<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1997
Commission file number 001-12335
Butler Employee Savings Trust (BEST)
401(k) Plan
Butler Manufacturing Company
BMA Tower
Penn Valley Park
Kansas City, MO 64108
<PAGE> 2
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To The Board of Directors of The
Butler Manufacturing Company:
We have audited the accompanying statements of net assets available for plan
benefits of Butler Manufacturing Company 401(k) Employee Savings Trust Plan
(the Plan) as of December 31, 1997 and the related statements of changes in net
assets available for benefits, with fund information for the year then ended.
These financial statements and the schedules referred to below are the
responsibility of the Plan's management. Our responsibility is to express an
opinion on these financial statements and schedules based on our audits. The
financial statements of the Plan for 1996 were audited by other auditors whose
report, dated June 4, 1997, expressed an unqualified opinion on those
statements.
We conducted our audit in accordance with generally accepted auditing
standards. Those standards 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. An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audit provides a reasonable basis
for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for plan benefits of the Plan
as of December 31, 1997, and the changes in net assets available for plan
benefits for the year then ended in conformity with generally accepted
accounting principles.
Our audit was performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule of assets
held for investment purposes at December 31, 1997, and reportable transactions
for the year then ended are presented for the purpose of additional analysis
and are not a required part of the basic financial statements but are
supplementary information required by the Department of Labor's Rules and
Regulations for Reporting and Disclosure under the Employee Retirement Income
Security Act of 1974. The fund information in the statements of net assets
available for benefits, with fund information and changes in net assets
available for benefits, with fund information is presented for the purposes of
additional analysis rather than to present the net assets available for
benefits and changes in net assets available for benefits of each fund. The
supplemental schedules have been subjected to the auditing procedures applied
in the audit of the basic financial statements and, in our opinion, are fairly
stated in all material respects in relation to the basic financial statements
taken as a whole.
/s/Arthur Andersen LLP
Kansas City, Missouri
June 19, 1998
2
<PAGE> 3
BUTLER MANUFACTURING COMPANY
401(K) EMPLOYEE SAVINGS TRUST PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
DECEMBER 31, 1997
<TABLE>
<CAPTION>
---------------------------------------------------------------------------------
Managed Equity International Asset
Income Puritan Magellan Income Growth Manager
Portfolio Fund Fund Fund Fund Fund
---------- ----------- ----------- ----------- ---------- --------
<S> <C> <C> <C> <C> <C> <C>
Assets:
Investments at fair value:
Fidelity Investment Funds:
Managed Income Portfolio $7,727,813
Puritan $10,234,505
Magellan $19,377,145
Equity Income $11,746,813
International Growth $1,077,993
Asset Manager $850,659
Asset Manager: Growth
Asset Manager: Income
Retirement Money Market
Butler Stock Fund
Participant Loans
---------- ----------- ----------- ----------- ---------- --------
Total Investments $7,727,813 $10,234,505 $19,377,145 $11,746,813 $1,077,993 $850,659
---------- ----------- ----------- ----------- ---------- --------
Receivables:
Employee contributions receivable $ 72,905 $ 81,707 $ 153,716 $ 88,208 $ 21,619 $ 13,694
Employer contributions receivable $ 120,347 $ 131,554 $ 301,399 $ 145,801 $ 33,622 $ 19,613
---------- ----------- ----------- ----------- ---------- --------
Total Receivables $ 193,252 $ 213,261 $ 455,115 $ 234,009 $ 55,241 $ 33,307
---------- ----------- ----------- ----------- ---------- --------
Net Assets Available for Plan Benefits $7,921,065 $10,447,766 $19,832,260 $11,980,822 $1,133,234 $883,966
========== =========== =========== =========== ========== ========
<CAPTION>
-----------------------------------------------------------------------------------
Asset Asset Retirement Butler
Manager: Manager: Money Stock Particpant
Growth Income Market Fund Loans Total
---------- -------- ---------- ---------- ---------- -----------
<S> <C> <C> <C> <C> <C> <C>
Assets:
Investments at fair value:
Fidelity Investment Funds:
Managed Income Portfolio $ 7,727,813
Puritan $10,234,505
Magellan $19,377,145
Equity Income $11,746,813
International Growth $ 1,077,993
Asset Manager $ 850,659
Asset Manager: Growth $1,886,165 $ 1,886,165
Asset Manager: Income $404,353 $ 404,353
Retirement Money Market $5,208,009 $ 5,208,009
Butler Stock Fund $ 968,417 $ 968,417
Participant Loans $1,791,420 $ 1,791,420
---------- -------- ---------- ---------- ---------- -----------
Total Investments $1,886,165 $404,353 $5,208,009 $ 968,417 $1,791,420 $61,273.292
---------- -------- ---------- ---------- ---------- -----------
Receivables:
Employee contributions receivable $ 27,420 $ 7,972 $ 56,314 $ 20,210 $ 543,765
Employer contributions receivable $ 42,729 $ 9,592 $ 95,989 $ 505,044 $ 1,405,690
---------- -------- ---------- ---------- ---------- -----------
Total Receivables $ 70,149 $ 17,564 $ 152,303 $ 525,254 $ 1,949,455
---------- -------- ---------- ---------- ---------- -----------
Net Assets Available for Plan Benefits $1,956,314 $421,917 $5,360,312 $1,493,671 $1,791,420 $63,222,747
========== ======== ========== ========== ========== ===========
</TABLE>
The accompanying notes are in integral part of these financial statements.
3
<PAGE> 4
EIN: 44-0188420
PN: 041
BUTLER MANUFACTURING COMPANY
401(k) EMPLOYEE SAVINGS TRUST PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
DECEMBER 31, 1996
<TABLE>
<CAPTION>
---------------------------------------------------------------------------------
Managed Equity International Asset
Income Puritan Magellan Income Growth Manager
Portfolio Fund Fund Fund Fund Fund
---------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Assets:
Investments at fair value:
Fidelity Investment Funds:
Managed Income Portfolio $6,995,682
Puritan $8,024,381
Magellan $14,110,343
Equity Income $7,715,151
International Growth $717,848
Asset Manager $606,249
Asset Manager: Growth
Asset Manager: Income
Retirement Money Market
Butler Stock Fund
Participant Loans
---------- ---------- ----------- ---------- -------- --------
Total Investments $6,995,682 $8,024,381 $14,110,343 $7,715,151 $717,848 $606,249
---------- ---------- ----------- ---------- -------- --------
Receivables:
Employee contributions receivable $ 73,750 $ 72,141 $ 138,782 $ 66,552 $ 16,813 $ 10,345
Employer contributions receivable $ 146,968 $ 153,538 $ 357,772 $ 142,983 $ 33,169 $ 20,701
---------- ---------- ----------- ---------- -------- --------
Total Receivables $ 220,718 $ 225,679 $ 496,554 $ 209,535 $ 49,982 $ 31,046
---------- ---------- ----------- ---------- -------- --------
Net Assets Available for
Plan Benefits $7,216,400 $8,250,060 $14,606,897 $7,924,686 $767,830 $637,295
========== ========== =========== ========== ======== ========
</TABLE>
<TABLE>
<CAPTION>
---------------------------------------------------------------------------------
Asset Asset Retirement Butler
Manager: Manager: Money Stock Participant
Growth Income Market Fund Loans Total
---------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Assets:
Investments at fair value:
Fidelity Investment Funds:
Managed Income Portfolio $ 6,995,682
Puritan $ 8,024,381
Magellan $14,110,343
Equity Income $ 7,715,151
International Growth $ 717,848
Asset Manager $ 606,249
Asset Manager: Growth $1,034,812 $ 1,034,812
Asset Manager: Income $195,706 $ 195,706
Retirement Money Market $4,970,477 $ 4,970,477
Butler Stock Fund $791,136 $ 791,136
Participant Loans $1,521,369 $ 1,521,369
---------- ---------- ----------- ---------- ---------- -----------
Total Investments $1,034,812 $195,706 $4,970,477 $791,136 $1,521,369 $46,683,154
---------- ---------- ----------- ---------- ---------- -----------
Receivables:
Employee contributions receivable $ 22,053 $ 5,960 $ 54,617 $ 10,984 $ 471,997
Employer contributions receivable $ 42,769 $ 10,522 $ 119,516 $ 29,237 $ 1,057,175
---------- ---------- ----------- ---------- ---------- -----------
Total Receivables $ 64,822 $ 16,482 $ 174,133 $ 40,221 $ 1,529,172
---------- ---------- ----------- ---------- ---------- -----------
Net Assets Available for
Plan Benefits $1,099,634 $212,188 $5,144,610 $831,357 $1,521,369 $48,212,326
========== ========== =========== ========== ========== ===========
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE> 5
BUTLER MANUFACTURING COMPANY
401(K) EMPLOYEE SAVINGS TRUST PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
DECEMBER 31, 1997
<TABLE>
<CAPTION>
--------------------------------------------------------------------------------------
Managed
Income Equity International Asset
Portfolio Puritan Magellan Income Growth Manager
--------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Contributions:
Employee $ 964,690 $ 1,081,256 $ 2,009,684 $ 1,096,441 $ 268,948 $156,855
Employer $ 120,347 $ 131,536 $ 301,296 $ 145,794 $ 33,604 $ 19,613
Rollover $ 29,156 $ 121,997 $ 76,591 $ 106,533 $ 13,351 $ 3,279
Total Contributions $1,114,193 $ 1,334,789 $ 2,387,571 $ 1,348,768 $ 315,903 $179,747
Income:
Net appreciation in fair
value of investments - $1,025,038 $ 2,636,957 $ 1,923,709 $ (6,542) $ 71,474
Interest and Dividends $ 466,002 $ 833,060 $ 1,269,395 $ 638,879 $ 68,137 $ 73,718
Other increases (decreases):
Distributions $ (479,421) $ (877,792) $ (704,325) $ (501,472) $ (50,285) $(32,389)
Fees $ (3,796) $ (21,174) $ (14,181) $ (2,272) $ (415) $ (437)
Loan repayments $ 148,617 $ 104,854 $ 205,034 $ 92,962 $ 55,176 $ 11,834
Loan withdrawals $ (284,863) $ (165,456) $ (318,417) $ (140,534) $ (27,576) $ (7,518)
Net interfund transfers $ (253,733) $ (36,874) $ (238,762) $ 693,438 $ 8,346 $(49,757)
Net transfers to another
employee sponsored plan $ (2,334) $ 1,261 $ 2,091 $ 2,658 $ 2,660 $ (1)
---------- ---------- ----------- ----------- ---------- --------
Increase in net assets
available for plan
benefits $ 704,665 $ 2,197,706 $ 5,225,363 $ 4,056,136 $ 365,404 $246,671
Net assets available for
plan benefits at beginning
of year $7,216,400 $ 8,250,060 $14,606,897 $ 7,924,686 $ 767,830 $637,295
---------- ---------- ----------- ----------- ---------- --------
Net assets available for
plan benefits at end of
year $7,921,065 $10,447,766 $19,832,260 $11,980,822 $1,133,234 $883,966
========== =========== =========== =========== ========== ========
<CAPTION>
--------------------------------------------------------------------------------------
Asset Asset Retirement Butler
Manager: Manager: Money Stock Participant
Growth Income Market Fund Loans Total
--------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Contributions:
Employee $ 327,306 $ 92,752 $ 729,447 $ 242,133 - $ 6,969,512
Employer $ 42,729 $ 9,592 $ 95,989 $ 505,033 - $ 1,405,533
Rollover $ 17,455 $ 2,302 $ 32,053 $ 23,610 - $ 426,327
Total Contributions $ 387,490 $104,646 $ 857,489 $ 770,776 - $ 8,801,372
Income:
Net appreciation in fair
value of investments $ 147,775 $ 11,869 $ 0 $ (159,811) - $ 5,650,469
Interest and Dividends $ 198,475 $ 23,613 $ 284,062 $ 12,681 - $ 3,868,022
Other increases (decreases):
Distributions $ (50,533) $(17,263) $ (438,021) $ (29,231) $ (82,242) $(3,262,974)
Fees $ (500) $ (155) $ (4,122) $ (5,059) - $ (52,111)
Loan repayments $ 28,346 $ 2,000 $ 68,255 $ 13,246 $ (730,324) $ -
Loan withdrawals $ (22,600) $ (3,482) $ (100,488) $ (11,683) $1,082,617 $ -
Net interfund transfers $ 168,231 $ 88,503 $ (450,690) $ 71,298 - $ -
Net transfers to another
employee sponsored plan $ (4) $ (2) $ (783) $ 97 - $ 5,643
---------- -------- ---------- ---------- ---------- -----------
Increase in net assets
available for plan
benefits $ 856,680 $209,729 $ 215,702 $ 662,314 $ 270,051 $15,010,421
Net assets available for
plan benefits at beginning
of year $1,099,634 $212,188 $5,144,610 $ 831,357 $1,521,369 $48,212,326
---------- -------- ---------- ---------- ---------- -----------
Net assets available for
plan benefits at end of
year $1,956,314 $421,917 $5,360,312 $1,493,671 $1,791,420 $63,222,747
========== ======== ========== ========== ========== ===========
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE> 6
BUTLER MANUFACTURING COMPANY
401(K) EMPLOYEE SAVINGS TRUST PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1997 AND 1996
(1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(a) General
Effective March 1, 1987, Butler Manufacturing Company (the Company)
established the 401(k) Employee Savings Trust Plan (the Plan),
which is administered by the Administrative Committee. The
investments of the Plan are in the custody of Fidelity
Institutional Retirement Services Company (Custodian). The
Trustee of the Plan is the Fidelity Management Trust Company
(Fidelity) which is appointed by the Administrative Committee.
The following brief description of the Plan is provided for general
information purposes only. Participants should refer to the
Plan documents for more complete information.
(b) Basis of Presentation
The accompanying financial statements have been prepared on the accrual
basis and present the net assets available for plan benefits
and changes in net assets available for plan benefits.
(c) Fees and Expenses
The expenses incurred by the Administrative Committee of the Plan in
administering Plan activity and the expenses incurred by the
Trustee in administering the trust may be paid from the assets
of the Plan or by the Company. These expenses are currently
paid jointly by the Plan and the Company.
(d) Eligibility
All full-time salaried and nonunion hourly employees are eligible.
(e) Vesting
All eligible employees participation in the Plan are immediately 100%
vested in employer contributions.
(f) Termination
The Plan may be terminated at any time with the approval of the
Company's Board of Directors. If the Plan is terminated, each
particpant's account balance will be, at the discretion of the
Company, distributed in a lump-sum or held in trust to be
distributed upon each participant's retirement, death,
disability or termination of employment.
(Continued)
6
<PAGE> 7
BUTLER MANUFACTURING COMPANY
401(K) EMPLOYEE SAVINGS TRUST PLAN
NOTES TO FINANCIAL STATEMENTS
(g) Investment Valuation and Income Recognition
The Plan's investments are stated at fair value. Purchases and sales of
securities are recorded on a trade-date basis.
(h) Use of Estimates
The preparation of financial statements in conformity with generally
accepted accounting principles requires the Plan Administrator to make
estimates and assumptions that affect the reported amounts of net
assets available for benefits at the date of the financial statements
and the reported amounts of changes in net assets available for
benefits during the reporting period. Actual results could differ from
those estimates.
(2) CONTRIBUTIONS
Employees may contribute to the Plan from 1% to 15% of their compensation
in 1% increments. Participants may direct investments of their
contribution in 1% increments among the funds established by the
Trustee. During 1996, the Plan was amended to permit employees to
contribute amounts, subject to certain limits, into a fund for the
purchase of the Company's common stock. At the discretion of the Board
of Directors and based on the Company's profitability, employee
contributions up to 6% of compensation will be matched 30% by the
Company. This match is applicable only to employees who are actively
employed on December 31, except in cases of retirement, disability or
death. Effective January 1, 1997, the Plan was amended to require that
one-third of all company matching contributions be invested in the
Butler Common Stock Fund.
(3) DISTRIBUTIONS
If a participant retires on or after attaining age 55, becomes totally or
permanently disabled, dies or terminates employment for any other
reason, the full value of the account becomes distributable. If the
value of the amount distributable exceeds $3,500, the distribution
cannot be made until the participant reaches age 65 or gives consent
to the distribution. All distributions must be made prior to April 1
of the calendar year immediately following the date the participant
reaches age 70 1/2, even if still employed. All distributions shall be
made in a single payment of cash.
Distributions payable to vested participants at December 31, 1997, were
$866,694. This amount is included in net assets available for benefits
in the accompanying financial statements and is shown as a liability
of the Plan for purposes of the Form 5500.
(4) IN-SERVICE WITHDRAWALS
Employee contributions, in part or in total, may be withdrawn for extreme
financial hardships. Such financial hardships include college costs,
excessive medical expenses or the purchase of a principal residence.
(Continued)
7
<PAGE> 8
BUTLER MANUFACTURING COMPANY
401(K) EMPLOYEE SAVINGS TRUST PLAN
NOTES TO FINANCIAL STATEMENTS
(5) LOANS TO PARTICIPANTS
At the discretion of the Administrative Committee, loans may be made to a
participant up to the lesser of $50,000 or 50% of the value of the
participant's account. No loan may be for an amount less than $1,000.
Loans are secured by an assignment of the participant's total account
balance in the Plan. Loan maturities may not be less than one year
nor exceed five years, except for home loans. Interest rates will be
set by the Administrative Committee in accordance with uniform
procedures consistently applied in a manner which does not
discriminate in favor of officers, shareholders or highly-compensated
participants.
(6) FEDERAL INCOME TAXES
The Plan has received a favorable determination letter, dated April 26,
1995, from the Internal Revenue Service (IRS), qualifying the Plan
under the Internal Revenue Code and exempting the trust from federal
income taxes. The Plan has been amended since receiving the
determination letter. The Plan administration believes the plan is
currently designed and being operated in compliance with the
applicable requirements of the Internal Revenue Code. Therefore no
provision for income taxes is included in these financial statements.
The Internal Revenue Service (IRS) is in the process of examining the Plan
for 1992 and 1993. The IRS has advised the Plan administrator that it
has determined that there were operational failures with respect to
the Plan and any such operational failures could result in the
disqualification of the Plan for tax purposes. The examination of the
Plan has not been completed by the IRS. However, management does not
believe that the IRS examination will result in the Plan being
disqualified.
8
<PAGE> 9
EIN: 44-0188420
PN: 041
Schedule 1
BUTLER MANUFACTURING COMPANY
401(K) EMPLOYEE SAVINGS TRUST PLAN
Item 27a - Schedule of Assets Held for Investment Purposes
December 31, 1997
<TABLE>
<CAPTION>
Fair
Description Shares Cost Value
- ----------------------------------- ------------------------------------------------------------ ----------- -----------
<S> <C> <C> <C>
Fidelity Management Trust Company*
Managed Income Portfolio 7,727,813 units of participation in a collective fund $ 7,727,813 $ 7,727,813
Puritan Fund 528,096 units of participation in a collective fund 8,716,402 10,234,505
Magellan Fund 203,392 units of participation in a collective fund 15,606,959 19,377,145
Equity Income Fund 224,133 units of participation in a collective fund 8,461,529 11,746,813
International Growth Fund 54,720 units of participation in a collective fund 1,045,751 1,077,993
Asset Manager 46,357 units of participation in a collective fund 762,806 850,659
Asset Manager Growth 102,065 units of participation in a collective fund 1,698,605 1,886,165
Asset Manager Income 33,198 units of participation in a collective fund 389,503 404,353
Retirement Money Market 5,208,009 units of participation in a collective fund 5,208,009 5,208,009
Butler Stock Fund 104,694 units of participation in a collective fund 1,018,912 968,417
Participant Loans Loans outstanding with interest rates ranging from 9% to 10% 1,791,420 1,791,420
----------- -----------
$52,427,609 $61,273,292
=========== ===========
</TABLE>
*Party in interest to the Plan
<PAGE> 10
EIN: 44-0188420
PN: 041
Schedule 2
----------
BUTLER MANUFACTURING COMPANY
401(K) EMPLOYEE SAVINGS TRUST PLAN
Item 27d - Schedule of Reportable Transactions
Year ended December 31, 1997
<TABLE>
<CAPTION>
Purchases Sales
------------------------ ------------------------------------
Number of Total Number of Selling Net Gain/
Description Transactions Cost Transactions Price Loss
- ----------------------------- ------------ ---------- ------------ -------- ---------
<S> <C> <C> <C> <C> <C>
Fidelity Management Trust
Company - 175 $2,776,221 124 $1,591,134 $197,003
Puritan Fund 198 4,762,153 149 2,132,308 290,193
Magellan Fund 181 3,429,000 116 1,141,047 243,597
Equity Income Fund 133 2,105,430 148 1,373,299 --
Managed Income Portrfolio 130 1,672,978 119 1,435,446 --
Retirement Money Market
</TABLE>
10
<PAGE> 11
SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934,
the Administrative Committee of the Plan has duly caused this annual report to
be signed on its behalf by the undersigned hereunto duly authorized.
BUTLER EMPLOYEE SAVINGS TRUST
Date: June 29, 1998 By /s/ John J. Holland
--------------------------
John J. Holland, Member of
the Administrative Committee
11
<PAGE> 12
EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit
Number Description
- ------- -----------
<S> <C>
13.1 KPMG Peat Marwick LLP's
Independent Auditors' Report for the
Year Ended December 31, 1996
23.1 Consent of Independent Public Accountants
dated June 29, 1998
23.2 Independent Auditors' Consent
dated June 29, 1998
</TABLE>
12
<PAGE> 1
Exhibit 13.1
INDEPENDENT AUDITORS' REPORT
The Butler Employee Savings Trust Plan
Administrative Committee
Butler Manufacturing Company:
We have audited the accompanying statements of net assets available for plan
benefits of Butler Manufacturing Company 401(k) Employee Savings Trust Plan
(the Plan) as of December 31, 1996 for the year then ended. These financial
statements are the responsibility of the Plan's management. Our responsibility
is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards 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. An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for plan benefits of the Plan
as of December 31, 1996, in conformity with generally accepted accounting
principles.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of assets
held for investment purposes and reportable transactions are presented for the
purpose of additional analysis and are not a required part of the basic
financial statements but are supplementary information required by the
Department of Labor's Rules and Regulations for Reporting and Disclosure under
the Employee Retirement Income Security Act of 1974. The fund information in
the statements of net assets available for plan benefits is presented for
purposes of additional analysis rather than to present the net assets available
for plan benefits of each fund.
/s/KPMG Peat Marwick LLP
June 4, 1997
13
<PAGE> 1
EXHIBIT 23.1
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
As independent public accountants, we hereby consent to the incorporation of
our report dated June 19, 1998, included in this Form 11-K, into the Company's
previously filed Registration Statements on Form S-3 (No. 333-29817) and on
Form S-8 (No. 33-14464, 2-63830, 2-55753, 333-02285, 333-02557 and 2-36370).
/s/ Arthur Andersen LLP
Kansas City, Missouri
June 29, 1998
<PAGE> 1
EXHIBIT 23.2
INDEPENDENT AUDITORS' CONSENT
The Board of Directors
Butler Manufacturing Company
We consent to incorporation by reference in the registration statement
(No. 333-02285) on Form S-8 of Butler Manufacturing Company of our report dated
June 4, 1997, relating to the statements of net assets available for plan
benefits of Butler Manufacturing Company 401(k) Employee Savings Trust Plan as
of December 31, 1996.
/s/ KPMG Peat Marwick LLP
Kansas City, Missouri
June 29, 1998
