(LONDON) -- One of Britain's best-known chains of sex shops, Ann Summers Ltd., is sprucing up its raunchy image by buying out a mainstream women's underwear business, ahead of plans to expand in the United States and Asia.

The chain announced Monday that it paid an unspecified sum for Knickerbox, a retail concern that has fallen on hard times since its heyday in the 1980s and is now in financial receivership.

Ann Summers, part of the privately held Gold Group International Ltd., bills itself primarily as a lingerie store, though it also sells what it calls ``novelties'' ranging from furry pink handcuffs to plastic PVC underwear.

It will take over 33 Knickerbox stores selling bras and women's underwear in Britain, plus a smaller number of shops in Denmark, Iceland and Ireland. The company's goal is to restore the troubled chain to profitability and to expand Knickerbox into promising new markets in the Middle East, Japan and the United States.

Ann Summers also plans to open its first U.S. shop - its biggest anywhere - in Los Angeles in June, and is also negotiating with a potential franchise partner to operate a store in New York, said spokeswoman Rebecca Cox.

Back in Britain, the company hopes to convert some larger Knickerbox shops into overtly sex-oriented Ann Summers stores. That strategy could test public morality in a nation still renowned, perhaps unfairly, for its traditional prudishness.

``Knickerbox is very pretty and girly. Where Knickerbox ends, Ann Summers starts,'' Cox said.

Knickerbox has a reputation for moderately priced undergarments and the convenient locations of its outlets in train stations and airports.

Ann Summers got its start in the 1960s, operating a few shops behind blacked-out windows. Today, patrons of its 27 British stores are more likely to encounter wooden parquet floors, in-store coffee bars, halogen track lighting and even ``wide aisles for prams,'' Cox said.

``We target women,'' she said. ``Our society has become more confident about sexual issues. Women are becoming confident verbally, so they're becoming more confident in their spending also.''

Ann Summers posted sales of $68.4 million last year. The company doesn't disclose profit figures.

Cox attributes this success to chief executive Jacqueline Gold's efforts to make Ann Summers more appealing to women.

Central to that strategy has been Ann Summers' product ``parties,'' a sort of Tupperware party for sexually curious women put on by some 7,500 organizers around the country. The events are strictly off-limits to men.

Gold and her management team ``probably feel that they can cut costs and bring in economies of scale and turn Knickerbox around,'' said Diana Whitehead, a fashion editor at Drapers Record, a weekly trade magazine for Britain's fashion industry.

As it charts its plans for expansion outside Europe, Ann Summers acknowledges it needs to show sensitivity to different cultural attitudes toward sex. In some Middle Eastern countries, for example, it plans to emphasize lingerie and swimwear at its stores, but no sex toys.

Knickerbox could face an additional problem in the United States, due to semantics.

Far from suggesting trendy underwear, the word ``knickers'' conveys the image of an exceedingly frumpy type of feminine garment for most Americans.

And male American golfers might be horrified to learn that the 1930s-style legwear they know as ``knickers'' has a far different meaning in the land that invented their favorite game.