SECURITIES AND EXCHANGE COMMISSION

                           WASHINGTON, D.C. 20549-1004

                                   FORM 10-Q

                    Quarterly Report Under Section 13 or 15(d)
                      of the Securities Exchange Act of 1934

          FOR QUARTER ENDED July 25, 1998 COMMISSION FILE NUMBER 1-9656

                              LA-Z-BOY INCORPORATED
                (Exact name of registrant as specified in its charter)

                MICHIGAN                                38-0751137
     (State or other jurisdiction of                 (I.R.S. Employer
      incorporation or organization)                Identification No.)

   1284 North Telegraph Road, Monroe, Michigan          48162-3390
    (Address of principal executive offices)            (Zip Code)

     REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE (734) 241-4414

                                      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 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 issuer's classes of common
stock, as of the last practicable date:

           Class                                Outstanding at July 25, 1998
Common Shares, $1.00 par value                           17,747,753


                                Part 1. Financial Information

The Consolidated Balance Sheet and Consolidated Statement of Income required for
Part 1 are contained in the Registrant's Financial Information Release dated 
August 4, 1998 and are incorporated herein by reference.

          -------------------------------------------------------
LA-Z-BOY INCORPORATED CONSOLIDATED STATEMENTS OF CASH FLOWS INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (Unaudited, dollar amounts in thousands) Three Months Ended ------------------------ July 25, July 26, 1998 1997 ---------- ----------- Cash Flows from Operating Activities Net income $7,184 $1,726 Adjustments to reconcile net income to net cash provided by operating activities Depreciation and amortization 5,417 4,873 Change in receivables 42,571 48,902 Change in inventories (9,368) (14,158) Change in other assets and liabilities (9,809) (15,223) Change in deferred taxes 73 - ---------- ----------- Total adjustments 28,884 24,394 ---------- ----------- Cash Provided by Operating Activities 36,068 26,120 Cash Flows from Investing Activities Proceeds from disposals of assets 205 316 Capital expenditures (4,105) (5,568) Change in other investments (1,890) (447) ---------- ----------- Cash Used for Investing Activities (5,790) (5,699) Cash Flows from Financing Activities Retirements of debt (3,091) (1,925) Capital lease principal payments (442) (527) Stock for stock option plans 1,451 2,012 Stock for 401(k) employee plans 379 403 Purchase of La-Z-Boy stock (7,603) (2,424) Payment of cash dividends (3,743) (3,768) ---------- ----------- Cash Used for Financing Activities (13,049) (6,229) Effect of exchange rate changes on cash (310) 36 ---------- ----------- Net change in cash and equivalents 16,919 14,228 Cash and equivalents at begin. of period 28,700 25,382 ---------- ----------- Cash and equivalents at end of period $45,619 $39,610 ========== =========== Cash paid during period -Income taxes $475 $1,441 -Interest $543 $839 For purposes of the Statement of Cash Flows, the Company considers all highly liquid debt instruments purchased with a maturity of three months or less to be cash equivalents. The accompanying Notes to Condensed Consolidated Financial Statements are an integral part of these statements.
LA-Z-BOY INCORPORATED AND OPERATING DIVISIONS NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS 1. Basis of Presentation The financial information is prepared in conformity with generally accepted accounting principles and such principles are applied on a basis consistent with those reflected in the 1998 Annual Report filed with the Securities and Exchange Commission. The financial information included herein, other than the consolidated balance sheet as of April 25, 1998, has been prepared by management without audit by independent certified public accountants who do not express an opinion thereon. The consolidated balance sheet as of July 25, 1998 has been prepared on a basis consistent with, but does not include all the disclosures contained in, the audited consolidated financial statements for the year ended April 25, 1998. The information furnished includes all adjustments and accruals consisting only of normal recurring accrual adjustments which are, in the opinion of management, necessary for a fair presentation of results for the interim period. 2. Interim Results The foregoing interim results are not necessarily indicative of the results of operations for the full fiscal year ending April 24, 1999. 3. Forward-Looking Information Any forward-looking statements contained in this report represent management's current expectations based on present information and current assumptions. These statements can be identified by the use of forward- looking terminology such as "believes", "expects", "may", "should", or "anticipates". Forward-looking statements are inherently subject to risks and uncertainties. Actual results could differ materially from those which are anticipated or projected due to a number of factors. These factors include, but are not limited to, anticipated growth in sales; success of product introductions; fluctuations of interest rates, changes in consumer confidence/demand and other risks and factors identified from time to time in the Company's reports filed with the Securities Exchange Commission. 4. Commitments and Contingencies There has been no significant change from the prior fiscal year end audited financial statements. 5. Earnings per Share The Company adopted Statement of Financial Accounting Standards (SFAS) No. 128, "Earnings per Share" in 1998. The Statement requires both basic and diluted earnings per share to be presented. Basic earnings per share is computed using the weighted-average number of shares outstanding during the period. Diluted earnings per share uses the weighted-average number of shares outstanding during the period plus the additional common shares that would be outstanding if the dilutive potential common shares were issued. This includes employee stock options. Prior period earnings per share information has been restated to be in compliance with SFAS No. 128.
July 25, July 26, (Amounts in thousands) 1998 1997 ---------------------- -------- -------- Weighted average common shares outstanding (Basic) 17,797 17,951 Effect of Options 112 49 ------ ------ Weighted average common shares outstanding (Diluted) 17,909 18,000 ====== ======
LA-Z-BOY INCORPORATED AND OPERATING DIVISIONS MANAGEMENT DISCUSSION La-Z-Boy's sales and profits historically have been weakest in the first quarter of the fiscal year due to the Company's two-week vacation shutdown, which coincides with the slowest sales period. Therefore, first quarter comparison to the prior year's first quarter may not be indicative of trends that will continue in the remaining quarters of the fiscal year. Due to the cyclical nature of the Company's business, comparison of operations between the most recently completed quarter and the immediate preceding quarter would not be meaningful and could be misleading to the reader of these financial statements. For further Management Discussion, see attached Exhibit 99.(a) The Company's strong financial position is reflected in the debt to capital percentage of 15% and a current ratio of 3.8 to 1 at the end of the first quarter. At April 25, 1998, the debt to capital percentage was 16% and the current ratio was 3.5 to 1. At the end of the preceding year's first quarter, the debt to capital percentage was 14% and the current ratio was 3.9 to 1. As of July 25, 1998, there was $106 million of unused lines of credit available under several credit arrangements. Approximately 23% of the 4 million shares of Company stock authorized for purchase on the open market are still available for purchase by the Company. The Company plans to be in the market for its shares as changes in its stock price and other factors present appropriate opportunities. PART II. OTHER INFORMATION Item 4. Submission of Matters to a Vote of Security Holders The Annual Meeting of Shareholders of La-Z-Boy Incorporated was held on July 27, 1998, for the purposes of electing three members to the board of directors as well as considering and acting on a proposal to approve an increase in the number of common shares authorized. Proxies for the meeting were solicited pursuant to Section 14(a) of the Securities and Exchange Act of 1934 and there was no solicitation in opposition to Management's solicitations. The Shareholders elected all of the Management's nominees for directors as listed in the proxy statement and approved the increase in the number of authorized shares. The distribution of shareholders' votes was as follows:
Shares Voted Shares Election of Directors: In Favor Withheld ------------ -------- Gene M. Hardy 15,812,114 462,073 David K. Hehl 15,784,975 489,212 Rocque E. Lipford 14,683,246 1,590,941 Adoption of an Increase to the Amount of Authorized Common Shares: Shares Voted in Favor 12,771,612 Shares Voted Against 3,398,385 Abstentions 104,182
Item 6. Exhibits and Reports on Form 8-K (a)(27) Financial Data Schedule (EDGAR only). (99) News Releases and Financial Information Release: re Actual first quarter results and Management Discussion dated August 4, 1998. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused the Quarterly Report on Form 10-Q for the quarter ended July 25, 1998 to be signed on its behalf by the undersigned thereunto duly authorized. LA-Z-BOY INCORPORATED (Registrant) /s/Gene M. Hardy Date August 4, 1998 ------------------------------ Gene M. Hardy Secretary and Treasurer (Principal Accounting Officer)
 


5 1,000 3-mos APR-24-1999 JUL-25-1998 45,619 0 196,128 0 101,272 364,928 303,507 182,823 562,110 95,682 0 0 0 17,748 367,656 562,110 268,880 268,880 205,431 205,431 51,288 0 1,187 11,906 4,722 7,184 0 0 0 7,184 0.40 0.40

                                 News Release
               LA-Z-BOY, INC. REPORTS STRONG FIRST QUARTER GAINS

NYSE & PCX:  LZB                       Contact:  Gene Hardy (734) 241-4306


MONROE, MI., August 4, 1998: La-Z-Boy Incorporated, one of the world's largest
producers of furniture, continued reaching record levels of quarterly sales and
profit.


Financial Details
For the first quarter of La-Z-Boy's 1999 fiscal year that ended 7/25/98, sales
reached $268.9 million, up 27% from last year's first quarter of $212.3 million.
Net income was up 316% to $7.2 million vs. $1.7 million. Diluted EPS (Earnings
Per Share) was up 300% to $0.40 vs. $0.10. (Last year's diluted EPS would have
been $0.20 without a one-time expense relating to Montgomery Ward's bankruptcy.)


President Comments
According to La-Z-Boy President and Chief Operating Officer, Gerald L. Kiser,
"Strong incoming orders during the spring of the year helped cause us to exceed
our internal sales and profit goals in the first quarter. We are on our way to
performing better than our publicly stated goal of annual sales growing at least
10% or greater than the industry rate. Based on our latest sales indicators, it
looks like August and September sales growth should continue to be strong;
although not as high on a percentage basis as in the first quarter."


Marketing
Retail furniture sales remained seasonally strong throughout the first quarter, 
helping drive record results.  Residential division dealers purchased a record 
number of company-produced four-color free-standing newspaper inserts.  
Newspaper insertions in support of Father's Day 1998 nearly doubled from 1997 
levels.  The ability for dealers to advertise the full range of La-Z-Boy 
products has been enhanced by the company's move to CD-ROM technology.

In October of this year, the Residential division and the Kincaid division 
will be introducing a joint collection of upholstered products and casegoods 
inspired by the works of renowned artist Thomas Kinkade, the "Painter of Light".
The Thomas Kinkade name and product lines are strong forces at retail and hold 
great appeal for women consumers in particular.  Previously, the Kincaid 
division has enjoyed success from its licensing venture with Ducks Unlimited.  
This is the first licensing agreement signed by the Residential division and the
first time the two divisions will have introduced products jointly.

The Business Furniture division launched the third issue of its "All Products 
Catalog" and initiated a new marketing partnership between La-Z-Boy Business 
Furniture and its distributors.  Key components of the program include direct 
mail brochures, newspaper advertisements, radio/television commercials and 
point-of-sale materials.


Dividend Increase and Stock Split
Both of the following items were previously announced on 7/27/98:  La-Z-Boy 
declared a 14% increase in dividends to $0.24 per share for shareholders of 
record August 21, 1998, payable September 10, 1998.  In addition La-Z-Boy plans 
to split its common stock 3 for 1 (two additional shares will be issued for each
share held) to holders of record at the close of business on August 21, 1998, 
with distribution to be made September 14, 1998.


More Information
La-Z-Boy Inc.'s first quarter 10-Q filing including an income statement, balance
sheet, cash flow statement and additional management discussion is available now
at the Company's internet site (lazboy.com/report/index.html).  This press 
release is just one part of La-Z-Boy Incorporated's disclosures and should be 
read in conjunction with all other 10-Q information.  About 48 hours after this 
release, this first quarter 10-Q information should be available on the SEC's 
internet site (sec.gov/cgi-bin/srch-edgar?la-z-boy).


8/4/98 Page 1 of 3 La-Z-Boy Incorporated Financial Information Release CONSOLIDATED STATEMENT OF INCOME (Amounts in thousands, except per share data) FIRST QUARTER ENDED (UNAUDITED) ---------------------------------------------- July 25, July 26, % Over Percent of Sales ------------------ 1998 1997 (Under) 1998 1997 -------- -------- -------- ------- ------ ................. Sales ............... $268,880 $212,326 27% 100.0% 100.0% Cost of sales ....... 205,431 164,184 25% 76.4% 77.3% -------- -------- -------- ------- ----- Gross profit ... 63,449 48,142 32% 23.6% 22.7% S, G & A ............ 51,288 45,357 13% 19.1% 21.4% -------- -------- -------- ------- ----- Operating profit 12,161 2,785 337% 4.5% 1.3% Interest expense .... 1,187 1,024 16% 0.4% 0.5% Interest income ..... 577 482 20% 0.2% 0.2% Other income ........ 355 750 -53% 0.1% 0.4% -------- -------- -------- ------- ----- Pretax income .. 11,906 2,993 298% 4.4% 1.4% Income tax expense .. 4,722 1,267 273% 39.7%* 42.3%* -------- -------- -------- ------- ----- Net income ..... $ 7,184 $ 1,726 316% 2.7% 0.8% ======== ======== ======== ======= ===== Basic EPS ......... $ 0.40 $ 0.10 300% Diluted EPS ....... $ 0.40 $ 0.10 300% Dividends per share $ 0.21 $ 0.21 0% * As a percent of pretax income, not sales.
8/4/98 Page 2 of 3 La-Z-Boy Incorporated Financial Information Release CONSOLIDATED BALANCE SHEET (Dollars in thousands) Unaudited Increase Audited --------- July 25, July 26, (Decrease) Apr. 25, ---------- 1998 1997 Dollars Percent 1998 --------- --------- --------- --------- --------- Current assets Cash & equivalents ................. $ 45,619 $ 39,610 $ 6,009 15% $ 28,700 Receivables ........................ 196,128 164,101 32,027 20% 238,260 Inventories Raw materials .................... 45,706 40,455 5,251 13% 43,883 Work-in-process .................. 42,639 35,880 6,759 19% 40,640 Finished goods ................... 35,667 37,890 (2,223) -6% 30,193 --------- --------- --------- --------- --------- FIFO inventories ............... 124,012 114,225 9,787 9% 114,716 Excess of FIFO over LIFO ....... (22,740) (21,297) (1,443) -7% (22,812) --------- --------- --------- --------- --------- Total inventories ........... 101,272 92,928 8,344 9% 91,904 Deferred income taxes .............. 16,627 20,950 (4,323) -21% 16,679 Income taxes ....................... -- -- N/M N/M 936 Other current assets ............... 5,282 1,706 3,576 210% 6,549 --------- --------- --------- --------- --------- Total current assets ............. 364,928 319,295 45,633 14% 383,028 Property, plant & equipment .......... 120,685 115,610 5,075 4% 121,762 Goodwill ............................. 48,533 40,187 8,346 21% 49,413 Other long-term assets ............... 27,964 34,583 (6,619) -19% 26,148 --------- --------- --------- -------- --------- Total assets ................... $ 562,110 $ 509,675 $ 52,435 10% $ 580,351 ========= ========= ========= ========= ========= Current liabilities Current portion - l/t debt ......... $4,805 $ 4,611 $ 194 4% $ 4,822 Current portion - capital leases ... 1,205 1,932 (727) -38% 1,383 Accounts payable ................... 35,613 29,959 5,654 19% 36,703 Payroll/other comp ................. 29,252 23,014 6,238 27% 39,617 Income taxes ....................... 1,613 5,105 (3,492) -68% -- Other current liabilities .......... 23,194 17,017 6,177 36% 25,764 --------- --------- --------- --------- --------- Total current liabilities ........ 95,682 81,638 14,044 17% 108,289 Long-term debt ....................... 63,360 50,524 12,836 25% 66,434 Capital leases ....................... 555 1,760 (1,205) -68% 819 Deferred income taxes ................ 5,500 6,329 (829) -13% 5,478 Other long-term liabilities .......... 11,609 10,143 1,466 14% 11,122 Commitments & contingencies .......... -- -- N/M N/M -- Shareholders' equity Common shares, $1 par .............. 17,748 17,975 (227) -1% 17,850 Capital in excess of par ........... 29,964 28,318 1,646 6% 29,262 Retained earnings .................. 339,214 313,893 25,321 8% 342,146 Currency translation ............... (1,522) (905) (617) -68% (1,049) --------- --------- --------- --------- --------- Total shareholders' equity ....... 385,404 359,281 26,123 7% 388,209 --------- --------- --------- --------- --------- Total liabilities and shareholders' equity ........... $ 562,110 $ 509,675 $ 52,435 10% $ 580,351 ========= ========= ========= ========= =========
8/4/98 Page 3 of 3 La-Z-Boy Incorporated Financial Information Release Comments and Analysis Overall: Refer to today's press release for additional information. Sales: Sales in the first quarter of fiscal year 1999 were up 27% over the prior year's quarter primarily due to a very strong month of May sales in the current year compared to much weaker than normal sales in May last year. (Sales increases for the months of June and July compared to prior year comparable months were good but not nearly as strong as May.) In addition, sales were bolstered by acquisitions of companies; a product mix which favored higher priced products and selling price increases of 0.5% - 1.5%. Sales increases were not caused by any new significant product line introductions or sales promotions. That is, a "normal" amount of new styles, fabrics and promotional activity occurred in both years' first quarter. Gross profit margins: Gross profit margins increased to 23.6% of sales from 22.7% in last year's first quarter. Margins were favorably affected by a significant growth in unit sales volume, which allowed fixed overhead costs to be absorbed more efficiently. Also, the absence of a build-up in manufacturing costs due to positioning residential upholstery plants for the fall selling season and raw material parts delivery disruptions (which were present in the prior year) favorably impacted gross profit margins. Margins were unfavorably impacted by a product mix which favored lower margin products, higher inbound freight costs, higher indirect labor expenses, higher overtime costs and higher utility expenses. As mentioned in the press release, anticipated strong sales growth in August and September should favorably affect fixed costs - although with not as much of a percentage impact because unit growth isn't expected to be as high as in the first quarter. Unfavorable gross margin impacts from product mix are expected to continue in the short term. However; it is difficult to estimate whether the other items that caused unfavorable margin impacts in the first quarter will continue, get worse or get better in the second quarter. S,G & A: First quarter S,G & A decreased to 19.1% of sales vs. 21.4% last year. The largest cause was due to a decrease in bad debts expense. The prior year had $3.1 million of expense relating to the Chapter 11 declaration of bankruptcy by Montgomery Ward Holding Corporation. As expected, performance bonus related expenses increased due to higher sales & profits and Information Technology (I.T.) expenses increased mainly due to Year 2000 related projects and work on production tracking systems. La-Z-Boy held many other S,G & A expenses at a growth rate much lower than the sales growth rate, thus somewhat offsetting the higher performance bonus and I.T. related increases. Higher bonus and I.T. related expenses are expected to continue throughout the year. Income tax expense: Income tax expense as a percent of pretax income declined to 39.7% from 42.3% last year. With the traditionally lower income in the first quarter of the year, rate fluctuations are common due to international and non-deductible amortization effects being amplified.