FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
X OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended October 27, 1996
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
______ OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ___________ to ___________
Commission File Number 1-7699
FLEETWOOD ENTERPRISES, INC.
(Exact name of registrant as specified in its charter)
Delaware 95-1948322
_______________________ ___________________________________________
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
3125 Myers Street, Riverside, California 92503-5527
_________________________________________________________________________
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code (909) 351-3500
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 _____
Indicate the number of shares outstanding of each of the issuer's classes
of Common stock as of the close of the period covered by this report.
Class Outstanding at October 27, 1996
_______________________ _____________________________
Common stock, $1 par value 35,562,199 shares
Preferred share purchase rights --
CONDENSED FINANCIAL STATEMENTS
The following unaudited interim condensed financial statements have
been prepared by the Company pursuant to the rules and regulations of the
Securities and Exchange Commission. Such financial statements have been
reviewed by Arthur Andersen LLP in accordance with standards established by
the American Institute of Certified Public Accountants. As indicated in
their report included herein, Arthur Andersen LLP does not express an
opinion on these statements.
Certain information and note disclosures normally included in annual
financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted pursuant to those
rules and regulations, although the Company believes that the disclosures
made are adequate to make the information presented not misleading. In the
Company's opinion, the statements reflect all adjustments (which include
only normal recurring adjustments) necessary to present fairly the results
of operations for the periods ending October 27, 1996 and October 29, 1995
and the balances as of October 27, 1996 and April 28, 1996. It is
suggested that these condensed financial statements be read in conjunction
with the financial statements and the notes thereto included in the
Company's latest annual report on Form 10-K.
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the board of directors and shareholders of Fleetwood Enterprises, Inc.:
We have made a review of the accompanying condensed consolidated
balance sheet of FLEETWOOD ENTERPRISES, INC. (a Delaware Corporation) and
subsidiaries as of October 27, 1996, and the related condensed consolidated
statements of income for the thirteen and twenty-six week periods ended
October 27, 1996 and October 29, 1995, the condensed consolidated statements
of cash flows for the twenty-six week periods ended October 27, 1996 and
October 29, 1995, and the condensed consolidated statement of changes in
shareholders' equity for the twenty-six week period ended October 27, 1996.
We conducted our review 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 the financial data and making inquiries of persons responsible for
financial and accounting matters. It is substantially less in scope than an
audit conducted in accordance with generally accepted auditing standards,
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 review, we are not aware of any material modifications
that should be made to the condensed consolidated financial statements
referred to above for them to be in conformity with generally accepted
accounting principles.
We have previously audited, in accordance with generally accepted
auditing standards, the consolidated balance sheet of Fleetwood Enterprises,
Inc. and subsidiaries as of April 28, 1996, and the related consolidated
statements of income, cash flows and changes in shareholders' equity for the
year then ended (not presented herein) and, in our report dated June 25,
1996 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 April 28, 1996, is fairly stated,
in all material respects, in relation to the consolidated balance sheet from
which it has been derived.
ARTHUR ANDERSEN LLP
Orange County, California
November 25, 1996
<TABLE>
FLEETWOOD ENTERPRISES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(Amounts in thousands except per share data)
(UNAUDITED)
Thirteen Thirteen Twenty-six Twenty-six
Weeks Weeks Weeks Weeks
Ended Ended Ended Ended
Oct. 27, Oct. 29, Oct. 27, Oct. 29,
1996 1995 1996 1995
<S> <C> <C> <C> <C>
Sales $748,780 $707,086 $1,500,025 $1,411,803
Cost of products sold 607,268 571,436 1,212,609 1,144,767
------- ------- ------- -------
Gross profit 141,512 135,650 287,416 267,036
Operating expenses 100,585 102,921 201,811 202,133
------- ------- ------- -------
Operating income 40,927 32,729 85,605 64,903
Other income (expense):
Investment income 2,660 3,838 8,054 6,747
Interest expense (1,024) 276 (2,474) (618)
Other (187) (48) (207) (160)
------- ------- ------- -------
1,449 4,066 5,373 5,969
------- ------- ------- -------
Income from continuing operations
before income taxes and
minority interest 42,376 36,795 90,978 70,872
Provision for
income taxes (16,604) (15,147) (35,874) (28,905)
Minority interest in net
loss of subsidiary -- 191 -- 278
------ ------ ------- ------
Income from continuing
operations 25,772 21,839 55,104 42,245
Income from discontinued operations:
Income from operations of
finance subsidiary (net
of income taxes) -- 2,172 887 4,564
Gain on sale of finance
subsidiary (net of
income taxes) -- -- 33,891 --
------ ------ ------ ------
-- 2,172 34,778 4,564
------ ------ ------ ------
Net income $25,772 $24,011 $89,882 $46,809
------ ------ ------ ------
------ ------ ------ ------
Net income per Common
and equivalent share:
Continuing operations $.68 $.47 $1.32 $.91
Discontinued operations:
Income from operations
of finance subsidiary -- .05 .02 .10
Gain on sale of finance
subsidiary -- -- .81 --
----- ----- ----- -----
Total $.68 $.52 $2.15 $1.01
----- ----- ----- -----
----- ----- ----- -----
Dividends declared
per share of Common
stock outstanding $.16 $.15 $.32 $.30
----- ----- ----- -----
----- ----- ----- -----
Common and equivalent
shares outstanding 37,837 46,496 41,877 46,507
------ ------ ------ ------
------ ------ ------ ------
See accompanying notes to financial statements.
FLEETWOOD ENTERPRISES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS (CONDENSED)
(Amounts in thousands)
ASSETS
October 27, April 28,
1996 1996
(Unaudited)
<S> <C> <C>
Cash $ 18,259 $ 15,792
Investments 86,549 272,138
Receivables 170,567 173,380
Inventories:
Raw materials 123,597 94,302
Work in process and finished products 47,209 43,597
Net assets of discontinued operations -- 97,444
Property, plant and equipment 276,138 266,587
Deferred tax benefits 72,087 65,224
Cash value of Company-owned
life insurance 30,882 30,953
Other assets 39,808 49,515
---------- ---------
$865,096 $1,108,932
---------- ---------
---------- ---------
LIABILITIES AND SHAREHOLDERS' EQUITY
Accounts payable $101,689 $ 104,850
Employee compensation and benefits 113,514 109,552
Federal and state taxes on income 8,951 (16,850)
Insurance reserves 47,341 47,408
Long-term debt 55,000 80,000
Other liabilities 119,586 134,835
-------- ---------
446,081 459,795
-------- ---------
Contingent liabilities
Shareholders' equity:
Preferred stock, $1 par value,authorized
10,000,000 shares, none outstanding -- --
Common stock, $1 par value,authorized
75,000,000 shares, outstanding 35,562,000
at October 27, 1996 and 45,640,000
at April 28, 1996 35,562 45,640
Capital surplus 36,177 42,758
Retained earnings 347,128 561,500
Foreign currency translation
adjustment (432) (946)
Investment securities
valuation adjustment 580 185
------- -------
419,015 649,137
------- -------
$865,096 $1,108,932
------- -------
------- -------
See accompanying notes to financial statements.
FLEETWOOD ENTERPRISES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (CONDENSED)
(Amounts in thousands)
(UNAUDITED)
Twenty-six Twenty-six
Weeks Ended Weeks Ended
October 27, 1996 October 29, 1995
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $89,882 $46,809
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation expense 12,586 12,602
Amortization of intangibles and goodwill 834 801
Losses on sales of property,
plant and equipment 207 160
Gain on sale of finance subsidiary (33,891) --
Changes in assets and liabilities:
Decrease in receivables 2,813 7,481
(Increase) decrease in inventories (32,907) 71,367
Increase in deferred tax benefits (6,863) (7,929)
(Increase) decrease in cash value of
Company-owned life insurance 71 (557)
(Increase) decrease in other assets 8,873 (6,284)
Decrease in accounts payable (3,161) (985)
Increase in other liabilities 14,447 30,181
Foreign currency translation adjustment 514 (421)
------- -------
Net cash provided by operating activities 53,405 153,225
------- -------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of investment securities:
Held-to-maturity (2,245,865) (2,196,289)
Available-for-sale (1,515,797) (242,330)
Proceeds from maturity of investment
securities:
Held-to-maturity 2,256,168 2,129,173
Available-for-sale 1,460,752 135,285
Proceeds from sale of available-for-sale
investment securities 230,726 54,554
Purchases of property, plant
and equipment, net (22,344) (14,670)
Proceeds from sale of finance subsidiary,
net of income taxes 132,222 --
Change in net assets of discontinued
operation (887) (4,564)
-------- --------
Net cash provided by (used in)
investing activities 294,975 (138,841)
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Retirement of long-term debt (25,000) --
Dividends to shareholders (12,985) (13,822)
Proceeds from exercise of stock options 3,810 384
Purchase of Common stock (311,738) --
-------- ---------
Net cash used in financing activities (345,913) (13,438)
-------- ---------
Increase in cash 2,467 946
Cash at beginning of period 15,792 9,410
-------- ---------
Cash at end of period $18,259 $10,356
-------- ---------
-------- ---------
Supplementary disclosures:
Income taxes paid $40,256 $25,691
Interest paid 2,421 511
See accompanying notes to financial statements.
FLEETWOOD ENTERPRISES, INC.
CONSOLIDATED STATEMENT OF CHANGES
IN SHAREHOLDERS' EQUITY (CONDENSED)
(Amounts in thousands)
(UNAUDITED)
Invest-
ment
Foreign Secu-
Currency rities
Trans- Valu- Total
Common Stock lation ation Share-
Number of Capital Retained Adjust- Adjust- holders'
Shares Amount Surplus Earnings ment ment Equity
<S> <C> <C> <C> <C> <C> <C> <C>
Balance
April 28,
1996 45,640 $45,640 $42,758 $561,500 $(946) $185 $649,137
Add (deduct)-
Net income -- -- -- 89,882 -- -- 89,882
Cash dividends
declared on
Common stock -- -- -- (12,985) -- -- (12,985)
Stock options
exercised 208 208 3,602 -- -- -- 3,810
Stock re-
purchased (10,286) (10,286) (10,183) (291,269) -- -- (311,738)
Foreign currency
translation
adjustment -- -- -- -- 514 -- 514
Investment
securities
valuation
adjustment -- -- -- -- -- 395 395
Balance
October 27,
1996 35,562 $35,562 $36,177 $347,128 $(432) $580 $419,015
See accompanying notes to financial statements.
</TABLE>
FLEETWOOD ENTERPRISES, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
OCTOBER 27, 1996
1) Reference to Annual Report
Reference is made to the Notes to Consolidated Financial Statements
included in the Company's Form 10-K annual report for the year ended
April 28, 1996.
2) Industry Segment Information
Information with respect to industry segments for the periods ending
October 27, 1996 and October 29, 1995 is shown below:
<TABLE>
13 Weeks 13 Weeks 26 Weeks 26 Weeks
Ended Ended Ended Ended
Oct. 27, Oct. 29, Oct. 27, Oct. 29,
1996 1995 1996 1995
<S> <C> <C> <C> <C>
OPERATING REVENUES:
Manufactured housing $385,497 $386,452 $ 762,642 $ 747,989
Recreational vehicles 348,835 309,304 706,689 641,617
Supply operations 14,448 11,330 30,694 22,197
-------- -------- ---------- ----------
$748,780 $707,086 $1,500,025 $1,411,803
-------- -------- ---------- ----------
-------- -------- ---------- ----------
OPERATING INCOME:
Manufactured housing $24,563 $31,197 $54,008 $59,144
Recreational vehicles 19,704 5,568 38,813 11,649
Supply operations 78 852 1,471 908
Corporate and other* (3,418) (4,888) (8,687) (6,798)
------- ------- ------- -------
$40,927 $32,729 $85,605 $64,903
------- ------- ------- -------
------- ------- ------- -------
* Including adjustments and eliminations.
</TABLE>
FLEETWOOD ENTERPRISES, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(Amounts in thousands)
The following is an analysis of changes in key items included in the
consolidated statements of income for the 13-week and 26-week periods ended
October 27, 1996. The amounts shown below apply only to continuing
operations.
<TABLE>
Thirteen Weeks Ended Twenty-six Weeks Ended
October 27, 1996 October 27, 1996
Increase % Increase %
(Decrease) Change (Decrease) Change
<S> <C> <C> <C> <C>
Sales $41,694 5.9% $88,222 6.2%
Cost of products sold 35,832 6.3 67,842 5.9
------- --- ------- ---
Gross profit 5,862 4.3 20,380 7.6
Selling expenses (4,319) (8.9) (9,366) (9.7)
General and administrative
expenses 1,983 3.7 9,044 8.6
------- --- ------- ---
Operating expenses (2,336) (2.3) (322) (.2)
------- --- ------- ---
Operating income 8,198 25.0 20,702 31.9
Other income (expense) (2,617) (64.4) (596) (10.0)
Income before taxes 5,581 15.2 20,106 28.4
Provision for income taxes 1,457 9.6 6,969 24.1
Net income $3,933 18.0% $12,859 30.4%
------ ---- ------- ---
----- ---- ------- ---
</TABLE>
Current Quarter Compared to Same Quarter Last Year
Net income rose 7 percent to a second quarter record of $25,772,000 or 68
cents per share compared to $24,011,000 and 52 cents per share a year ago.
Last year's second quarter included income from discontinued operations of
$2,172,000 or 5 cents per share. Earnings per share in the current year
benefited from fewer outstanding shares resulting from significant share
repurchases over the past few months.
Income from continuing operations for the 13 weeks ended October 27,1996 was
up 18 percent on a 6 percent increase in revenues. Earnings per share from
continuing operations was 45 percent ahead of last year's similar period on
the reduced number of shares. The improvement in second quarter and first
half earnings from continuing operations was largely driven by a dramatic
improvement in the Company's recreational vehicle business. A sharp
increase in motor home sales and profits led to the favorable RV results.
Consolidated revenues rose 6 percent to a record $748.8 million in the
second quarter, up from $707.1 million a year ago, as a result of the
stronger motor home sales. Prior year revenues have been restated to
exclude finance revenues from the discontinued finance operation.
Recreational vehicle revenues for the 13 weeks were $348.8 million, 13
percent ahead of last year's $309.3 million. Last year's RV revenues
included $12.7 million in sales from the Company's European operation which
was sold in May 1996. Motor home revenues of $215.8 million were 33 percent
ahead of last year's second quarter on a 16 percent gain in unit volume to
3,521 motor homes. Towable RV products did not fare as well, however.
Travel trailer revenues eased 1 percent to $111 million as unit volume
declined 7 percent to 7,889. Folding trailer sales were off 3 percent to
$22.0 million on a 12 percent decline in units to 4,763. Recreational
vehicle sales accounted for 47 percent of total Company revenues, up from 44
percent last year.
Manufactured housing revenues for the quarter were $385.5 million, virtually
identical to last year's record second quarter. The housing group sold
17,748 homes in the quarter which was 3 percent below last year's similar
period. Due to a heavier mix of multi-section homes, floors shipped were
virtually identical to last year's record second quarter. Housing group
sales represented 51 percent of total Company revenues, down from 55 percent
in last year's second quarter.
Gross profit dropped as a percentage of sales from 19.2 percent to 18.9
percent as lower manufactured housing margins more than offset improved RV
margins. Housing margins were impacted by start-up costs at two new plant
facilities while RV margins benefited from a more favorable sales mix.
Operating expenses of $100.6 million were 2 percent below last year's
similar period, while declining as a percentage of sales from 14.6 percent
to 13.4 percent. Selling expenses dropped 9 percent to $44.5 million
primarily reflecting lower RV costs for sales promotion and product
financing subsidies. As a percentage of sales, selling expenses declined
from 6.9 percent to 5.9 percent. General and administrative expenses rose 4
percent to $56.1 million, but decreased as a percentage of sales from 7.7
percent to 7.5 percent. None of the administrative cost increases were
individually significant.
Non-operating income of $1.4 million was 64 percent below the $4.1 million
earned last year due to lower investment income and higher interest expense.
Lower invested balances and reduced rates of return led to the investment
income decline. Interest expense in the current period was primarily
related to long-term debt, which the Company did not have a year ago. Last
year's interest expense in the second quarter was more than offset by a
cumulative adjustment to reclassify interest charges related to non-
qualified employee benefit plans.
The effective income tax rate declined to 39.2 percent in the second quarter
from 41.2 percent a year ago. The decline in the tax rate is mainly
attributable to the elimination of the German RV operation which last year
was generating operating losses with no tax benefits.
Current Year-To-Date Compared to Same Period Last Year
Net earnings for the first six months of fiscal 1997 were up 92 percent to
$89,882,000 compared to $46,809,000 for last year's first half. Included
in current year earnings is an after-tax gain of $33,891,000 on the sale of
Fleetwood Credit Corp., the Company's RV finance subsidiary. First half
earnings also include $887,000 or 2 cents per share for one month of
operations from the discontinued finance operation. With the reduction in
outstanding shares, earnings per share more than doubled to $2.15 versus
$1.01 in the prior year.
Income from continuing operations in the first half surged 30 percent to a
record $55,104,000, up from $42,245,000 a year ago. Per share earnings
from continuing operations jumped an even greater 45 percent from 91 cents
to $1.32 on the fewer outstanding shares.
First half revenues climbed 6 percent to a new high of $1.50 billion
compared to $1.41 billion in last year's similar period. Prior year
revenues have been restated to exclude finance revenues from the
discontinued finance operation. As previously discussed, revenue gains
were primarily the result of stronger motor home sales.
Six month RV revenues were $706.7 million, 10 percent higher than last
year's $641.6 million, which included $31.0 million of European sales.
This primarily reflects the strength of motor home sales which were up 33
percent to $439.7 million on a 19 percent volume increase to 7,695 units.
Travel trailer sales were lower, falling 3 percent to $227.9 million, as
shipments dropped 7 percent to 16,726 units. Folding trailer sales were
off from last year's record pace, falling 12 percent to $39.1 million.
Folding trailer unit volume fell 23 percent to 8,287 units shipped. As a
percentage of total Company revenues, RV revenues increased from 45 percent
last year to 47 percent in the current year.
Housing revenues for the first six months reached an all-time high of
$762.6 million, 2 percent ahead of last year's similar period. Unit
shipments declined 1 percent to 35,201 units, but the shift from single-
section units to multi-section units resulted in a 2 percent increase in
floors shipped. Housing sales were 51 percent of total Company revenues,
down from 53 percent last year.
Gross profit margin for the six month period increased as a percentage of
sales from 18.9 percent to 19.2 percent. Improved RV profit margins more
than offset the impact of lower housing margins, which were eroded in the
second quarter.
Operating expenses of $201.8 million for the first six months were
virtually unchanged from the prior year. As a percentage of sales,
however, operating expenses dropped to 13.5 percent from 14.3 percent.
Selling expenses fell as a percentage of sales from 6.9 percent to 5.8
percent, while general and administrative expenses rose slightly from 7.5
percent to 7.6 percent. Selling expenses fell 10 percent to $87.5 million
reflecting lower sales promotion and product financing costs, which more
than offset higher product warranty costs. General and administrative
expenses rose 9 percent to $114.3 million primarily due to higher
management incentive compensation resulting from improved profitability.
Non-operating income for the six month period dropped 10 percent to $5.4
million primarily reflecting interest expense on long-term debt which did
not exist last year. The higher interest expense more than exceeded the
rise in investment income for the period.
The effective income tax rate decreased from 40.8 percent to 39.4 percent
due to the elimination of European operating losses as mentioned
previously.
Although the Company achieved record operating results in the first half of
fiscal 1997, there are currently signs of weakening demand for both
manufactured homes and recreational vehicles. Order backlogs are below the
levels of a year ago, and sales in the early part of the third quarter are
running slightly behind last year's pace.
Liquidity and Capital Resources
The Company generally relies upon internally generated cash flows to
satisfy working capital needs and to fund capital expenditures. Cash
generated from operations dropped to $53.4 million in the first half of the
current fiscal year compared to $153.2 million in the prior year. This
change, which was primarily related to recreational vehicle operations,
largely reflects a $32.9 million rise in inventory levels versus a $71.4
million decline last year.
Included in first half cash flows is $132.2 million, net of income taxes,
received from the sale of Fleetwood Credit Corp. The proceeds from the
sale of FCC, along with the sale of investment securities, yielded net cash
from investing activities of $295.0 million.
During the six months ended October 27, 1996, the Company purchased 10.3
million shares or approximately 22.5 percent of its outstanding Common
stock at a cost of $311.7 million. A Dutch Auction tender offer in the
first quarter resulted in the purchase of 7.7 million shares at $31 per
share. In the second quarter, the Company purchased 2.6 million shares of
Common stock at an average price of $27.875 per share. Cash outflows also
included $13.0 million for shareholder dividends, $25.0 million for the
retirement of long-term debt and $22.3 million for capital expenditures.
PART II OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders
At Fleetwood's Annual Meeting of Shareholders held on September 10, 1996,
the following directors were elected to three-year terms to Fleetwood's
Board of Directors: Dr. Douglas M. Lawson, Walter F. Beran and Andrew
Crean. The following directors continued in office after the meeting, but
were not elected at the meeting: John C. Crean, William W. Weide, Glenn F.
Kummer, Thomas A. Fuentes and Dr. James L. Doti.
The shareholder votes on the elections were as follows:
<TABLE>
For Withheld Vote
<S> <C> <C>
Douglas M. Lawson 35,273,484 134,750
Walter F. Beran 35,269,008 139,226
Andrew Crean 34,925,414 482,820
</TABLE>
In addition, the shareholders approved the adoption of the Amended and
Restated 1992 Stock-Based Incentive Compensation Plan which was approved by
the Compensation Committee of the Board of Directors and ratified by the
Board of Directors on April 17, 1996. The shareholder vote on the proposed
plan was as follows:
<TABLE>
<S> <C>
For: 25,163,267
Against: 7,107,009
Abstain: 146,907
Broker Non-Vote: 2,991,051
</TABLE>
The shareholders also approved amendments to the Company's Amended and
Restated Long-Term Incentive Plan which has been in effect since 1988 and
was amended and restated in 1994. The shareholder vote on the proposed
amendments was as follows:
<TABLE>
<S> <C>
For: 34,662,747
Against: 448,757
Abstain: 148,772
Broker Non-Vote: 147,958
</TABLE>
The total number of shares of Fleetwood Common stock outstanding as of July
19, 1996, the record date for the Annual Meeting, was 38,056,659 shares.
SIGNATURE
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.
FLEETWOOD ENTERPRISES, INC.
_____________________
Paul M. Bingham
Financial Vice President
and Chief Financial Officer
December 3, 1996
FLEETWOOD ENTERPRISES, INC.
CONSOLIDATED FINANCIAL INFORMATION
FINANCIAL DATA SCHEDULE
[SROS] NYSE
[SROS] PSE
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> APR-27-1997
<PERIOD-END> OCT-27-1996
<CASH> 18,259
<SECURITIES> 86,549
<RECEIVABLES> 170,567
<ALLOWANCES> 0
<INVENTORY> 170,806
<CURRENT-ASSETS> 0
<PP&E> 439,336
<DEPRECIATION> 163,198
<TOTAL-ASSETS> 865,096
<CURRENT-LIABILITIES> 0
<BONDS> 0
<COMMON> 35,562
0
0
<OTHER-SE> 383,453
<TOTAL-LIABILITY-AND-EQUITY> 865,096
<SALES> 1,500,025
<TOTAL-REVENUES> 1,500,025
<CGS> 1,212,609
<TOTAL-COSTS> 1,414,420
<OTHER-EXPENSES> 207
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2,474
<INCOME-PRETAX> 90,978
<INCOME-TAX> 35,874
<INCOME-CONTINUING> 55,104
<DISCONTINUED> 887
<EXTRAORDINARY> 33,891
<CHANGES> 0
<NET-INCOME> 89,882
<EPS-PRIMARY> 2.15
<EPS-DILUTED> 2.15
<FN> Amounts for current assets and current
liabilities are not shown since balance sheet
is presented in nonclassified format.
</TABLE>