trend to continue.

Our growth has been principally related to our Stores’ operations. Our continued growth depends to a significant degree on our ability to continue to expand our operations through the opening and profitable operation of new stores, as well as our ability to increase net sales at our existing stores. Our planned expansion is subject to a number of factors, including the adequacy of our capital resources, our ability to locate suitable store sites and negotiate acceptable lease terms, to hire, train and integrate employees and to adapt our distribution and other operations systems.

The markets for recreational water sports and boating supplies are highly competitive. Competitive pressures resulting from competitors’ pricing policies are expected to continue.

Our acquisition of Boat America operations involves a number of risks, including unanticipated costs and problems that could result from integrating the operations and personnel of Boat America into our operations, the potential loss of key Boat America employees who choose not to be employed by West Marine and a decline in the economy that could threaten the economic assumptions of the transaction.

Additional factors which may affect our financial results include inventory management issues, the impact of the Internet and e-commerce on the supply chain, fluctuations in consumer spending on recreational boating supplies, environmental regulations, demand for and acceptance of our products and other risk factors disclosed from time to time in our filings with the Securities and Exchange Commission.

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Critical Accounting Policies and Estimates

Management’s discussion and analysis of West Marine’s financial condition and results of operations are based upon our consolidated financial statements, which have been prepared in conformity with accounting principles generally accepted in the United States. The preparation of these financial statements requires the appropriate application of certain accounting policies, many of which require us to make estimates and assumptions about future events and their impact on amounts reported in our financial statements and related notes. Since future events and their impact cannot be determined with certainty, the actual results will inevitably differ from our estimates. Such differences could be material to the financial statements.

We believe our application of accounting policies, and the estimates inherently required therein, are reasonable. These accounting policies and estimates are constantly reevaluated and adjustments are made when facts and circumstances dictate a change. Historically, we have found our application of accounting policies to be appropriate and actual results have not differed materially from those determined using necessary estimates.

Merchandise inventory.    Our merchandise inventory is carried at the lower of cost or market on a first-in, first-out basis. Inventory cost includes certain indirect costs related to the purchasing, transportation and warehousing of merchandise. We make certain assumptions to adjust inventory based on historical experience and current information in order to assess that inventory is recorded properly at the lower of cost or market.

Long-lived assets.    We review long-lived assets for impairment whenever events or changes in circumstances, such as store closures, indicate that the carrying value of an asset may not be recoverable. At the time a decision is made to close a store, we record an impairment charge, if appropriate, and accelerate depreciation over the revised useful life. We believe at this time that the long-lived assets’ carrying values and useful lives continue to be appropriate.

Income taxes.    We record a valuation allowance to reduce our deferred tax assets to the amount we believe is more likely than not to be realized. While we have considered future taxable income, state tax apportionment and ongoing prudent and feasible tax planning strategies in assessing the need for the valuation allowance, in the event we were to determine that we would not be able to realize all or part of our net deferred tax assets in the future, an adjustment to the deferred tax assets would be charged to income in the period such determination was made. Likewise, should we determine that we would be able to realize our deferred tax assets in the future in excess of our recorded amount, an adjustment to the deferred tax assets would increase income in the period such determination was made.

Revenue recognition.    We record sales, net of estimated returns, when merchandise is purchased by customers at retail locations. When merchandise is shipped from a warehouse directly to customers, we record sales when such merchandise is received by the customer.

Comparable store sales.    We define comparable store sales as sales from stores where selling square footage did not change by more than 40% in the previous thirteen months and that have been open at least thirteen months.

Vendor allowances.    We receive allowances from vendors through a variety of programs and arrangements, including cash discounts and purchase quantity discounts. We recognize such allowances as a reduction to cost of goods sold after the vendor terms are met and as the related product is sold.

Results of Operations

Net sales increased $13.9 million, or 14.4%, to $111.1 million for the first quarter of 2003, compared to $97.2 million for the first quarter of 2002, primarily due to the acquisition of 62 BoatU.S. stores from Boat America Corporation and increases in net sales at West Marine stores. Net sales attributable to our Stores division were $91.4 million for the first quarter of 2003, an increase of $11.9 million, or 15.1%, over the $79.5 million recorded for the same period a year ago. During the first quarter of 2003, six new stores were opened and 62 stores were added with the acquisition of store operations from Boat America. Net sales in new stores opened since the first quarter of 2002, including the 62 BoatU.S. stores acquired in January 2003, and remodeled stores not included in comparable sales were $25.2 million. First quarter net sales from comparable stores decreased 10.2%, or $7.3 million. Wholesale sales increased by $0.4 million, or 4.4%, to $10.8 million for the first quarter of 2003, compared to $10.3 million for the same period a year ago. Catalog (including Internet) sales increased by $1.5 million, or 21.1%, to $8.9 million for the first quarter of 2003, compared to $7.4 million for the same period last year. Stores, Wholesale and Catalog (including Internet) sales represented 82.3%, 9.7% and 8.0%, respectively, of our net sales for the first quarter of 2003, compared to 81.8%, 10.6% and 7.6%, respectively, of our net sales for the first quarter of 2002.

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Our gross profit increased by $4.6 million, or 18.3%, to $29.7 million for the first quarter of 2003, compared to $25.1 million for the first quarter of 2002. Gross profit margins were 26.8% in the first quarter of 2003, compared to 25.8% in the same period a year ago. Gross profit as a percentage of sales increased for the first quarter compared to the prior year primarily because of lower product costs, increased sales of higher margin private label merchandise and lower inventory shrink expenses.

Selling, general and administrative expenses increased by $8.1 million, or 28.9%, to $36.2 million for the first quarter of 2003 compared to $28.1 million for the same period last year, including $0.9 million for integration costs related to the acquisition of the BoatU.S. stores, wholesale and catalog operations. Other than acquisition integration costs, the increase in selling, general and administrative expenses for the first quarter of 2003 was primarily due to operating costs for new stores opened this year.

Interest expense was $1.6 million in the first quarter of 2003, an increase of $0.5 million from the same period a year ago. The increase in interest expense for the first quarter of 2003 was primarily due to financing of the acquisition of the Boat America operations. In addition, we reported a $1.9 million loss for the extinguishment of debt during the first quarter of 2003, also incurred in connection with the acquisition.

Liquidity and Capital Resources

During the first quarter of 2003, our primary sources of liquidity were $114.3 million from bank borrowings and $1.3 million in proceeds from the exercise of stock options. Our primary use of cash was related to the acquisition of Boat America’s retail operations, described under “Investing Activities” below.

Operating Activities

Net cash used in operating activities during the first three months of 2003 was $13.7 million, consisting primarily of an increase in inventories of $29.5 million and an increase in accounts receivable, prepaid expenses and other current assets of $8.7 million, partially offset by an increase in accounts payable of $25.1 million. The inventory increase reflects the addition of new stores and our commitment to increasing fill rates, which enhance sales.

Investing Activities

Our primary recurring cash requirements are related to capital expenditures for new stores and remodeling existing stores, including leasehold improvement costs, fixtures and information systems enhancements, and for merchandise inventory for stores. During the first quarter of 2003, we spent $7.4 million for capital expenditures. We expect to spend from $26.0 million to $27.0 million on other capital expenditures during 2003, mainly for new stores. We intend to pay for our expansion through cash generated from operations and bank borrowings.

On January 14, 2003, West Marine Products, Inc., a subsidiary of West Marine, Inc., acquired the retail stores, catalog and wholesale operations of Boat America Corporation for $72 million in cash plus the assumption of approximately $10 million in liabilities. We also spent approximately $2.8 million for acquisition-related costs. The acquisition of Boat America’s retail operations added 62 store locations, as well as Boat America’s catalog and wholesale sales channels, to our current operations. Under the terms of the agreement, we will promote services offered by Boat America and memberships in the Boat Owners Association of the United States (an affiliate of Boat America which was not acquired) at each of our stores, while Boat America and the Boat Owners Association will exclusively promote our boating equipment to the Boat Owners Association members. There are no other material relationships between West Marine and either Boat America or the Boat Owners Association or any of their respective affiliates, or between any director or officer of West Marine (or any associate of any such director or officer) and Boat America or the Boat Owners Association.

Financing Activities

On January 14, 2003, we entered into a $185.0 million credit line, which expires in three years. At the end of the first quarter of 2003, borrowings under that credit line were $155.0 million, bearing interest at rates ranging from 4.3% to 5.5%, and an additional $26.5 million was available. The new credit line is guaranteed by West Marine and its subsidiaries and is secured by a security interest in substantially all of the assets of West Marine and its subsidiaries. We immediately borrowed $155.0 million under the new facility and used $72.0 million to acquire certain operations from Boat America, $59.7 million to repay our old credit line, $17.3 million to repay the senior guarantee note (which amount included a $1.3 million prepayment fee incurred because the senior note carried interest at a higher rate than interest rates prevailing at the time of the repayment) and $2.7 million for bank fees related to the new credit facility. The new credit line includes a $20.0 million sub-facility for standby and commercial letters of credit, of which up to $15.0 million is available for the issuance of commercial letters of credit and up to $5.0 million is available for standby letters of credit. The new credit line also includes a sub-limit of up to $10.0 million for same day advances. On June 15, 2003, the credit facility will permanently reduce to $175.0 million.

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On February 20, 2003, we entered into a first amendment to our credit line, and on April 14, 2003, we entered into a second amendment to our credit line. The changes effected by these amendments were not material but were primarily ministerial. We were in compliance with all covenant requirements under the terms of our credit line prior to and subsequent to each of these amendments.

Depending on our election at the time of borrowing, the new line bears interest at either (a) the higher of (i) the bank’s prime rate plus 1.25% or (ii) the federal funds rate plus 1.75% or (b) LIBOR plus 3.00%. Upon receipt by the bank of our financial statements for the second quarter of 2003, these rates may be adjusted based upon our ratio of cash flow to debt for the period.

The new credit line contains various covenants which require us to maintain certain financial ratios, including debt service coverage, debt to earnings and current ratios. The covenants also require us to maintain minimum levels of net worth and place limitations on the levels of certain investments. These covenants also restrict the repurchase or redemption of our common stock and payment of dividends, investments in subsidiaries and annual capital expenditures.

At the end of the first quarter of 2003, we had $1.2 million of outstanding commercial letters of credit and $2.3 million of outstanding standby letters of credit.

We believe our existing credit line and cash flows from operations will be sufficient to satisfy liquidity needs through 2003.

Seasonality

Historically, our business has been highly seasonal. In 2002, 64.2% of our net sales and all of our net income occurred during the second and third quarters, principally during the period from April through July, which represents the peak months for boat buying, usage and maintenance in most of our markets. Management expects the seasonal fluctuation in net sales to become more pronounced as we continue to expand our operations.

Business Trends

West Marine’s growth in net sales has been principally fueled by geographic expansion through the opening of new stores and, to a lesser extent, by comparable stores net sales increases. Future net sales and profit growth, if any, will be increasingly dependent on the opening and profitability of new stores. Our Catalog division continues to face market share erosion in markets where either we or our competitors have opened new stores. Management expects this trend to continue.

ITEM 3—QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We believe there has been no material change in our exposure to market risk from that discussed in our 2002 Annual Report on Form 10-K.

ITEM 4 —CONTROLS AND PROCEDURES

The Chief Executive Officer, the Chief Financial Officer and the Chief Accounting Officer of West Marine (its principal executive officer, principal financial officer and principal accounting officer, respectively) have concluded, based on their evaluation as of a date within 90 days prior to the date of the filing of this report, that West Marine’s disclosure controls and procedures are effective to ensure that information required to be disclosed by West Marine in the reports filed or submitted by it under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and include controls and procedures designed to ensure that information required to be disclosed by West Marine in such reports is accumulated and communicated to West Marine’s management, including the Chief Executive Officer, the Chief Financial Officer and the Chief Accounting Officer, as appropriate to allow timely decisions regarding required disclosure.

There were no significant changes in West Marine’s internal controls or in other factors that could significantly affect these controls subsequent to the date of such evaluation.

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PART II—OTHER INFORMATION

ITEM 1—LEGAL PROCEEDINGS

None.

ITEM 2—CHANGES IN SECURITIES AND USE OF PROCEEDS

None.

ITEM 3—DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4—SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None.

ITEM 5—OTHER INFORMATION

Effective May 7, 2003, Eric Nelson, Vice President—Finance, was appointed Senior Vice President—Finance and Chief Financial Officer. Simultaneously with Mr. Nelson’s appointment, Russell Solt, Mr. Nelson’s predecessor as Chief Financial Officer, became Director of Investor Relations in accordance with his employment agreement.

ITEM 6—EXHIBITS AND REPORTS ON FORM 8-K

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On January 14, 2003, we filed a current report on Form 8-K which disclosed under Item 9 our press release announcing the acquisition of BoatU.S. retail stores, catalog and wholesale operations from Boat America Corporation for $72 million in cash and the assumption of certain liabilities.

On January 28, 2003, we filed a current report on Form 8-K which disclosed under Item 2 our acquisition of the retail stores, catalog and wholesale operations of Boat America Corporation for $72 million in cash and the assumption of approximately $10 million in liabilities.

On March 28, 2003, we filed a current report on Form 8-K/A which disclosed under Item 7 the audited financial statements of the Products Division of Boat America Corporation for the year ended December 31, 2002 and the unaudited pro forma combined balance sheet of West Marine as of December 28, 2002 and the related unaudited pro forma statement of operations. On March 31, 2003, we filed a current report on Form 8-K/A to correct certain typographical errors in our current report on Form 8-K/A filed on March 28, 2003.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

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CERTIFICATION BY CHIEF EXECUTIVE OFFICER

I, John H. Edmondson, certify that:

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CERTIFICATION BY CHIEF FINANCIAL OFFICER

I, Eric Nelson, certify that:

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