KIMBALL INTERNATIONAL INC
10-Q, 1994-02-03
OFFICE FURNITURE
Previous: K N ENERGY INC, 8-K, 1994-02-03
Next: LEE ENTERPRISES INC, 10-Q, 1994-02-03


<PAGE>
<PAGE>
                UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                    FORM 10-Q


(Mark One)


  X  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934
For the quarterly period ended December 31, 1993 

     TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES 
     EXCHANGE ACT OF 1934
For the transition period from            to           

Commission File Number  0-3279


                          KIMBALL INTERNATIONAL, INC.
            (Exact name of registrant as specified in its charter)


           Indiana                                   35-0514506        
(State or other jurisdiction of                   (I.R.S. Employer
 incorporation or organization)                  Identification No.)


   1600 Royal Street, Jasper, Indiana                47549-1001       
(Address of principal executive offices)             (Zip Code)


Registrant's telephone number, including area code  (812) 482-1600      


                             Not Applicable
Former name, former address and former fiscal year, if changed since last report



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      


The number of shares outstanding of the Registrant's common stock as of January
31, 1994 was:


   Class A Common Stock - 7,366,267 shares
   Class B Common Stock - 13,798,091 shares

                                      - 1 -
<PAGE>
<PAGE>
                           KIMBALL INTERNATIONAL, INC.
                                    FORM 10-Q
                                      INDEX


<TABLE>
<CAPTION>

                                                                                

                                                                                PAGE NO.
<S>                                                                                <C>
PART I   FINANCIAL INFORMATION:


  Item 1. Financial Statements

          Condensed Consolidated Statement of Financial Condition

          - December 31, 1993 (Unaudited), June 30, 1993
            and December 31, 1992 (Unaudited) . . . . . . . . . . . . . . . . . .   3

          Consolidated Statement of Income (Unaudited)

          - Six Months Ended December 31, 1993 and 1992 . . . . . . . . . . . . .   4
          - Three Months Ended December 31, 1993 and 1992 . . . . . . . . . . . .   5

          Consolidated Statement of Cash Flows (Unaudited)

          - Six Months Ended December 31, 1993 and 1992 . . . . . . . . . . . . .   6

          Notes To Consolidated Financial Statements (Unaudited) . . . . . . . . .  7


  Item 2. Management's Discussion and Analysis Of
          Financial Condition and Results of Operations . . . . . . . . . . . . .  8-10



PART II  OTHER INFORMATION:


  Item 4(c). Submission of Matters to a Vote of Security Holders . . . . . . . .    11

  Item 6.    Exhibits and Reports on Form 8-K  . . . . . . . . . . . . . . . . .    11

                       SIGNATURES . . . . . . . . . . . . . . . . . . . . . . . .   12

             - Exhibit #11 - Computation of Earnings Per Share
                (Part I Exhibit) . . . . . . . . . . . . . . . . . . . . . . . .   13-14

             - Exhibit #15 - Letter re:  Unaudited Interim Financial Information .  15

             - Exhibit #99 - Report of Independent Public Accountants - 
                Limited Review of Interim Financial Information . . . . . . . . .   16

</TABLE>







                                      - 2 -
<PAGE>
<PAGE>
                                     PART I.
                              FINANCIAL INFORMATION
                  KIMBALL INTERNATIONAL, INC. AND SUBSIDIARIES
             CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL CONDITION
                             (dollars in thousands)

<TABLE>
<CAPTION>
                                                     (unaudited)                (unaudited)
                                                     December 31,     June 30,  December 31,
ASSETS                                                   1993          1993          1992
<S>                                                   <C>            <C>          <C>
CURRENT ASSETS:
  Cash and cash equivalents                           $  4,137       $  4,625     $ 15,000
  Short-term investments                                84,164        102,597       91,404
  Accounts and notes receivable, less allow-
    ance for possible losses of $4,855,
    $4,916 and $5,745                                   87,066         87,623       82,983
  Inventories                                           89,803         84,666       75,628
  Other                                                 18,381         15,947       15,314
     Total Current Assets                              283,551        295,458      280,329

PROPERTY AND EQUIPMENT - at cost, less
  accumulated depreciation of $195,974,
  $184,458 and $173,904                                161,731        152,361      147,365

OTHER ASSETS                                            11,532          4,886        4,899

     Total Assets                                     $456,814       $452,705     $432,593

LIABILITIES AND SHARE OWNERS' EQUITY
CURRENT LIABILITIES:
  Loans payable to banks                              $  2,329       $  3,479     $  7,580
  Current maturities of long-term debt                   1,843          1,802        1,724
  Accounts payable                                      36,340         38,518       30,915
  Dividends payable                                      4,426          4,428        4,005
  Accrued expenses                                      52,448         51,843       45,468
     Total Current Liabilities                          97,386        100,070       89,692

OTHER LIABILITIES:
  Long-term debt, less current maturities                1,029          2,017        2,936
  Deferred income taxes                                 16,450         17,277       16,923
     Total Other Liabilities                            17,479         19,294       19,859

SHARE OWNERS' EQUITY:
  Common Stock                                           6,723          6,723        6,723
  Additional Paid-In Capital                               791            791          791
  Foreign currency translation adjustment                  427          1,351        1,140
  Retained earnings                                    341,671        331,839      321,751
                                                       349,612        340,704      330,405
  Less:  Treasury Stock, at cost                        (7,663)        (7,363)      (7,363)
     Total Share Owners' Equity                        341,949        333,341      323,042

       Total Liabilities and Share Owners' Equity     $456,814       $452,705     $432,593

See Notes to Consolidated Financial Statements
</TABLE>


                                      - 3 -
<PAGE>
<PAGE>
                  KIMBALL INTERNATIONAL, INC. AND SUBSIDIARIES
                        CONSOLIDATED STATEMENT OF INCOME
                 (dollars in thousands except per share amounts)

<TABLE>
<CAPTION>
                                                                          
                                                                           (unaudited)
                                                                         Six Months Ended
                                                                           December 31,               
                                                                       1993           1992       

<S>                                                                  <C>           <C> 
Net Sales                                                            $403,686      $347,016

Cost of Sales                                                         289,940       245,457

Gross Profit                                                          113,746       101,559

Selling, Administrative and General Expenses                           85,645        78,403

Restructuring Expenses                                                    ---         2,850


Operating Income                                                       28,101        20,306

Other Income (Expense):
  Interest Expense                                                       (202)         (787)
  Interest Income                                                       1,055         2,324
  Other - net                                                           1,179           468
                                                                        2,032         2,005

Income Before Taxes on Income                                          30,133        22,311

Taxes on Income                                                        11,449        10,249

Net Income                                                           $ 18,684      $ 12,062

Earnings Per Share of Common Stock:

  Net Income:

     Class A Common Stock                                                $.88          $.57
     Class B Common Stock                                                $.88          $.57

Dividends Per Share of Common Stock:

     Class A Common Stock                                                $.41 1/2      $.37 1/2
     Class B Common Stock                                                $.42          $.38

Average total number of shares outstanding
  Class A and B Common Stock                                         21,166,157    21,222,955

See Notes to Consolidated Financial Statements
</TABLE>






                                      - 4 -
<PAGE>
<PAGE>
                  KIMBALL INTERNATIONAL, INC. AND SUBSIDIARIES
                        CONSOLIDATED STATEMENT OF INCOME
                 (dollars in thousands except per share amounts)

<TABLE>
<CAPTION>                                                                          
                                                                            (unaudited)
                                                                        Three Months Ended
                                                                           December 31,          
                                                                       1993          1992       
<S>                                                                  <C>           <C>
Net Sales                                                            $205,804      $175,825

Cost of Sales                                                         149,193       124,876

Gross Profit                                                           56,611        50,949

Selling, Administrative and General Expenses                           43,149        39,558

Restructuring Expenses                                                    ---         2,850


Operating Income                                                       13,462         8,541

Other Income (Expense):
  Interest Expense                                                        (61)         (357)
  Interest Income                                                         472         1,067
  Other - net                                                             291           392
                                                                          702         1,102

Income Before Taxes on Income                                          14,164         9,643

Taxes on Income                                                         5,760         4,901

Net Income                                                           $  8,404      $  4,742

Earnings Per Share of Common Stock:

  Net Income:

     Class A Common Stock                                                $.40          $.23
     Class B Common Stock                                                $.40          $.23

Dividends Per Share of Common Stock:

     Class A Common Stock                                                $.20 3/4      $.18 3/4
     Class B Common Stock                                                $.21          $.19

Average total number of shares outstanding
  Class A and B Common Stock                                         21,164,358    21,213,289

See Notes to Consolidated Financial Statements
</TABLE>







                                      - 5 -
<PAGE>
<PAGE>
                  KIMBALL INTERNATIONAL, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENT OF CASH FLOWS
                             (dollars in thousands)
<TABLE>
<CAPTION>

                                                                          
                                                                           (unaudited)
                                                                         Six Months Ended
                                                                           December 31,           
                                                                       1993           1992       
<S>                                                                  <C>            <C>
Cash Flows From Operating Activities:
  Net income                                                         $ 18,684       $ 12,062
  Non-cash charges (credits) to net income:
     Depreciation and amortization                                     14,188         13,571
     Gain on sales of assets                                             (542)          (234)
     Deferred income tax provision                                     (1,223)           (37)
     Restructuring Expenses                                               ---          2,577
(Increase) decrease in current assets:
     Accounts and notes receivable                                        557         (7,187)
     Inventories                                                       (5,137)        (3,179)
     Other current assets                                                (986)           312
  Increase (Decrease) in current liabilities:
     Accounts payable                                                  (5,360)           659
     Accrued expenses                                                    (828)        (7,499)
          Net Cash Provided By Operating Activities                    19,353         11,045

Cash Flows From Investment Activities:
  Capital Expenditures                                                (22,958)       (13,442)
  Proceeds from sales of assets                                           648            676
  Increase in other assets                                             (3,791)          (906)
  Purchases of short-term investments                                  (4,560)        (9,019)
  Maturities and sales of short-term investments                       22,993         30,473
          Net Cash (Used For) Provided By Investment Activities        (7,668)         7,782
 
Cash Flows From Financing Activities:
  Net change in short-term borrowings                                  (1,150)         1,640
  Decrease in long-term debt                                             (947)          (169)
  Dividends paid                                                       (8,852)        (8,032)
  Acquisition of Treasury Stock                                          (300)        (1,441)
  Other - net                                                            (895)          (644)
          Net Cash Used For Financing Activities                      (12,144)        (8,646)

Effect of Exchange Rate Change on
  Cash and Cash Equivalents                                               (29)           (51)
Net (Decrease) Increase in Cash and Cash Equivalents                     (488)        10,130
Cash and Cash Equivalents-Beginning of Period                           4,625          4,870
Cash and Cash Equivalents-End of Period                              $  4,137       $ 15,000

Supplemental Disclosure of Cash Flow Information:
  Cash paid during the period for:
     Income Taxes                                                    $ 12,834       $ 14,856
     Interest                                                        $    196       $    763

Total Cash, Cash Equivalents and
  Short-Term Investments:

     Cash and cash equivalents                                       $  4,137       $ 15,000
     Short-term investments                                            84,164         91,404

          Totals                                                     $ 88,301       $106,404

See Notes to Consolidated Financial Statements
</TABLE>
                                      - 6 -
<PAGE>
<PAGE>
                  KIMBALL INTERNATIONAL, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (unaudited)




(1)  The interim financial statements included herein have been prepared by the
     Company, without audit, pursuant to the rules and regulations of the
     Securities and Exchange Commission.  Certain information and footnote
     disclosures normally included in financial statements prepared in
     accordance with generally accepted accounting principles have been
     condensed or omitted pursuant to such rules and regulations, although the
     Company believes that the disclosures are adequate to make the information
     presented not misleading.  It is suggested that these financial statements
     be read in conjunction with the financial statements and the notes thereto
     included in the Company's latest annual report on Form 10-K.

(2)  Inventories consist of:  (in thousands)

<TABLE>
<CAPTION>
                      December 31,      June 30,    December 31,
                          1993            1993          1992      
      <S>                <C>             <C>           <C>
      Raw Materials      $50,581         $43,626       $40,124
      Work-in-Process     15,386          17,527        13,839
      Finished Goods      23,836          23,513        21,665
         Total           $89,803         $84,666       $75,628
</TABLE>

     For interim reporting, LIFO inventories are computed based on estimated
     year-end quantities and price levels.  Changes in such estimates will be
     reflected in the interim financial statements in the period in which they
     occur.

(3)  Earnings per share are computed under the method prescribed in Accounting
     Principles Board Opinion No. 15 for computing earnings per share for two
     class common stock due to the dividend preference of Class B Common Stock.

(4)  Effective July 1, 1993, the Company adopted FASB Statement No. 109,
     Accounting for Income Taxes.  The impact of adopting the new statement was
     $1,200,000 of income, or 5 cents per share.  See Management's Discussion
     and Analysis for additional discussion.

(5)  Net income in the second quarter and six months ended December 31,1992,
     include a restructuring charge of $2,850,000, or $.13 per Class B share,
     relating to the restructuring of the Company's piano operations in Europe.

(6)  Arthur Andersen & Co., independent public accountants, performed a limited
     review of the consolidated financial statements for the three and six month
     periods ended December 31, 1993, as indicated in the report on the limited
     review attached as an Exhibit.  Since they did not perform an audit, they
     express no opinion on the financial statements referred to above.
     Management has given effect to any significant adjustments and disclosures
     proposed in the course of the limited review.


                                      - 7 -
<PAGE>
<PAGE>
                  KIMBALL INTERNATIONAL, INC. AND SUBSIDIARIES
                             MANAGEMENT'S DISCUSSION
                                       AND
            ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS



OVERVIEW
Second quarter net sales and net income levels were up when compared to the
previous year's second quarter.  Net sales increased 17% and net income,
excluding a $2.9 million restructuring charge in the prior year second quarter
to restructure the Company's piano operations in Europe, increased 11%,
principally due to increased sales and operating income levels in Furniture and
Cabinets and Electronic Contract Assemblies segments.  The Company ended the
second quarter with strong open order levels across most major product lines.

For the six month period ended December 31, 1993, net sales and net income
levels were also both up when compared to the prior year as sales and operating
income levels in each of the Company's three business segments were above the
year earlier period.  The current year six month period includes the one time
impact of adopting FASB Statement No. 109, Accounting for Income Taxes, which
increased net income by $1.2 million.  Net sales increased 16% and net income,
excluding the adoption of FASB Statement No. 109 in the current year and the
restructuring charge in the prior year, increased 17%, when compared to the
prior year six month period.  Second quarter and six month period operating
losses in the Company's European operations were reduced when compared to the
same periods in the prior year. 

 
RESULTS OF OPERATIONS - THREE AND SIX MONTHS ENDED
DECEMBER 31, 1993 COMPARED TO THREE AND SIX MONTHS
ENDED DECEMBER 31, 1992

NET SALES -- In the Furniture and Cabinets Segment, second quarter and six month
period sales increased 18% and 17%, respectively, when compared to the same
periods in the previous year, largely due to increased sales in the Office
Furniture Group, Cabinets and OEM Furniture Group and the Lodging Group.  In the
Office Furniture Group, sales of office furniture systems increased over the
prior year second quarter and six month period levels as the Company continues
to experience sales growth in its system and modular furniture product lines,
which yield greater flexibility in office configuration.  Sales of office
furniture casegoods were up over prior year second quarter and six month period
sales levels, primarily due to increased sales of mid-range priced casegoods
product lines, partially the result of new product line offerings.  Open orders
in the Office Furniture Group remained strong at the end of the second quarter. 
Sales in the Cabinets and OEM Furniture Group were up over the prior year second
quarter and six month periods, as an increase in the sales of television and
speaker cabinets in wood and vinyl more than offset a reduction in sales of
contract furniture.  Open order levels for the Cabinets and OEM Furniture Group
at the end of the second quarter were up compared to the prior year weak levels,
generally reflecting the cyclical nature of retail television sales to
consumers.  Kimball Lodging Group's sales were up when compared to the prior
year second quarter and six month period as sales of hospitality product lines
continue to exceed the year earlier depressed levels.  Open order levels in the
Lodging Group at the end of the second quarter remained strong, although down
when compared to prior year levels, as the prior year included orders for
several large hospitality projects. 

Electronic Contract Assemblies Segment second quarter and six month period sales
levels increased 23% and 21%, respectively, above the same periods in the prior
year.  The sales improvement was the result of increased computer and automotive
assemblies sales, in part due to customer diversification.  Open order levels in
this segment remained strong at the end of the second quarter.  Included in this
segment are sales to one customer which accounted for 12% of consolidated second
quarter net sales in both the current and prior year; for the current and prior
six month period, sales to this customer accounted for 11% of consolidated net
sales.

                                      - 8 -
<PAGE>
<PAGE>
Processed Wood Products and Other Segment sales in the current year second
quarter and six month period exceeded the prior year levels, largely due to
increased outside sales of wood products in the Raw Materials Group, which were
partially the result of price increases on lumber and dimension products as well
as increased volumes on select product lines.

OPERATING INCOME -- As a percent of net sales, operating income was 6.5% in the
second quarter and 7.0% in the six month period, which represents increases of
1.6 and 1.1 percentage points compared to the prior year periods, respectively. 
When comparing both the second quarter and six month period in the current year
to the prior year, gross profit levels have decreased.  The reduced gross profit
percentage is primarily the result of an increase in material costs, partially
due to a sales mix change and increased material component prices.  Both the
prior year second quarter and six month period operating income levels include
$2.9 million of restructuring expense to restructure the Company's piano
operations in Europe, which reduced operating income levels as a percentage of
sales by 1.6 and .8 percentage points, respectively. 

In the fourth quarter of fiscal 1993, the Company began to experience
procurement difficulties and increased prices on key electronic component part
purchases, particularly semiconductor components which were placed on an
industry-wide "allocation".  In the second quarter, the Company began to
encounter less difficultly in sourcing these components and began to see some
downward movement on component prices, although still remaining above levels
prior to the "allocation".

In the Furniture and Cabinets Segment, most operating groups experienced
improved operating income levels in the second quarter and six month period when
compared to the same periods in the prior year.  The Cabinets and OEM Furniture
Group and European Operations Group experienced the strongest improvement in
operating income levels.  In the Cabinets and OEM Furniture Group, the improved
operating income performance in the current year second quarter and six month
period was primarily attributable to increased volume levels and a shifting
sales mix to higher margined products.  While the Company's European operations
continued to operate at a loss, largely due to these subsidiaries continuing to
experience depressed economic conditions in their principal markets, these
losses were reduced when compared to the prior year second quarter and six month
periods, exclusive of the restructuring charge in the prior year.  The Company
continues to anticipate losses in its European subsidiaries for the remainder of
fiscal 1994.  

In the Electronic Contract Assemblies Segment, operating income increased in the
second quarter and six month period when compared to the prior year.  Increased
operating income resulting from increased volume levels was somewhat offset by a
changing sales mix, operating inefficiencies associated with the start-up of
production of new product lines and development costs associated with the next
generation of existing product lines as well as material price increases (as
discussed above).  The electronics industry remains very competitive which has
caused the Company to experience some difficulty in passing on higher operating
costs to its customers.

In the Processed Wood Products and Other Segment, current year second quarter
operating income was down slightly when compared to the prior year, primarily
due to lower operating income levels on laminated wood product line sales. 
Operating income levels in the six month period were up when compared to the
prior year, primarily a result of higher outside sales of wood products as well
as improved operating income levels on plastic component sales.

OTHER INCOME -- Interest expense was down in both the second quarter and six
month period as a result of reduced outside borrowings in the Company's European
subsidiaries as the Company transferred cash to these subsidiaries in mid fiscal
1993 to allow them to reduce and/or eliminate their outside debt levels. 
Interest income was down due to a lower average investment balance and reduced
interest rates when compared to the same periods a year ago. 

TAXES ON INCOME -- The Company's effective tax rate decreased 10.1 and 7.9
percentage points in the second quarter and six month period, respectively, when
compared to the prior



                                      - 9 -
<PAGE>
<PAGE>
year periods, largely due to the reduced level of foreign operating losses,
including the prior year foreign restructuring charge, for which limited income
tax benefit is available at this time.  The impact of adopting FASB Statement
No. 109 (as discussed below) reduced the six month period Taxes on Income by
$1.2 million and the effective tax rate by 4.0%.  Both the current year second
quarter and six month period effective tax rates have been increased as a result
of a 1 percentage point increase in the U.S. statutory tax rate.  

NET INCOME -- Net income in the second quarter was $8,404,000, or 40 cents per
share of Class B Common Stock, up 74% from last year's $4,742,000, or 23 cents
per Class B Share.  The prior year second quarter includes a restructuring
charge which decreased net income by $2.9 million, or 13 cents per Class B
Share.  Excluding the restructuring charge in the prior year second quarter, net
income was up 11%. 

Net income in the six month period ended December 31, 1993, was $18,684,000, or
88 cents per share of Class B Common Stock, up 54% from last year's six month
period net income of $12,062,000, or 57 cents per Class B Share.  The current
year six month period includes the one time impact of adopting FASB Statement
No. 109, which increased net income by $1,200,000, or 5 cents per share. 
Excluding the one time impact of adopting FASB Statement No. 109 in the current
year, and the restructuring charge in the prior year, net income was up 17%.    

 

ADOPTION OF NEW ACCOUNTING STANDARD -- Effective July 1, 1993, the Company
adopted FASB Statement No. 109, Accounting for Income Taxes.  The impact of
adopting the new statement, which, due to the immateriality of this transaction
was included in Taxes on Income in the Consolidated Statement of Income, was
$1,200,000 of income, or 5 cents per share.  This one-time adoption impact was
triggered by a lowering of the Company's net deferred tax liability as Statement
No. 109 requires all deferred tax items be established at current enacted
statutory rates.


LIQUIDITY AND CAPITAL RESOURCES

Cash, Cash Equivalents and Short-Term Investments totaled $88.3 million at
December 31, 1993, compared to $107.2 million at June 30, 1993 and $106.4
million one year ago.  Working capital and the current ratio were a strong
$186.2 million and 2.9 to 1, respectively, as of December 31, 1993.  The Company
expects to maintain this strong liquidity position throughout fiscal year 1994.

Net cash provided by operating activities totaled $19.4 million for the six
months ended December 31, 1993, as cash flow generated by the Company's net
income level was somewhat reduced by increased investments in inventories and a
lowering of the accounts payable balance to suppliers.  The positive cash flow
from operating activities was offset by the Company's decision to internally
finance capital investments for the future including the construction of a new
steel furniture manufacturing facility in Idaho, continued investment in
information technology, including a new enterprise business and manufacturing
information system and cash used to purchase other capital assets which together
totaled approximately $26.7 million in the first six months.  The Company used
an additional $12.1 million in cash to fund financing activities, principally to
pay dividends.  Other cash flow activity in the six months netted to an inflow
of $.5 million, as the Company's total cash flow, excluding the effect of
purchases, maturities and sales of short-term investments, was a negative $18.9
million in the six months ended December 31, 1993.

The Company continues to forecast fiscal 1994 as a period of high capital
expansion, including approximately $28 million, of which approximately $13
million was expended in the first six months, to construct a new steel
furniture manufacturing facility in Idaho to relocate the operations of Harpers
from Torrance, California to Post Falls, Idaho.  The Company anticipates total
construction costs will approximate $35 million.  The Company also plans to
continue to invest additional cash in its European operations as well as in new
information technology over the remainder of fiscal 1994, both of which will be
funded internally.



                                     - 10 -
<PAGE>
<PAGE>
                                    PART II.
                                OTHER INFORMATION


Item 4(c)  -  Submission of Matters to a Vote of Security Holders

     The Company's Annual Meeting of Share Owners was held on October 12, 1993. 
The Board of Directors was elected in its entirety, based on the following
election results:

<TABLE>
<CAPTION>
  Nominees as Directors by
Holders of Class A Common Stock         Votes For*          Votes Withheld
      <S>                               <C>                    <C>
      Thomas L. Habig                   6,994,861              11,776
      Douglas A. Habig                  6,994,861              11,776
      James C. Thyen                    6,994,861              11,776
      John B. Habig                     6,994,861              11,776
      Anthony P. Habig                  6,994,861              11,776
      Ronald J. Thyen                   6,994,861              11,776
      Leonard B. Marshall, Jr.          6,994,861              11,776
      Dr. Jack R. Wentworth             6,994,861              11,776
      Brian K. Habig                    6,994,861              11,776
      John T. Thyen                     6,994,861              11,776
      Gary P. Critser                   6,994,861              11,776
</TABLE>

   * Votes for nominees as Directors by holders of Class A Common Stock
     totaled 6,994,861 shares, or 94.9% of the total 7,368,271 Class A
     shares outstanding and eligible to vote.


<TABLE>
<CAPTION>
  Nominees as Directors by
Holders of Class B Common Stock         Votes For*          Votes Withheld
      <S>                              <C>                     <C>
      Patricia Harding Snyder**        11,865,847              25,339
</TABLE>

   * Votes for nominees as Directors by holders of Class B Common Stock
     totaled 11,865,847 shares, or 85.9% of the total 13,806,351 Class B
     shares outstanding and eligible to vote.   

  ** Retired from the Board of Directors effective 12/31/93.


Item 6. -  Exhibits and Reports on Form 8-K

          (a)  Exhibits (numbered in accordance with Item 601 of Regulation S-K)

               (11) Computation of earnings per share

               (15) Letter re:  Unaudited Interim Financial Information

               (99) Report of Independent Public Accountants - Limited Review of
                    Interim Financial Information

          (b)  Reports on Form 8-K

               No reports on Form 8-K have been filed during the three months
               ended December 31, 1993.










                                     - 11 -
<PAGE>
<PAGE>
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.


                                        KIMBALL INTERNATIONAL, INC.


                                              Douglas A. Habig
                                              DOUGLAS A. HABIG
                                   (President and Chief Executive Officer)


                                               Gary P. Critser
                                               GARY P. CRITSER
                                    (Senior Exec. Vice President, Chief
                                      Accounting Officer and Secretary)



Date:  February 3, 1994






                                    - 12 -

<PAGE>
<PAGE>
                    KIMBALL INTERNATIONAL, INC. AND SUBSIDIARIES
                         COMPUTATION OF EARNINGS PER SHARE
                         SIX MONTHS ENDED DECEMBER 31, 1993
                                    (UNAUDITED)

<TABLE>
<S>                                                                      <C>              <C>
Net income, six months ended December 31, 1993  . . . . . . . . . . .                     $18,684,000

Dividends declared:
  Class A Common -- $.4150 per share  . . . . . . . . . . . . . . . .    $(3,057,000)
  Class B Common -- $.42 per share  . . . . . . . . . . . . . . . . .     (5,795,000)
                                                                                           (8,852,000)

Undistributed earnings  . . . . . . . . . . . . . . . . . . . . . . .                      $9,832,000

Undistributed earnings divided
  by 21,166,157 average number
  of shares outstanding . . . . . . . . . . . . . . . . . . . . . . .                          $.4645


                                                                              Class A          Class B

Undistributed earnings per share  . . . . . . . . . . . . . . . . . .         $.4645           $.4645

Assumed distribution of earnings  . . . . . . . . . . . . . . . . . .          .4150            .4200

  Earnings per share  . . . . . . . . . . . . . . . . . . . . . . . .         $.8795           $.8845

  Rounded . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .           $.88             $.88
</TABLE>

                        COMPUTATION OF EARNINGS PER SHARE
                        SIX MONTHS ENDED DECEMBER 31, 1992
                                    (UNAUDITED)

<TABLE>
<S>                                                                      <C>              <C>
Net income, six months ended December 31, 1992  . . . . . . . . . . .                     $12,062,000

Dividends declared:
  Class A Common -- $.3750 per share  . . . . . . . . . . . . . . . .    $(2,769,000)
  Class B Common -- $.38 per share  . . . . . . . . . . . . . . . . .     (5,251,000)
                                                                                           (8,020,000)

Undistributed earnings  . . . . . . . . . . . . . . . . . . . . . . .                     $ 4,042,000

Undistributed earnings divided
  by 21,222,955 average number
  of shares outstanding . . . . . . . . . . . . . . . . . . . . . . .                          $.1905


                                                                             Class A          Class B

Undistributed earnings per share  . . . . . . . . . . . . . . . . . .         $.1905           $.1905

Assumed distribution of earnings  . . . . . . . . . . . . . . . . . .          .3750            .3800

  Earnings per share  . . . . . . . . . . . . . . . . . . . . . . . .         $.5655           $.5705

  Rounded . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .           $.57             $.57

                                                                             Part I - Exhibit (11)
</TABLE>

                                     - 13 -
<PAGE>
<PAGE>        
                    KIMBALL INTERNATIONAL, INC. AND SUBSIDIARIES
                          COMPUTATION OF EARNINGS PER SHARE
                         THREE MONTHS ENDED DECEMBER 31, 1993
                                    (UNAUDITED)

<TABLE>
<S>                                                                       <C>              <C>
Net income, three months ended December 31, 1993  . . . . . . . . . .                      $8,404,000

Dividends declared:
  Class A Common -- $.2075 per share  . . . . . . . . . . . . . . . .     $(1,528,000)
  Class B Common -- $.21 per share  . . . . . . . . . . . . . . . . .      (2,898,000)
                                                                                           (4,426,000)

Undistributed earnings  . . . . . . . . . . . . . . . . . . . . . . .                      $3,978,000

Undistributed earnings divided
  by 21,164,358 average number
  of shares outstanding . . . . . . . . . . . . . . . . . . . . . . .                          $.1880


                                                                              Class A          Class B

Undistributed earnings per share  . . . . . . . . . . . . . . . . . .          $.1880          $.1880

Assumed distribution of earnings  . . . . . . . . . . . . . . . . . .           .2075           .2100

  Earnings per share  . . . . . . . . . . . . . . . . . . . . . . . .          $.3955          $.3980

  Rounded . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .            $.40            $.40
</TABLE>

                              COMPUTATION OF EARNINGS PER SHARE
                             THREE MONTHS ENDED DECEMBER 31, 1992
                                         (UNAUDITED)

<TABLE>
<S>                                                                       <C>              <C>
Net income, three months ended December 31, 1992  . . . . . . . . . .                      $4,742,000

Dividends declared:
  Class A Common -- $.1875 per share  . . . . . . . . . . . . . . . .     $(1,385,000)
  Class B Common -- $.19 per share  . . . . . . . . . . . . . . . . .      (2,620,000)
                                                                                           (4,005,000)

Undistributed earnings  . . . . . . . . . . . . . . . . . . . . . . .                       $ 737,000

Undistributed earnings divided
  by 21,213,289 average number
  of shares outstanding . . . . . . . . . . . . . . . . . . . . . . .                          $.0347


                                                                              Class A          Class B

Undistributed earnings per share  . . . . . . . . . . . . . . . . . .          $.0347          $.0347

Assumed distribution of earnings  . . . . . . . . . . . . . . . . . .           .1875           .1900

  Earnings per share  . . . . . . . . . . . . . . . . . . . . . . . .          $.2222          $.2247

  Rounded . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .            $.23            $.23

                                                                             Part I - Exhibit (11)
</TABLE>

                                     - 14 -

<PAGE>
<PAGE>
To Kimball International, Inc.:

We are aware that Kimball International, Inc. has incorporated by reference in
its Registration Statement No. 33-20125 its Form 10-Q for the quarter ended
December 31, 1993, which includes our report dated January 19, 1994, covering
the unaudited interim financial information contained therein.  Pursuant to
Regulation C of the Securities Act of 1933, that report is not considered a part
of the registration statement prepared or certified by our firm or a report
prepared or certified by our firm within the meaning of Sections 7 and 11 of the
Act.





                                Arthur Andersen & Co.
                                ARTHUR ANDERSEN & CO.




January 19, 1994
Indianapolis, Indiana.





                                                                                

                        
                                                                   Exhibit (15)










                                     - 15 -

<PAGE>
<PAGE>
                     REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS


To Kimball International, Inc.:

We have reviewed the accompanying condensed consolidated statement of financial
condition of Kimball International, Inc. (an Indiana corporation) and
subsidiaries as of December 31, 1993, and the related condensed consolidated
statements of income and cash flows for the three-month and six-month periods
then ended.  These financial statements are the responsibility of the Company's
management.

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

Based on our review, we are not aware of any material modifications that should
be made to the financial statements referred to above for them to be in
conformity with generally accepted accounting principles.

We have previously audited, in accordance with generally accepted auditing
standards, the consolidated statement of financial condition as of June 30,
1993, and the related consolidated statements of income, cash flows and
shareowners' equity for the year then ended (not presented separately herein),
and in our report dated August 2, 1993, we expressed an unqualified opinion on
those statements.  In our opinion, the information set forth in the accompanying
condensed consolidated statement of financial condition as of June 30, 1993, is
fairly stated, in all material respects, in relation to the consolidated
statement of financial condition from which it has been derived.





                                                   Arthur Andersen & Co.
                                                   ARTHUR ANDERSEN & CO.

Indianapolis, Indiana,
January 19, 1994.







                                                                    Exhibit (99)






                                     - 16 -


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission