ESCALADE INC, 10-K405, 1996-03-22

ESCALADE INC
10-K405, 1996-03-22
SPORTING & ATHLETIC GOODS, NEC

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Securities and Exchange Commission
Washington, D.C. 20549

Form 10-K

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
FOR THE FISCAL YEAR ENDED DECEMBER 30, 1995
COMMISSION FILE NUMBER 0-6966

ESCALADE, INCORPORATED
----------------------

(Exact name of registrant as specified in its charter)

Indiana 13-2739290
------- ----------
(State of incorporation) (I.R.S. EIN)

817 Maxwell Avenue, Evansville, Indiana 47717
----------------------------------------------
(Address of principal executive office)

(812) 467-1200
--------------
(Registrant's telephone number)

Securities registered pursuant to Section 12(b) of the Act
NONE

Securities registered pursuant to Section 12(g) of the Act

Common Stock, No Par Value
--------------------------

(Title of class)

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 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.
YES X NO
----- ------
Aggregate market value of voting stock held by nonaffiliates of the
registrant as of March 1, 1996: $15,352,881

The number of shares of Registrant's common stock (no par value)
outstanding as of March 1, 1996: 4,133,954

DOCUMENTS INCORPORATED BY REFERENCE

Certain portions of the registrant's Proxy Statement relating to its
annual meeting of stockholders scheduled to be held on April 26, 1996 are
incorporated by reference into Part III of this Report.

Index to Exhibits is found on page 16.

Escalade, Incorporated And Subsidiaries

Index to Annual Report
on Form 10-K

Page

Part I

Item 1. Business 1

Item 2. Properties 6

Item 3. Legal Proceedings 7

Item 4. Submission of Matters to a Vote of Security Holders 7

Part II

Item 5. Market for the Registrant's Common Equity and
Related
Stockholder Matters 8

Item 6. Selected Financial Data 9
Item 7. Management's Discussion and Analysis of Financial
Condition
and Results of Operations 10

Item 8. Financial Statements and Supplementary Data 13

Item 9. Changes in and Disagreements with Accountants on
Accounting
and Financial Disclosure 13

Part III

Item 10. Directors and Executive Officers of the Registrant 14

Item 11. Executive Compensation 14

Item 12. Security Ownership of Certain Beneficial Owners and
Management 14

Item 13. Certain Relationships and Related Transactions 14

Part IV

Item 14. Exhibits, Financial Statement Schedules, and
Reports on Form 8-K 16

Part I

ITEM 1 - BUSINESS

GENERAL

Escalade, Incorporated (Escalade or Company) is a diversified
company engaged in the manufacture and sale of sporting goods and
office and graphic arts products. Escalade and its predecessors
have produced sporting goods for over 65 years and have produced
office machines for over 35 years.

Escalade is the successor to The Williams Manufacturing Company, an
Ohio-based manufacturer and retailer of women's and children's
footwear formed in 1922. Through a series of acquisitions
commencing in the 1970's, the Company has diversified its business.
The Company currently manufactures sporting goods in Evansville,
Indiana, Compton, California and Tijuana, Mexico and manufactures
office and graphic arts products in Wabash, Indiana.

In 1972, the Company merged with Martin Yale Industries, Inc.
(Martin Yale), an Illinois manufacturer of office and graphic arts
products and leisure time items such as toys and hobby and craft
items. In 1973, the Company acquired both Indian Industries, Inc.
(Indian), an Indiana manufacturer of archery equipment and table
tennis tables and accessories, and Harvard Table Tennis, Inc., a
Massachusetts manufacturer of table tennis accessories. Escalade
discontinued the Williams Manufacturing footwear operations in 1976
and sold Martin Yale's leisure time product line to an unaffiliated
party in 1979. In 1980, the Company purchased Harvard Sports, Inc
(formerly Crown Recreation (West), Inc.), a California manufacturer
of table tennis tables and home pool tables. In 1983, the Company
closed Harvard Table Tennis, Inc. and consolidated it with Harvard
Sports, Inc. (Harvard). In 1989, the Company acquired a 55% stock
interest in Marcy Fitness Products, Inc. (Marcy), a California
manufacturer of home fitness and exercise equipment, such as
multi-purpose gyms, barbells, weight benches and recumbent exercise
bikes. In 1991, the Company acquired the remaining 45% stock
interest and Marcy became a wholly owned subsidiary of Escalade.
In 1992, the Company closed Marcy and consolidated its production
with the sporting goods operations of Indian and Harvard.

Escalade has diversified within both the sporting goods and office
and graphic arts products industries, principally through the
introduction of new product lines and acquisitions of related
assets and businesses. Escalade expanded its sporting goods
business in 1982 with the introduction of basketball backboards,
goals and poles, and again in 1985 with the introduction of family
games such as volleyball, badminton and croquet. In 1986, the
Company acquired the graphic arts-related assets of Geiss America,
Inc. and in 1988, the Company acquired the business machine
division assets of Swingline, Inc., further expanding the range of
products offered within the office machine and equipment product
lines. In 1989, the Company started limited manufacturing in
Tijuana, Mexico under a shelter program known as "maquiladora", and
acquired Marcy. In 1990, the Company built a new manufacturing and
office facility in Wabash, Indiana and consolidated the
manufacturing of office and graphic arts products into the new
facility. In 1992, the company established a European sales office
and warehouse based in the United Kingdom under the name of
Escalade International Limited. In 1994, the Company purchased
certain assets of Data-Link Corporation which manufactured products
to apply postage and other stamps.

Escalade's sporting goods products are produced by Indian and
Harvard and are sold through a single consolidated sales and
marketing group, Escalade Sports. Escalade's office and graphic
arts products are manufactured and marketed through Martin Yale.

The following table presents the percentages contributed to
Escalade's net sales by each of its business segments:

FISCAL YEAR 1995 1994 1993

Sporting goods 81% 83% 85%
Office and graphic arts products 19 17 15
--------------------
Total net sales 100% 100% 100%
====================

For additional segment information, see the notes to consolidated
financial statements.

SPORTING GOODS

Escalade manufactures and sells a variety of sporting goods such as
table tennis tables and accessories, archery equipment, home pool
tables and accessories, combination bumper pool and card tables,
game tables, basketball backboards, goals and poles, darts, dart
cabinets, volleyball and badminton equipment, junior sporting goods
including Mini Ping Pong, Mini Pool , Mini Court basketball and
Shot Clock basketball and home fitness machines, weight benches,
cast iron weight sets, steppers and other home fitness accessories.
Approximately 25% of Escalade's domestic sporting goods shipments
are made from Harvard, which primarily services the Company's U. S.
Western marketing region, and 75% of such shipments are made from
Indian, which primarily serves the rest of the United States. The
majority of foreign shipments are made through Escalade FSC Inc., a
foreign sales corporation established by the Company in 1994.

Escalade produces and sells sporting goods under various brand
names in addition to its Indian, Harvard and Marcy brand names.
Beginning in 1985, Indian and Harvard entered into an agreement
with Spalding and Evenflo Companies, Inc. (Spalding) for the
exclusive right and license to utilize the Spalding trademark in
conjunction with the manufacture, sale and distribution in the
United States of certain sporting goods product lines. The
principal product lines covered by licensing agreements with
Spalding are basketball backboards, goals and poles, volleyball and
badminton sets, croquet, horseshoes, tether ball, bocce ball,
flying discs, indoor darts, table tennis sets and pool accessories.
Beginning in 1990, Indian entered into an agreement and contract
with Baker Sport AB, a Swedish company, for the exclusive right and
license to distribute and produce table tennis equipment under the
brand name STIGA for the United States and Canada. Subsequently,
Baker Sport AB filed bankruptcy under Swedish laws . A plan of
reorganization was instituted and a new company was formed called
Sweden Table Tennis AB and, effective February 2, 1994, Escalade
purchased 37.5%, the Bandstigen Family purchased 37.5% and AB
Traction purchased 25% of Sweden Table Tennis AB.

Escalade also manufactures various sporting goods under private
label for Sears Roebuck & Co. (Sears) and various other customers.
Many of Escalade's products are sold to Sears, Escalade's largest
customer, which accounted for approximately 42% of Escalade's
sporting goods item net sales in 1995. No other customer accounted
for more than 10% of Escalade's sporting goods net sales in 1995.

Certain of the Company's sporting goods products are subject to the
regulation of the Consumer Product Safety Commission. The Company
believes that it is in compliance with such regulations.<PAGE>

OFFICE AND GRAPHIC ARTS PRODUCTS

Escalade's office and graphic arts products include paper trimmers,
paper folding machines, paper drills, collators, decollators,
bursting machines, letter openers, automated paper joggers,
checksigners, stamp affixers, paper shredders, bindery carts,
platemakers, sinks, light tables, cameras and related accessories.
Escalade's office and graphic arts products business is conducted
exclusively through Martin Yale.

In 1986, the Company introduced a combination checksigner and
bursting machine, which automatically imprints facsimile signatures
on payroll checks and then separates each check for distribution.
The Company also further diversified its office equipment product
lines by its August, 1986 purchase of the graphic arts-related
assets of Geiss America, Inc., consisting primarily of the Sandmar
product lines which include such items as photo and plate sinks,
light tables and platemakers and by its August, 1988 purchase of
the business machine division assets of Swingline, Inc. consisting
primarily of a line of forms handling equipment including
decollators, bursters and checksigners and a line of shredders and
other products, and by its 1994 purchase of certain assets of Data-Link
Corporation consisting primarily of products which apply
postage and other stamps.

Escalade produces and sells office and graphic arts products under
the Martin Yale brand name and the Premier trademark. The Company
also manufactures various office and graphic arts products under
private label for original equipment manufacturers.

The Company announced in October, 1994 that it intends to
distribute 100% of the Martin Yale stock to Escalade's stockholders
in a tax-free spinoff following the satisfaction of certain
contingencies. The Company's management believes that the spinoff
will be in the best interests of the Company and its stockholders,
although as announced in February, 1995 the proposed distribution
has been delayed until the Company makes satisfactory progress in
improving Escalade's overall profitability. The Company's Board of
Directors has not established a target date for when the proposed
distribution may be completed.

RELATIONSHIP WITH SEARS

The Company has supplied sporting goods to Sears for over 30 years
beginning with sales of archery equipment by Indian to Sears.
Sears currently purchases for resale a wide variety of Escalade's
sporting goods. Sales to Sears accounted for approximately 34% of
Escalade's consolidated sales in 1995 and for approximately 27% and
20% of consolidated sales in 1994 and 1993. Even though the
Company has no long-term contracts with Sears, the Company believes
that sales to Sears will continue and that relations with Sears are
good.

Escalade has been recognized by Sears for its outstanding service
in each of the last ten years and in twenty of the last twenty-three years.
For the last ten years, Sears has awarded Escalade
the Sears "Partners in Progress Award" based upon quality, service
and product innovation. Sears makes this award to less than 80
suppliers each year. During this period, Sears had more than
10,000 suppliers. In 1987, Sears further recognized the Company by
awarding Escalade the Sears 1986 "Source of the Year Award" in the
recreation-automotive group.

MARKETING AND PRODUCT DEVELOPMENT

Escalade has developed its existing product lines to adapt to
changed conditions. Escalade believes that it is prepared to react
to changing market and economic developments primarily by
continuing the quality/price structure of the Company's product
lines and by conducting ongoing research and development of new
products.

For many of its sporting goods products, Escalade offers its
customers a choice, based on quality and price, of its line of
"good, better and best" items. Such products are priced in
relation to their quality which enables the Company to sell its
goods through a variety of department stores, mass merchandisers,
wholesale clubs, catalog showrooms, discount houses, general
sporting goods stores, specialty sporting goods stores and hardware
chains. As a result of such quality/price structure, Escalade is
able to meet the quality/price objectives of the consumers served
by such retail channels.

Escalade sells its office and graphic arts products through office
machine dealers, office supply houses and office product catalogs.
Certain of Escalade's office products, such as paper trimmers and
paper folders, are marketed in a quality/price range designed to
accommodate customer needs. Lower cost items are generally
intended for light duty office applications, whereas higher cost
items are more rugged or more sophisticated, and are intended for
use in heavy duty or commercial applications.

Escalade conducts much of its marketing efforts through a network
of independent sales representatives in the office and graphic arts
industries. The Company also currently employs thirteen sales
representatives for its sporting goods business. The Company's
efforts through all of its sales representatives are directed
toward increasing the number of Escalade customers and expanding
the breadth of Escalade products purchased by such customers.

The Company engaged in ongoing research and development activities
for new products in each of its business segments. Escalade spent
approximately $1,700,000 in 1995, $2,300,000 in 1994, and
$1,500,000 in 1993 for research and development activities.

COMPETITION

Escalade is subject to competition with various manufacturers of
each product line produced or sold by Escalade. The Company is not
aware of any other single company that is engaged in both the same
industries as Escalade or that produces the same range of products
as Escalade within such industries. Nonetheless, competition
exists for many Escalade products within both the sporting goods
and office and graphic arts industries and some competitors are
larger and have substantially greater resources than the Company.
Escalade believes that its long-term success depends on its ability
to strengthen its relationship with existing customers, to attract
new customers and to develop new products that satisfy the quality
and price requirements of sporting goods and office and graphic
arts customers.

LICENSES, TRADEMARKS AND BRAND NAMES

Indian and Harvard are licensed to use the Spalding trademark
pursuant to licensing agreements entered into with Spalding in
1985. The Company pays royalties to Spalding for the use of the
Spalding trademark in accordance with certain schedules set forth
in the agreements. The licensing agreements further require that
the Company pay Spalding certain minimum annual royalties from
sales of Spalding branded goods and that the Company provide
Spalding with periodic reports and maintain quality standards
acceptable to Spalding. In 1995, royalties paid by the Company to
Spalding were less than 1% of net sales. The Company believes that
it currently satisfies all material terms of its agreements with
Spalding. The licensing agreements with Spalding expire on
September 30, 1997.

Escalade is the owner of several registered trademarks and brand
names. For its sporting goods, the Company holds the Ping-Pong ,
and Harvard registered trademarks and utilizes the Indian, Marcy ,
Indian Archery and Indian Xi brand names. The Company permits
limited uses of the Ping-Pong trademark by other manufacturers
pursuant to various licensing agreements. The Company also owns
the Premier and Sandmar registered trademarks for its office and
graphic arts products, in addition to manufacturing such products
under the Martin Yale brand name.

Seasonality

The backlog of unshipped orders by industry segment is shown below
at the Company's 1995, 1994, and 1993 fiscal year end. All orders
in backlog at year end are generally shipped during the following
year. The backlog includes all orders received but not shipped.
Escalade's sporting goods business is seasonal and, therefore, the
backlog is subject to fluctuations. The increased sporting goods
backlog in 1994 was due to a large order for dartboard cabinets to
be shipped during the first quarter of 1995.

Years Ended December 30, December 31,
and December 25 1995 1994 1993

Orders received but not shipped
Sporting goods $3,128,200 $7,043,600 $1,875,300
Office and graphic arts
products 392,300 210,600 82,600

EMPLOYEES

The Company employs between 535 and 700 employees, consisting of
between 310 and 425 people at Indian's Evansville, Indiana
facilities, between 100 and 150 at Harvard's Compton, California
and Tijuana, Mexico facilities and approximately 125 employees at
Martin Yale's Wabash, Indiana facilities. All hourly rated
employees at Evansville are represented by the International Union
of Electronic, Electrical, Salaried, Machine and Furniture Workers
AFL-CIO, whose contract expires April 27, 1997. All hourly rated
employees at Compton are represented by the International
Brotherhood of Teamsters whose contract expires on December 31,
1997.

Escalade believes that its employee relations are satisfactory.
<PAGE>

SOURCES OF SUPPLIES

Raw materials for Escalade's various product lines consist of wood,
particle board, slate, standard grades of steel, steel tubing,
plastic vinyl, steel cables, cast iron weights, fiberglass and
packaging. Escalade relies upon European suppliers for its
requirement of billiard balls and slate utilized in the production
of home pool tables and upon various Asian manufacturers for
certain of its table tennis needs and other items. The Company
also imports croquet sets, horseshoe sets, flying discs, bocce ball
sets, weight sets and gloves for distribution to Escalade's
customers.

The Company believes that these sources will continue to provide
adequate supplies as needed. All other materials needed for the
Company's various operations are available in adequate quantities
from a variety of domestic and foreign sources.

ITEM 2 - PROPERTIES

The Company operates the following facilities:

LOCATION SIZE LEASED OR OWNED

Evansville, Indiana 346,000 sq. ft. Owned and leased
Compton, California manufacturing 102,000 sq. ft. Leased
Compton, California warehouse 72,400 sq. ft. Leased
Tijuana, Mexico 20,000 sq. ft. Owned
Wabash, Indiana 141,000 sq. ft. Owned
Swansea, United Kingdom 13,500 sq. ft. Owned

The Company's Evansville facilities are, in part, subject to a
mortgage. The Company leases its Compton manufacturing facilities
at a rate of $29,600 per month through March 31, 1998 and has a
five-year option to extend the lease. The Company leases its
Compton warehouse building next door to the plant at a cost of
$21,000 per month through March 31, 1998. The Company intends to
vacate this building in 1996 and will negotiate a lease
cancellation and has expensed its estimate of the lease
cancellation penalties.

The Company's Wabash facilities are held subject to a mortgage
financed by Economic Development Revenue Bonds. The 141,000 square
foot facility is a pre-engineered metal building supported by
structured steel and concrete block consisting of 21,000 square
feet warehousing, 6,000 square feet office and 114,000 square feet
manufacturing.

The Company purchased its Tijuana facilities for a cost of $450,000
in 1994.

The Company believes that its facilities are in excellent condition
and suitable for their respective operations. The Evansville and
Wabash sites also contain several undeveloped acres which could be
utilized for expansion.

The Company believes that all of its facilities are in compliance
with applicable environment regulations and is not subject to any
proceeding by any federal, state or local authorities regarding
such matter. The Company provides regular maintenance and service
on its plants and machinery as required.

ITEM 3 - LEGAL PROCEEDINGS

The Company is involved in litigation arising in the normal course
of its business. The Company does not believe that the disposition
or ultimate of resolution of such claims or lawsuits will have a
material adverse affect on the business or financial condition of
the Company.

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

None.
Part II

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

The Company's common stock is traded under the symbol "ESCA" on the
Nasdaq National Market System. The following table sets forth, for
the calendar periods indicated, the high and low bid prices of the
Common Stock as reported by the Nasdaq National Market System:

Prices High Low

1995
First quarter ended March 25, 1995 $5.25 $4.25
Second quarter ended July 15, 1995 4.50 4.00
Third quarter ended October 7, 1995 5.25 4.00
Fourth quarter ended December 30, 1995 4.75 3.63

1994
First quarter ended March 19, 1994 9.13 7.00
Second quarter ended July 9, 1994 8.25 7.00
Third quarter ended October 1, 1994 7.50 5.50
Fourth quarter ended December 31, 1994 5.75 4.50

The closing market price on March 1, 1996 was $5.13 per share.

The Company paid no cash dividends during the last two fiscal
years. The Company's existing bank indebtedness restricts the
payment of cash dividends which would exceed 25% of consolidated
net income for any fiscal year.

The Company intends to reinvest all of its earnings for use in its
business and to finance future expansion. Accordingly, the Company
does not anticipate paying cash dividends in the foreseeable
future.

There were approximately 500 holders of record of the Company's
Common Stock at March 1, 1996. The approximate number of
stockholders, including those held by depository companies for
certain beneficial owners, was 1,000.

On February 19, 1994, the Board of Directors declared a 15% stock
dividend payable to stockholders of record on March 11, 1994, which
was paid on March 31, 1994. The stock prices have been adjusted to
reflect the 15% stock dividend.

ITEM 6 - SELECTED FINANCIAL DATA (In thousands, except per share
data)

<TABLE>
<CAPTION>
December 30, December 31, December 25, December 26, December 28,
At and For Years Ended 1995 1994 1993(2) 1992 1991
<S> <C> <C> <C> <C> <C>
Income Statement Data
Net sales
Sporting goods $73,858 $85,318 $80,397 $78,779 $77,598
Office and graphic
arts products 17,321 17,276 14,338 12,548 10,986

Total net sales 91,179 102,594 94,735 91,327 88,584

Net income (loss) 448 (2,403) 6,213 1,818 (443)

Weighted average shares 4,134 4,129 4,111 4,110 4,110

Per Share Data (1)
Net income (loss) $ .11 $ (.58) $ 1.51 $ .44 $ (.11)

Cash dividends 0 0 0 0 0

Balance Sheet Data
Working capital 17,069 16,837 22,289 20,920 10,078
Total assets 57,767 75,883 66,142 60,524 54,799
Short-term debt 16,732 31,215 16,640 13,715 21,511
Long-term debt 6,266 9,148 11,563 13,640 5,823

Total stockholders'
equity 23,338 22,889 25,163 18,939 17,121

<FN>
(1) Earnings per common share are based on average shares
outstanding adjusted to reflect the Company's 15% stock dividend
declared on February 19, 1994. Dilutive effects of stock
options were not material in any year.

(2) Includes a cumulative effect adjustment of $3,089,893 relating
to the adoption of Statement of Financial Accounting Standards
No. 109, Accounting for Income Taxes.
</TABLE>
ITEM 7 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS

Results of Operations

1995 Compared to 1994

In 1995, net sales decreased 11.1%, or $11,415,000, to $91,179,000
from $102,594,000 in 1994.

Sporting goods net sales decreased $11,460,000, or 13.4%, to
$73,858,000 from $85,318,000. This decrease was in the fourth
quarter and was due mainly to weak Christmas shipments in the
retail segment.

Office and graphic arts machines and equipment net sales increased
$45,000, or .3%, to $17,321,000 from $17,276,000. Graphic arts
sales were down about 8.8% and office product sales were up about
1.5%.

Cost of sales of $73,433,000, as a percentage of net sales was
80.6% in 1995 as compared to $83,433,000, or 81.3%, in 1994.
Sporting goods cost of sales, as a percentage of net sales was the
same in both years, while office and graphic arts machines and
equipment cost of sales was down .8% in 1995 from 1994. A 3%
decrease in the Evansville cost of sales percentage was offset by a
7% increase in the cost of sales percentage at Compton, netting out
to no change in sporting goods overall. The decrease in the office
and graphic arts machines and equipment cost of sales was mainly in
factory expense.

Selling, administrative and general expenses totaled $13,867,000 in
1995 as compared to $16,298,000 in 1994. As a percentage of net
sales, they were 15.2% in 1995 as compared to 15.9% in 1994. This
decrease was in sporting goods mainly and was due to lower sales
promotion and advertising expenses and lower sales volume.

In the fourth quarter of 1994, a restructuring charge of $4,340,053
before taxes was recorded as a part of a plan to reduce staff and
discontinue a certain product due to notification by a major
customer that the product was being removed from its line and would
not be ordered any more. This notification was received in
December, 1994. In the second quarter of 1995, an additional
charge of $1,040,000 was booked that related to the 1994
restructuring charge. This additional amount was for the
discontinued product that was written down and was necessary
because the product had to be marked down lower than originally
projected to sell the inventory. There were no other material
differences in the actual vs. estimated costs of the restructuring
charge. The exit plan was completed in the fourth quarter of 1995
with the sale of the marked down discontinued product.

Interest expense of $2,268,000 in 1995 was up $148,000, or 7% over
1994's $2,120,000. This increase is due to higher average
borrowing levels.

The income tax provision was $387,000. This is an effective tax
rate of 46.4%. The difference between this and the actual tax rate
is due to nondeductible foreign losses.

Net income for the year of $448,000 compares to a net loss of
$2,403,000 in 1994. This is a change of $2,851,000. Sporting
goods loss decreased $2,411,000 and office and graphic arts
machines and equipment income increased $440,000.<PAGE>

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

RESULTS OF OPERATIONS

1994 COMPARED TO 1993

In 1994, net sales increased 8.3%, or $7,859,000, to $102,594,000
from $94,735,000 in 1993. The Company's 1994 fiscal year had 53
weeks as compared to 52 weeks in 1993.

Sporting goods net sales increased $4,921,000, or 6.1%, to
$85,318,000 from $80,397,000. This increase was mainly due to
increased volume with department store and premium accounts. There
was an increase in volume of 16% in dartboard cabinets, fitness
machines and game tables offset by a decrease in volume of 24% in
archery and basketball.

Office and graphic arts machines and equipment net sales increased
$2,938,000, or 20%, to $17,276,000 from $14,338,000. Total graphic
arts sales were up 13% while U. S. office product sales were up 25%
and export office sales were up 35%. These increases were due to
increased volume and the new stamp affixer from the Data-Link
acquisition.

Cost of sales, of $83,432,921, as a percentage of net sales, was
81.3% in 1994 as compared to $72,269,412, or 76.3%, in 1993.
Sporting goods cost of sales, as a percentage of net sales was up
6.9% and office and graphic arts machines and equipment cost of
sales was down 2%. The increase in the cost of sales of sporting
goods was in new products whose costs were higher than originally
estimated. These cost increases were in material and tooling. The
decrease in cost of sales in office and graphics arts machines and
equipment was in material costs.

Selling, administrative and general expenses totaled $16,297,865 in
1994 compared to $15,995,677 in 1993. As a percentage of net
sales, they were 15.9% in 1994 and 16.9% in 1993. The decrease as
a percentage of net sales was due to higher sales volume. The
$302,188 increase in these expenses was in sales promotion and
marketing development expenses.

During the fourth quarter of 1994, a restructuring charge of
$4,340,053 before taxes was recorded in connection with various
restructuring actions taken by the Company to strengthen its
sporting goods segment. Product lines and products within those
lines were reviewed for sales viability and profitability. This
charge included writedowns associated with discontinued products of
$2,807,414 for inventory; $802,100 for tooling; $360,000 for
royalty minimums; and $370,539 for severance arrangements.

The goodwill set up as a part of the Data-Link acquisition was
written off in the fourth quarter. This amounted to $399,000. The
main reason for this write off was due to lower sales than
projected of the Stamp E-Z affixer in 1994 and anticipated lower
sales of this product in 1995 than originally projected. These
reduced sales levels are the result of the emergence of a competing
product copied after the Stamp E-Z affixer. This product was not
in the market at the time of purchase. While the Data-Link product
will still be marketed and sold, management determined that the
goodwill has no future value.<PAGE>

Interest expense of $2,120,104 in 1994 was up $531,383, or 33.4%,
over 1993's $1,588,721. This increase is due to higher short-term
borrowing levels and higher interest rates in 1994.

The Company's benefit for income taxes for 1994 was $1,283,983.
This is an effective tax benefit of 34.8%. The difference between
this and the actual tax rate is due to nondeductible foreign losses
and tax timing differences.

The 1994 net loss of $2,403,421 compares to net income before
cumulative effect of accounting change of $3,123,243 in 1993. This
reduction in net income of $5,526,664 is mainly due to the
restructuring charges and goodwill writedowns with the balance
attributable to less profitable operations, as previously
discussed.

LIQUIDITY AND CAPITAL RESOURCES

OPERATING ACTIVITIES
The Company's net cash provided (used) by operating activities was
$18,666,358, ($5,697,082), and $4,397,477 in 1995, 1994 and 1993.
Inventory management provided $8,244,785 of cash in 1995 and used
$7,636,716 and $1,263,100 of cash in 1994 and 1993. The cash
provided in 1995 was from the sale of the excess inventory.
Accounts receivable provided $6,411,341 of cash in 1995 and used
$2,717,424 and $3,991,108 in 1994 and 1993. The decrease in year-end
receivables in 1995 was due to lower fourth quarter sales.

INVESTING ACTIVITIES
The Company's net cash used by investing activities was $1,048,336,
$6,095,344 and $5,792,420 in 1995, 1994 and 1993. The Company used
$1,142,922, $4,262,237 and $5,674,406 in 1995, 1994 and 1993 to
purchase property and equipment.

FINANCING ACTIVITIES
Net cash used by financing activities was $17,363,055 in 1995 and
net cash provided by financing activities was $12,304,396 and
$878,813 in 1994 and 1993. In 1995, the decrease in cash was
primarily attributed to the reduction of short-term debt by
$14,887,500 and long-term debt by $2,477,500.

The Company's working capital requirements are funded by cash flow
from operations and a domestic short-term line of credit. The
maximum amount that could be drawn under its domestic line of
credit at year end was $28,000,000, of which $14,350,000 was used.
The domestic line of credit has been paid down to $6,250,000 as of
March 1, 1996.

EFFECT OF INFLATION
The Company cannot accurately determine the precise effects of
inflation; however, there were some increases in sales and costs
due to inflation in 1995. The Company attempts to pass on
increased costs and expenses through price increases when
necessary. The Company is working on reducing expense levels,
improving manufacturing technologies and redesigning products to
keep these costs under control.

ITEM 8 - FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

The financial statements and supplementary data required by Item 8
are set forth in Part IV, Item 14.

ITEM 9 - CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING AND FINANCIAL DISCLOSURE

None.

Part III

ITEM 10 - DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

Information required under this item with respect to Directors and
Executive Officers is contained in the registrant's Proxy Statement
relating to its annual meeting of stockholders scheduled to be held
on April 26, 1996 under the captions "Certain Beneficial Owners"
and "Election of Directors" and is incorporated herein by
reference.

ITEM 11 - EXECUTIVE COMPENSATION

Information required under this item is contained in the
registrant's Proxy Statement relating to its annual meeting of
stockholders scheduled to be held on April 26, 1996 under the
caption "Executive Compensation" and is incorporated herein by
reference, except that the information required by Items 402(k) and
(l) of Regulation S-K which appear within such caption under the
sub-headings "Compensation and Stock Option Committees" and
"Financial Performance" are specifically not incorporated by
reference into this Form 10-K or into any other filing by the
registrant under the Securities Act of 1933 or the Securities
Exchange Act of 1934.

ITEM 12 - SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT

Information required under this item is contained in the
Registrant's Proxy Statement relating to its annual meeting of
stockholders scheduled to be held on April 26, 1996 under the
caption "Certain Beneficial Owners" and is incorporated herein by
reference.

ITEM 13 - CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

None

Part IV

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

(A) Documents filed as a part of this report:

(1) FINANCIAL STATEMENTS
Independent Auditor's Report
Consolidated financial statements of Escalade,
Incorporated and subsidiaries:
Consolidated Balance Sheet-December 30, 1995
and December 31, 1994
Consolidated Statement of Income-fiscal years
ended December 30, 1995, December 31, 1994, and
December 25, 1993
Consolidated Statement of Stockholders' Equity-fiscal
years ended December 30, 1995, December 31, 1994 and
December 25, 1993
Consolidated Statement of Cash Flows-fiscal
years ended December 30, 1995, December 31, 1994
and December 25, 1993
Notes to consolidated financial statements.

(2) FINANCIAL STATEMENT SCHEDULES
Independent Auditor's Report on financial statement schedule
For the three-year period ended December 30, 1995:
Schedule II Valuation and qualifying accounts

All other schedules are omitted because of the absence
of conditions under which they are required or because
the required information is given in the consolidated
financial statements or notes thereto.

(3) EXHIBITS
3.1 Articles of Incorporation of Escalade,
Incorporated (a)
3.2 By-Laws of Escalade, Incorporated (a)
4.1 Form of Escalade, Incorporated's common
stock certificate (a)
10.1 Licensing agreement between Spalding and
Evenflo Companies, Inc. and Indian
Industries, Inc. dated October 1, 1992 and
extension
letter dated May 25, 1995 (f)
10.3 Licensing agreement between Sweden Table
Tennis AB and Indian Industries, Inc.
dated January 1, 1995
10.4 Amendment to lease agreement dated April 1,
1983 among Irving J. Karp, Trustee of the
Karp 1977 Trust, Irving J. Karp, Trustee of
the Feldman 1976 Trust and Harvard Sports,
Inc. dated September 8, 1992 (f)
10.5 Lease agreement dated as of May 1, 1977
between City of Evansville and Indian
Industries, Inc. (a)
10.6 Addendum No. 1 to lease agreement (lease
agreement dated as of May 1, 1977) dated as
of June 1, 1981 between City of Evansville
and Indian Industries, Inc. (a)

(3) EXHIBITS (continued)
10.8 Federal trademark registration 283,766 for
Ping-Pong bats and rackets (a)
10.9 Federal trademark registration 283,767 for
Ping-Pong balls (a)
10.10 Federal trademark registration 294,408 for
Ping-Pong tables and parts (a)
10.11 Federal trademark registration 520,270 for
Ping-Pong game (a)
10.12 Federal trademark registration 1,003,289 for
Mr. Table Tennis table tennis equipment (a)
10.13 Federal trademark registration 1,187,832 for
Harvard table tennis equipment (a)
10.14 Federal trademark registration 1,442,274 for
Mini Court (a)
10.15 Federal trademark registration 1,292,167 for
Premier table tennis tables and accessories (a)
10.16 Federal trademark registration 1,456,647 for
Mini Pool (a)
10.17 Trademark Assignment--Federal trademark
registration 1,348,890 for Sandmar office
machines (b)
10.18 Agreement dated January 3, 1993 between Indian
Industries, Inc. and International Union of
Electronic, Electrical, Salaried, Machine and
Furniture Workers, AFL-CIO Local No. 848 (g)
10.19 Amendment to agreement dated April 1, 1991
between Harvard Sports, Inc. and Food,
Industrial and Beverage Warehouse, Driver and
Clerical Employees, Local 630 dated January
16, 1995 (i)
10.20 Lease Agreement dated January 25, 1989 between
Orbis International, S.A. DE C.V. and Harvard
Sports, Inc. (c)
10.21 Amendments to credit agreement dated June 5,
1990 between Escalade, Incorporated and Bank
One, Indianapolis, National Association dated
March 1, 1995, May 31, 1995 and July 15,
1995
10.30 Mortgage, security agreement, collateral
assignment of rents and fixture, filing dated
June 4, 1990 between Martin Yale Industries,
Inc. and Bank One, Indianapolis, National
Association (d)
10.31 Trust Indenture between the City of Wabash,
Indiana and The Citizens National Bank of
Evansville as Trustee dated May 1, 1990
relating to the Economic Development Revenue
Bonds, Series 1990 (Martin Yale Industries,
Inc. Project) (d)
10.32 Real Estate Sales Contract dated September 17,
1990 between Martin Yale Industries, Inc. and
Fritkin-Jones Design Group, Inc. (d)
10.33 Stock and Warrant Exchange Agreement dated
June 30, 1991 between Escalade and the
minority stockholders of Marcy (e)
10.34 Lease agreement dated April 1, 1993 between A.
C. Properties and Harvard Sports, Inc. (h)
21 Subsidiaries of the Registrant
23 Consent of Geo. S. Olive & Co.LLC
27 Financial Data Schedule

(4) EXECUTIVE COMPENSATION PLANS AND ARRANGEMENTS
10.24 The Harvard Sports/Indian Industries, Inc.
401(k) Plan as amended and merged in 1993(h)
10.26 Martin Yale Industries, Inc. 401(k) Retirement
Plan as amended in 1993 (h)
10.27 Incentive Compensation Plan for Escalade,
Incorporated and its subsidiaries (a)
10.28 Escalade, Incorporated 1984 Incentive Stock
Option Plan (a)
10.29 Example of contributory deferred compensation
agreement between Escalade, Incorporated and
certain management employees allowing for deferral
of compensation (a)

(a) Incorporated by reference from the Company's Form S-2
Registration Statement, File No. 33-16279,
as declared effective by the Securities and
Exchange Commission on September 2, 1987.

(b) Incorporated by reference from the Company's 1988
Annual Report on Form 10-K

(d) Incorporated by reference from the Company's 1990
Annual Report on Form 10-K

(e) Incorporated by reference from the Company's 1991
Second Quarter Report on
Form 10-Q

(f) Incorporated by reference from the Company's 1991
Annual Report on Form 10-K

(g) Incorporated by reference from the Company's 1992
Annual Report on Form 10-K

(h) Incorporated by reference from the Company's 1993
Annual Report on Form 10-K

(i) Incorporated by reference from the Company's 1994
Annual Report on Form 10-K

(B) No reports on Form 8-K for the fourth quarter ended December
30, 1995 were required to be filed.

Independent Auditor's Report

To the Stockholders and Board of Directors
Escalade, Incorporated
Evansville, Indiana

We have audited the consolidated balance sheet of Escalade,
Incorporated and subsidiaries as of December 30, 1995 and December
31, 1994 and the related consolidated statements of income,
stockholders' equity and cash flows for each of the three years in
the period ended December 30, 1995. 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 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 consolidated financial statements referred to
above present fairly, in all material respects, the consolidated
financial position of Escalade, Incorporated and subsidiaries at
December 30, 1995 and December 31, 1994 and the results of their
operations and their cash flows for each of the three years in the
period ended December 30, 1995 in conformity with generally
accepted accounting principles.

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

GEO. S. OLIVE & CO.LLC

Evansville, Indiana
February 9, 1996
<TABLE>
Escalade, Incorporated and Subsidiaries

Consolidated Balance Sheet

December 30 and December 31 1995 1994
<S> <C> <C>
Assets
Current assets
Cash $ 1,246,668 $ 994,501
Receivables, less
allowances of $726,352 and
$777,195 25,285,014 31,871,914
Inventories 15,151,696 24,436,481
Prepaid expenses 266,770 258,462
Income tax refundable 275,000 398,909
Deferred income tax benefit 1,828,489 1,644,261
----------- ------------
Total current assets 44,053,637 59,604,528

Property, plant and equipment 11,223,763 13,709,966
Other assets 1,827,628 1,862,373
Deferred income tax benefit 662,326 705,699
----------- ------------
$57,767,354 $75,882,566
=========== ============

Liabilities and Stockholders' Equity
Current liabilities
Notes payable--bank $14,350,000 $29,237,500
Current portion of long-term debt 2,382,500 1,977,500
Trade accounts payable 2,369,637 3,585,944
Accrued liabilities 7,553,307 7,967,063
Federal income tax payable 329,072
----------- -----------
Total current liabilities 26,984,516 42,768,007
----------- -----------

Other liabilities
Long-term debt 6,265,500 9,148,000
Deferred compensation 1,178,863 1,077,762
----------- ----------
7,444,363 10,225,762
----------- ----------

Stockholders' equity
Preferred stock
Authorized 1,000,000 shares;
no par value, none issued
Common stock
Authorized 10,000,000 shares;
no par value Issued and
outstanding 4,133,954
and 4,133,361 shares for
1995 and 1994 17,572,397 17,570,452
Retained earnings 5,766,078 5,318,345
----------- ----------
23,338,475 22,888,797
----------- ----------

$57,767,354 $75,882,566
=========== ===========

<FN>
See notes to consolidated financial statements.
</TABLE>
<TABLE>
Escalade, Incorporated and Subsidiaries

Consolidated Statement of Income
<CAPTION>
Years Ended December 30, December 31,
and December 25 1995 1994 1993
<S> <C> <C> <C>
Net Sales $91,178,757 $102,594,116 $94,734,870
----------- ------------ -----------
Costs, Expenses and Other Income
Cost of products sold 73,443,333 83,432,921 72,269,412
Selling, administrative and
general expenses 13,867,421 16,297,865 15,995,677
Restructuring charge 1,040,000 4,340,053
Write-off of goodwill 399,000
Interest 2,267,620 2,120,104 1,588,721
Other income (274,483) (308,423) (233,949)
----------- ------------ -----------
90,343,891 106,281,520 89,619,861
----------- ------------ -----------

Income (Loss) Before Income Taxes
and Cumulative Effect of a Change
in Accounting Method 834,866 (3,687,404) 5,115,009

Provision (Benefit) for Income Taxes 387,133 (1,283,983) 1,991,766
----------- ------------ -----------

Income (Loss) Before Cumulative
Effect of a Change in Accounting
Method 447,733 (2,403,421) 3,123,243

Cumulative Effect of Change in
Accounting for Income Taxes 3,089,893
----------- ------------ -----------

Net Income (Loss) $ 447,733 $ (2,403,421) $ 6,213,136
----------- ------------ -----------

Per Share Data
Income (loss) before cumulative
effect of a change in accounting
method $.11 $(.58) $.76
Cumulative effect of change in
accounting for income taxes ----------- ------------ ----------- .75

Net income (loss) per share $.11 $(.58) $1.51
=========== ============ ===========

Weighted average shares outstanding 4,133,566 4,128,865 4,110,611
<FN>
See notes to consolidated financial statements.
</TABLE>
<TABLE>
Escalade, Incorporated And Subsidiaries

Consolidated Statement of Stockholders' Equity

<CAPTION>
Common Stock Retained
Shares Amount Earnings
-------------------------------------------
<S> <C> <C> <C>
Balances at December 26, 1992 4,109,734 $11,796,628 $7,142,245

Exercise of stock options 2,127 11,313
Net income 6,213,136
Common stock dividend 5,631,454 (5,631,454)
---------- ----------- ----------

Balances at December 25, 1993 4,111,861 17,439,395 7,723,927

Exercise of stock options 21,500 131,057
Net loss (2,403,421)
Cash paid for fractional shares (2,161)
---------- ----------- ----------
Balances at December 31, 1994 4,133,361 17,570,452 5,318,345

Exercise of stock options 593 1,945
Net income 447,733
---------- ------------ ----------

Balances at December 30, 1995 4,133,954 $17,572,397 $5,766,078
========== ============= ==========
<FN>
See notes to consolidated financial statements.
</TABLE>
<TABLE>

Escalade, Incorporated And Subsidiaries

Consolidated Statement of Cash Flows

<CAPTION>
Years Ended December 30, December 31
and December 25 1995 1994 1993
- ------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Operating Activities
Net income (loss) $ 447,733 $(2,403,421) $6,213,136
Items not affecting net cash
provided (used) by
operating activities
Depreciation and amortization 3,618,194 4,436,609 3,204,703
Provision for losses on accounts
receivable 175,559 181,732 354,403
Provision for deferred income
tax (140,855) (1,251,833) (1,098,127)
Provision for deferred
compensation 98,101 93,133 79,256
Provision for restructuring
charges 1,040,000 4,340,053
Gain on disposals of equipment (23,293) (699) (2,730)
Amortization of prepaid loan
fees 8,502 8,502 8,502
Write-off of goodwill 399,000
Change in cash surrender value
(net of loans and premiums) (39,407) (31,298) (8,075)
Changes in
Accounts receivable 6,411,341 (2,717,424) (3,991,108)
Income tax refundable 123,909 (142,631) 2,558,165
Inventories 8,244,785 (7,636,716) (1,263,100)
Prepaids (8,308) (57,434) (52,334)
Other assets 9,289 83,509 (51,305)
Income tax payable 329,072
Accounts payable and accrued
expenses (1,628,264) (998,164) (1,553,909)
---------- ---------- ----------
Net cash provided (used) by
operating activities 18,666,358 (5,697,082) 4,397,477
---------- ---------- ----------

Investing Activities
Premiums paid for life insurance (131,600) (35,000) (85,800)
Proceeds from non-trade notes
receivable 21,630
Purchase of property and equipment (1,144,922) (4,262,437) (5,674,406)
Proceeds from sale of property and
equipment 34,425 10,000 13,700
Purchase of long-term investments (99,256) (917,407) (73,065)
Purchase of certain Data-Link
Corporation assets (900,000)
Proceeds from sale of long-term
investments 290,217 9,500 5,521
---------- ---------- ----------
Net cash used by investing
activities (1,051,136) (6,095,344) (5,792,420)
---------- ---------- ----------

Financing Activities
Net increase (decrease) in notes
payable--bank $(14,887,500) $14,675,000 $2,462,500
Proceeds from exercise of stock
options 1,945 131,057 11,313
Cash paid for fractional shares (2,161)
Proceeds from loan against life
insurance 15,000 20,000
Reduction of long-term debt (2,477,500) (2,514,500) (1,615,000)
------------ ------------ -----------
Net cash provided (used) by
financing activities (17,363,055) 12,304,396 878,813
------------ ------------ -----------

Increase (Decrease) in Cash 252,167 511,970 (516,130)

Cash, Beginning of Year 994,501 482,531 998,661
------------ ------------ ------------
Cash, End of Year $ 1,246,668 $ 994,501 $ 482,531
============ ============ ============

Supplemental Cash Flows Information

Interest paid $ 2,332,038 $ 1,864,327 $ 1,503,958
Income taxes paid (refunded), net (413,773) 891,607 (2,558,165)
Fixed assets in accounts payable 10,000 11,799 72,137
<FN>
See notes to consolidated financial statements.
</TABLE>
Escalade, Incorporated and Subsidiaries

Notes to Consolidated Financial Statements

NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES

Escalade is primarily engaged in the manufacture and sale of
sporting goods and office and graphic arts products. The Company
is located in Evansville, Indiana and has four manufacturing
facilities, one in Evansville, Indiana, Compton, California,
Tijuana, Mexico, and Wabash, Indiana. The Company sells products
to customers throughout the United States and provides foreign
shipments of sporting goods through a foreign sales corporation.
The consolidated financial statements include the accounts of all
significant subsidiaries. Intercompany transactions have been
eliminated.

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 disclosure of contingent assets and
liabilities at the date of the financial statements and the
reported amounts of revenue and expenses during the reporting
period. Actual results could differ from those estimates.

Inventories are stated at the lower of cost or market. Cost is
based on the first-in, first-out method.

The Company has long-term marketable equity securities, which are
included in other assets on the consolidated balance sheet and are
recorded at fair value. The effects of Statement of Financial
Accounting Standard (SFAS) No. 115, Accounting for Certain
Investments in Debt and Equity Securities, is not material to the
financial statements.

Land, buildings and equipment are recorded at cost. Contracts
under which certain facilities are leased have been treated as
purchases. Provisions for depreciation and amortization are
computed by the straight-line and double declining balance methods.

The estimated useful lives used in computing depreciation are as
follows:

Years

Buildings 20 to 30
Leasehold improvements 4 to 8
Machinery and equipment 5 to 15
Tooling, dies and molds 2 to 4

Maintenance and repairs are expensed and major renewals and
improvements are capitalized. The cost of assets sold or otherwise
disposed of, and the related allowances for depreciation, are
eliminated from the accounts in the year of disposal and the
resulting gains or losses are included in operations.

Earnings per common share information is based on average shares
outstanding adjusted for stock dividends. Dilutive effects of
stock options and warrants were not material in any year.

The Company's fiscal year ends on the Saturday nearest December 31,
within the calendar year.<PAGE>
Escalade, Incorporated and Subsidiaries
Notes to Consolidated Financial Statements

The Company has an employee profit sharing salary reduction plan,
pursuant to the provisions of Section 401(k) of the Internal
Revenue Code, for non-union employees. It is the Company's policy
to fund costs accrued on a current basis.

Deferred federal income taxes applicable to the difference between
financial statement income and taxable income and the bases of
assets and liabilities for financial statement and tax purposes are
provided in the financial statements.

The Company paid no cash dividends during the last three fiscal
years. The Company's existing bank indebtedness restricts the
payment of cash dividends which would exceed 25% of consolidated
net income for any fiscal year.

On February 19, 1994, the Board of Directors of the Company
declared a 15% stock dividend to stockholders of record on March
11, 1994. The dividend was paid March 31, 1994. All share and per
share data was adjusted to reflect the stock dividend.

The Company expenses advertising costs as incurred. Advertising
costs were $3,874,981, $5,411,800 and $4,491,089 for 1995, 1994 and
1993.

Research and development costs are charged to income as incurred.
The research and development costs incurred during 1995, 1994 and
1993 were $1,700,000, $2,300,000 and $1,500,000, respectively.

From time to time during the year, the Company's cash accounts
exceeded federally insured limits.

INVENTORIES

December 30 and December 31 1995 1994

Finished products $ 5,323,465 $13,117,361
Work in process 3,135,909 3,723,052
Raw materials and supplies 6,692,322 7,596,068
----------- -----------

$15,151,696 $24,436,481
=========== ===========
Escalade, Incorporated and Subsidiaries
Notes to Consolidated Financial Statements

PROPERTY, PLANT AND EQUIPMENT

December 30 and December 31 1995 1994

Land $ 340,210 $ 340,210
Buildings and leasehold improvements 9,672,666 9,862,687
Machinery and equipment 23,051,491 27,321,979
------------ ----------
33,064,367 37,524,876
Accumulated depreciation and amortization (21,840,604) (23,814,910)
------------ ----------

$ 11,223,763 $13,709,966
============ ===========

LONG-TERM DEBT

December 30 and December 31 1995 1994

Mortgage payable, due in annual installments
varying from $307,500 in 1996 to $340,500
in 1997, 88% of prime (current prime 8 1/4%),
due 1997, secured by real estate $ 648,000 $ 925,500

Mortgage payable, due in annual installments
varying from $200,000 in 1996 to $500,000
in 2005, interest varies from 7.55% to 7.95%,
due 2005, secured by plant facility,
machinery and equipment, and letter of credit 3,500,000 3,700,000

Term loan, due in quarterly installments
varying from $625,000 in 1996 to $1,000,000
in 1997, interest varies from prime plus .75%
or London Interbank Offered Rate (LIBOR)
plus 2.50%, unsecured 4,500,000 6,500,000
----------- -----------
8,648,000 11,125,500
Portion classified as current (2,382,500) (1,977,500)
------------ ------------

$ 6,265,500 $ 9,148,000
============ ============

Maturities of long-term indebtedness for the ensuing five years
are: 1996, $2,382,500; 1997, $3,265,500; 1998, $300,000; 1999,
$300,000; 2000, $300,000 and thereafter, $2,100,000.

Escalade, Incorporated and Subsidiaries
Notes to Consolidated Financial Statements

The mortgages payable and term loan agreements contain certain
restrictive covenants, of which the more significant include
maintenance of specified net worth and working capital,
restrictions on capital expenditures and dividends, and maintenance
of specified ranges of current and leverage ratios. At December 30,
1995, the Company was in violation of the net worth covenant;
however, the lender waived compliance with this covenant.

STOCK OPTIONS AND WARRANTS

A total of 227,700 common shares were initially reserved for
issuance of stock options under the 1984 Stock Option Plan. At the
Company's 1991 annual meeting, the stockholders approved an
amendment to the Incentive Stock Option Plan increasing the total
number of common shares reserved for issuance of stock options to
345,000. Total options granted under this plan are 331,205 and the
date for granting options expired on October 26, 1994.

Stock option transactions (adjusted for the 1994 15% stock
dividend) are summarized as follows:

1995 1994 1993
--------------------------------------------------------------
Option Option Option
Shares Price Shares Price Shares Price
--------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Outstanding at
beginning
of year 204,211 $3.26 to 162,358 $3.26 to 139,415 $3.26 to
6.93 8.59
Issued during year 71,374 $5.50 to
7.25 81,650 6.30 to
6.93
Canceled or expired 7,037 (8,021) (56,580)
Exercised during year 593 $3.26 (21,500) $3.26 to $3.26 to
6.30 (2,127) $6.72
---------------------------------------------------------------
Outstanding at end of
year $3.26 to $3.26 to $3.26 to
196,581 7.25 204,211 $7.25 162,358 6.93
======= ======= =======
Exercisable at end
of year 92,925 45,928 33,672
======= ======= =======

</TABLE>

The options granted in 1993 and 1994 are exercisable at the rate of
25% over each of the four years beginning in 1994 and 1995.

In connection with the Company's 1987 public offering of its common
stock, the Company sold to Oppenheimer & Co., Inc., the
representative of the underwriters for such offering, warrants to
purchase 75,900 shares of common stock for $.85 per warrant, or an
aggregate of $65,000. Each warrant gives the holder the right to
buy one share of the Company's common stock at a price equal to
$12.33. Each warrant became exercisable on September 2, 1988 and
the initial termination date of September 1, 1992 was extended by
three years to September 1, 1995. These warrants expired during
1995.

To acquire all of the common stock of Marcy Fitness Products, Inc.,
the Company exchanged 272,113 Escalade warrants with an exercise
price of $9.13 per share. The warrants are exercisable until
August 19, 1999. These warrants are outstanding at December 30,
1995.<PAGE>
Escalade, Incorporated and Subsidiaries
Notes to Consolidated Financial Statements

OPERATING LEASES

The Company leases manufacturing, warehousing and office space at
three locations. The Company's Evansville facilities are held
subject to a mortgage. The Company leases its Compton facilities
for $29,600 per month from October 1, 1990 through March 31, 1998.
The Company has a five-year option to extend the lease. On April
1, 1993, the Company leased a new warehouse facility adjacent to
its Compton facilities for $21,000 per month through March 31,
1998. The Company has a five year option to extend this lease.
The Company intends to vacate this warehouse facility in 1996 and
will negotiate a lease cancellation.

At December 30, 1995, the minimum rental payments under
noncancelable leases with terms of more than one year are as
follows:

Years Ending Amount
- --------------------------------------------------------------------
1996 $ 636,192
1997 632,723
1998 152,587
----------
$1,421,502
==========

The following schedule shows the composition of total rental
expense for operating leases except those with terms of a month or
less:

1995 1994 1993
--------------------------------------
Rentals $638,670 $656,670 $663,544
======================================

Escalade, Incorporated and Subsidiaries
Notes to Consolidated Financial Statements

INCOME TAXES

Provision for income taxes consists of the following:
<TABLE>
<CAPTION>

Years Ended December 30, December 31,
and December 25 1995 1994 1993
- --------------------------------------------------------------------------------
<S> <C> <C> <C>
Current
Federal $329,072 $ 132,240
State 198,916 (164,390)
---------------------------
527,988 (32,150)
---------------------------
Deferred
Federal (85,548) (1,070,217) $1,591,255
State (55,307) (181,616) 400,511
------------------------------------------
(140,855) (1,251,833) 1,991,766
------------------------------------------

$387,133 $(1,283,983) $1,991,766
==========================================
</TABLE>
The provision for income taxes was computed based on financial
statement income. A reconciliation of the provision for income
taxes to the amount computed using the statutory rate follows:

<TABLE>
<CAPTION>
Years Ended December 30, December 31,
and December 25 1995 1994 1993
- -----------------------------------------------------------------------------------
<S> <C> <C> <C>
Income tax at statutory rate $283,854 $(1,253,717) $1,739,103
Increase (decrease) in income tax
resulting from
Recurring permanent differences
(goodwill amortization, dividend
exclusion, and non-deductible
officers' life insurance expense) (5,522) 10,196 7,595
State tax expense (benefit)--
net of federal effect 94,782 (228,364) 264,337
Benefit of foreign subsidiary
loss not recognized 138,846 76,373 19,886
Other (124,827) 111,529 (39,155)
-------------------------------------------
Provision (benefit) for income
taxes recorded $387,133 $(1,283,983) $1,991,766
===========================================
</TABLE>
The Company had alternative minimum tax credit carryforwards in the
amount of $362,713 at December 30, 1995. Such credits do not have
expiration dates.

The $834,866 income before income taxes for the year ended December
30, 1995 was comprised of $408,370 foreign losses and $1,243,236
domestic income. The $3,687,404 loss before income taxes for the
year ended December 31, 1994 was comprised of $224,626 foreign
losses and $3,462,778 domestic losses.

Escalade, Incorporated and Subsidiaries
Notes to Consolidated Financial Statements

In 1993, the Company adopted SFAS No. 109. The change required by
SFAS No. 109 resulted in the recording of a deferred tax asset of
$3,089,893 in the first quarter of 1993.

At December 30, 1995 and December 31, 1994, a cumulative deferred
tax asset of $2,490,815 and $2,349,960 is included in current and
other assets.

The components of the net deferred tax asset were as follows:

December 30 and December 31 1995 1994
- -----------------------------------------------------------------------

Depreciation $ 78,654 $ 32,534
Deferred compensation 447,662 473,676
Valuation reserves 851,968 774,001
Net operating loss carryover 272,823
Alternative minimum tax
credit carryover 362,713 220,594
Differences in accounting
for royalties 88,390 144,000
Differences in accounting
for goodwill 135,846 148,960
Differences in accounting
for employee benefits 234,877 283,372
Differences in accounting
for lease expense 182,672
Differences in accounting
for professional fees 108,033
------------------------------------
$ 2,490,815 $2,349,960
====================================

EMPLOYEE BENEFIT PLANS

The Company has an employee profit sharing salary reduction plan,
pursuant to the provisions of Section 401(k) of the Internal
Revenue Code, for non-union employees. The Company's contribution
is a matching percentage of the employee contribution as determined
by the Board of Directors annually. The Company's expense for the
plan was $60,940, $111,808 and $343,563 for 1995, 1994 and 1993.

<PAGE>
Escalade, Incorporated and Subsidiaries
Notes to Consolidated Financial Statements

SEGMENT INFORMATION AND CONCENTRATIONS
<TABLE>
<CAPTION>

Years Ended December 30, December 31,
and December 25 1995 1994 1993
(In Thousands)
- -----------------------------------------------------------------------------------------
<S> <C> <C> <C>
Sales to unaffiliated customers
Sporting goods $73,858 $ 85,318 $80,397
Office and graphic arts products 17,321 17,276 14,338
----------------------------------------------
Total consolidated $91,179 $102,594 $94,735
==============================================

Operating profit (loss)
Sporting goods $ (262) $ (4,303) $ 4,623
Office and graphic arts products 3,363 2,872 2,105
Corporate (273) (445) (258)
-----------------------------------------------
Total consolidated 2,828 (1,876) 6,470
Consolidated other income 274 309 234
-----------------------------------------------
3,102 (1,567) 6,704
Consolidated interest expense 2,267 2,120 1,589
-----------------------------------------------
Consolidated income (loss) from
operations before income taxes $ 835 $ (3,687) $ 5,115
===============================================

Identifiable assets
Sporting goods $43,122 $61,475 $55,108
Office and graphic
arts products 10,317 10,039 9,072
Corporate 4,328 4,369 1,962
-----------------------------------------------
Total assets $57,767 $75,883 $66,142
===============================================

Depreciation and
amortization
charged to operations
Sporting goods $ 2,886 $ 3,827 $ 2,625
Office and graphic
arts products 732 610 580
-----------------------------------------------

Total consolidated $ 3,618 $ 4,437 $ 3,205
===============================================

Capital expenditures
Sporting goods $ 617 $ 3,750 $ 5,324
Office and graphic
arts products 526 452 361
-----------------------------------------------
$ 1,143 $ 4,202 $ 5,685
===============================================
</TABLE>
Escalade, Incorporated and Subsidiaries
Notes to Consolidated Financial Statements

The Company operates principally in two industries, sporting goods
and office and graphic arts products. The Company sells its
products primarily to retailers located throughout the United
States. Operations in the sporting goods industry consist of
production and sale of table tennis tables and accessories, archery
equipment, home pool tables and accessories, combination bumper
pool and card tables, game tables, basketball backboards, goals and
poles, darts, dart cabinets, volleyball and badminton equipment,
junior sporting goods including Mini Ping Pong, Mini Pool , Mini
Court basketball and Shot Clock basketball and home fitness
machines, weight benches, cast iron weight sets, and other home
fitness accessories. The Company has a licensing agreement with
Spalding to manufacture and distribute basketball backboards, goals
and poles; volleyball and badminton sets, croquet, horseshoe,
tether ball, bocce ball, flying discs, indoor darts, table tennis
sets and pool accessories under the Spalding brand name.
Operations in the office and graphic arts products industry consist
of production and sale of paper trimmers, paper folding machines,
paper drills, collators, decollators, bursting machines, letter
openers, automated paper joggers, electric staplers, checksigners,
stamp affixers, paper shredders, bindery carts, platemakers, sinks,
light tables, cameras and related accessories.

Operating profit is total revenue less operating expenses. In
computing operating profit neither interest expense nor income
taxes have been deducted.

Identifiable assets are principally those assets used in each
industry. Corporate assets are principally deferred taxes,
marketable equity securities and the cash surrender value of life
insurance.

In 1995, approximately 42% of the sporting goods were sold to
Sears, Roebuck & Co. (34% of consolidated sales). In 1994 and
1993, the percentages were 32% (27% consolidated) and 23% (20%
consolidated). At December 30, 1995, accounts receivable included
$10,439,845 due from Sears, Roebuck & Co.

During 1994, the Company announced that it intended to distribute
100% of the stock of its wholly owned subsidiary, Martin Yale
Industries, Inc., to its stockholders. The Company's Board of
Directors will discuss this distribution and other ways of
increasing stockholder value in future meetings.

Approximately 44% of the Company's labor force is covered by
collective bargaining agreements. Management acknowledges that
there usually will be differences between Company offers and union
demands during negotiations. However, management has no reason to
expect such differences to result in protracted conflict. The
current contracts all expire in 1997.
<PAGE>
Escalade, Incorporated and Subsidiaries
Notes to Consolidated Financial Statements

CERTAIN SIGNIFICANT ESTIMATES

Management's estimates that influence the financial statements are
normally based on knowledge and experience about past and current
events and assumptions about future events. The following
estimates affecting the financial statements are particularly
sensitive because of their significance, and it is at least
reasonably possible that a change in these estimates will occur in
the near term:

Product warranty reserves based on an analysis of customers'
product return histories, current status, sales volume and
management's expectations from new products introduced into the
market.

Customer allowance reserves based on agreements for customer
purchase rebates and shared advertising, and prior year's
shipments.

Inventory valuation reserves based on estimates of costs of
inventory amounts overstocked or obsolete in excess of realizable
value.

ADDITIONAL INFORMATION

December 30 and December 31 1995 1994
- ----------------------------------------------------------------------

Accrued Liabilities
Employees' compensation $1,031,435 $1,569,859
Payroll taxes and taxes withheld
from employees' compensation 167,499 280,238
Taxes other than taxes on income 460,066 229,915
Accrued interest 182,362 291,933
Customer volume discounts payable 1,522,000 2,131,852
Other accrued items 4,189,945 3,463,266
---------------------------

$7,553,307 $7,967,063
===========================

Long-Term Marketable Equity Securities
(included in other assets) $ 517,493 $ 445,497
===========================
<PAGE>
Escalade, Incorporated and Subsidiaries
Notes to Consolidated Financial Statements

LINE OF CREDIT

The Company has available an unsecured line of credit for short-term
borrowings. The line-of-credit arrangement is based upon a
written agreement and can be withdrawn at the banks' option. At
December 30, 1995, the line of credit for short-term borrowings
aggregated $28,000,000, of which $14,350,000 was borrowed. The
interest rate on the line of credit is at the Bank One
Indianapolis, N.A. prime rate plus .50%. A LIBOR option is also
available to use for the interest rate. This line of credit is
subject to the same restrictive covenants that are as discussed in
the long-term debt footnote to the consolidated financial
statements.

DEFERRED COMPENSATION PLAN

In October, 1985, the Board of Directors approved the adoption of a
Contributory Deferred Compensation Plan pursuant to which some
recipients of incentive compensation could elect to defer receipt
thereof. For each dollar of deferred compensation, the Company
provided a 75% matching amount. Amounts deferred earn interest at
the rate of 9%. Such amounts are not intended to be recognized for
tax purposes until receipt. All deferrals allowed under this plan
have been made. Participants have no vested rights in deferred
amounts credited to their accounts and are general creditors of the
Company until such amounts are actually paid.

COMMITMENTS AND CONTINGENCIES

At December 30, 1995, standby letters of credit aggregated
$4,000,000, of which the Company was obligated in the amount of
$769,076 relating to the purchase of certain raw materials and
finished goods from suppliers.

Additionally, the Company has obtained a letter of credit for the
benefit of the mortgage holders. At December 30, 1995, the balance
of the letter of credit was $3,649,479. It is to be used in the
event of a default in either interest or principal payments.

The Company is involved in litigation arising in the normal course
of its business. The Company does not believe that the disposition
or ultimate resolution of existing claims or lawsuits will have a
material adverse effect on the business or financial condition of
the Company.
<PAGE>
Escalade, Incorporated and Subsidiaries
Notes to Consolidated Financial Statements

RESTRUCTURING CHARGE

The exit plan for this restructuring charge was completed in the
fourth quarter of 1995. In the second quarter of 1995, an
additional $1,040,000 restructuring charge was taken as a part of
the 1994 restructuring charge. This additional amount, related to
the discontinued product writedown, was the result of larger than
anticipated markdowns to sell this inventory. There were no other
material differences in the actual vs. estimated costs of the exit
plan. The exit plan was completed in the fourth quarter of 1995
with the sale of the marked down discontinued product.

SUMMARY OF QUARTERLY RESULTS

(In Thousands, Except Per Share Data)
(Unaudited)

1995 March 25 July 15 October 7 December 30
- ------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Net sales $18,110 $19,160 $22,857 $31,052
Gross profit 3,993 3,459 4,805 5,479
Net income (loss) (41) (1,418) 589 1,318
Earnings (loss) per
share (.01) (.34) .14 .32
</TABLE>
<TABLE>
<CAPTION>
1994 March 19 July 9 October 1 December 31
- ------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Net sales $14,200 $19,340 $25,395 $43,659
Gross profit 2,612 3,606 5,530 7,413
Net income (loss) (677) (1,030) 657 (1,353)
Earnings (loss) per
share (.16) (.25) .16 (.33)

</TABLE>

ACQUISITIONS

ACQUISITION OF SWEDEN TABLE TENNIS AB
On February 2, 1994, the Company, along with the Bandstigen Family
and AB Traction, purchased Sweden Table Tennis AB. The Bandstigen
Family of Sweden has been actively involved with table tennis
internationally since the late 1960's. AB Traction is a major
Swedish venture-capital company. Sweden Table Tennis AB
manufactures and distributes products under the Stiga and Banda
brand names. These products are sold in 75 countries throughout
the world. Sweden Table Tennis AB has offices and warehousing in
Eskilstuna, Sweden and a manufacturing plant in Tranas, Sweden.
Escalade is the North American distributor of Stiga brand products
and is the world's only licensed manufacturer of Stiga table tennis
tables.

Escalade, Incorporated and Subsidiaries
Notes to Consolidated Financial Statements

Escalade owns 37.5%, the Bandstigen Family owns 37.5% and AB
Traction owns 25% of Sweden Table Tennis AB. The Company made an
equity investment of 675,000 SEK and a loan of 3,000,000 SEK
($85,357 and $379,363 in U. S. dollars). The loan has an interest
rate of 12.75%. Interest on the loan was paid through October 31,
1995. The investment in Sweden Table Tennis AB by all the
principals was switched to Valhalla and Sweden Table Tennis is now
owned by Valhalla, which is owned by the same principals in the
same percentages.

ACQUISITION OF CREATUM AB (NOW VALHALLA FASTIGHETS AB)
On June 20, 1994, the Company, along with the Bandstigen Family,
each purchased 37.5% of Creatum AB from AB Traction. Creatum AB
owns the real estate in Eskilstuna, Sweden where Sweden Table
Tennis AB has its offices and warehousing. Creatum AB leases these
facilities to Sweden Table Tennis AB. The Company made an equity
investment of 91,500 SEK and a loan of 2,062,000 SEK ($11,693 and
$262,908 in U. S. dollars). The loan had an interest rate of
12.50% and was paid in 1995. The name was changed in 1995 to
Valhalla Fastighets AB.

ACQUISITION OF PACIFIC WORLD TRADE, INC.
On June 7, 1994, the Company acquired a 10% ownership interest in
Pacific World Trade, Inc. (PWT). PWT is an Indiana based company
and will provide Escalade with two primary services, including the
management of the purchasing and supply and sales and distribution
functions in Asia. The 10% equity investment totalled $142,500.

Acquisition of Certain Data-Link Corporation Assets
In July, 1994, Martin Yale Industries, Inc., a wholly-owned
subsidiary of the Company, acquired certain assets of Data-Link
Corporation (Data-Link), which was a manufacturer of certain stamp
affixing products. The purchase price was $900,000, and is
allocated as follows:

Inventories $150,000
Equipment 351,000
Goodwill 399,000
---------
$900,000
=========

The combination was accounted for by using the purchase method.
The consolidated statement of income includes the results of
operations from the acquired division from the date acquired.
Historical results of operations prior to acquisition for the
assets acquired are not available and, therefore, no historical
data has been presented.

The remaining goodwill set up as a part of the Data-Link
acquisition was written off in the fourth quarter. This amounted
to $399,000. The main reason for this write off was due to lower
sales than projected in 1994 and anticipated lower sales in 1995
than originally projected. These reduced sales levels are the
result of the emergence of a competing product copied after the
Stamp E-Z affixer. This product was not on the market at the time
of purchase. While the Data-Link product will still be marketed
and sold, management determined that the goodwill has no future
value. Sales are only one-half of original expectations.

Independent Auditor's Report

Stockholders and Board of Directors
Escalade, Incorporated
Evansville, Indiana

We have audited the consolidated financial statements of Escalade,
Incorporated as of December 30, 1995 and December 31, 1994 and for
each of the three years in the period ended December 30, 1995 and
have issued our report thereon dated February 9, 1996; such
consolidated financial statements and report are included elsewhere
in this Form 10-K. Our audits also included the consolidated
financial statement schedules of Escalade, Incorporated listed in
Item 14. These consolidated financial statement schedules are the
responsibility of the Company's management. Our responsibility is
to express an opinion based on our audits. In our opinion, such
consolidated financial statement schedules, when considered in
relation to the basic consolidated financial statements taken as a
whole, present fairly in all material respects the information set
forth therein.

GEO. S. OLIVE & CO. LLC

Evansville, Indiana
February 9, 1996

Escalade, Incorporated and Subsidiaries

Schedule II Valuation and Qualifying Accounts

Col. A Col. B Col. C Col. D Col. E
- ------------------------------------------------------------------------------------------------------------------

Additions
----------
Charged
Balance at to Other Balance
Beginning Charged to Costs Accounts Deductions at End
Description of Period and Expenses Describe Describe (2) of Period
- ------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Allowance for doubtful
accounts and discounts (1)
Fiscal year ended December 30, 1995 $777,195 $175,559 $226,402 $726,352
Fiscal year ended December 31, 1994 650,111 181,732 54,648 777,195
Fiscal year ended December 25, 1993 630,874 354,403 335,166 650,111

<FN>

(1) Deducted from related assets
(2) Accounts charged off, less recoveries
</TABLE>

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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.

ESCALADE, INCORPORATED

By: C. W. BILL REED
____________________________________ March 15, 1996
C. W. "Bill" Reed
President and Chief Operating Officer

Pursuant to the requirements of the Securities Exchange Act of
1934, this report has been signed below by the following persons on
behalf of the Registrant and in the capacities and on the dates
indicated.

Chairman and Director
ROBERT E. GRIFFIN (Principal Executive
___________________ Officer) March 15, 1996
Robert E. Griffin
Secretary and Treasurer
JOHN R. WILSON (Principal Financial
___________________ Officer) March 15, 1996
John R. Wilson

BLAINE E. MATTHEWS JR.
____________________ Director March 15, 1996
Blaine E. Matthews, Jr.

A. GRAVES WILLIAMS, JR.
___________________ Director March 15, 1996
A. Graves Williams, Jr.

GERALD J. FOX
___________________ Director March 15, 1996
Gerald J. Fox

KEITH P. WILLIAMS
___________________ Director March 15, 1996
Keith P. Williams

YALE BLANC
___________________ Director March 15, 1996
Yale Blanc

ROBERT D. ORR
____________________ Director March 15, 1996
Robert D. Orr

Exhibit 21

Escalade, Incorporated and Subsidiaries

List of Subsidiaries at December 30, 1995

State or Other Percent of Voting
Jurisdiction of Securities Owned
Parent Incorporation by Parent
- --------------------------------------------------------------------------

Escalade, Incorporated Indiana

Subsidiaries
Indian Industries, Inc. (1) Indiana 100%
Martin Yale Industries, Inc. (1) Indiana 100%
Harvard Sports, Inc. (1) California 100%
Escalade, International Limited (1) United Kingdom 100%

(1) Each subsidiary company so designated has been included in
Consolidated Financial Statements for all periods following its
acquisition. See Notes to Consolidated Financial Statements.

Exhibit 23

Independent Auditor's Consent

We consent to the incorporation by reference in Registration
Statement No. 33-16279 of Escalade, Incorporated on Form S-8 of our
report dated February 9, 1996, appearing in this Annual Report on
Form 10-K of Escalade, Incorporated for the year ended December 30,
1995.

Evansville, Indiana
March 18, 1996

Exhibit 10.1

May 25, 1995

Mr. Daniel A. Messmer
INDIAN INDUSTRIES, INC.
817 Maxwell Avenue
Evansville, Indiana 47711

Reference: License Extension

Dear Dan:

This will acknowledge receipt of your letter of May 18, 1995 whereby Indian
is exercising their right to extend the current Spalding/Indian license
agreement until September 30, 1997 and Spalding is agreement to such
extension.

We look forward to continued growth with Indian Industries over the two
year renewal period.

Very truly yours,

WILLIAM C. MULDOON
Manager
Licensing/Contract Administration

cc: Bob Adikes - Tampa Legal
Al Bender
Ralph Carlson

Exhibit 10.21

EIGHTH AMENDMENT TO CREDIT AGREEMENT

ESCALADE, INCORPORATED, an Indiana corporation (the "Company") and
BANK ONE, INDIANAPOLIS, NATIONAL ASSOCIATION, a national banking
association (the "Bank"), being parties to that certain Credit Agreement
dated June 5, 1990, as amended (collectively, the "Agreement"), hereby
agree to further amend the Agreement by this Eights Amendment to Credit
Agreement (this "Eighth Amendment"), on the terms and subject to the
conditions set forth as follows:

1. DEFINITIONS.
a. Terms used in this Eighth Amendment with their initial
letter capitalized and which are not defined herein shall have the meanings
ascribed to them in the Agreement.

b. Subsection vv. Of Section 1 of the Agreement is amended
and restated in its entirety, to read as follows:

vv. Applicable margin. "Applicable Margin" means that number
of percentage points to be taken into account in determining the per annum
rate at which interest will accrue on the Loans, determined in accordance
with the following table:

Applicable Margin
Loan Prime-based Rate LIBOR-based Rate

Revolving Loan 0.50 2.00
Term Loan 0.75 2.50

and means that number of percentage points to be taken in
account in determining the per annum Commission payable with respect to
Standby Letters of Credit and in determining the Negotiation Fee and the
Sight Draft Fee payable with respect to the Commercial Letters of Credit,
determined in accordance with the following table:

Letter Applicable Margin
of Credit Commission Negotiation Fee Sight Draft Fee

Standby 1.75 N/A N/A
Commercial N/A .25 .25

c. The following new subsection is added to Section 1 of the
Agreement, reading as follows:

kkk. Eighth Amendment. "Eighth Amendment" means that
agreement entitled "Eighth Amendment to Credit Agreement" dated as of March
1, 1995, entered into by and between the Company and the Bank for the
purpose of amending this Agreement.

2. AFFIRMATIVE COVENANTS. SUBSECTION (i), (ii) and (iii) of
Section 5.g of the Agreement are hereby amended and restated in each of
their respective entireties, so that hereafter they will read,
respectively, as follows:

(i) Tangible Net Worth. The Company shall maintain its
Tangible Net Worth, determined on a consolidated basis, at levels not less
than those shown in the following table during the periods indicated:

Period Tangible Net Worth

at March 25, 1995 $22,450,000.00
at March 26, 1995, and until
October 7, 1995 $21,500,000.00

at October 7, 1995, and until
fiscal year-end 1995 $22,500,000.00

at fiscal year-end 1995 $25,250,000.00

(ii) Ratio of Debt to Tangible Net Worth. The Company shall
maintain the ratio of its total liabilities to its Tangible Net Worth, all
determined on a consolidated basis, at levels not greater than those shown
in the following table during the periods indicated:

Period Ratio

from the dated of the Eighth
Amendment and until
October 7, 1995 2.00 to 1.00

at October 7, 1995, and until
fiscal year-end 1995 2.25 to 1.0

at fiscal year-end 1995 2.00 to 1.0

For purposes of testing compliance with this covenant, the term
"liabilities: shall include the present value of all capital lease
obligations of the Company, determined as of any date the ratio is to be
tested.

(iii) Debt Service Coverage. For each period of consecutive
fiscal periods indicated in the table below, the Company shall maintain a
debt service coverage ratio, determined on a consolidated basis, of not
less than that indicated opposite such period in the table. For purposes
of this covenant, the phrase "debt service coverage ratio" means the ration
of (A) the sum of net income plus depreciation, amortization and interest
expense, all for which the period for which the ratio is being determined,
over (B) the sum of (I) payments made on long-term debt, including capital
lease payments made, during the period for which the ratio is being
determined, plus (II) interest expense and capital expenditures, all for
the period for which such ratio is being determined.

Period Ratio

for the three fiscal periods
in calendar year 1995
ending on March 25, 1995 .75 to 1.0

for the seven fiscal periods
in calendar year 1995
ending on July 15, 1995 .50 to 1.0

for the ten fiscal periods
in calendar year 1995
ending on October 7, 1995 .90 to 1.0

for the thirteen fiscal periods
in calendar year 1995
ending on the Company's 1995
fiscal year-end 1.15 to 1.0

3. NEGATIVE COVENANTS. Section 6.j of the Agreement is amended
and restated in its entirety, to read as follows:

j. Capital Expenditure Limitation. The Company shall not
make consolidated capital expenditures in excess of $3,000,000.00 in the
aggregate in any fiscal year. For purposes of testing for compliance with
this covenant, any expenditure or obligation which is not required, under
generally accepted accounting principles, to be recorded in full as an
expense in the fiscal period when made or incurred shall be considered a
capital expenditure and capital expenditures shall include, without
limitation, the present value of all capital lease obligations incurred by
the Company, determined as of the date such obligations are incurred.

4. WAIVER. The Bank hereby waives the violations of (a)
Section 5.g(I) of the Agreement (with respect to the failure by the Company
to maintain its Tangible Net Worth at levels above the minimum required
level), (b) Section 5.g(ii) of the Agreement (with respect to the failure
by the Company to maintain the ratio of its debt to Tangible Net Worth
within the permitted level, and (c) 5.g(iii) of the Agreement (with respect
to the failure by the Company to maintain compliance with the debt service
coverage ratio), which violations occurred prior to the date of this Eighth
Amendment, but strict compliance with these covenants shall be required at
all times hereafter. Nothing in this paragraph shall be construed as a
waiver of any other term or condition of the Agreement, nor shall be
construed as a commitment on the part of the Bank to waive any subsequent
violation of the same or any other term or condition set forth in the
Agreement, as amended by this Eighth Amendment.

5. REAFFIRMATION OF REPRESENTATIONS AND WARRANTIES/NO EVENT OF
DEFAULT. To induce the Bank to enter into this Eighth Amendment, the
Company reaffirms, as of the date of the Eighth Amendment, each of the
representations and warranties contained in Section 3 of the Agreement, as
fully as if restated herein in each of their respective entireties, except
that the representations and warranties contained in Section 3.d of the
Agreement shall, for the purpose of this Eighth Amendment, be deemed to
refer to the latest fiscal year end and interim financial statements of the
Company delivered to the Bank. To induce the Bank to enter into this
Eighth Amendment, the Company further represents and warrants that, as of
the date of the Eighth Amendment, no Event of Default or Unmatured Event of
Default has occurred and is continuing.

6. CONDITIONS PRECEDENT. This Eighth Amendment shall become
effective upon receipt by the Bank of the following, contemporaneously with
the execution and delivery of this Eighth Amendment, each duly executed,
dated and in form and substance satisfactory to the Bank:

a. This Eighth Amendment

b. Such other documents as the Bank may reasonably request.

7. PRIOR AGREEMENTS. The Agreement, as amended by this Eighth
Amendment, supersedes all previous agreements and commitments made or
issued by the Bank with respect to the Loans, the Letters of Credit and all
other subjects of the Agreement, as amended by this Eighth Amendment,
including, without limitation, the letter dated March 3, 1995, from the
Bank to the Company and the letter dated March 20, 1995, from the Bank to
the Company, and accepted by the Company on March 20, 1995, and any oral or
written proposals or commitments made or issued by the Bank.

8. REAFFIRMATION. Except as expressly amended by this Eighth
Amendment, all of the terms and conditions of the Agreement and each of the
Loan Documents remain in full force and effect.

IN WITNESS WHEREOF, the Company and the Bank, by their duly
authorized officers, have executed and delivered this Eighth Amendment to
Credit Agreement on March, 30, 1995, but with effect as of March 1, 1995.

ESCALADE, INCORPORATED

By: John R. Wilson
Vice President & CFO

BANK ONE, INDIANAPOLIS
NATIONAL ASSOCIATION

By: D. Kelly Queisser
Vice President

NINTH AMENDMENT TO CREDIT AGREEMENT

ESCALADE, INCORPORATED, and Indiana corporation (the "Company"), and
BANK ONE, INDIANAPOLIS, NATIONAL ASSOCIATION, a national banking
association (the "Bank"), being parties to that certain Credit Agreement
dated June 5, 1990 (as amended, the "Agreement"), hereby agree to further
amend the Agreement by this Ninth Amendment to Credit Agreement (this
"Ninth Amendment"), on the terms and subject to the conditions set forth as
follows:

1. DEFINITIONS.

a. Terms used in this Ninth Amendment with their initial
letter capitalized and which are not defined herein shall have the meanings
ascribed to them in the Agreement.

b. Subsection vv. Of Section 1 of the Agreement is amended
and restated in its entirety, to read as follows:

vv. Applicable Margin. "Applicable Margin" means that number
of percentage points to be taken into account in determining the per annum
rate at which interest will accrue on the Loans, determined by reference to
the ratio of the Company's total liabilities to its Tangible Net Worth, all
determined on a consolidated basis, in accordance with the following table:

Ratio of Total Liabilities Applicable Margin
To Tangible Net Worth Prime-based Rate LIBOR-based rate

Greater than or equal
to 1.75:1.0
- Revolving Loan .50 2.00
- Term Loan .75 2.50

Less than 1.75:1.0, but
greater than or equal
to 1.50:1.0
- Revolving Loan 0.00 1.50
- Term Loan .25 2.00

Less than 1.50:1.0, but
greater than or equal
to 1.00:1.0
- Revolving Loan 0.00 1.25
- Term Loan .25 1.75

Less than 1.00:1.0
- Revolving Loan 0.00 1.00
- Term Loan 0.00 1.50

Ratio of Total
Liabilities to Applicable Margin
Tangible Net Worth Commission Negotiation Fee Sight Draft Fee
Greater than or
equal to 1.75:1.0
- Standby 1.75 N/A N/A
- Commercial N/A .375 .375

Less than 1.75:1.0,
but greater than
or equal to 1.50:1.0
- Standby 1.25 N/A N/A
- Commercial N/A .25 .25

Less than 1.50:1.0,
but greater than
or equal to 1.00:1.0
- Standby 1.125 N/A N/A
- Commercial N/A .1875 .1875

Less than 1.00:1.0
- Standby 1.00 N/A N/A
- Commercial N/A .1875 .1875

The Applicable Margin shall be determined initially on the
basis of the ratio of the Company's total liabilities to Tangible Net Worth
of greater than or equal to 1.75 to 1.0. Thereafter, the Applicable Margin
shall be determined on the basis of the financial statements of the Company
for each fiscal year furnished to the Bank pursuant to the requirement of
Section 5.b(I), with effect on the first interest payment date on the Loans
which follows receipt by the Bank of such financial statements. Interest
will accrue and be payable on the Loans, including, without limitation,
those portions of the Loans on which interest is accruing at a Prime-based
Rate or at a LIBOR-based Rate, beginning on the first interest payment date
following receipt by the Bank of such financial statements, based on the
Applicable Margin determined from such financial statements. On the first
interest payment date which follows receipt of such financial statements,
the amount of Commission which was previously paid by the Company on
account of each Standby Letter of Credit shall be adjusted for the
remaining term for which such Standby Letter of Credit was issued, based on
the Applicable Margin determined from such financial statements, with any
overpayment of Commission for such remaining period being credited against
the interest payment then due or any deficiency then being due and payable
by the Company to the Bank. With respect to any Commercial Letters of
Credit which are outstanding, on the first interest payment date which
follows the Bank's receipt of such financial statements, no adjustment
shall be made with respect to Negotiation Fees which have been previously
paid by the Company to the Bank, but the amount of the Sight Draft Fees
shall be redetermined on the basis of the Applicable Margin determined from
such financial statements. For the avoidance of doubt, it is noted that
the provisions set forth in this definition are not intended to and shall
not be construed as authorizing any violation by the Company of Section
5.g(ii) or of waiving or of the making of any commitment on the part of the
Bank to waive any violation by the Company of Section 5.g(ii),
notwithstanding the fact that this definition includes provision for an
Applicable Margin which would violate the maximum levels of the total
liabilities to Tangible Net Worth ratio permitted by Section 5.g(ii).

c. The following new subsection is added to Section 1 of the
Agreement, reading as follows:

111. Ninth Amendment. "Ninth Amendment" means that agreement
entitled "Ninth Amendment to Credit Agreement" dated as of May 31, 1995,
entered into by and between the Company and the Bank for the purpose of
amending this Agreement.

2. REVOLVING LOAN.

a. On the terms and subject to the conditions set forth in
this Ninth Amendment, including, without limitations, the execution and
delivery by the Company to the Bank of the Revolving Note in the form of
Exhibit "A" attached to the Ninth Amendment, the Bank is willing to renew
and extend the Revolving Loan Maturity Date of May 31, 1996. This renewal
and extension of the Revolving Loan Maturity Date is made pursuant to
Section 2.a(iv) of the Agreement.

b. Subsection (I) of Section 2.a of the Agreement is amended
and restated in its entirety, so that hereafter it will read as follows:

(I) The Commitment -- Use of Proceeds. From the date of
the Ninth Amendment and until the Revolving Loan Maturity Date, the Bank
agrees to make Advances (Collectively, the "Revolving Loan") under a
revolving line of credit from time to time to the Company in amounts not
exceeding Twenty Eight Million and No/100 Dollars ($28,000,000.00) (the
"Commitment") in the aggregate at any time outstanding, provided that all
conditions of lending stated in Section 7 of this Agreement as being
applicable to the Revolving Loan have been fulfilled at the time of each
Advance. Proceeds of the Revolving Loan may be used by the Company only to
fund its working capital requirements.

c. The first sentence of Section 2.a(ii) of the Agreement is
amended and restated in its entirety, to read as follows:

(ii) The obligation of the Company to repay the
Revolving Loan shall be evidenced by a promissory note (the "Revolving
Note") of the Company in the form of Exhibit "A" attached to the Ninth
Amendment.

3. THE LETTERS OF CREDIT. Section 2.b of the Agreement is amended
and restated in its entirety, so that hereafter it will read as follows:

b. The Letters of Credit. Provided that no Event of Default
or Unmatured Event of Default has occurred and is continuing, the Bank
shall from time to time prior to May 31, 1996, upon application by the
Company or any Subsidiary, issue commercial letters of credit (each a
"Commercial Letter of Credit") and standby letters of credit (each a
"Standby Letter of Credit") (all of such Commercial Letters of Credit and
Standby Letter of Credit being referred to herein as the "Letters of
Credit") for the account of the Company or any Subsidiary. Commercial
Letters of Credit will be issued for the purpose of facilitating foreign
trade transactions entered into by the Company or any Subsidiary in the
ordinary course of its business. Standby Letters of Credit will be issued
for the purpose of supporting any transaction by the Company or any
Subsidiary in the ordinary course of its business. It shall be a condition
precedent to the Bank's obligation to issue any Letter of Credit for the
account of the Company or any Subsidiary that the account party (whether
the Company or any Subsidiary) execute and deliver to the Bank, the Bank's
standard form, then in use, of application for commercial letter of credit
(an "Application for Commercial Letter of Credit") or of application for
standby letter of credit, (an "Application for Standby Letter of Credit"),
as the case may be. All obligations undertaken by any Subsidiary pursuant
to an application for Letter of Credit, including without limitation, the
obligation to immediately reimburse the Bank for all draws made under the
Letter of Credit, together with interest, all as further provided in the
application for Letter of Credit, together with interest, all as further
provided in the application for Letter of Credit, will be supported by the
unconditional guaranty of prompt payment of the Company and each other
Subsidiary. All obligations undertaken by the Company pursuant to an
application for a Letter of Credit, including without limitation, the
obligation to immediately reimburse the Bank for all draws made under the
Letter of Credit, together with interest, will be supported by the
unconditional guaranty of prompt payment of each Subsidiary. Each such
guaranty shall be evidenced by a Guaranty Agreement (each a "Letter of
Credit Guaranty Agreement") in the form of Exhibit "D" attached to the
Second Amendment. The aggregate amount of all Letters of Credit issued
pursuant to the provisions of this Agreement outstanding at any time shall
not exceed $4,000,000.00 and the Bank has no obligation to issue any Letter
of Credit having an expiry date beyond May 31, 1996, but may do so from
time to time in its sole discretion. The issuance of each Commercial
Letter of Credit shall be subject to the payment by the applicant (the
"Account Party") to the Bank of a fee (a "Negotiation Fee") which shall be
equal to the Applicable Margin multiplied times the amount thereof, which
Negotiation Fee shall be due and payable within ten (10) days following the
issue of any Commercial Letter of Credit. Upon presentation of each draft
drawn under a Commercial Letter of Credit to the Bank by the beneficiary
thereof, the Account Party shall also pay the Bank a fee (a "Sight Draft
Fee") , which shall be an amount equal to the Applicable Margin (determined
at the time of such presentation) multiplied times the amount drawn of such
Commercial Letter of Credit. The issuance and each renewal of each Standby
Letter of Credit shall be subject to the payment by the Account Party to
the Bank of a fee (a "Commission"), which shall be equal to the applicable
Margin per annum (calculated on the basis that an entire year's Commission
is earned in 360 days) multiplied times the amount thereof, which
Commission shall be due and payable within ten (10) days following the
issuance or renewal of any Standby Letter of Credit. On the date of the
Ninth Amendment, the Company shall pay to the Bank an amount with respect
to each Letter of Credit which is outstanding as of the date of this Ninth
Amendment, an amount equal to the difference, for each Standby Letter of
Credit, between the amount of Commission which would have been payable if
such Letter of Credit would have been reissued by the Bank for the balance
of the term of such Letter of Credit, and the pro rata amount of the
Commission actually paid by the Company with respect to such Letter of
Credit for the balance of the term of such Letter of Credit, and for each
Commercial Letter of Credit, between the Negotiation Fee which would be
payable on such Letter of Credit if it would have been reissued by the Bank
on the date of The Ninth Amendment, minus the Negotiation Fee actually paid
by the Company with respect to such Letter of Credit, multiplied times a
fraction, the numerator of which is the number of days from the date of the
Ninth Amendment to the expiry date of such Letter of Credit and the
denominator Of which is the number of days from the later of the date of
issuance or the most recent renewal of such Letter of Credit to the expiry
date of such Commercial Letter of Credit.

4. AFFIRMATIVE COVENANTS.

a. Section 5.b of the Agreement is hereby amended by adding
a new subsection to the end thereof, reading as follows:

(viii) Additional Monthly Reports. Contemporaneously
with the furnishing of each set of financial statements provided for in
Section 5.b(ii) and at such other times as the Bank may request, the
Company shall provide the Bank with a monthly operations report of those
business units of Escalade Sports - Evansville Operations, commonly known
as "Game Parlor," "Fitness and Basketball" and "Archery," comparing actual
results of operations of such business unit to the operations report for
the prior year and to the budget for the current year, together with a
monthly closed-out inventory report by product lines with respect to the
Company's slow-moving inventory, and copies of the quarterly management
reports from the business unit managers of the Company to the Board of
Directors of the Company. Such reports shall be in form and substance
satisfactory to the Bank, and shall contain such detail as may be
satisfactory to the Bank.

b. Section 5.g of the Agreement is amended and restated in
its entirety, so that hereafter it will read as follows:

g. Financial Covenants. The Company shall observe the
following financial covenants:

(I) Tangible Net Worth. The Company shall maintain its
Tangible Net Worth, determined on a consolidated basis, at levels not less
than those shown in the following table during the periods indicated:

Period Tangible Net Worth

from the date of the Ninth
Amendment and until
October 7, 1995 $21,500,000.00

at October 7, 1995, and until
fiscal year-end 1995 $22,500,000.00

at fiscal year-end 1995 $25,250,000.00

at January 1, 1996, and through
the last day of the third fiscal
month in fiscal year 1996 $25,000,000.00

at the first day of the fourth
fiscal month in fiscal year
1996, and until the last day of
the sixth fiscal month in fiscal
year 1996 $24,750,000.00

at the last day of the sixth fiscal
period in fiscal year 1996, and
at all times thereafter $28,500,000.00

Period Ratio

from the date of the Ninth
Amendment and until
October 7, 1995 2.00 to 1.00

at October 7, 1995, and until
fiscal year-end, 1995 2.25 to 1.0

at fiscal year-end 1995,
and all times thereafter 2.00 to 1.0

(iii) Debt Service Coverage. For each period of consecutive fiscal
periods indicated in the table below, the Company shall maintain a debt
service coverage ratio, determined on a consolidated basis, of not less
than that indicated opposite such period in the table. For purposes of
this covenant, the phrase "debt service coverage ratio" means the ratio of
(A) the sum of net income after taxes, plus depreciation, amortization and
interest expense, all for which the period for which the ratio is being
determined, over (B) the sum of (I) payments on long-term debt, including
capital lease payments, made during the period for which the ratio is being
determined, plus (II) interest expense and capital expenditures which were
not financed, all for the period for which such ratio is being determined.

Period Ratio

for the seven fiscal periods
in calendar year 1995
ending on July 15, 1995 .50 to 1.0

for the ten fiscal periods
in calendar year 1995
ending on October 7, 1995 .90 to 1.0

for the thirteen fiscal periods
in calendar year 1995
ending on the Company's 1995
fiscal year-end, and for each period
of four consecutive fiscal quarters
ending at any time thereafter 1.15 to 1.0

c. For the avoidance of doubt it is noted that the annual cleanup
requirement with respect to Advances outstanding under the Revolving Loan,
which was contained in Section 5.g(iv) of the Agreement prior to the
execution of the Ninth Amendment has been deleted in its entirety.

5. NEGATIVE COVENANTS. Section 6.a of the Agreement is amended
and restated in its entirety, so that hereafter it will read as follows:

a. Restrictive Payments. The Company shall not purchase or
redeem any shares of the capital stock of the Company or declare or pay any
dividends thereon except for dividends payable entirely in capital stock.
The Company shall not make any other distributions to shareholders as
shareholders, or set aside any funds for any such purpose, or prepay,
purchase or redeem any subordinated indebtedness to the Company.

6. WAIVER. The Bank hereby waives the violations of Section
5.g(iv) of the Agreement as it existed prior to the execution of this Ninth
Amendment (with respect to the failure by the Company to observe the annual
clean-up requirement with respect to the Revolving Loan), which violations
occurred prior to the date of this Ninth Amendment. Strict compliance with
all of the terms and conditions set forth in the Agreement shall be
required at all times hereafter. Nothing in this paragraph shall be
construed as a waiver of any of the terms or conditions of the Agreement or
shall be construed as a commitment on the part of the Bank to waive any
subsequent violations of the same or any other term or condition set forth
in the Agreement, as amended by this Ninth Amendment.

7. REAFFIRMATION OF REPRESENTATIONS AND WARRANTIES/NO EVENT OF
DEFAULT. To induce the Bank to enter into this Ninth Amendment, the
Company reaffirms, as of the date of the Ninth Amendment, each of the
representations and warranties contained in Section 3 of the Agreement, as
fully as if restated herein in each of their respective entireties, except
that the representations and warranties contained in Section 3.d of the
Agreement shall, for the purpose of this Ninth Amendment, be deemed to
refer to the latest fiscal year-end and interim financial statements of the
Company delivered to the Bank. To induce the Bank to enter into this Ninth
Amendment, the Company further represents and warrants that, as of the date
of this Ninth Amendment, no Event of Default or Unmatured Event of Default
has occurred and is continuing.

8. CONDITIONS PRECEDENT. This Ninth Amendment shall become
effective upon:

a. Receipt by the Bank of the following, contemporaneously
with the execution and delivery of this Ninth Amendment, each duly
executed, dated and in form and substance satisfactory to the Bank:

(I) This Ninth Amendment.

(ii) The Revolving Note.

(iii) Certified copy of the Resolutions of the Board of
Directors of the Company authorizing the execution, delivery and
performance, respectively, of this Ninth Amendment and the other Loan
Documents provided for in this Ninth Amendment to which the Company is a
party.

(iv) Certificate of the Secretary of the Company,
certifying the names of the officer or officers authorized to sign this
Ninth Amendment and the other Loan Documents provided for in this Ninth
Amendment to which the Company is a party, together with a sample of the
true signature of each such officer.

(v) Sixth Amendment to Credit Agreement, with respect
to the Credit Agreement dated June 4, 1990, between the Bank and Martin
Yale Industries, Inc.

(vi) Such other documents as the Bank may reasonably
request.

b. Payment to the Bank of accrued interest through the date
of this Ninth Amendment on the Revolving Loan, together with payment of the
facility fee which is due and payable by the Company to the Bank pursuant
to Section 2.a(vi) of the Agreement, and payment with respect to the
outstanding Letters of Credit as provided in Section 2.b.

9. PRIOR AGREEMENTS. The Agreement, as amended by this Ninth
Amendment, supersedes all previous agreements and commitments made or
issued by the Bank with respect to the Loans, the Letters of Credit and all
other subjects of the Agreement, as amended by this Ninth Amendment,
including, without limitation, the letter dated March 3, 1995, from the
Bank to the Company and the letter dated March 20, 1995, from the Bank to
the Company, and accepted by the Company on March 20, 1995, and any oral or
written proposals or commitments made or issued by the Bank.

10. REAFFIRMATION. Except as expressly amended by this Ninth
Amendment, all of the terms and conditions of the Agreement and each of the
Loan Documents remain in full force and effect.

Executed on June 2, 1995, but with effect as of May 31, 1995.

ESCALADE, INCORPORATED

By: Robert E. Griffin
Chairman and CEO

BANK ONE, INDIANAPOLIS
NATIONAL ASSOCIATION

By: D. Kelly Queisser
Vice President

TENTH AMENDMENT TO CREDIT AGREEMENT

ESCALADE, INCORPORATED, an Indiana corporation (the "Company") and
BANK ONE, INDIANAPOLIS, NATIONAL ASSOCIATION, a national banking
association (the "Bank"), being parties to that certain Credit Agreement
dated June 5, 1990 (as amended, the "Agreement"), hereby agree to further
amend the agreement by this Tenth Amendment to Credit Agreement (this
"Tenth Amendment"), on the terms and subject to the conditions set forth as
follows:

1. DEFINITIONS.

a. Terms used in this Tenth Amendment with their initial
letter capitalized and which are not defined herein shall have the meanings
ascribed to them in the Agreement.

b. The following new subsection is added to Section 1 of the
Agreement, reading as follows:

mmm. Tenth Amendment. "Tenth Amendment" means that agreement
entitled "Tenth Amendment to Credit Agreement" dated as of July 15, 1995,
entered into by and between the Company and the Bank for the purpose of
amending this Agreement.

2. AFFIRMATIVE COVENANTS. Sections 5.g(I) and 5.g(iii) of the
Agreement are amended and restated in their entireties, so that hereafter
they will read as follows:

(I) Tangible Net Worth. The Company shall maintain its
Tangible Net Worth, determined on a consolidated basis, at levels not less
than those shown in the following table during the periods indicated:

Period Tangible Net Worth

from the date of the Tenth
Amendment and until
October 7, 1995 $21,100,000.00

at October 7, 1995, and until
fiscal year-end 1995 $21,500,000.00

at fiscal year-end 1995 $24,000,000.00

at January 1, 1996, and through
the last day of the third fiscal
month in fiscal year 1996 $23,500,000.00

at the first day of the fourth
fiscal month in fiscal year
1996, and until the last day of
the seventh fiscal month in fiscal
year 1996 $23,250,000.00

at the last day of the seventh fiscal
period in fiscal year 1996, and
at all times thereafter $28,500,000.00

(iii) Debt Service Coverage. For each period of consecutive
fiscal periods indicated in the table below, the Company shall maintian a
debt service coverage ratio, determined on a consolidated basis, of not
less than that indicated opposite such period in the table. For purposes
of this covenant, the phrase "debt service coverage ratio" means the ratio
of (A) the sum of net income after taxes, plus depreciation, amortization
and interest expense, all computed for the period for which the ratio is
being determined, over (B) the sum of (I) payments on long-term debt,
including capital lease payments, amde during the period for which the
ratio is being determined, plus (II) interest expense and capital
expenditures which were not financed, all for the period for which such
ratio is being determined.

Period Ratio

for the ten fiscal periods
in calendar year 1995
ending on October 7, 1995 .60 to 1.0

for the thirteen fiscal periods
in calendar year 1995
ending on the Company's 1995
fiscal year-end 1.05 to 1.0

for each period of four consecutive
fiscal quarters ending at any
time thereafter 1.15 to 1.0

3. WAIVER. The Bank hereby waives the violations of Section
5.g(i) of the Agreement (with respect to the failure by the Company to
observe the minimum Tangible Net Worht required), which voilations occurred
prior to the date of this Tenth Amendment. Strict compliance with this
covenant and all of the other terms and conditions set forth in the
Agreement shall be required at all times hereafter. Nothing in this
paragraph shall be construed as a waiver of any other term or condition of
the Agreement nor shall be construed as a commitment on the part of the
Bank to waive any subsequent violation of the same or any other term or
condition set forth in the Agreement, as amended by this Tenth Amendment.

4. REAFFIRMATION OF REPRESENTATIONS AND WARRANTIES/NO EVENT OF
DEFAULT. To induce the Bank to enter into this Tenth Amendment, the
Company reaffirms, as of the date of the Tenth Amendment, each of the
representations and warranties contained in Section 3 of the Agreement, as
fully as if restated herein in each of their respective entireties, except
that the representations and warrantiees contained in Section 3.d of the
Agreement shall, for the purpose of this Tenth Amendment, be deemed to
refer to the latest fiscal year-end and interim financial statements of the
Company delivered to the Bank. To induce the Bank to enter into this Tenth
Amendment, the Company further represents and warrants that, as of the date
of this Tenth Amendment, no Event of Default or Unmatured Event of Default
has occurred and is continuing.

5. PRIOR AGREEMENTS. The Agreement, as amended by this Tenth
Amendment, supersedes all previous agreements and commitments made or
issued by the Bank with respect to the Loans, the Letter of Credit and all
other subjects of the Agreement, as amended by this Tenth Amendment,
including, without limitation, the letter dated August 3, 1995, sent by the
Bank of the Company, and any oral or written proposals or commitments made
or issued by the Bank.

6. REAFFIRMATION. Except as expressly amended by this Tenth
Amendment, all of the terms and conditions of the Agreement and each of the
Loan Documents remain in full force and effect.

Executed on August 21, 1995, but with effect as of July 15, 1995.

ESCALADE, INCORPORATED

By: John R. Wilson
Vice President & CFO

BANK ONE, INDIANAPOLIS
NATIONAL ASSOCIATION

By: D. Kelly Queisser
Vice President

Exhibit 10.3

Sweden Table Tennis AB

CONTRACT

BETWEEN THE UNDERSIGNED:

1. Sweden Table Tennis AB, Box 642, 631 08 Eskilstuna, Sweden;
(hereinafter referred to as the company) on the one part
AND

2. Indian Industries, Inc., Evansville, Indiana, USA;
(hereinafter referred to as the producer) of the other part.

1. The company grants to the producer the exclusive licence, and for the
period of the present contract, to reproduce the Stiga logo on table tennis
tables, to manufacture such tennis table tables and sell them to
wholesalers, department stores or retailers in the territory of USA.

2. The present agreement is concluded for a period of 3 years, January
1, 1995 - December 31, 1998. At the expiration of this agreement, this
licence will be automatically renewed for additional one year periods,
unless one party in writing signifies to the other part its unwillingness
to renew this licence.

2.1 The company must in writing approve designs/models and any changes
therein before introduction to the market.

2.2 The producer shall not duplicate the quality and/or construction of
the Stiga table tennis in any way on any other product manufactured by the
producer.

2.3 The producer shall not divulge any information concerning the quality
and/or construction of Stiga table tennis tables to any other entity,
manufacturer or company. All constructions and/or quality specifications
are confidential.

3. It is understood that the right to reproduce and to use the name
Stiga is only granted for reproduction on table tennis tables.

4. In compensation for the licence which has been granted by this
agreement, the producer agrees to pay the company a royalty based on the
invoiced prices, net of all taxes and other deductions.

The royalty per model is:
Model 1 (Expert Roller) 7%
Model 2 (Elite Roller) 6%
Model 3 (Private Roller) 4%
Model 4 (Outdoor model) 4%
Model 5 (Low end Stiga table) 3%

Payments shall be made quarterly to the company and shall be based on
the invoices actually paid to the producer. Each payment shall be
accompanied by quarterly reports detailing the number of table tennis
tables sold together with the selling price of those tables.

The designated Stiga representative shall have the right to review
the invoices and the quarterly reports at any time during regular business
hours.

5. This agreement will immediately become null and void 30 days after
simple presentation of a recommended letter of the company to the producer,
if the producer is in default for any of the below reasons and if the
default has not been cured 30 days after such notice. Reasons for default:

a) If the producer does not manufacture, sell or distribute the
table tennis tables in reasonable volumes accepted by the company, or if
the producer fails to make payments as required in paragraph 4 above, or if
the producer fails to file the quarterly reports as defined in paragraph 4
above, or if the producer, generally speaking, does not respect any clause
of this agreement;

b) If the producer uses, without prior authorization, the Stiga
trademark on products other than table tennis tables;

c) If the producer is declared bankrupt or goes into liquidation.

6. Upon termination of this agreement, the producer will immediately
remit to the company a complete inventory of its stock.

During the 6 months following the end of the contract the producer
will have the right to sell (but not to manufacture) the table tennis
tables remaining in stock. This right is granted to the producer on the
conditions that it respects the dispositions of the present agreement
pertaining to such sales.

7. The present contract can only be modified by written agreements
between the producer and the company.

8. This contract shall be governed by and construed in accordance with
the laws of Sweden.

9. Any dispute or claim arising out of this agreement shall be submitted
to the jurisdiction of the Swedish courts. The company has however the
exclusive right to have any dispute or claim submitted to the relevant US
court and the parties agree in such a case that any dispute are to be
settled in accordance with the law of the state of Indiana.

Made in two copies.

Sweden Table Tennis AB Indian Industries, Inc.

Bengt Bandstigen John R. Wilson

Eskilstuna 12th of June, 1995

Sweden Table Tennis AB

Between
Sweden Table Tennis Aktiebolag
whose registered office is at Box 642, Eskilstuna, Sweden
(hereinafter called "the Supplier")
and
Escalade Incorporated
whose registered office is at P.O. Box 889, Evansville, Indiana 47706, USA
(hereinafter called "the Distributor").

IT IS AGREED AS FOLLOWS

Article 1. Territory and products.

1.1 The Supplier grants and the Distributor accepts the exclusive right
to market and sell Table Tennis equipment, clothing and footwear, under the
brand name STIGA (hereinafter called "the Products") in USA (hereinafter
called "the Territory").

The parties agreement concerning table tennis tables are agreed in a
separate document.

1.2
If the Supplier decides to market any other products under the brand name
STIGA in the Territory, it shall so inform the Distributor in order to
discuss the possibility of including such other products within the
Products defined above. However, the above obligation to inform the
Distributor does not apply if, in consideration of the characteristics of
the new products and the specialization of the Distributor, it is not to be
expected that such products may be marketed by the Distributor.

Article 2. Good faith and fair dealing.

2.1
In carrying out their obligations under this contract, the parties will act
in accordance with good faith and fair dealing.

2.2
The provisions of this contract, as well an any statements made by the
parties in connection with this distributorship, shall be interpreted in
good faith.

Article 3. Distributor's functions.

3.1
The Distributor sells in its own name and for its own account, in the
Territory, the Products supplied by the Supplier.

3.2
The Distributor agrees to use its best efforts to promote the sale of the
Products in the Territory in accordance with the Supplier's policy and
shall protect the Supplier's interests with the diligence of responsible
businessman.

3.3
The Distributor is not entitled to act in the name or on behalf of the
Supplier, unless previously and specifically authorized to do so by the
latter.

Article 4. Undertaking not to compete.

4.1
Without the prior written authorization of the Supplier, the Distributor
shall not represent, manufacture, market or sell in the Territory any
products which are in competition with the Products, for the entire term of
this contract. The Distributor is allowed to sell low priced table tennis
products under their own trademarks "Harvard", "Spalding", "Ping-pong" and
"Apex" for the entire term of this contract.

Article 5. Sales organization.

5.1
The Distributor shall set up and maintain an adequate organization for
sales and, where appropriate, after-sales service, with all means and
personnel as are reasonably necessary in order to ensure the fulfilment of
its obligations under this contract for all Products and throughout the
Territory.

Article 6. Advertising and Fairs.

6.1
The parties shall discuss in advance the advertising programme for each
year. All advertising should be in accordance with the Supplier's image
and marketing policies. The costs of agreed advertising shall be for the
account of the Distributor.

6.2
The parties shall agree on their participation in fairs or exhibitions
within the Territory. The costs of the Distributor's participation in such
fairs and exhibitions shall be for the account of the Distributor.

6.3
During September/October each year the parties shall agree on marketing
support to the Distributor for the coming calendar year.

Article 7. Conditions of supply Prices.

7.1
The Supplier shall in principle supply all Products ordered, subject to
their availability, and provided payment of the Products is adequately
warranted.

7.2
The Supplier agrees to make its best efforts to fulfil the orders it has
accepted.

7.3
Sales of the Products to the Distributor shall be governed by the
Supplier's general conditions of sale.

7.4
The prices payable by the Distributor shall be those set forth in the
Supplier's price-list in force at the time the order is received by the
Supplier. Unless otherwise agreed, such prices are subject to change at
any time, subject to one month's notice.

7.5
The Distributor agrees to comply, with the utmost care, with the terms of
payment agreed upon between the parties.

7.6
It is agreed that the Products delivered remain the Supplier's property
until the Supplier has received payment in full.

Article 8. Sales Target - Guaranteed Minimum Target.

8.1
The parties have agreed on the below stated Sales Targets for the years
1995, 1996 and 1997.

Targets 1995 1996 1997

Orders in MSEK 3,5 4,0 5,0
Orders in $ $500,000 $575,000 $650,000

8.2
The Distributor shall make its best efforts to attain the target agreed
upon, however the nonfulfillment of these targets shall be considered as a
breach of this contract and the Supplier has at such circumstances the
right to terminate this contract in accordance with section 18.1 below.

Article 9. Subdistributors or agents.

9.1
The Distributor may not appoint subdistributors or agents for the sale of
the Products in the Territory.

Article 10. Extra ordinary costs.

10.1
Any specific costs to authorities, organizations or others within the
territory that have to be paid in connection with sales and marketing of
the products in the territory are for the account of the Distributor.

Article 11. Supplier to be kept informed.

11.1
The Distributor shall exercise due diligence to keep the Supplier informed
about the Distributor's activities, market conditions and the state of
competition within the Territory. The Distributor shall answer any
reasonable request for information made by the Supplier.

11.2
The Distributor shall exercise due diligence to keep the Supplier informed
about:

(I) the laws and regulations which are applicable in the Territory and
relate to the Products (e.g. import regulations, labeling, technical
specifications, safety requirement, etc), and

(ii) as far as they are relevant for the Supplier, the laws and
regulations concerning the Distributor's activity.

Article 12. Resale prices.

12.1
The Distributor is free to fix the resale prices of the Products. The
Distributor shall avoid such pricing policies as would clearly adversely
affect the image of the Products.

Article 13. Sales outside the Territory.

13.1
The Distributor agrees not to advertise the Products or establish any
branch or maintain any distribution depot for distributing the Products
outside the Territory.

Article 14. Supplier's trademarks and symbols.

14.1
The Distributor shall use the Supplier's trademark STIGA. However, the
Distributor may do so only for the purpose of identifying and advertising
the Products within the scope of this contract and in the Supplier's sole
interest.

14.2
The Distributor's right to use the Supplier's trademark STIGA as provided
for under the first paragraph of this Article, shall cease immediately upon
the expiration or termination, for any reason, of the present contract.
This does not preclude the Distributor's right to sell the Products in
stock at the date of expiration of the contract which bear the Supplier's
trademarks.

14.3
The Distributor shall notify the Supplier of any infringement in the
Territory of the Supplier's trademark or other industrial property rights,
that comes to the Distributor's attention.

Article 15. Stock of Products and spare parts - After-sales service.

15.1
The Distributor agrees to maintain at its own expense, for the whole term
of this contract, a stock of Products and spare parts sufficient for normal
needs of the Territory.

15.2
The Distributor agrees to provide sufficient after-sales service for the
Products in the Territory.

Article 16. Sole distributorship.

16.1
The Supplier shall not, during the life of this contract, grant any other
person or undertaking (including a subsidiary of the Supplier) within the
Territory the right to represent or market the Products.

Article 17. Term of the Contract.

17.1
This contract enters into force on the 1st day of January, 1995 and shall
remain in force until 31st of December, 1998.

17.2
This contract shall be automatically renewed for successive periods of one
year, unless termination by either party by notice given in writing by
means of communication ensuring evidence and date of receipt (e.g.
registered mail with return receipt, special courier), not less than four
months before the date of expiry.

Article 18. Earlier termination.

18.1
Each party may terminate this contract with immediate effect, by notice
given in writing by means of communication ensuring evidence and date of
receipt (e.g. registered mail with return receipt, special courier), in
case of a substantial breach by the other party of the obligations arising
out of the contract, or in case of exceptional circumstances justifying the
earlier termination.

18.2
Any failure by a party to carry out all or part of its obligations under
the contract resulting in such detriment to the other party as to
substantially deprive such other party of what it is entitled to expect
under the contract, shall be considered a substantial breach for the
purpose of Article 18.1 above.

18.3
The parties agree that the following situations shall be inter alia
considered as exceptional circumstances which justify the earlier
termination by the other party: bankruptcy, moratorium, receivership,
liquidation or any kind of arrangement between debtor and creditors, or any
other circumstances which are likely to affect substantially that party's
ability to carry out its obligations under this contract.

Article 19. Indemnity in case of termination.

19.1
The Distributor shall not be entitled to an indemnity for goodwill or
similar compensation ("indemnity") in case of termination of the contract.

Article 20. Return of documents and products in stock.

20.1
Upon expiry of this contract, the Distributor shall return to the Supplier
all promotional material and other documents and samples which have been
supplied to it by the Supplier and are in the Distributor's possession.

20.2
At the Supplier's option, the Supplier will buy from the Distributor all
Products the latter has in stock, provided they are still currently sold by
the Supplier and are in new condition and in original packaging, at the
price originally paid by the Distributor. Products not so purchased by the
Supplier must be sold by the Distributor in accordance with this contract
as good terms as possible.

Article 21. Arbitration - Applicable law.

21.1
Any dispute arising out of or in connection with the present contract shall
be finally settled in accordance with the Rules of Conciliation and
Arbitration of the International Chamber of Commerce by one or more
arbitrators appointed in accordance with said Rules.

21.2
This contract is governed by the laws of Sweden.

21.3
In any event, consideration shall be given to mandatory provisions of the
law of the country where the Distributor is established which should be
applicable even if the contract is governed by a foreign law. Any such
provisions will be taken into account to the extent they embody principles
which are universally recognized and provided their application appears
reasonable in the context of international trade.

Article 22. Previous agreements - Modifications - Nullity - Assignment.

22.1
This contract replaces any other preceding agreement between the parties on
the subject.

22.2
No addition or modification to this contract shall be valid unless made in
writing.

22.3
If any provision or clause of this contract is found to be null or
unenforceable, the contract will be construed as a whole to effect as
closely as practicable the original intent of the parties; however, if for
good cause, either party would not have entered in the contract knowing the
interpretation of the contract resulting from the foregoing, the contract
itself shall be null.

22.4
The present contract cannot be assigned without the prior written agreement
of the parties.

Article 23. Authentic text.

The English text of this contract is the only authentic text.

The Supplier The Distributor

Bengt Bandstigen John R. Wilson

Made in Eskilstuna on the 12th day of June, 1995

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