SECURITIES AND EXCHANGE COMMISSION

                          WASHINGTON, D.C. 20549-1004

                                    FORM 8-K

                Current Report Pursuant to Section 13 or 15(d)
                    of the Securities Exchange Act of 1934

                                 August 14, 2002
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              (Date of Report (Date of Earliest Event Reported))

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

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

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

 REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE (734) 241-4414
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                                      None
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     Former name, former address and former fiscal year, if changed since last
       report.


Item 9: Statements Under Oath of Principal Executive Officer and Principal Financial Officer Regarding Facts and Circumstances Relating to Exchange Act Filings Statement Under Oath of Principal Executive Officer and Principal Financial Officer Regarding Facts and Circumstances Relating to Exchange Act Filings I, David M. Risley, Senior Vice President and Chief Financial Officer, state and attest that: 1) To the best of my knowledge, based upon a review of the covered reports of La-Z-Boy Incorporated, and, except as corrected or supplemented in a subsequent covered report: o no covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and o no covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed). 2) I have reviewed the contents of this statement with the Company's audit committee. 3) In this statement under oath, each of the following, if filed on or before the date of this statement, is a "covered report": o La-Z-Boy Incorporated Annual Report to the Securities & Exchange Commission on Form 10-K for the year ended April 27, 2002 Commission File No. 1-9656 (filed June 24, 2002). o all reports on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of La-Z-Boy Incorporated filed with the Commission subsequent to the filing of the Form 10-K identified above; and o any amendments to any of the foregoing. Signature: /s/ David M. Risley Subscribed and sworn to ------------------- before me this 14th day of Name: David M. Risley August 2002. Senior Vice President and Chief Financial Officer Date: August 14, 2002 /s/ Kathleen S. Stiefel ----------------------- Notary Public Kathleen S. Stiefel Notary Public Monroe County, Michigan My commission expires May 17, 2005

Statement Under Oath of Principal Executive Officer and Principal Financial Officer Regarding Facts and Circumstances Relating to Exchange Act Filings I, Gerald L. Kiser, President and Chief Executive Officer, state and attest that: 1) To the best of my knowledge, based upon a review of the covered reports of La-Z-Boy Incorporated, and, except as corrected or supplemented in a subsequent covered report: o no covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and o no covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed). 2) I have reviewed the contents of this statement with the Company's audit committee. 3) In this statement under oath, each of the following, if filed on or before the date of this statement, is a "covered report": o La-Z-Boy Incorporated Annual Report to the Securities & Exchange Commission on Form 10-K for the year ended April 27, 2002 Commission File No. 1-9656 (filed June 24, 2002). o all reports on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of La-Z-Boy Incorporated filed with the Commission subsequent to the filing of the Form 10-K identified above; and o any amendments to any of the foregoing. Signature: /s/ Gerald L. Kiser Subscribed and sworn to ------------------- before me this 14th day of Name: Gerald L. Kiser August 2002. President and Chief Executive Officer Date: August 14, 2002 /s/ Kathleen S. Stiefel ------------------------ Notary Public Kathleen S. Stiefel Notary Public Monroe County, Michigan My commission expires May 17, 2005 SIGNATURE 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. LA-Z-BOY INCORPORATED --------------------- (Registrant) Date August 14, 2002 /s/ Louis M. Riccio, Jr. ------------------------ Louis M. Riccio, Jr. Chief Accounting Officer