KIMBALL INTERNATIONAL INC
10-Q, 1997-02-03
OFFICE FURNITURE
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<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, 1996

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

Commission File Number  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
22, 1997 were:

   Class A Common Stock -  7,253,389 shares
   Class B Common Stock - 13,448,248 shares

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


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


  Item 1. Financial Statements

          Condensed Consolidated Balance Sheet
          - December 31, 1996 (Unaudited) and June 30, 1996 . . . . . . . 3

          Consolidated Statement of Income (Unaudited)
          - Three Months and Six Months Ended December 31, 1996 and 1995. 4

          Consolidated Statement of Cash Flows (Unaudited)
          - Six Months Ended December 31, 1996 and 1995 . . . . . . . . . 5

          Notes To Consolidated Financial Statements (Unaudited). . . . . 6-7


  Item 2. Management's Discussion and Analysis Of
          Financial Condition and Results of Operations . . . . . . . . . 8-11



PART II  OTHER INFORMATION:


  Item 4(c). Submission of Matters to a Vote of Security Holders. . . . . 12

  Item 6.    Exhibits and Reports on Form 8-K . . . . . . . . . . . . . . 12-13

                                   SIGNATURES . . . . . . . . . . . . . . 13

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

             - Exhibit #27 - Financial Data Schedule
                (Part I Exhibit)

</TABLE>






                                    - 2 -<PAGE>
<PAGE>
<TABLE>
                                                   PART I.
                                           FINANCIAL INFORMATION
                               KIMBALL INTERNATIONAL, INC. AND SUBSIDIARIES
                                   CONDENSED CONSOLIDATED BALANCE SHEET
                                          (dollars in thousands)

<CAPTION>

                                                            (unaudited)
                                                            December 31,               June 30,
<S>                                                            1996                      1996
ASSETS                                                       <C>                       <C>
CURRENT ASSETS:
  Cash and cash equivalents                                  $ 14,178                  $  5,647
  Short-term investments at cost, estimated
      market value of $135,137 and $108,164                   135,111                   108,425
  Accounts and notes receivable, less allow-
      ance for possible losses of $4,383
      and $4,075                                              109,251                   117,140
  Inventories                                                  76,880                    89,489
  Other                                                        23,306                    21,550
     Total Current Assets                                     358,726                   342,251
PROPERTY AND EQUIPMENT - at cost, less
  accumulated depreciation of $228,756
  and $221,569                                                175,699                   174,009
OTHER ASSETS                                                   21,082                    21,965
       Total Assets                                          $555,507                  $538,225

LIABILITIES AND SHARE OWNERS' EQUITY
CURRENT LIABILITIES:
  Loans payable to banks                                     $  2,778                  $  2,282
  Current maturities of long-term debt                            427                       492
  Accounts payable                                             49,761                    50,963
  Dividends payable                                             5,364                     5,393
  Accrued expenses                                             66,938                    62,913
     Total Current Liabilities                                125,268                   122,043
OTHER LIABILITIES:
  Long-term debt, less current maturities                       2,740                     3,016
  Deferred income taxes and other                              22,470                    22,152
     Total Other Liabilities                                   25,210                    25,168
SHARE OWNERS' EQUITY:
  Common stock                                                  6,723                     6,723
  Additional paid-in capital                                    1,631                       898
  Foreign currency translation adjustment                       2,196                     1,441
  Retained earnings                                           416,415                   399,024
  Less:  Treasury stock, at cost                              (21,936)                  (17,072)
     Total Share Owners' Equity                               405,029                   391,014
       Total Liabilities and Share Owners' Equity            $555,507                  $538,225


See Notes to Consolidated Financial Statements
</TABLE>









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

<CAPTION>


                                             (unaudited)                             (unaudited)
                                         Three Months Ended                        Six Months Ended
                                            December 31,                             December 31,
                                         1996          1995                       1996          1995

<S>                                    <C>           <C>                        <C>           <C>
Net Sales                              $253,780      $234,539                   $501,480      $453,472

Cost of Sales                           178,611       169,814                    353,177       332,891

Gross Profit                             75,169        64,725                    148,303       120,581

Selling, Administrative
   and General Expenses                  55,003        47,321                    108,954        92,481

Operating Income                         20,166        17,404                     39,349        28,100

Other Income (Expense):
  Interest Expense                         (115)         (127)                      (232)         (215)
  Interest Income                         2,082         1,872                      3,995         3,769
  Other - net                             1,238           952                     (1,559)        2,416
     Other Income - net                   3,205         2,697                      2,204         5,970

Income Before Taxes on Income            23,371        20,101                     41,553        34,070

Taxes on Income                           8,750         7,810                     13,411        13,361

Net Income                             $ 14,621      $ 12,291                   $ 28,142      $ 20,709


Earnings Per Share of Common Stock:
     Class A Common Stock                 $ .71         $ .59                     $ 1.36         $ .99
     Class B Common Stock                 $ .71         $ .59                     $ 1.36         $ .99

Dividends Per Share of Common Stock:
     Class A Common Stock                 $ .25 3/4     $ .22 3/4                 $  .51 1/2     $ .45 1/2
     Class B Common Stock                 $ .26         $ .23                     $  .52         $ .46

Average total number of shares
   outstanding Class A and B
   Common Stock                           20,706,750    20,910,895                20,750,998     20,941,469


See Notes to Consolidated Financial Statements
</TABLE>














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

                                                                      (unaudited)
                                                                    Six Months Ended
                                                                       December 31,
                                                                 1996            1995
<S>                                                            <C>             <C>
Cash Flows From Operating Activities:
  Net income                                                   $ 28,142        $ 20,709
  Non-cash charges (credits) to net income:
     Depreciation and amortization                               16,533          16,326
     Gain on sales of assets                                       (446)         (1,625)
     Deferred income tax and other deferred charges                 318             512
  (Increase) Decrease in current assets:
     Accounts and notes receivable                                7,889            (184)
     Inventories                                                 12,609             354
     Other current assets                                        (2,690)            390
  Increase (Decrease) in current liabilities:
     Accounts payable                                            (1,202)          4,674
     Accrued expenses                                             4,207          (7,260)
          Net Cash Provided By Operating Activities              65,360          33,896

Cash Flows From Investing Activities:
  Capital expenditures                                          (18,825)        (17,265)
  Proceeds from sales of assets                                     573           5,672
  Proceeds from sale of subsidiary                                2,345              --
  Increase in other assets                                         (515)         (1,797)
  Purchases of short-term investments                           (54,106)        (45,291)
  Maturities of short-term investments                           27,420          36,249
          Net Cash Used For Investing Activities                (43,108)        (22,432)

Cash Flows From Financing Activities:
  Increase in short-term borrowings                                 496             903
  Decrease in long-term debt                                       (341)           (202)
  Dividends paid                                                (10,780)         (9,614)
  Acquisition of treasury stock, net of sales                    (4,111)         (2,405)
  Other - net                                                     1,008            (135)
          Net Cash Used For Financing Activities                (13,728)        (11,453)

Effect of Exchange Rate Change on
  Cash and Cash Equivalents                                           7             (38)
Net Increase (Decrease) in Cash and Cash Equivalents              8,531             (27)

Cash and Cash Equivalents-Beginning of Period                     5,647          15,278
Cash and Cash Equivalents-End of Period                        $ 14,178        $ 15,251

Supplemental Disclosure of Cash Flow Information:
  Cash paid during the period for:
     Income taxes                                              $ 17,173        $ 17,315
     Interest                                                  $    258        $    184

Total Cash, Cash Equivalents and
  Short-Term Investments:
     Cash and cash equivalents                                 $ 14,178        $ 15,251
     Short-term investments                                     135,111         106,576
          Totals                                               $149,289        $121,827


See Notes to Consolidated Financial Statements
</TABLE>
                                - 5 -<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.  All significant intercompany
     transactions and balances have been eliminated.  Management believes
     the financial statements include all adjustments of a normal,
     recurring nature necessary to present fairly the financial
     statements of the interim period.  Results of operations for the six
     month period are not necessarily indicative of the results to be
     expected for the entire fiscal year.  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.

<TABLE>
(2)  Inventories consist of:  (in thousands)
<CAPTION>
                       December 31,       June 30,
                          1996             1996
      <S>                <C>             <C>
      Raw Materials      $40,834         $50,110
      Work-in-Process     11,114          14,743
      Finished Goods      24,932          24,636
         Total           $76,880         $89,489

     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.
</TABLE>

(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.




                                 - 6 -<PAGE>
<PAGE>


(4)  On March 29, 1996, the Company acquired certain assets of ELMO Semi-
     conductor Corporation of California and all of the outstanding capital
     stock of ELMO Semiconducteurs SARL of France, providers of semiconductor
     DIE processing, testing, design and packaging.  The acquisition was
     accounted for as a purchase, with operating results included in the
     Company's consolidated statement of income from the date of acquisition.
     The Company has one year in which it may adjust the initial purchase
     price allocation.  The acquisition was not material and was financed
     with the Company's available cash on hand.

(5) The Company sold its piano key and action production facility located in the
    United Kingdom, Herrburger Brooks, PLC, during the first quarter of fiscal
    year 1997.  Included in the six month consolidated statement of income is a
    $3.8 million pretax loss on the sale reported in Other-net, with an
    offsetting $3.8 million income tax benefit reported in Taxes on Income.
    This tax benefit was the result of a higher U.S. tax basis in this
    subsidiary due to previously nondeductible losses on the investment in this
    U.K. subsidiary.  This transaction resulted in no impact to fiscal year 1997
    consolidated six month net income.
































                                 - 7 -<PAGE>
<PAGE>

                  Management's Discussion and Analysis
            of Financial Condition and Results of Operations

OVERVIEW
Net sales in the second quarter of the 1997 fiscal year increased 8% over the
same quarter of the prior fiscal year to reach a new quarterly record of
$253,780,000.  Sales for the first six months of the current fiscal year
exceeded the prior year total by 11%.  Net Income of $14,621,000 and Class B
earnings per share of $.71 in the second quarter increased 19% over the same
period in the prior year and set all time quarterly highs for the Company.  Net
income and Class B earnings per share for the six months ended December 31, 1996
were 36% ahead of the prior year amount for the same period.  Cash flow
generated from operations totaled  $65,360,000 for the six month period.  Open
orders as of December 31, 1996 were $184,205,000.

RESULTS OF OPERATIONS - THREE AND SIX MONTHS ENDED DECEMBER 31, 1996 COMPARED TO
THREE AND SIX MONTHS ENDED DECEMBER 31, 1995
Net sales for the three and six month periods ended December 31, 1996, were
$253,780,000 and $501,480,000, respectively, an increase of 8% and 11%,
respectively, above the same periods one year earlier.  Sales increased in the
second quarter and six month period in both the Furniture and Cabinets and
Electronic Contract Assemblies segments of the company, which are the larger
two of the Company's three business segments.  Net Sales in the Processed Wood
Products and Other segment were flat when compared to the prior year's second
quarter, while declining for the six month period when compared to the prior
year.  Operating Income for the second quarter of fiscal 1997 was $20,166,000,
and for the six month period was $39,349,000, an increase of 16% and 40%,
respectively, over the prior year's results due primarily to increased sales
volumes and manufacturing efficiency improvements.

Net Sales in the Company's largest segment, Furniture and Cabinets, increased 7%
for the three month period and 10% for the six month period, when compared to
the prior year, led by increased sales in the office furniture and lodging
furniture product lines.  Office furniture experienced sales growth across a
broad product offering of wood and metal product lines in both the three and six
month periods.  Increases in net sales of office furniture lines are attributed
to volume increases on both new and mature products and, to a lesser extent, an
increase in selling prices.  Operating income in the office furniture product
line increased for both the three and six month periods due primarily to volume
increases, lower material costs, and improved manufacturing efficiencies.  The
prior year's three and six month periods also included certain facility
preparation costs to add capacity for the production of office furniture
systems.  The rate of decline in material costs as a percent of sales slowed in
the second quarter of this fiscal year as prices for some raw components
increased during the quarter.  Operating margins, as a percent of sales,
continued to improve in metal office furniture product lines as increased
volumes improved manufacturing efficiency, despite incremental expenses incurred
to launch a new product line late in the second quarter.

                                 - 8 -<PAGE>
<PAGE>
Net sales of Original Equipment Manufacturer (OEM) product lines, primarily
television cabinets and stands, audio cabinets, and residential furniture
decreased in the three and six month periods when compared to the same period
one year earlier, as some customers experienced lower market demand for their
products.  Production flexibility is inherent in the OEM supplier market as
customers shift schedules creating short-term fluctuations between any given
periods.  Some of the capacity created by lower cabinet demand and exiting the
piano market in the prior fiscal year was utilized by producing other product
lines within this segment.  Operating income for OEM products declined primarily
due to the reduction in sales volume and, to a lesser extent, a shift in product
mix towards lower margin products.

Lodging furniture sales increased in the second quarter and six month period
when compared to the same periods a year ago, as greater volumes were achieved
in the sales of standard and high-end products for lodging facilities.  Demand
is being created through continuation of the refurbishing initiative in the
lodging industry, as well as construction of new facilities.  Expansion of the
standard line of product offerings in the first quarter of this fiscal year
contributed to the increased volume.  Operating profits for the three month
period are lower than the prior year's level, primarily due to increases in
variable material costs, as a percent of sales, that were not immediately
reflected in customer pricing.  Operating profits on a year-to-date basis
increased at a slower rate than sales as increases in variable material costs,
as a percent of sales, were not completely passed on to customers.  Price
increases on some standard product lines occurred late in the second quarter.

The Company's European facilities experienced a decline in sales volumes and
operating margins in the second quarter, while sales and operating margins
improved for the six month period, when compared to the prior year. 
Fluctuations in sales volumes and operating margins at the European facilities
do not have a material impact on the Company's consolidated results.  The
Company sold its piano key and action production facility located in the United
Kingdom, Herrburger Brooks, Plc, during the first quarter of fiscal 1997, with
the transaction resulting in no impact to consolidated net income in the six
month period.

The Company's second largest segment, Electronic Contract Assemblies, reported a
12% increase in net sales in the second quarter and a 15% improvement in the
first six months when compared to the same periods a year ago, as volume
increases were experienced in computer related products and electronic
automotive products.  The growth in computer related products was primarily at
the Company's Mexican facility which produces various internal and peripheral
computer products to customer specifications.  New products acquired through the
acquisition of ELMO Semiconductor during the prior year's third quarter
contributed to 4% of the three month and six month improvements.  The labor
strike at General Motors' Canadian operations ended during the second quarter
with no material impact on operations in the three or six months ended December
31.  Rescheduling, production flexibility, and material availability are
inherent factors in the contract electronics assemblies market and may cause
short-term fluctuations in any given period.  Operating profits in the three and
six month periods improved primarily due to increased volumes, favorable product

                                 - 9 -<PAGE>
<PAGE>
mix, and operating efficiencies achieved through meeting higher volume levels
with existing facilities.  Sustaining operating margin improvements at
meaningful levels is a significant challenge in the price sensitive industry in
which this segment competes.  Prior year results included some additional
product start-up costs that were not a significant factor in the current year. 
Included in this segment are sales to three customers which accounted for 25.3%
and 24.9% of consolidated sales, respectively, in the three and six month
periods ended December 31.  Prior year results in this segment included sales to
three customers which accounted for 25.7% and 23.8%, respectively, in the three
and six month periods.  One of these customers accounted for 14.5% of
consolidated sales in the second quarter and 14.6% of consolidated sales in the
six months period.  This same customer accounted for 14.0% and 13.6%,
respectively, in the three and six month periods of the prior fiscal year.  This
segment has reduced its investment in working capital from the elevated level
experienced at June 30, 1996.

Net Sales in Processed Wood Products and Other, the Company's smallest segment,
were flat in the second quarter when compared to the prior year.  Volume
increases in processed wood products were offset by a decline in sales of
plastic components and also by a change in sales mix from serving outside
customers to providing necessary services to the company's internal operations. 
For the six month period sales declined 4% as decreases in sales of plastic
components and the change in sales mix were only partially offset by the
increased volume in processed wood products.  The general processed wood
products market the company operates in continues to experience lower demand
than in the prior year.  Operating income declined for both the three and six
month periods when compared to the prior year, reflecting the declines in volume
and an unfavorable sales mix.  This segment supplies a significant amount of
production output for use as material components in the Furniture and Cabinets
segment and is a vital link in the Company's vertical integration.

Consolidated cost of sales decreased 2.0 percentage points for the second
quarter and 3.0 percentage points for the six month period when compared to the
prior year as lower material prices were coupled with favorable sales mix,
improvements in manufacturing efficiency and benefits received from quality and
cost containment initiatives.  Labor and overhead costs, as a percent of sales,
were down in both the three and six month periods, primarily due to improved
manufacturing methods and a continued focus on cost reductions in the
manufacturing processes.  Consolidated selling, administrative and general
expense as a percent of sales increased 1.5 and 1.3 percentage points,
respectively, in the three and six month periods when compared to the prior
year, as moderate additions were made to the Company's existing infrastructure
to support higher sales volumes and a higher expense structure is associated
with the acquisition of ELMO Semiconductor in the latter half of the prior
fiscal year.

Operating income for the second quarter of fiscal 1997 was $20,166,000, an
increase of 16% when compared to the second quarter of fiscal 1996, due
primarily to increased sales volumes and, to lesser extent, lower material costs
and manufacturing efficiency improvements.  Operating income for the six month
period was $39,349,000, an increase of 40% when compared to the same period one
year ago, due to increased sales volumes, favorable sales mix, and a reduced
cost structure, as a percent of sales.
                                 - 10 -<PAGE>
<PAGE>
Investment income increased in the three and six month periods, when compared to
the previous year, as positive cash flow generated by operations increased the
average investment balances.  Other - net includes the impact of the $3.8
million loss on the sale of a foreign subsidiary in the first quarter, which was
offset by a $3.8 million income tax benefit recorded in Taxes on Income.  The
remaining decrease in Other - net in the six month period when compared to the
prior year is primarily due to larger gains realized on the sales of assets in
the prior year.

The effective income tax rate decreased 1.5 percentage points in the second
quarter when compared to the prior year due in part to a reduction in the
effective state tax rate.  The effective income tax rate for the six month
period decreased 6.9 percentage points primarily as a result of the $3.8 million
tax benefit received in the first quarter of this fiscal year relating to the
sale of a foreign subsidiary.  This tax benefit was the result of a higher U.S.
tax basis in this subsidiary due to previously nondeductible losses on the
investment in this U.K. subsidiary.  Excluding this benefit, the effective
income tax rate decreased 1.3 percentage points in the six month period when
compared to the prior year due partially to reduced European operating losses
which provide no immediate tax benefit and a reduction in the effective state
tax rate.

The Company achieved record net income of $14,621,000 or $0.71 per Class B
share, in the second quarter of the 1997 fiscal  year, a 19% increase over the
prior year's second quarter income of $12,291,000 or $0.59 per Class B share. 
Net income for the six months ended December 31 totaled $28,142,000 or $1.36 per
Class B share, a 36% increase when compared to $20,709,000 or $0.99 per Class B
share in the prior year.

LIQUIDITY AND CAPITAL RESOURCES
Cash, Cash Equivalents and Short-Term Investments totaled $149 million at
December 31, 1996  compared to $122 million one year earlier.  The Company had a
strong working capital level of $233 million and current ratio of 2.9 to 1 at
December 31, 1996 as compared to $211 million and 3.0 to 1, respectively, one
year earlier.

Operating activities generated $65 million of cash in the first six months of
the 1997 fiscal year with $19 million invested in production equipment upgrades
and improvements in the Company's business information systems and another $14
million used for financing activities, primarily dividends paid to stockholders.
Net cash flow, excluding purchases and maturities of short-term investments,
amounted to a positive $35 million in the six month period ended December 31,
1996.

The Company anticipates maintaining a strong liquidity position throughout the
remainder of the 1997 fiscal year with cash needs being met by cash flows
provided by operations, available cash balances and short-term investments on
hand.





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

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

<TABLE>
     The Company's Annual Meeting of Share Owners was held on October 22, 1996.
The Board of Directors was elected in its entirety, based on the following
election results:

<CAPTION>
  Nominees as Directors by
Holders of Class A Common Stock         Votes For*          Votes Withheld
      <S>                               <C>                    <C>
      Thomas L. Habig                   6,794,912              4,559
      Douglas A. Habig                  6,794,912              4,559
      James C. Thyen                    6,794,912              4,559
      John B. Habig                     6,794,912              4,559
      Ronald J. Thyen                   6,794,400              5,071
      Christine M. Vujovich             6,794,192              5,279
      Brian K. Habig                    6,794,912              4,559
      John T. Thyen                     6,794,912              4,559
      Gary P. Critser                   6,794,192              5,279

   * Votes for nominees as Directors by holders of Class A Common Stock
     totaled either 6,794,192, 6,794,400 or 6,794,912 shares,
     with each amount representing 93.4% of the total 7,276,270
     Class A shares outstanding and eligible to vote.


<CAPTION>
  Nominee as Director by
Holders of Class B Common Stock         Votes For*          Votes Withheld
      <S>                              <C>                    <C>
      Dr. Jack R. Wentworth            11,919,426             105,570

   * Votes for nominee as Director by holders of Class B Common Stock
     totaled 11,919,426 shares, or 88.1% of the total 13,535,475 Class B
     shares outstanding and eligible to vote.
</TABLE>

<TABLE>
     The 1996 Stock Incentive Program was approved to replace the 1987 Stock
Incentive Program, based on the following election results:

<CAPTION>
          Votes For*     Votes Against    Abstentions
          <S>               <C>              <C>
          6,762,385         11,768           22,654

   * Votes for the Stock Incentive Program by holders of Class A Common Stock
     totaled 6,762,385 shares, representing 92.9% of the total 7,276,270 Class A
     shares outstanding and eligible to vote.
                                  - 12 -
<PAGE>
     The 1996 Director Stock Compensation and Option Plan was approved, based
on the following election results:

<CAPTION>
          Votes For*     Votes Against    Abstentions
          <S>               <C>              <C>
          6,747,565         25,628           23,614

   * Votes for the Director Stock Compensation and Option Plan by holders of
     Class A Common Stock totaled 6,747,565 shares, representing 92.7% of the
     total 7,276,270 Class A shares outstanding and eligible to vote.
</TABLE>


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

               (27)   Financial Data Schedule

          (b)  Reports on Form 8-K

                   No reports on Form 8-K have been filed during the three month
                period ended December 31, 1996.




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, 1997

                                 - 13 -


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

<CAPTION>
                                                           1996                               1995
                                                -----------------------------       --------------------------
<S>                                             <C>               <C>               <C>            <C>
Net income, three months ended December 31,. .                    $14,621,000                      $12,291,000

Dividends declared on common stock:
  Class A -- $0.2575 and $0.2275 per share . .                     (1,868,000)                      (1,668,000)
  Class B -- $0.26 and $0.23 per share . . . .                     (3,496,000)                      (3,122,000)
                                                                   (5,364,000)                      (4,790,000)

Undistributed Earnings . . . . . . . . . . . .                    $ 9,257,000                      $ 7,501,000

Average number of shares outstanding . . . . .                     20,706,750                       20,910,895

Undistributed earnings divided
by average number
of shares outstanding  . . . . . . . . . . . .                    $.4471                           $.3587

                                                Class A           Class B           Class A        Class B

Undistributed earnings per share . . . . . . .  $.4471            $.4471            $.3587         $.3587
Assumed distribution of earnings . . . . . . .   .2575             .2600             .2275          .2300
  Earnings per share . . . . . . . . . . . . .  $.7046            $.7071            $.5862         $.5887

  Rounded. . . . . . . . . . . . . . . . . . .  $  .71            $  .71            $  .59         $  .59
</TABLE>




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

<CAPTION>
                                                           1996                               1995
                                                -----------------------------       --------------------------
<S>                                             <C>               <C>               <C>            <C>
Net income, six months ended December 31,. . .                    $28,142,000                      $20,709,000

Dividends declared on common stock:
  Class A -- $0.5150 and $0.4550 per share . .                     (3,741,000)                      (3,324,000)
  Class B -- $0.5200 and $0.46 per share . . .                     (7,010,000)                      (6,268,000)
                                                                  (10,751,000)                      (9,592,000)

Undistributed Earnings . . . . . . . . . . . .                    $17,391,000                      $11,117,000

Average number of shares outstanding . . . . .                     20,750,998                       20,941,469

Undistributed earnings divided
by average number
of shares outstanding  . . . . . . . . . . . .                    $.8381                           $.5309

                                                Class A           Class B           Class A        Class B

Undistributed earnings per share . . . . . . .  $ .8381           $ .8381           $.5309         $.5309
Assumed distribution of earnings . . . . . . .    .5150             .5200            .4550          .4600
  Earnings per share . . . . . . . . . . . . .  $1.3531           $1.3581           $.9859         $.9909

  Rounded. . . . . . . . . . . . . . . . . . .  $  1.36           $  1.36           $  .99         $  .99
</TABLE>
                                                           Part I-Exhibit(11)
 

<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
This schedule contains six month summary financial information extracted from
Kimball International, Inc. and subsidiaries 1997 second quarter Form 10-Q and
is qualified in its entirety by reference to such Form 10-Q filing.
</LEGEND>
<MULTIPLIER> 1000
       
<S>                             <C>
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>                          JUN-30-1997
<PERIOD-END>                               DEC-31-1996
<CASH>                                          14,178
<SECURITIES>                                   135,111
<RECEIVABLES>                                  113,634
<ALLOWANCES>                                     4,383
<INVENTORY>                                     76,880
<CURRENT-ASSETS>                               358,726
<PP&E>                                         404,455
<DEPRECIATION>                                 228,756
<TOTAL-ASSETS>                                 555,507
<CURRENT-LIABILITIES>                          125,268
<BONDS>                                              0
                                0
                                          0
<COMMON>                                         6,723
<OTHER-SE>                                     398,306
<TOTAL-LIABILITY-AND-EQUITY>                   555,507
<SALES>                                        501,480
<TOTAL-REVENUES>                               501,480
<CGS>                                          353,177
<TOTAL-COSTS>                                  353,177
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                   427
<INTEREST-EXPENSE>                                 232
<INCOME-PRETAX>                                 41,553
<INCOME-TAX>                                    13,411
<INCOME-CONTINUING>                             28,142
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                    28,142
<EPS-PRIMARY>                                     1.36
<EPS-DILUTED>                                     1.36
        

</TABLE>


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