SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K/A
(Amendment No. 1)
to
ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) of
THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended April 30, 1994 - Commission File No. 1-9656
LA-Z-BOY CHAIR COMPANY
(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 N. Telegraph Road, Monroe, Michigan 48161
(Address of principal executive offices) (Zip Code)
Registrant's Telephone Number - Area Code (313) 242-1444
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act:
COMMON SHARES, $1.00 Par Value
(Title of Class)
Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein, and will not be
contained, to the best of registrant's knowledge, in definitive proxy
or information statements incorporated by reference in Part III of this
Form 10-K or any amendment to this Form 10-K. X
-----
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
----- -----
State the aggregate market value of the voting stock held by
nonaffiliates of the registrant as of June 17, 1994.
Common Shares, $1.00 Par Value - $533,081,370
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date.
Class Outstanding at June 17, 1994
Common Shares, $1.00 Par Value 18,303,223
Documents Incorporated By Reference:
Portions of the 1994 Annual Report to Shareholders for the year ended
April 30, 1994 are incorporated by reference into Part I.
Portions of the Annual Proxy Statement filed with the Securities and
Exchange Commission on June 24, 1994 are incorporated by reference into
Part III.
Part I items 1-3 Part II items 5-8, Part III items 10-13 and Part IV item 14
are amended in their entirety, and a new section of Part I is added as set
forth below.
PART I
Item 1. Business
The information required in Part I, Item 1, sections (a), (b) is
contained in the Registrant's 1994 Annual Report to Shareholders,
pages 1 thru 7, and is incorporated herein by reference.
(c)(1)(i) Principal Products
The Registrant operates in the furniture industry and as such does
not have differing segments. "Residential" dealers are those who resell
to individuals for their home use. "Contract" seating and casegood
products are sold to commercial dealers. Additional information
regarding products and market share data is contained in the
Registrant's 1994 Financial Report and Other Information, as shown in
Exhibit I page 22, and is incorporated herein by reference.
(c)(1)(ii) Status of New Products or Segments
There were not any major new products or segments during the 1994
fiscal year.
(c)(1)(iii) Raw Materials
The principal raw materials used by the Registrant in the
manufacture of its products are hardwoods for solid wood dining room
and bedroom furniture, casegoods, occasional tables and for the frame
components of seating units; plywood and chipwood for internal parts;
veneers for dining room furniture, wall units, and occasional tables;
water-based and liquid finishes (stains, sealants, lacquers) for
external wood; steel for the mechanisms; leather, cotton, wool,
synthetic and vinyl fabrics for covers; and polyester batting and
non-chlorofluorocarbonated polyurethane foam for cushioning. Steel and
wood products are generally purchased from a number of sources, usually
in the vicinity of the particular plant, and product-covering fabrics
and polyurethane are purchased from a substantial number of sources on
a centralized basis. The Registrant fabricates the majority of the
parts in its products, largely because quality parts made to its exact
specifications are not obtainable at reasonable cost from outside
sources.
Raw materials costs historically have been about 35 percent of net
sales in the upholstery operations and a somewhat higher percentage in
the casegoods operations. Purchased fabric (which includes leather) is
the largest single raw material cost representing about 40 percent of total
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upholstery product material costs. Polyurethane (poly) foam for cushions
and padding and lumber are the next two largest types of upholstery raw
material costs. Both fabric and poly are highly sensitive to changes in
the price of oil. Price increases for raw materials excluding lumber have
kept pace with the inflation rate in recent years and are expected to
continue to do so. Lumber prices have increased during the past year by
about 10 to 20 percent, depending on the species of lumber.
Lumber, like most commodities, historically has had sharp changes in
prices over the short term and long term. The Registrant is usually not as
affected by these changes as much as other furniture manufacturers due to
the large percentage of upholstered goods manufactured that do not require
as much lumber as casegoods. Also, wood substitutes, (e.g. steel, plastic)
can be used to some degree in upholstered products.
(c)(1)(iv) Patents, Licenses and Franchises or Concessions
The Registrant has a number of patents on its reclining chair and
rocking chair mechanisms which it believes were important to the early
success of the Registrant and to its present competitive position. It
believes, however, that since it is so firmly established in the
industry, the loss of any single or small group of patents would not
now materially or adversely affect the Registrant's business. The
Registrant has no material licenses, franchises or concessions.
(c)(1)(v) Seasonal Business
The Registrant generally experiences its lowest level of sales
during the first quarter. When possible, the scheduling of production
is designed to maintain generally uniform manufacturing activity
throughout the year, except for mid summer plant shutdowns to coincide
with slower sales.
(c)(1)(vi) Practices Regarding Working Capital Items
The Registrant does not carry significant amounts of upholstered
finished goods inventory to meet rapid delivery requirements of
customers or to assure itself of a continuous allotment of goods from
suppliers. Normal customer terms provide for one payment due within 45
days with a 1 percent discount within 30 days (one installment, 1
percent discount 30 net 45).
Most casegoods finished goods inventories are built to provide for
quicker delivery requirements of customers without installment credit
terms therefore, resulting in higher levels of finished product on hand
at any period in time than the upholstered products. Kincaid and
Hammary divisions primarily sell casegood products. Casegoods are also
sold through the Contract Division.
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(c)(1)(vii) Customers
The Registrant distributes to over 12,000 locations. The
Registrant does not have any customer whose sales amount to 10 percent
or more of the Registrant's consolidated sales. The Registrant's
approximate dealer mix consists of 39 percent proprietary, 15 percent
to major dealers (Montgomery Ward and other department stores) and
46 percent to general dealers.
Proprietary stores consist of stores dedicated to the sale of
La-Z-Boy products and in-store dedicated galleries. The dedicated stores
include La-Z-Boy Furniture Galleries stores and Showcase Shoppes. In-
store dedicated galleries have been established for each of the Company's
divisions.
(c)(1)(viii) Orders and Backlog
It has been determined that the majority of the Registrant's
Residential Division orders were for dealer stock, with approximately 35
percent of orders being requested directly by customers. Furthermore,
about 20 percent of units produced at all divisions were built for the
Registrant's inventory. The remainder were "built-to-order" for dealers.
As of July 2, 1994, backlogs were approximately $73 million compared
to approximately $77 million on June 26, 1993. This represents less than
six weeks of sales. On average, orders are shipped in approximately five
weeks. Any measure of backlog at a point in time may not be indicative of
future sales performance. The Registrant does not rely on backlogs to
predict future sales since the sales cycle is only five weeks and backlog
can change a lot from week to week.
The decrease in backlogs from 1993 to 1994 can be attributed largely
to the unusually high backlog of orders at the end of 1993. At that time
the furniture industry was emerging from a four year recession and the
Registrant had just introduced many new products, such as the American
Home Collection.
The cancellation policy for La-Z-Boy Chair Company, in general,
is that an order cannot be cancelled after it has been put into
production. Orders from prebuilt stock though, may be cancelled up to the
time of shipment.
(c)(1)(ix) Renegotiation Contracts
The Registrant does not have any material portion of business
which may be subject to renegotiation of profits or termination of
contracts or subcontracts at the election of the Government.
(c)(1)(x) Competitive Conditions
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The Registrant believes that it ranks third in the U.S. in dollar
volume of sales within the Residential furniture industry, which
includes manufacturers of bedroom, dining room and living room
furniture. Based on the most accurate statistics available, the
Registrant believes that it is the largest manufacturer of upholstered
products and solid wood bedroom/dining room products in the United
States.
The Registrant competes primarily by emphasis on quality of its
products, dealer support and a lifetime warranty on the reclining and
legrest mechanisms.
The Registrant has approximately fifteen major competitors in the
reclining or motion chair field and a substantially larger number of
competitors in the upholstery business as a whole and in the Casegoods
and Contract businesses.
The Registrant's best U.S. market share information (in dollars,
not units) indicates that it has about 30 to 35 percent of the
recliner market, above 8 percent of the residential upholstery market,
and less than 2 percent of the residential casegoods market. These
market shares have been increasing slightly over the last three years
in most lines.
(c)(1)(xi) Research & Development
The Registrant spent $6.4 million in fiscal 1994 for new product
development, existing product improvement, quality control,
improvement of current manufacturing operations and research into the
use of new materials in the construction of its products. The
Registrant spent $6.2 million in fiscal 1993 on such activities and
$5.5 million on such activities in fiscal 1992. The Registrant's
customers do not engage in research with respect to the Registrant's
products.
(c)(1)(xii) Compliance with Environmental Regulations
The Registrant has been identified as a Potentially Responsible Party
("PRP") at two clean-up sites: Organic Chemical and Seaboard Chemical
Company. At each site, the Company has been identified as a de minimus
contributor and volumetric assessments indicate that the Company's
contributions to each site have been less than .1% of the total. Each
site has either completed or has begun the Phase I cleanup and the total
cleanup costs expected to be incurred at each site have been estimated.
The Company is also participating with a number of other companies in the
voluntary RCRA closure of the Caldwell Systems site. The Company's
volumetric assessment at this site is in the 1% range. The steering
committee responsible for negotiating the cleanup plan with the EPA has
recently reinitiated its negotiations in anticipation of initial cleanup
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activities. Estimates of the cleanup costs at the Caldwell site are
also available. The number of PRP's and voluntary participants at the
three sites range from 182 to in excess of 1,750. Based on a review of
the number, composition and financial stability of the PRP's and voluntary
participants at each site, along with cleanup cost estimates available,
management does not believe that any significant risk exists that the
Company will be required to incur total costs in excess of $100,000 at
any of the sites. At April 30, 1994, a total of $300,000 has been accrued
with respect to these three sites.
The Registrant's current environmental compliance concerns are focused
on new regulations for Storm Water Pollution Prevention and the 1990
Clean Air Act Amendments. The Registrant has participated in a group storm
water permit program sponsored by its trade association (American
Furniture Manufacturers Association - AFMA); has contracted with a
consulting firm to provide assistance to its plants with the
development of Storm Water Pollution Prevention Plans; and has
contracted with another firm to conduct detailed air emission
inventories and assist in the preparation of timely and complete
operating permits for Clean Air Act compliance. The Registrant feels that
compliance with these issues is important for maintaining its ongoing
operations and competitive position. The Registrant does not anticipate
that this compliance effort will have a significant effect on capital
expenditures, earnings or competitive position.
(c)(1)(xiii) Number of Employees
The Registrant and its subsidiaries employed 9,370 persons as of
April 30, 1994 and 8,724 persons as of April 24, 1993.
(d) Financial Information about Foreign and Domestic Operations and
Export Sales.
The Registrant does not make any material amount of sales of
upholstered furniture to foreign customers. The Registrant sells
upholstered furniture to Canadian customers through its Canadian
subsidiary, La-Z-Boy Canada Limited.
The Registrant also derives an insignificant amount of royalty
revenues from the sale and licensing of its trademarks, tradenames and
patents to certain foreign manufacturers.
Export sales are increasing, but no specific sales objectives have
been set at this time.
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Item 2. Properties
In the United States, the Registrant operates twenty-three
manufacturing plants (most with warehousing space), has an automated
fabric processing center and divisional and corporate offices. The
Registrant has one manufacturing plant in Canada. Some locations listed
below have more than one plant.
The location of these plants, the approximate floor space,
principal operations conducted and the approximate number of employees
at such locations as of April 30, 1994 are as follows:
Floor Space Number of
Location (square feet) Operations Conducted Details Employees
-------- ------------- --------------------- ------- ---------
Monroe, 233,900 Corporate offices (1) 476
Michigan
Newton, 628,175 Manufacture, assembly, (2) 1,136
Mississippi leather cutting and
warehousing of upholstery
Redlands, 189,125 Upholstering, assembly (3) 267
California and warehousing of
upholstery
Florence, 414,920 Manufacture, assembly (4) 449
South Carolina and warehousing of
upholstery
Florence, 48,400 Fabric processing (5) 17
South Carolina center
Neosho, 560,640 Manufacture, assembly (6) 1,105
Missouri and warehousing of
upholstery
Dayton, 909,320 Manufacture, assembly (7) 1,808
Tennessee and warehousing of
upholstery
Siloam Springs, 200,910 Manufacture and (8) 296
Arkansas assembly of upholstery
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Floor Space Number of
Location (square feet) Operations Conducted Details Employees
------------ ------------ ---------------------- --------- ---------
Tremonton, 672,770 Manufacture, assembly (9) 839
Utah and warehousing of
upholstery
Leland, 311,990 Manufacture, assembly and (10) 413
Mississippi warehousing of Contract
casegoods and upholstery
Waterloo, 257,340 Manufacture, assembly, (11) 412
Ontario and warehousing of
upholstery
Lincolnton, 373,830 Manufacture and (12) 393
North Carolina assembly of upholstery
Grand Rapids, 440,000 Manufacture and assembly (13) 117
Michigan of Contract office
furniture/systems
Lenoir area 554,770 Manufacture, assembly and (14) 467
(Hammary), warehousing of primarily
North Carolina Casegoods and some
upholstered products
Hudson area 1,045,050 Manufacture, assembly, (15) 1,175
(Kincaid), and warehousing of
North Carolina Casegoods
--------- -----
6,841,140 9,370
(1) On December 1, 1974, the Registrant purchased from Floral City
Furniture Company a 15,700 square foot showroom adjacent to
the Registrant's Home Office and a plant on Telegraph Road in
Monroe, Michigan. This facility was constructed in 1935 and
expanded in 1970 to a total square footage of 215,200. It was
brought to its present size by an addition of 18,700 square
feet in 1990.
(2) Originally built in 1961 with 274,200 square feet of space and
includes: 190,000 square foot addition started during 1986,
4,000 square feet added in 1990, 19,100 square feet
constructed in 1991 and 13,510 square feet added in 1992. In
1992, an 82,500 square foot woodworking facility was
constructed. During 1993, the manufacturing and warehouse
buildings were expanded a total of 43,200 square feet. In
1994, a chiller building and a conveyor pit were constructed.
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(3) The original building of 158,670 square feet was constructed
in 1967. A 21,200 square foot warehouse addition was completed
in 1987 and a 9,255 square foot warehouse addition was completed
in 1992.
(4) 244,085 and 67,680 square feet represent additions constructed
in 1969 and 1973. In 1994, a 7,020 square foot batting storage
building was completed. The balance represents a building
constructed prior to 1930 and purchased in 1966.
(5) The original building of 24,900 square feet was completed in
1975. The Registrant completed construction of a 23,500
square foot addition to the Fabric Processing Center in 1980.
(6) This facility includes a 130,000 square foot addition completed in
1979, two dry kilns constructed in 1985 at a total square
footage of 4,300, a 72,000 square foot manufacturing addition
completed in 1987 and in addition made in 1990 of 25,000 square
feet. During 1993 a 37,500 square foot metal stamping room was
added. The balance of 291,840 represents the original building
which was constructed in 1969.
(7) The original building of 320,420 square feet was constructed
in 1973. Additions include: a 48,800 square foot warehouse
addition completed in 1982, 195,000 square feet started during
1986, 68,700 square feet added in 1990, a major upholstery
plant of 274,600 square feet added in 1991, and an 1,800
square foot storage building completed in 1992.
(8) Includes 24,595 square feet from an addition constructed in
1973, 74,000 square feet represents an addition constructed in
1985, 11,310 square feet were added in 1986 and the balance
represents a building constructed in 1943 and purchased in
1973.
(9) The original building of 220,400 square feet was constructed in
1979. Additions include a 60,000 square foot warehouse addition
completed in 1982, a 121,960 square foot addition completed in
1984, 62,500 square feet of expansion during 1989 and an
upholstery plant addition of 207,910 square feet in 1991.
(10) In 1985, the Registrant acquired the net assets of Dillingham
Manufacturing Company, Inc., which included a 153,500 square
foot manufacturing plant located in Leland, Mississippi. This
building was originally constructed in 1959 and 1970. There
was a 153,035 square foot expansion done during 1990. In 1992,
a 7,300 square foot office addition was completed on the site
of the previous office and in 1993, a 1,450 square foot
maintenance shop was added.
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(11) As of February 28, 1979, the Registrant acquired the net
assets of Deluxe Upholstering Limited from the Molson
Companies Limited, which included a 124,300 square foot
manufacturing plant located in Waterloo, Ontario, Canada. In
1985, the Registrant relocated its manufacturing plant in
Waterloo, to an existing facility of 209,820 square feet
within the same city and expanded it to its present size in
1989.
(12) In 1986, the net assets of Burris Industries were acquired,
which included a 373,830 square foot manufacturing plant
located in Lincolnton, North Carolina. The building parts were
constructed in 1963, 1965, 1969 and 1974.
(13) In 1986, the net assets of RoseJohnson Incorporated were
acquired, which included a three building total of 440,000
square feet located in Grand Rapids, Michigan. Two of the
buildings were constructed in the early 1900's. Of the two
buildings, one building contains 185,000 total square feet, while
the other building contains 145,000 square feet. The third
building, consisting of 110,000 square feet, was completed in 1960.
(14) In 1986, the operating assets of Hammary Furniture Company
were acquired, which included three manufacturing facilities:
one built in 1946 consisting of 136,500 square feet located in
Lenoir, North Carolina; another constructed in 1968 with
341,580 square feet, including a warehouse of 141,000 built in
1990, located in Granite Falls, North Carolina; and a third
facility in Sawmills, North Carolina, built in 1963 consisting
of 75,000 square feet. During 1993, a 4,000 square foot dry
lumber storage building was built to replace a 2,310 square
foot building that was torn down.
(15) In 1988, the net assets of Kincaid Furniture Company were
acquired, which included 730,000 square feet in six
manufacturing locations within North Carolina. A 237,500
square foot warehouse addition was completed in 1991 and a
5,000 square foot boiler building was added in 1993. During
1994, the completion of the following additions expanded
Kincaid by 72,550 square feet: a cafeteria, a rough mill
building, a dry shed building, and a finishing room.
The Monroe, Michigan; Redlands, California; Dayton, Tennessee; Siloam
Springs, Arkansas; Waterloo, Ontario, Canada; Lincolnton, North
Carolina; Grand Rapids, Michigan; Lenoir, North Carolina; Hudson, North
Carolina and Newton, Mississippi woodworking facility plants are owned
in fee by the Registrant. The Florence, South Carolina; Neosho,
Missouri; Newton, Mississippi and Tremonton, Utah plants as well as the
automated Fabric Processing Center were financed by the issuance of
industrial revenue bonds and are occupied under long-term leases with
9
government authorities. The Leland, Mississippi plant is under a long
term lease between the Board of Supervisors of Washington County,
Mississippi (lessor) and La-Z-Boy Chair Company (lessee). These leases
are capitalized on the Registrant's books. The Registrant believes
that its plants are well maintained, in good operating condition and
will be adequate to meet its present and near future business
requirements. The average age of the Registrants' properties is 25
years.
Item 3. Legal Proceedings
Information relating to certain legal proceedings (Note 9 of the
Consolidated Financial Statements in the Registrant's 1994 Financial
Report and Other Information, as shown in Exhibit I page 17) is
incorporated herein by reference.
Executive Officers of the Registrant
Listed below is the information required for the Executive Officers of the
Company
Name Age Business Experience
Charles T. Knabusch 54 Chairman of the Board and President of the
Company for more than five years.
Edwin J. Shoemaker 87 Vice Chairman of the Board and Executive
Vice President of Engineering for more
than five years.
Frederick H. Jackson 66 Vice President Finance for more than five years.
Patrick H. Norton 72 Senior Vice President, Sales and Marketing for
more than five years.
Charles W. Nocella 62 Vice President of Manufacturing for more than
five years.
Gene M. Hardy 57 Secretary and Treasurer of the Company for more
than five years.
PART II
The information required in Part II (Items 5 thru 8) is contained
in the La-Z-Boy Chair Company's 1994 Financial Report and Other Information,
Exhibit I pages 1 thru 17 and 24 through 35, and is incorporated herein by
reference.
Item 9 is not applicable.
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PART III
For information concerning the Company's Executive Officers required
by Regulation S-K 401(b), see "Executive Officers of the Registrant"
above. All other information required in Part III (Items 10 thru 13) is
contained in the Registrant's proxy statement dated June 24, 1994, on
pages 1 thru 14, and is incorporated herein by reference.
PART IV
Item 14. Exhibits, Financial Statements, Schedules and Reports on Form 8-K
(a) Index to Financial Statements
(1) Financial Statements:
Page in Exhibit I
Report of Independent Accountants . . . . . . . . . . 2
Consolidated Statements of Income for the
three years ended April 30, 1994 . . . . . . . . . . 3
Consolidated Balance Sheets at April 30, 1994
and April 24, 1993 . . . . . . . . . . . . . . . . . 4
Consolidated Statements of Cash Flows for the
three years ended April 30, 1994 . . . . . . . . . . 6
Consolidated Statements of Changes in Share-
holders' Equity for the three years ended
April 30, 1994 . . . . . . . . . . . . . . . . . . . 8
Notes to Consolidated Financial Statements . . . . . 9
(2) Financial Statement Schedules:
For the three years ended April 30, 1994
V Property, Plant and Equipment . . . . . . . . . 18
VI Accumulated Depreciation, Depletion and Amorti-
zation of Property, Plant and Equipment . . . . 20
VIII Valuation and Qualifying Accounts . . . . . . . 22
IX Supplementary Income Statement Information . . . 23
All other schedules are omitted because they are not applicable or the required
information is shown in the financial statements or notes thereto.
(3) Exhibits
I. 1994 Financial Report and Other Information (filed with this
amendment)
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II. Pages 1-7 of the Registrant's Annual Report to Shareholders
(previously filed as an exhibit to this report on Form 10-K).
III. Articles of Incorporation filed on Form 10-K dated July 20,
1993 (Commission File No. 1-9656) is incorporated herein by
reference.
IV. By-laws filed on Form 10-K dated July 20, 1993 (Commission File
No. 1-9656) is incorporated herein by reference.
V. Form of certificate for Common Stock $1.00 par value (filed
as an exhibit to registrant's Form S-8 Registration Statement
(Commission File No. 33-50318) and incorporated herein by
reference).
* VI. La-Z-Boy Chair Company 1993 Performance-Based Stock plan (filed
as Exhibit A to registrant's proxy statement dated June 25, 1993
(Commission File No. 1-9656) and incorporated herein by
reference).
* VII. La-Z-Boy Chair Company Restricted Stock Plan for Non-Employee
Directors (filed as Exhibit B to registrant's proxy statement
dated July 6, 1989 (Commission File No. 1-9656) and incorporated
herein by reference).
*VIII.La-Z-Boy Chair Company Executive Incentive Compensation Plan
Description (filed as an exhibit to registrant's Current Report
on Form 8-K dated February 6, 1995 (Commission File No. 1-9656)
and incorporated herein by reference).
*IX. La-Z-Boy Chair Company Supplemental Executive Retirement Plan
dated May 1, 1991 (filed as an exhibit to registrant's Current
Report on Form 8-K dated February 6, 1995 (Commission File No.
1-9656) and incorporated herein by reference).
*X. La-Z-Boy Chair Company 1986 Restricted Share Plan (filed as an
exhibit to registrant's proxy statement dated June 26, 1986
(Commission File No. 1-9656) and incorporated herein by reference).
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*XI. La-Z-Boy Chair Company Amended and Restated 1989 Restricted Share
Plan filed as Exhibit A to registrant's proxy statement dated
July 6, 1989 (Commission File No. 1-9656) and incorporated herein
by reference).
*XII.La-Z-Boy Chair Company 1986 Incentive Stock Option Plan (filed
as Exhibit B to registrant's proxy statement dated June 26, 1986
(Commission File No. 1-9656) and incorporated herein by
reference).
*XIII.Form of Change in Control Agreement, accompanied by list of
employees party thereto (filed as an exhibit to registrant's
Current Report on Form 8-K dated February 6, 1995 (Commission
File No. 1-9656) and incorporated herein by reference).
*XIV. Form of Indemnification Agreement and list of Registrant's
directors who are parties thereto (filed as an exhibit to Form 8,
Amendment No. 1 dated November 3, 1989 (Commission File No.
1-9656) and incorporated herein by reference).
XV. Agreement and Plan of Merger with Kincaid Furniture Company,
Incorporated (filed as Exhibit (c) to registrant's Schedule 14D-1
dated December 18, 1987 (Commission File No. S-36021) and
incorporated herein by reference).
XVI. Revolving Credit and Term Loan Agreement dated as of April 22,
1988 (filed as an exhibit to registrant's Form 8, Amendment No. 1
dated November 3, 1989 (Commission File No. 1-9656) and
incorporated herein by reference).
XVII.Fixed Rate Term Loan Agreement dated as of April 22, 1988 (filed
as an exhibit to registrant's Form 8, Amendment No. 1 dated
November 3, 1989 (Commission File No. 1-9656) and incorporated
herein by reference).
XVIII.La-Z-Boy Chair Company 1979 Key Employee Stock Option Plan (filed
as an exhibit to Form S-8 Registration Statement effective
February 15, 1980 (Commission File No. 2-66510) and incorporated
herein by reference).
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XIX. List of subsidiaries of La-Z-Boy Chair Company filed as an exhibit
to Form S-4 (Commission File No. 33-57623) and incorporated herein
by reference).
XX. Consent of Price Waterhouse LLP (filed with this amendment).
(27) Financial Data Schedule (EDGAR only)
________________________________
* Indicates a contract or benefit plan under which one or more executive
officers or directors may receive benefits.
(b) Reports on Form 8-K
News Release and Financial Information Release filed on Form 8-K,
dated June 2, 1994 (Commission File No. 1-9656).
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this Amendment to be
signed on its behalf by the undersigned, thereunto duly authorized.
LA-Z-BOY CHAIR COMPANY
BY s\ F. H. Jackson March 20, 1995
-----------------
F. H. Jackson
Vice President Finance
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