ROWE FURNITURE CORP
10-Q, 1998-04-15
HOUSEHOLD FURNITURE
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<PAGE>
 
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D. C. 20549

                                    Form 10-Q

                   QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934


For Quarter Ended     March 1, 1998          Commission File Number     1-10226
                   ------------------                              ------------

                          ROWE FURNITURE CORPORATION
- --------------------------------------------------------------------------------
            (Exact name of registrant as specified in its charter)



            NEVADA                                              54-0458563
- --------------------------------------------------------------------------------
(State or other jurisdiction of                             (I.R.S. Employer
  incorporation or organization)                           Identification No.)


 239 Rowan Street - Salem, Virginia                                24153
- --------------------------------------------------------------------------------
(Address of principal executive offices)                         (Zip Code)


Registrant's telephone number, including area code:               540-389-8671
- --------------------------------------------------------------------------------

                                     None
- --------------------------------------------------------------------------------
  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 shorted period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.

                                                      YES   X      No 
                                                         -------      -------

Indicate the number of shares outstanding of each of the issuer's classes of
common stock as of the close of the period covered by this report.


                Class                              Outstanding at March 1, 1998
- ---------------------------------------            ----------------------------
Common stock, par value $1.00 per share                  12,543,566 shares
<PAGE>
 
                           ROWE FURNITURE CORPORATION

                                      INDEX


Part I.  Financial Information                                            Page
                                                                          ----
         Consolidated Balance Sheets - March 1, 1998 and
                  November 30, 1997                                         4
         Consolidated Statements of Income - Three Months
                  Ended March 1, 1998 and March 2, 1997                     5
         Consolidated Statements of Cash Flows - Three Months
                  Ended March 1, 1998 and March 2, 1997                     6
         Notes to Consolidated Financial Statements                         8
         Management's Discussion and Analysis of Financial Condition
                  and Results of Operations                                 9

Part II.  Other Information                                                11
<PAGE>
 
                        PART I - - FINANCIAL INFORMATION



                                                                               3
<PAGE>

ROWE FURNITURE CORPORATION AND WHOLLY-OWNED SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
- --------------------------------------------------------------------------------
<TABLE> 
<CAPTION> 
                                                                                                   March 1             November 30
                                                                                                   -------             -----------
                                                                                                      1998                    1997
                                                                                             -------------          --------------
                                                                                               (Unaudited)               (Audited)
                                                                                                            ($ Thousands)
<S>                                                                                          <C>                    <C>  
ASSETS                                                                       
CURRENT ASSETS                                                               
Cash and cash equivalents                                                                      $       980              $      850
Accounts receivable, net                                                                            26,478                  20,789
Inventories (Note 3)                                                                                15,334                  14,454
Deferred income tax asset                                                                              194                     194
Prepaid expenses                                                                                       363                     500
                                                                                               -----------              ----------
         Total current assets                                                                       43,349                  36,787
                                                                                                               
PROPERTY AND EQUIPMENT, net                                                                         16,057                  14,853
                                                                                                               
OTHER NONCURRENT ASSETS                                                                             15,275                  12,070
                                                                                               -----------              ----------
                                                                                                               
                                                                                               $    74,681              $   63,710
                                                                                               ===========              ==========
                                                                                                               
LIABILITIES                                                                                                    
CURRENT LIABILITIES                                                                                            
Short term bank borrowings                                                                           8,286                   1,731
Accounts payable and accrued liabilities                                                            17,568                  16,795
Income taxes payable                                                                                 1,891                     857
                                                                                               -----------              ----------
                                                                                                               
     Total current liabilities                                                                      27,745                  19,383
                                                                                                               
LONG-TERM AND DEFERRED LIABILITIES                                                                   5,419                   4,885
                                                                                               -----------              ----------
                                                                                                               
     Total liabilities                                                                              33,164                  24,268
                                                                                               -----------              ----------
<CAPTION> 
STOCKHOLDERS' EQUITY 
COMMON STOCK, par value $1 per share:
                                                                 March 1      November 30  
                                                                   1998          1997      
                                                             ----------------------------- 
<S>                                                             <C>           <C>              <C>                      <C> 
Authorized shares                                               20,000,000    20,000,000   
Issued shares                                                   14,693,544    14,667,783            14,694                  14,668
Outstanding shares                                              12,543,566    12,543,522                        
                                                                                                                
CAPITAL IN EXCESS OF PAR VALUE                                                                       8,668                   8,633
RETAINED EARNINGS                                                                                   31,232                  29,011
                                                                                               -----------              ----------
                                                                                                    54,594                  52,312
Less treasury stock 2,149,978 shares in 1998 and                                                                
2,124,261 shares in 1997, at cost                                                                  (13,077)                (12,870)
                                                                                               -----------              ----------
                                                                                                                
     Total stockholders' equity                                                                     41,517                  39,442
                                                                                               -----------              ----------
                                                                                               $    74,681              $   63,710
                                                                                               ===========              ==========
</TABLE> 

See notes to consolidated financial statements

                                                                               4
<PAGE>
ROWE FURNITURE CORPORATION AND WHOLLY-OWNED SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
FOR THE THREE MONTHS ENDED MARCH 1, 1998 AND MARCH 2, 1997
UNAUDITED
<TABLE> 
<CAPTION> 
- ---------------------------------------------------------------------------------------------------------------

                                                                              1998                       1997
                                                                    ---------------            ---------------
                                                                   ($ in thousands - except per share amounts)
<S>                                                                 <C>                        <C> 
Net shipments                                                             $ 45,331                   $ 35,416

Cost of shipments                                                           33,244                     25,623
                                                                          --------                   -------- 

   Gross profit                                                             12,087                      9,793

Selling and administrative expenses                                          8,047                      6,477
                                                                          --------                   -------- 

   Operating income                                                          4,040                      3,316

Interest expense                                                              (118)                       (80)

Other income                                                                   330                        277
                                                                          --------                   -------- 

   Earnings before taxes                                                     4,252                      3,513

Taxes on income                                                              1,654                      1,403
                                                                          --------                   -------- 

Net earnings                                                              $  2,598                   $  2,110
                                                                          ========                   ======== 

Earnings per common share (Note 4)                                        $   0.21                   $   0.16
                                                                          ========                   ======== 

Weighted average common shares                                              12,553                     13,175
                                                                          ========                   ======== 

Earnings per common share - assuming dilution (Note 4)                    $   0.20                   $   0.15
                                                                          ========                   ======== 

Weighted average common shares and equivalents                              12,946                     13,653
                                                                          ========                   ======== 
Dividends declared and paid
   per share                                                              $  0.030                   $  0.025
                                                                          ========                   ======== 

</TABLE> 

See notes to consolidated financial statements        
                                                                               5
<PAGE>
ROWE FURNITURE CORPORATION AND WHOLLY-OWNED SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS
ENDED MARCH 1, 1998 AND MARCH 2, 1997
UNAUDITED
- --------------------------------------------------------------------------------
<TABLE> 
<CAPTION>
                                                                              1998                       1997
                                                                    ---------------            ---------------
                                                                                   ($ Thousands)
<S>                                                                      <C>                        <C>
INCREASE (DECREASE) IN CASH:
Cash flows from operating activities:
   Cash received from customers                                           $ 41,865                   $ 35,780
   Cash paid to suppliers and employees                                    (45,304)                   (32,052)
   Income taxes paid, net of refunds                                          (620)                    (1,421)
   Interest paid                                                              (118)                       (79)
   Interest received                                                            59                         74
   Other receipts - net                                                        232                        201
                                                                          --------                   --------
Net cash and cash equivalents provided by
   (used in) operating activities                                           (3,886)                     2,503
                                                                          --------                   --------

Cash flows from investing activities:
   Capital expenditures                                                     (1,798)                      (476)
   Payments to acquire business                                               (218)                         -
                                                                          --------                   --------
Net cash used in investing activities                                       (2,016)                      (476)
                                                                          --------                   --------

Cash flows from financing activities:
   Net borrowings under line of credit                                       6,555                       (935)
   Payments to reduce long-term debt                                             -                        (31)
   Proceeds from issuance of common stock                                       61                        234
   Dividends paid                                                             (377)                      (333)
   Purchase of treasury stock                                                 (207)                    (1,446)
                                                                          --------                   --------
Net cash provided by (used in) financing activities                          6,032                     (2,511)
                                                                          --------                   --------

Net increase (decrease) in cash and cash equivalents                           130                       (484)
Cash and cash equivalents at beginning of period                               850                      1,897
                                                                          --------                   --------
Cash and cash equivalents at end of period                                $    980                   $  1,413
                                                                          ========                   ========

</TABLE> 
See notes to consolidated financial statements

                                                                               6
<PAGE>

ROWE FURNITURE CORPORATION AND WHOLLY-OWNED SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS
ENDED MARCH 1, 1998 AND MARCH 2, 1997
UNAUDITED
- --------------------------------------------------------------------------------

Reconciliation of Net Earnings to Net Cash
Provided By Operating Activities:

<TABLE> 
<CAPTION> 
                                                                                           1998                      1997
                                                                                      ----------                ----------
                                                                                                  ($ Thousands)
<S>                                                                                   <C>                       <C> 
Net earnings                                                                            $ 2,598                   $ 2,110
                                                                                        -------                   -------
Adjustments to reconcile net earnings to net cash
provided by (used in) operating activities:
   Depreciation and amortization                                                            839                       700
   Provision for deferred compensation                                                      203                       426
   Payments made for deferred compensation                                                 (269)                     (275)
   Provision for losses on accounts receivable                                               84                        71
   Amortization of goodwill                                                                  38                         -
   Change in operating assets and liabilities net of effect
         of acquisition of business:
      Decrease (increase) in accounts receivable                                         (3,466)                      364
      Decrease (increase) in inventories                                                    457                       243
      Decrease (increase) in prepaid expenses                                               172                        91
      Decrease (increase) in cash value of
         life insurance                                                                     (28)                      (28)
      Decrease (increase) in other assets                                                  (431)                        7
      Increase (decrease) in accounts payable                                            (3,418)                   (1,336)
      Increase (decrease) in accrued expenses                                            (1,699)                      148
      Increase (decrease) in income taxes payable                                         1,034                       (18)
                                                                                        -------                   -------
         Total adjustments                                                               (6,484)                      393
                                                                                        -------                   -------
Net cash provided by (used in) operating activities                                     $(3,886)                  $ 2,503
                                                                                        =======                   =======

Supplemental schedule of non-cash investment activities:
      Fair value of assets acquired, other
            than cash and cash equivalents                                              $ 7,490
      Liabilities assumed                                                                (6,490)
      Amounts due to sellers                                                               (782)
                                                                                        -------             
      Cash payments made                                                                $   218
                                                                                        =======
</TABLE> 

See notes to consolidated financial statements

                                                                               7
<PAGE>
 
ROWE FURNITURE CORPORATION AND WHOLLY-OWNED SUBSIDIARIES
- --------------------------------------------------------

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
UNAUDITED
- --------------------------------------------------------------------------------

Note 1 -       In the opinion of management, the accompanying unaudited
               consolidated financial statements contain all adjustments
               necessary to present fairly the financial position as of March 1,
               1998 and the results of operations and cash flows for the three
               months ended March 1, 1998 and March 2, 1997.

Note 2 -       The results of operations for the three-months ended March 1,
               1998 and March 2, 1997 are not necessarily indicative of the
               results to be expected for the full year.

Note 3 -       Inventory components are as follows:

                                             ($ Thousands)
                                       March 1,         November 30,
                                         1998               1997
                                        ------             ------

                Finished Goods          $ 4,017           $ 3,500
                Work-In-Process           3,264             2,822
                Raw Materials             8,053             8,132
                                          -----             -----
                                        $15,334           $14,454
                                        =======           =======

Note 4 -       The company has adopted statement of Financial Accounting
               Standards No. 128, "Earnings per share", resulting in the
               restatement of earnings per share for all prior periods. Basic
               earnings per share are based upon the weighted average shares
               outstanding. Outstanding stock options, which are dilutive, are
               treated as common stock equivalents for purposes of computing
               diluted earnings per share and represent the difference between
               basic and diluted weighted average shares outstanding.

Note 5 -       On January 1, 1998, the Company acquired, through a newly created
               subsidiary, The Wexford Collection, Inc., the assets and assumed
               certain liabilities of J & M Designs Ltd.- Carson, California, a
               manufacturer of solid wood reproductions. The purchase price was
               paid in cash and contingent payments based on future earnings.
               Current lines of credit have been used to fund the operating and
               capital requirements of this new entity.

                                                                               8
<PAGE>
 
            ROWE FURNITURE CORPORATION AND WHOLLY-OWNED SUBSIDIARIES
            --------------------------------------------------------

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

- --------------------------------------------------------------------------------

Results of Operations:
- ----------------------

Three Months ended March 1, 1998 Compared to Three Months ended March 2, 1997.

Net shipments during the first three months of 1998 increased by $9,915,000 or
28.0% to $45,331,000 from $35,416,000 in 1997. Management believes that
shipments increased primarily from the addition of new dealers, increased
purchases by existing customers and overall favorable business conditions. Also
included, were the shipments of approximately $3,600,000, from two months of
operations at the Wexford Collection, Inc., a new wholly owned manufacturer of
wood furniture. (See Note 5).

Gross profit during the first three months of 1998 increased by $2,294,000 or
23.4% to $12,087,000 from $9,793,000 in 1997. Gross profit as a percentage of
net shipments during the first three months in 1998 decreased to 26.7% from
27.7% in 1997. Management believes that the percentage decrease was due
primarily to costs associated with a wage increase and additional overtime
requirements.

Selling and administrative expenses during the first three months of 1998
increased by $1,570,000 or 24.2% to $8,047,000 from $6,477,000 in 1997. Selling
and administrative expenses as a percentage of net shipments during the first
three months of 1998 decreased to 17.8% from 18.3% in 1997. The increase in
selling and administrative expenses was primarily from higher commissions and
salaries. The percentage decrease in selling and administrative expenses was
primarily the result of increased shipments.

Operating income was $4,040,000 versus $3,316,000 in the prior year. The
increase related to higher shipments and gross profit partially offset by
increased selling and administrative expenses.

Net interest expense during the first three months of 1998 increased by $38,000
or 47.5% to $118,000 from $80,000 in 1997. The increase in net interest expense
resulted from additional short-term borrowings primarily associated with
working-capital requirements for the Wexford Collection, Inc.

Other income during the first three months of 1998 increased by $53,000 to
$330,000 from $277,000 in 1997, due to various miscellaneous items.

Net earnings during the first three months of 1998 increased by $488,000 to
$2,598,000 from $2,110,000 in 1997, reflecting higher net shipments and lower
selling and administrative expenses, partially offset by the higher cost of
shipments, as a percentage to net shipments.

                                                                               9
<PAGE>
 
ROWE FURNITURE CORPORATION AND WHOLLY-OWNED SUBSIDIARIES
- --------------------------------------------------------

MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
- ------------------------------------------------
(UNAUDITED) - CONTINUED
- --------------------------------------------------------------------------------

Liquidity and Source of Capital:
- --------------------------------

The Company has historically financed its operations and capital requirements
with internally generated funds and bank or other financing. The Company has
minimized its working capital requirements by improving operating efficiencies
in various aspects of its business, including inventory and receivable
management and product distribution.

Net cash used in operating activities was $3,886,000 during the first three
months of 1998 versus $2,503,000 net cash provided in 1997. Fluctuations in net
cash provided by operating activities are primarily the result of changes in
operating income and changes in working capital accounts, including reduction of
current liabilities for the Wexford Collection, Inc.

Capital Expenditures were $1,798,000 during the first three months of 1998 and
$476,000 in 1997. These expenditures were incurred primarily in connection with
maintaining the Company's production capacity and certain additions of equipment
and systems.

Net cash provided by financing activities during the first three months of 1998
was $6,032,000 versus $2,511,000 cash used in 1997. In 1998, these activities
related primarily to the increase in short-term borrowings, partially offset by
cash dividends and purchase of treasury stock.

The Company has unsecured short-term bank lines of credit totaling $35 million.
The interest rates on those lines of credit do not exceed the prime rate. The
amount outstanding under the lines of credit as of March 1, 1998 was
approximately $8.3 million of which approximately $6.3 million was for working
capital requirements of the Wexford Collection, Inc.

Management believes that net cash provided by operating activities and available
bank lines of credit will be sufficient to fund anticipated growth and to meet
the Company's anticipated capital requirements and operating needs through 1998.

                                                                              10
<PAGE>
 
                          PART II -- OTHER INFORMATION

Item 1.  Legal Proceedings.
- ---------------------------

None

Item 2.  Changes in Securities.
- -------------------------------

None

Item 3.  Defaults Upon Senior Securities.
- -----------------------------------------

None

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

None

Item 5  Other Information.
- --------------------------

None

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

a.  Exhibits:  Exhibit 27.1 - Financial Data Schedule for the first quarter of
                              1998.

                       27.2 - Restated data schedule for the years ending
                              December 3, 1995, December 1, 1996 and November
                              30, 1997.

                       27.3 - Restated data schedule for the quarters ending
                              March 2, 1997, June 1, 1997 and August 31, 1997.

                       27.4 - Restated data schedule for the quarters ending
                              March 3, 1996, June 2, 1996 and September 1, 1996.

b.  Reports on Form 8-K:  One report on Form 8-K was filed on February 26, 1998,
    to announce the completion of the acquisition of the assets of J & M
    Designs, Ltd., dba, The Wexford Collection of Carson, California effective
    January 1, 1998.

                                                                              11
<PAGE>
 
                                   SIGNATURES


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 hereunto duly authorized.

                                                ROWE FURNITURE CORPORATION
                                                --------------------------
                                                Registrant





Date:                                           /s/ Arthur H. Dunkin
       -------------------                      -----------------------------
                                                Arthur H. Dunkin
                                                Secretary-Treasurer

                                                                              12

<TABLE> <S> <C>

<PAGE>
<ARTICLE> 5
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          NOV-29-1998
<PERIOD-END>                               MAR-01-1998
<CASH>                                             980
<SECURITIES>                                         0
<RECEIVABLES>                                   26,822
<ALLOWANCES>                                       344
<INVENTORY>                                     15,334
<CURRENT-ASSETS>                                43,349
<PP&E>                                          46,333
<DEPRECIATION>                                  30,276
<TOTAL-ASSETS>                                  74,681
<CURRENT-LIABILITIES>                           27,745
<BONDS>                                              0
                                0
                                          0
<COMMON>                                        14,694
<OTHER-SE>                                      26,823
<TOTAL-LIABILITY-AND-EQUITY>                    74,681
<SALES>                                         45,331
<TOTAL-REVENUES>                                45,331
<CGS>                                           33,244
<TOTAL-COSTS>                                   33,244
<OTHER-EXPENSES>                                 7,717
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                 118
<INCOME-PRETAX>                                  4,252
<INCOME-TAX>                                     1,654
<INCOME-CONTINUING>                              2,598
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                     2,598
<EPS-PRIMARY>                                     0.21
<EPS-DILUTED>                                     0.20
        

</TABLE>

<TABLE> <S> <C>

<PAGE>
<ARTICLE> 5
<LEGEND>
THIS RESTATED FINANCIAL DATA SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION
EXTRACTED FROM FINANCIAL STATEMENTS INCORPORATED BY REFERENCE INTO THE COMPANY'S
ANNUAL REPORTS ON FORM 10-K FOR THE YEARS ENDED DECEMBER 3, 1995, DECEMBER 1,
1996, AND NOVEMBER 30, 1997 AS SUBSEQUENTLY RESTATED, AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH RESTATED FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
       
<S>                             <C>                     <C>                     <C>
<PERIOD-TYPE>                   12-MOS                   12-MOS                   12-MOS
<FISCAL-YEAR-END>                          DEC-03-1995             DEC-01-1996             NOV-30-1997
<PERIOD-END>                               DEC-03-1995             DEC-01-1996             NOV-30-1997
<CASH>                                             323                   1,897                     850
<SECURITIES>                                        42                      45                       0
<RECEIVABLES>                                   19,063                  23,026                  21,105
<ALLOWANCES>                                       300                     300                     316
<INVENTORY>                                     12,446                  12,383                  14,454
<CURRENT-ASSETS>                                32,730                  37,827                  36,787
<PP&E>                                          38,122                  41,377                  44,357
<DEPRECIATION>                                  25,027                  26,987                  29,504
<TOTAL-ASSETS>                                  58,035                  64,280                  63,710
<CURRENT-LIABILITIES>                           17,823                  19,800                  19,383
<BONDS>                                            569                     420                       0
                                0                       0                       0
                                          0                       0                       0
<COMMON>                                        14,416                  14,564                  14,668 
<OTHER-SE>                                      21,205                  25,624                  24,774
<TOTAL-LIABILITY-AND-EQUITY>                    58,035                  64,280                  63,710
<SALES>                                        124,939                 142,723                 144,118
<TOTAL-REVENUES>                               124,939                 142,723                 144,118
<CGS>                                           94,443                 105,130                 105,164
<TOTAL-COSTS>                                   94,443                 105,130                 105,164
<OTHER-EXPENSES>                                24,365                  27,345                  30,179
<LOSS-PROVISION>                                     0                       0                       0
<INTEREST-EXPENSE>                                 388                     343                     279
<INCOME-PRETAX>                                 11,603                  11,387                   9,886
<INCOME-TAX>                                     4,396                   4,335                   3,600
<INCOME-CONTINUING>                              7,207                   7,052                   6,286
<DISCONTINUED>                                       0                       0                       0
<EXTRAORDINARY>                                      0                       0                       0
<CHANGES>                                            0                       0                       0
<NET-INCOME>                                     7,207                   7,052                   6,286
<EPS-PRIMARY>                                     0.53                    0.53                    0.49
<EPS-DILUTED>                                     0.53                    0.51                    0.47
        

</TABLE>

<TABLE> <S> <C>

<PAGE>
<ARTICLE> 5
<LEGEND>
THIS RESTATED FINANCIAL DATA SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION
EXTRACTED FROM FINANCIAL STATEMENTS INCORPORATED BY REFERENCE INTO THE COMPANY'S
QUARTERLY REPORTS ON FORM 10-Q FOR THE QUARTERS ENDED MARCH 2, 1997, JUNE 1,
1997 AND AUGUST 31, 1997 AS SUBSEQUENTLY RESTATED, AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH RESTATED FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
       
<S>                             <C>                     <C>                     <C>
<PERIOD-TYPE>                   3-MOS                   6-MOS                   9-MOS
<FISCAL-YEAR-END>                          NOV-30-1997             NOV-30-1997             NOV-30-1997
<PERIOD-END>                               MAR-02-1997             JUN-01-1997             AUG-31-1997
<CASH>                                           1,413                     498                   1,069
<SECURITIES>                                         0                       0                       0
<RECEIVABLES>                                   22,624                  21,169                  18,248
<ALLOWANCES>                                       333                     309                     299
<INVENTORY>                                     12,140                  11,969                  12,771
<CURRENT-ASSETS>                                36,529                  34,008                  33,793
<PP&E>                                          41,681                  42,469                  43,429
<DEPRECIATION>                                  27,612                  28,318                  28,961
<TOTAL-ASSETS>                                  62,824                  60,232                  60,232
<CURRENT-LIABILITIES>                           17,628                  14,663                  17,083
<BONDS>                                            389                     327                       0
                                0                       0                       0
                                          0                       0                       0
<COMMON>                                        14,637                  14,640                  14,664
<OTHER-SE>                                      26,116                  26,369                  24,203
<TOTAL-LIABILITY-AND-EQUITY>                    62,824                  60,232                  60,323
<SALES>                                         35,416                  68,328                 102,663
<TOTAL-REVENUES>                                35,416                  68,328                 102,663
<CGS>                                           25,623                  49,855                  75,142
<TOTAL-COSTS>                                   25,623                  49,855                  75,142
<OTHER-EXPENSES>                                 6,200                  13,056                  23,876
<LOSS-PROVISION>                                     0                       0                       0
<INTEREST-EXPENSE>                                  80                     150                     206
<INCOME-PRETAX>                                  3,513                   6,053                   4,601
<INCOME-TAX>                                     1,403                   2,250                   1,702
<INCOME-CONTINUING>                              2,110                   3,803                   2,899
<DISCONTINUED>                                       0                       0                       0
<EXTRAORDINARY>                                      0                       0                       0
<CHANGES>                                            0                       0                       0
<NET-INCOME>                                     2,110                   3,803                   2,899    
<EPS-PRIMARY>                                     0.16                    0.29                    0.22
<EPS-DILUTED>                                     0.15                    0.28                    0.22
        

</TABLE>

<TABLE> <S> <C>

<PAGE>
<ARTICLE> 5
<LEGEND>
THIS RESTATED FINANCIAL DATA SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION
EXTRACTED FROM FINANCIAL STATEMENTS INCORPORATED BY REFERENCE INTO THE COMPANY'S
QUARTERLY REPORTS ON FORM 10-Q FOR THE QUARTERS ENDED MARCH 3, 1996, JUNE 2,
1996 AND SEPTEMBER 1, 1996, AS SUBSEQUENTLY RESTATED, AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH RESTATED FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
       
<S>                             <C>                     <C>                     <C>
<PERIOD-TYPE>                   3-MOS                   6-MOS                   9-MOS
<FISCAL-YEAR-END>                           DEC-1-1996              DEC-1-1996              DEC-1-1996
<PERIOD-END>                                MAR-3-1996              JUN-2-1996              SEP-1-1996
<CASH>                                           1,523                     371                     979
<SECURITIES>                                        45                      45                      45
<RECEIVABLES>                                   21,603                  20,091                  21,503
<ALLOWANCES>                                       363                     374                     276
<INVENTORY>                                     12,439                  11,305                  11,648
<CURRENT-ASSETS>                                36,083                  32,254                  34,505
<PP&E>                                          38,910                  39,629                  41,139
<DEPRECIATION>                                  25,527                  26,086                  26,661
<TOTAL-ASSETS>                                  61,667                  57,944                  61,064
<CURRENT-LIABILITIES>                           21,052                  16,334                  18,879
<BONDS>                                            513                     457                     434
                                0                       0                       0
                                          0                       0                       0
<COMMON>                                        14,428                  14,448                  14,516
<OTHER-SE>                                      21,758                  22,615                  23,369
<TOTAL-LIABILITY-AND-EQUITY>                    61,667                  57,944                  61,064
<SALES>                                         34,793                  69,873                 104,641
<TOTAL-REVENUES>                                34,793                  69,873                 104,641
<CGS>                                           27,235                  53,509                  78,585
<TOTAL-COSTS>                                   27,235                  53,509                  78,585
<OTHER-EXPENSES>                                 6,419                  13,297                  19,146
<LOSS-PROVISION>                                     0                       0                       0
<INTEREST-EXPENSE>                                 111                     199                     246
<INCOME-PRETAX>                                  1,369                   3,580                   6,664
<INCOME-TAX>                                       539                   1,417                   2,594
<INCOME-CONTINUING>                                830                   2,163                   4,070
<DISCONTINUED>                                       0                       0                       0
<EXTRAORDINARY>                                      0                       0                       0
<CHANGES>                                            0                       0                       0
<NET-INCOME>                                       830                   2,163                   4,070
<EPS-PRIMARY>                                     0.06                    0.16                    0.30
<EPS-DILUTED>                                     0.06                    0.16                    0.30
        

</TABLE>


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