Exhibit 5
 
 
                       SHELBY WILLIAMS INDUSTRIES, INC.
 
                            11-111 Merchandise Mart
                           [LOGO OF SHELBY WILLIAMS]
                            Chicago, Illinois 60654
                                (312) 527-3593
 
                                                                   May 12, 1999
 
Dear Stockholders:
 
   I am pleased to inform you that Shelby Williams Industries, Inc. (the
"Company") has entered into an Agreement and Plan of Merger dated as of May 5,
1999 (the "Merger Agreement") with Falcon Products, Inc., a Delaware
corporation ("Falcon"), and SY Acquisition, Inc., a Delaware corporation and a
wholly-owned subsidiary of Falcon ("Merger Subsidiary"), pursuant to which
Merger Subsidiary has today commenced a cash tender offer (the "Offer") to
purchase all of the outstanding shares ("Shares") of common stock, $.05 par
value per share ("Common Stock"), of the Company at a purchase price of $16.50
per Share, net to the seller in cash. The Merger Agreement provides for the
making of the Offer which, if consummated and certain conditions are
satisfied, will be followed by a merger of Merger Subsidiary with and into the
Company (the "Merger"), with the Company surviving as a wholly-owned
subsidiary of Falcon.
 
   In the Merger, Shares (other than Shares owned by Falcon, Merger Subsidiary
or the Company) will be converted into the right to receive an amount in cash
equal to the price per Share paid pursuant to the Offer, without interest
thereon.
 
   YOUR BOARD OF DIRECTORS HAS UNANIMOUSLY APPROVED THE MERGER AGREEMENT, THE
OFFER AND THE MERGER AND DETERMINED THAT THE OFFER AND THE MERGER ARE
ADVISABLE, FAIR TO, AND IN THE BEST INTERESTS OF, THE STOCKHOLDERS OF THE
COMPANY. YOUR BOARD OF DIRECTORS UNANIMOUSLY RECOMMENDS THAT THE STOCKHOLDERS
OF THE COMPANY ACCEPT THE OFFER AND TENDER THEIR SHARES PURSUANT TO THE OFFER.
 
   In arriving at its recommendation, the Directors of your Company each gave
consideration to the factors described in the attached Schedule 14D-9 that is
being filed today with the Securities and Exchange Commission, including,
among other things, the opinion of Lazard Freres & Co. LLC, the Company's
financial advisors, that, subject to the various assumptions and limitations
set forth therein, as of the date of such opinion, the $16.50 cash price to be
received by the holders of Shares in the Offer and the Merger pursuant to the
Merger Agreement is fair to such holders from a financial point of view.
 
   In addition to the attached Schedule 14D-9, enclosed is the Offer to
Purchase dated May 12, 1999, together with related materials, including a
Letter of Transmittal, to be used for tendering your Shares pursuant to the
Offer. These documents state the terms and conditions of the Offer and the
Merger, provide detailed information about the transactions and include
instructions as to how to tender your Shares. We urge you to read these
documents carefully in making your decision with respect to tendering your
Shares pursuant to the Offer.
 
                                          Very truly yours,
 
                                          /s/ Paul N. Steinfeld
                                          Chairman of the Board
                                          and Chief Executive Officer