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

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-Q

(Mark One)

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF
    1934

For quarterly period ended May 4, 2002

                                       OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
    ACT OF 1934

        For the transition period from                to

                        Commission File Number: 0-02788

                         THE ELDER-BEERMAN STORES CORP.
             (Exact name of registrant as specified in its charter)

<Table>
                                        
                   OHIO                                    31-0271980
     (State or other jurisdiction of          (I.R.S. employer identification no.)
       incorporation or organization)




      3155 EL-BEE ROAD, DAYTON, OHIO                         45439
 (Address of principal executive offices)                  (Zip Code)
</Table>

                                 (937) 296-2700
              (Registrant's telephone number, including area code)

                                 NOT APPLICABLE
   (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 shorter 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 [ ]

                     APPLICABLE ONLY TO CORPORATE ISSUERS:

     Indicate the number of shares outstanding of the issuer's classes of common
stock, as of the latest practicable date.

     As of June 13, 2002 11,528,587 shares of the issuer's common stock, without
par value, were outstanding.

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


                         THE ELDER-BEERMAN STORES CORP.

                                     INDEX

<Table>
<Caption>
                                                                        PAGE
                                                                        ----
                                                                  
PART I    FINANCIAL INFORMATION
ITEM 1.   Financial Statements
          Condensed Consolidated Balance Sheets as of May 4, 2002
          (Unaudited) and as of February 2, 2002......................    1
          Condensed Consolidated Statements of Operations for the 13
          weeks ended May 4, 2002 and May 5, 2001 (Unaudited).........    2
          Condensed Consolidated Statements of Cash Flows for the 13
          weeks ended May 4, 2002 and May 5, 2001 (Unaudited).........    3
          Notes to Condensed Consolidated Financial Statements
          (Unaudited).................................................    4
ITEM 2.   Management's Discussion and Analysis of Consolidated
          Financial Condition and Results of Operations...............    9
ITEM 3.   Quantitative and Qualitative Disclosures About Market
          Risk........................................................   11

PART II   OTHER INFORMATION
ITEM 1.   Legal Proceedings...........................................   12
ITEM 2.   Changes in Securities and Use of Proceeds...................   12
ITEM 3.   Defaults Upon Senior Securities.............................   12
ITEM 4.   Submission of Matters to a Vote of Security Holders.........   12
ITEM 5.   Other Information...........................................   12
ITEM 6.   Exhibits and Reports on Form 8-K............................   13

SIGNATURES............................................................   14

EXHIBIT INDEX.........................................................   15
</Table>


                        PART I. -- FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS.

                THE ELDER-BEERMAN STORES CORP. AND SUBSIDIARIES

                     CONDENSED CONSOLIDATED BALANCE SHEETS

                             (DOLLARS IN THOUSANDS)

<Table>
<Caption>
                                                              (UNAUDITED)
                                                              MAY 4, 2002    FEB. 2, 2002
                                                              -----------    ------------
                                                                       
ASSETS
Current assets:
  Cash and equivalents......................................   $  7,532        $  7,142
  Customer accounts receivable (less allowance for doubtful
     accounts: May 4, 2002 -- $2,677; February 2,
     2002 -- $2,985)........................................    123,973         129,121
  Merchandise inventories...................................    150,562         151,761
  Other current assets......................................     21,215          21,435
                                                               --------        --------
          Total current assets..............................    303,282         309,459
                                                               --------        --------
Property, fixtures and equipment, less accumulated
  depreciation and amortization.............................     98,833          98,078
Goodwill....................................................         --          16,012
Other Assets................................................     25,263          27,513
                                                               --------        --------
          Total assets......................................   $427,378        $451,062
                                                               ========        ========

LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
  Current portion of long-term obligations..................   $  7,329        $  5,531
  Accounts payable..........................................     39,548          39,108
  Other accrued liabilities.................................     24,812          26,819
                                                               --------        --------
          Total current liabilities.........................     71,689          71,458
                                                               --------        --------
Long-term obligations, less current portion.................    141,112         148,489
Deferred items..............................................     14,379          13,905
Shareholders' equity:
  Common stock, no par, 11,531,554 shares at May 4, 2002 and
     11,494,266 shares at February 2, 2002 issued and
     outstanding............................................    242,373         242,273
  Unearned compensation -- restricted stock.................       (338)           (302)
  Deficit...................................................    (37,411)        (19,870)
  Other comprehensive loss..................................     (4,426)         (4,891)
                                                               --------        --------
          Total shareholders' equity........................    200,198         217,210
                                                               --------        --------
          Total liabilities and shareholders' equity........   $427,378        $451,062
                                                               ========        ========
</Table>

See notes to condensed consolidated financial statements

                                        1


                THE ELDER-BEERMAN STORES CORP. AND SUBSIDIARIES

                CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

                (DOLLARS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
                                  (UNAUDITED)

<Table>
<Caption>
                                                              13-WEEKS ENDED   13-WEEKS ENDED
                                                               MAY 4, 2002      MAY 5, 2001
                                                              --------------   --------------
                                                                         
Revenues:
  Net sales.................................................   $   141,166      $   139,494
  Financing.................................................         7,158            7,149
  Other.....................................................           688              704
                                                               -----------      -----------
          Total revenues....................................       149,012          147,347
                                                               -----------      -----------
Costs and expenses:
  Cost of merchandise sold, occupancy, and buying
     expenses...............................................       105,145           99,105
  Selling, general, administrative, and other expenses......        41,495           40,543
  Depreciation and amortization.............................         4,971            4,693
  Interest expense..........................................         2,840            3,337
                                                               -----------      -----------
          Total costs and expenses..........................       154,451          147,678
                                                               -----------      -----------
Loss before income tax benefit..............................        (5,439)            (331)
Income tax benefit..........................................        (1,958)            (119)
                                                               -----------      -----------
Loss before cumulative effect of a change in accounting
  principle.................................................        (3,481)            (212)
Cumulative effect of a change in accounting principle.......       (14,060)              --
                                                               -----------      -----------
Net loss....................................................   $   (17,541)     $      (212)
                                                               ===========      ===========
Net loss per common share -- basic and diluted
Loss before cumulative effect of a change in accounting
  principle.................................................   $     (0.31)     $     (0.02)
Cumulative effect of a change in accounting principle.......         (1.23)              --
                                                               -----------      -----------
Net loss....................................................   $     (1.54)     $     (0.02)
Weighted average number of shares outstanding...............    11,369,834       11,314,851
</Table>

See notes to condensed consolidated financial statements

                                        2


                THE ELDER-BEERMAN STORES CORP. AND SUBSIDIARIES

                CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

                             (DOLLARS IN THOUSANDS)
                                  (UNAUDITED)

<Table>
<Caption>
                                                              13-WEEKS ENDED   13-WEEKS ENDED
                                                               MAY 4, 2002      MAY 5, 2001
                                                              --------------   --------------
                                                                         
Cash flows from operating activities:
  Net loss..................................................     $(17,541)        $  (212)
  Adjustments to reconcile net loss to net cash provided by
     operating activities:
     Depreciation and amortization..........................        4,971           4,693
     Cumulative effect of a change in accounting
       principle............................................       14,060              --
     Asset impairment.......................................        1,037              --
     Changes in assets and liabilities......................        5,761          (4,144)
                                                                 --------         -------
       Net cash provided by operating activities............        8,288             337
Cash flows from investing activities:
  Capital expenditures, net.................................       (2,604)         (3,669)
  Proceeds from the disposal of investments.................          326              --
                                                                 --------         -------
       Net cash used in investing activities................       (2,278)         (3,669)
Cash flows from financing activities:
  Net payments under asset securitization agreement.........       (5,493)         (5,044)
  Net borrowings under revolving lines of credit............       (1,652)          9,616
  Payments on long-term obligations.........................       (1,933)           (369)
  Issuance of an installment note...........................        3,464              --
  Other.....................................................           (6)            (62)
                                                                 --------         -------
       Net cash provided by (used in) financing
          activities........................................       (5,620)          4,141
                                                                 --------         -------
Increase in cash and equivalents............................          390             809
Cash and equivalents -- beginning of period.................        7,142           7,878
                                                                 --------         -------
Cash and equivalents -- end of period.......................     $  7,532         $ 8,687
                                                                 ========         =======
Supplemental cash flow information:
  Interest paid.............................................     $  3,104         $ 2,623
Supplemental non-cash investing and financing activities:
  Capital leases............................................           35           3,244
</Table>

See notes to condensed consolidated financial statements.

                                        3


                THE ELDER-BEERMAN STORES CORP. AND SUBSIDIARIES

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

                                  (UNAUDITED)

1. BASIS OF PRESENTATION

   The accompanying unaudited condensed consolidated financial statements
   include accounts of The Elder-Beerman Stores Corp. and its wholly-owned
   subsidiaries (the "Company"). All intercompany transactions and balances have
   been eliminated in consolidation. In the opinion of management, the Company
   has made all adjustments (primarily consisting of normal recurring accruals
   and the cumulative effect of a change in accounting principle discussed in
   note 6) considered necessary for a fair presentation for all periods
   presented.

   Certain information and footnote disclosures normally included in the
   financial statements prepared in accordance with accounting principles
   generally accepted in the United States of America have been condensed or
   omitted. The Company's business is seasonal in nature and the results of
   operations for the interim periods are not necessarily indicative of the
   results for the full fiscal year. It is suggested these condensed
   consolidated financial statements be read in conjunction with the financial
   statements and the notes thereto included in the Company's Annual Report on
   Form 10-K for the year ended February 2, 2002.

2. PER SHARE AMOUNTS

   Net earnings (loss) per common share is computed by dividing net earnings
   (loss) by the weighted-average number of common shares outstanding during the
   period presented. Stock options, restricted shares, deferred shares, and
   warrants outstanding represent potential common shares and are included in
   computing diluted earnings per share when the effect would be dilutive.
   Dilutive potential common shares for the 13 weeks ended May 4, 2002 and May
   5, 2001 was 68,188 and 75,268, respectively. There was no dilutive effect of
   potential common shares for the periods presented.

3. STOCK-BASED COMPENSATION

   During the first quarter of 2002, a total of 6,000 stock options were granted
   at fair market value to designated employees under the Company's Equity and
   Performance Incentive Plan (the "Plan"). These options granted have a maximum
   term of ten years and vest over five years.

   The Plan also provides for the issuance of restricted common shares to
   certain employees and nonemployee directors of the Company. These shares have
   a vesting period of three years. There were 33,966 restricted shares awarded
   under the Plan during the first quarter of 2002. The fair market value of the
   restricted shares is being amortized over the three-year vesting period.

   Nonemployee directors may take all or a portion of their annual base retainer
   fee in the form of a discounted stock option. During the first quarter of
   2002 a total of 26,416 stock options, with an exercise price of $1.99, were
   granted under this plan. These options vest on February 3, 2003.

4. SHAREHOLDERS' EQUITY

   The comprehensive loss for the 13 weeks ended May 4, 2002 and May 5, 2001,
   was $17.1 million and $2.7 million, respectively. The difference between net
   loss and comprehensive loss for the 13 weeks ended May 4, 2002 and May 5,
   2001 relate to the change in fair value of cash flow hedges.

5. DERIVATIVE FINANCIAL INSTRUMENTS

   The Company utilizes interest rate swap agreements to effectively establish
   long-term fixed rates on borrowings under the Securitization Facility, thus
   reducing the impact of interest rate changes on future income. These swap
   agreements, which are designated as cash flow hedges, involve the receipt of
   variable
                                        4

                THE ELDER-BEERMAN STORES CORP. AND SUBSIDIARIES

       NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS -- CONTINUED

                                  (UNAUDITED)

   rate amounts in exchange for fixed rate interest payments over the life of
   the agreements. The fair value of the Company's swap agreements was a $5.3
   million liability at May 4, 2002, and a $6.0 million liability at February 2,
   2002. This liability is included in Deferred items on the condensed
   consolidated balance sheet. The adjustment to record the net change in fair
   value was recorded, net of income taxes, in other comprehensive loss. There
   was no ineffectiveness during the 13 week period ended May 4, 2002.

6. IMPLEMENTATION OF NEW ACCOUNTING STANDARDS

   Effective February 3, 2002, the beginning of the new fiscal year, the Company
   adopted Statement of Financial Accounting Standards ("SFAS") No. 142,
   "Goodwill and Other Intangible Assets". SFAS No. 142 provides that goodwill
   and intangible assets with indefinite lives will not be amortized, but rather
   will be tested for impairment at least on an annual basis. Intangible assets
   with finite useful lives will continue to be amortized over their useful
   lives. In addition, SFAS No. 142 requires a transitional impairment test as
   of the adoption date.

   The Company had approximately $16.0 million in goodwill recorded in its
   balance sheet as of February 2, 2002. The Company has completed the goodwill
   transitional impairment test during the first quarter of 2002, and has
   determined that all of the goodwill recorded was impaired under the fair
   value impairment test approach as required by SFAS No. 142. The fair values
   of the reporting units were estimated using the expected present value of
   associated future cash flows and market values of comparable businesses where
   available. Upon adoption of SFAS No. 142, a $14.1 million charge, net of tax,
   was recognized in the first quarter of 2002 to record the impairment of
   goodwill and was classified as a cumulative effect of a change in accounting
   principle.

   SFAS No. 142 requires the presentation of net earnings (loss) and related
   earnings (loss) per share data adjusted of the effect of goodwill
   amortization. The following table provides net loss and per share data for
   the 13 weeks ended May 4, 2002 and May 5, 2001, adjusted for the impact of
   goodwill amortization on the results of the prior year period (dollars in
   thousands, except per share data):

<Table>
<Caption>
                                                                THIRTEEN WEEKS ENDED
                                                              -------------------------
                                                              MAY 4, 2002   MAY 5, 2001
                                                              -----------   -----------
                                                                      
Net loss:
  Reported continuing operations............................    $(3,481)      $ (212)
  Add back goodwill amortization, net of tax................         --          124
                                                                -------       ------
  Adjusted continuing operations............................    $(3,481)      $  (84)
                                                                =======       ======
Net loss per common share -- basic and diluted:
  Reported continuing operations............................    $ (0.31)      $(0.02)
  Goodwill amortization.....................................         --         0.01
                                                                -------       ------
  Adjusted continuing operations............................    $ (0.31)      $(0.01)
                                                                =======       ======
</Table>

   The changes in the carrying amount of goodwill for the 13 weeks ended May 4,
   2002 are as follows, $(000's):

<Table>
<Caption>
                                                       DEPARTMENT    FINANCE
                                                         STORE      OPERATIONS    TOTAL
                                                       ----------   ----------   --------
                                                                        
Balance as of February 2, 2002.......................   $ 14,475     $ 1,537     $ 16,012
Impairment loss recognized...........................    (14,475)     (1,537)     (16,012)
                                                        --------     -------     --------
Balance as of May 4, 2002............................   $     --     $    --     $     --
                                                        ========     =======     ========
</Table>

                                        5

                THE ELDER-BEERMAN STORES CORP. AND SUBSIDIARIES

       NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS -- CONTINUED

                                  (UNAUDITED)

   In August 2001, SFAS No. 144, "Accounting for the Impairment or Disposal of
   Long-Lived Assets", was issued, which addresses financial accounting and
   reporting for the impairment or disposal of long-lived assets. While SFAS No.
   144 supersedes SFAS No. 121 "Accounting for the Impairment of Long-Lived
   Assets and for Long-Lived Assets to Be Disposed Of", it retains many of the
   fundamental provisions of that statement. SFAS 144 becomes effective for
   fiscal years beginning after December 15, 2001. The Company adopted SFAS 144
   effective February 3, 2002.

7. NEW ACCOUNTING STANDARDS NOT YET ADOPTED

   In April 2002, SFAS No. 145, "Rescission of FASB Statements No. 4, 44, and
   64, Amendment of FASB Statement No. 13, and Technical Corrections", was
   issued. SFAS No. 145 rescinds SFAS No. 4, "Reporting Gains and Losses from
   Extinguishment of Debt-an amendment of APB Opinion No. 30", which required
   all gains or losses from extinguishment of debt, if material, to be
   classified as an extraordinary item, net of related income tax effect. As a
   result, the criteria set forth by APB Opinion 30 will now be used to classify
   those gains or losses. SFAS No. 64 amended SFAS No. 4, and is no longer
   necessary because SFAS No. 4 was rescinded. SFAS No. 44 was issued to
   establish accounting requirements for the effect of transition to the
   provisions of the Motor Carrier Act of 1980, which is no longer necessary.
   SFAS No. 145 also amends SFAS No. 13, "Accounting for Leases", to eliminate
   an inconsistency between the required accounting for sale-leaseback
   transactions and the required accounting for certain lease modifications that
   have economic effects that are similar to sale-leaseback transactions. SFAS
   No. 145 becomes effective for fiscal years beginning after May 15, 2002, with
   early application encouraged. Management does not believe the adoption of
   SFAS No. 145 will have a material impact on the financial statements.

8. ASSET IMPAIRMENT AND OTHER EXPENSES

   The Company must periodically evaluate the carrying amount of its long-lived
   assets, when events and circumstances warrant such a review, to ascertain if
   any assets have been impaired. The carrying amount of a long-lived asset is
   considered impaired when the anticipated undiscounted cash flows generated by
   the asset is less that its carrying amount. Because of the immaterial cash
   flow generation during fiscal 2001 of the Department Stores Erie, PA location
   coupled with a sales decline during the first quarter of 2002, the Company
   performed as cash flow projection for that store location. Based on the cash
   flow projection, the Company determined that as of May 4, 2002, the carrying
   amount of the long-lived assets for that location were not recoverable and
   exceeded their fair value. Accordingly, the Company recorded a pre-tax
   impairment loss of $0.4 million in selling, general, administrative, and
   other expenses to write-down that location's long-lived assets to their fair
   value.

   The Company has for sale a building located in downtown Charleston, WV, which
   was recorded at its estimated fair market value. The Company has had
   significant discussions with the state of West Virginia related to the
   potential sale of the building for less than the estimated fair market value.
   Accordingly, the Company recorded a pre-tax impairment loss of $0.6 million
   in selling, general, administrative, and other expenses to write-down the
   building to its revised fair value.

   On May 2, 2002 the Company announced its plan to close its downtown Dayton,
   OH department store. During the 13 weeks ended May 4, 2002 the Company
   recorded pre-tax costs of $1.0 million for excess inventory markdowns and
   $0.4 million for severance and other costs. The closing is expected to by
   complete by the end of the second quarter of 2002.

   On April 22, 2002 the Company announced the implementation of additional
   expense reduction initiatives. These initiatives eliminated 105 associate
   positions and resulted in the recording a pre-tax charge of $0.7 million for
   severance costs.

                                        6

                THE ELDER-BEERMAN STORES CORP. AND SUBSIDIARIES

       NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS -- CONTINUED

                                  (UNAUDITED)

   The following is a summary related to the severance and restructuring costs
   for the 13 weeks ended May 4, 2002, $(000's):

<Table>
                                                           
Severance and other costs -- Dayton, OH store:
  Charge recorded...........................................  $  403
  Used for intended purpose.................................      --
                                                              ------
  Balance as of May 4, 2002.................................  $  403
                                                              ======
Severance and other costs:
  Balance as of February 2, 2002............................  $  537
  Charge recorded...........................................     683
  Used for intended purpose.................................    (522)
                                                              ------
  Balance as of May 4, 2002.................................  $  698
                                                              ======
Executive retirement and other costs:
  Balance as of February 2, 2002............................  $2,175
  Used for intended purpose.................................    (185)
                                                              ------
  Balance as of May 4, 2002.................................  $1,990
                                                              ======
</Table>

9. SUBSEQUENT EVENT

   On May 28, 2002 the Company announced that Scott J. Davido, its executive
   vice president, chief financial officer, secretary and treasurer, had left
   the company to pursue other opportunities. Mr. Davido is entitled to his
   current base salary through the end of his employment agreement. The Company
   will record a pre-tax expense of approximately $0.3 million during the second
   quarter of 2002 for Mr. Davido's remaining salary and benefits payable.

10. SEGMENT REPORTING

   The following table sets forth financial information by segment, $(000's):

<Table>
<Caption>
                                                                 THIRTEEN WEEKS ENDED
                                                               -------------------------
                                                               MAY 4, 2002   MAY 5, 2001
                                                               -----------   -----------
                                                                       
Department Store
  Revenues..................................................    $141,854      $140,198
  Operating loss............................................      (5,500)       (3,143)
Finance Operations
  Revenues..................................................    $  9,231      $  9,161
  Operating profit..........................................       5,837         6,101
Segment Subtotal
  Revenues (1)..............................................    $151,085      $149,359
  Operating profit (2)......................................         337         2,958
</Table>

                                        7

                THE ELDER-BEERMAN STORES CORP. AND SUBSIDIARIES

       NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS -- CONTINUED

                                  (UNAUDITED)

(1) Segment revenues is reconciled to reported revenues as follows:

<Table>
<Caption>
                                                                 THIRTEEN WEEKS ENDED
                                                               -------------------------
                                                               MAY 4, 2002   MAY 5, 2001
                                                               -----------   -----------
                                                                       
Segment revenues............................................    $151,085      $149,359
  Intersegment operating charge eliminated..................      (2,073)       (2,012)
                                                                --------      --------
                                                                $149,012      $147,347
                                                                ========      ========
</Table>

(2) Segment operating profit is reconciled to loss before income tax benefit as
    follows:

<Table>
<Caption>
                                                                 THIRTEEN WEEKS ENDED
                                                               -------------------------
                                                               MAY 4, 2002   MAY 5, 2001
                                                               -----------   -----------
                                                                       
Segment operating profit....................................     $   337       $2,958
Store closing costs.........................................      (1,353)
Severance and other costs...................................        (683)
Asset impairment............................................      (1,037)
Interest expense............................................      (2,840)      (3,337)
Other.......................................................         137           48
                                                                 -------       ------
                                                                 $(5,439)      $ (331)
                                                                 =======       ======
</Table>

                                        8


ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF CONSOLIDATED FINANCIAL CONDITION
        AND RESULTS OF OPERATIONS

     This Quarterly Report on Form 10-Q contains "forward-looking statements,"
including predictions of future operating performance, events or developments
such as our future sales, gross margins, profits, expenses, income and earnings
per share. In addition, words such as "expects," "anticipates," "intends,"
"plans," "believes," "hopes," and "estimates," and variations of such words and
similar expressions, are intended to identify forward-looking statements.
Because forward-looking statements are based on a number of beliefs, estimates
and assumptions by management that could ultimately prove inaccurate, there is
no assurance that forward-looking statements will prove to be accurate. Many
factors could materially affect our actual future operations and results. The
national tragedy of September 11, 2001 and subsequent national security threats
and warnings could magnify some of those factors. Factors that could materially
affect performance include the following: increasing price and product
competition; fluctuations in consumer demand and confidence, especially in light
of current uncertain general economic conditions; the availability and mix of
inventory; fluctuations in costs and expenses; consumer response to the
Company's merchandising strategies, advertising, marketing and promotional
programs; the effectiveness of management; the timing and effectiveness of new
store openings, particularly its new concept stores opened in Fall Season of
2001 (DuBois, PA, Alliance, OH and Kohler, WI) and in Spring Season 2002
(Coldwater, MI); weather conditions that affect consumer traffic in stores; the
continued availability and terms of bank and lease financing and trade credit;
the outcome of pending and future litigation; consumer debt levels; the impact
of any new consumer bankruptcy laws; inflation and interest rates and the
condition of the capital markets. Elder-Beerman undertakes no obligation to
update publicly any forward-looking statements, whether as a result of new
information, future events or otherwise.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF CONSOLIDATED FINANCIAL CONDITION AND
RESULTS OF OPERATIONS

     The following is a discussion of the financial condition and results of
operations of the Company for the 13 week periods ended May 4, 2002 ("First
Quarter 2002") and May 5, 2001 ("First Quarter 2001"). The Company's fiscal year
ends on the Saturday closest to January 31. The discussion and analysis that
follows is based upon and should be read in conjunction with the Company's
Condensed Consolidated Financial Statements and the Notes thereto included in
Part I, Item I.

RESULTS OF OPERATIONS

  First Quarter 2002 Compared to First Quarter 2001

     Net sales for the First Quarter 2002 increased by 1.2% to $141.2 million
from $139.5 million for the First Quarter 2001. Comparable store sales decreased
by 2.8%. Women's outerwear, better sportswear, accessories, intimate apparel,
and children's had the best performance.

     Financing revenue from the Company's private label credit card for the
First Quarter 2002 increased by 0.1% to $7.2 million from $7.1 million for the
First Quarter 2001.

     Other revenue, which is primarily from leased departments, for the First
Quarter 2002 and the First Quarter 2001 was $0.7 million.

     Cost of merchandise sold, occupancy, and buying expenses increased to 74.5%
of net sales for the First Quarter 2002 from 71.0% of net sales for the First
Quarter 2001. During the First Quarter 2002 merchandise gross margins were
reduced 2.3% versus the First Quarter 2001 due to additional markdowns to clear
excess inventory as a result of the comparable sales decrease. Also, during the
First Quarter 2002 a charge for excess inventory markdowns of $1.0 million (0.7%
of sales) related to the closing of the Company's Downtown Dayton, Ohio store
was recorded.

     Selling, general, administrative, and other expenses increased to 29.4% of
net sales for the First Quarter 2002 from 29.1% for the First Quarter 2001. The
increase is due to: (1) $0.4 million in charges to reflect the write-down of
amounts and expenses related to the closing of the downtown Dayton, OH store;
(2) $0.7 million recorded for severance costs incurred due to the implementation
of expense reduction initiatives, and (3)

                                        9


$1.0 million in charges to write-down long-term assets to their fair value,
refer to the Notes to Condensed Consolidated Financial Statements note 8. The
increase was partially offset by expense initiatives that had already been
implemented, and $0.6 million in miscellaneous income from a sale of idle
property and life insurance proceeds.

     Depreciation and amortization expense increased to 3.5% of net sales for
the First Quarter 2002 compared to 3.4% of net sales for the First Quarter 2001.
The increase is primarily due to increased capital expenditures related to the
opening of new concept stores. Effective February 3, 2002, goodwill is no longer
to be amortized, refer to the Notes to Condensed Consolidated Financial
Statements note 6.

     Interest expense decreased to $2.8 million for the First Quarter 2002 from
$3.3 million for the First Quarter 2001. The decrease is primarily due to
reduced average borrowing.

     An income tax benefit was recorded in the First Quarter 2002 and the First
Quarter 2001 at a rate of 36.0%.

     A cumulative effect of a change in accounting principle charge was recorded
during the First Quarter 2002 in the amount of $14.1 million, net of tax. This
charge was to record the goodwill impairment determined under SFAS No. 142,
refer to the Notes to Condensed Consolidated Financial Statements note 6.

  Liquidity and Capital Resources

     The Company's principal sources of funds are cash flow from operations and
borrowings under its $150 million Revolving Credit Facility and $150 million
Receivable Securitization Facility (collectively, the "Credit Facilities"). The
Company's primary ongoing cash requirements are to fund debt service, make
capital expenditures, and finance working capital.

     Factors that could affect operating cash flows include, but are not limited
to, increasing price and product competition, fluctuations in consumer demand
and confidence, the availability and quality of inventory, the availability and
terms of bank financing and trade credit, consumer debt levels, or a reduction
in the finance charges imposed by the Company on its charge card holders.

     The Company believes that it will generate sufficient cash flow from
operations, as supplemented by its available borrowings under the Credit
Facilities, to meet anticipated working capital and capital expenditure
requirements, as well as debt service requirements under the Credit Facilities.

     Net cash provided by operating activities was $8.3 million for the First
Quarter 2002, compared to $0.3 million provided in the First Quarter 2001. A net
loss of $17.5 million was recorded in the First Quarter 2002 compared to a net
loss of $0.2 million in the First Quarter 2001. The First Quarter 2002 included
a pre-tax charge of $1.0 million to write-down long-term assets to their fair
value, and a $14.1 million after-tax charge to record the goodwill impairment,
refer to the Notes to Condensed Consolidated Financial Statements notes 6 and 8.
During the First Quarter 2002 merchandise inventories decreased $1.2 million
compared to an increase of $10.7 million during the First Quarter 2001. Trade
accounts payable during the First Quarter 2002 increased $1.1 million compared
to an increase of $5.4 million during the First Quarter 2001.

     Net cash used in investing activities was $2.3 million for the First
Quarter 2002, compared to $3.7 million for the First Quarter 2001. The decrease
is due to reduced capital expenditures for store maintenance, remodeling, and
data processing. Also, the Company received $0.3 million for the sale of idle
property during the First Quarter 2002.

     For the First Quarter 2002, net cash used in financing activities was $5.6
million compared to $4.1 million provided by financing activities for the First
Quarter 2001, which represents reduced borrowing required for operating and
investing activities.

     On May 24, 2002, the Company entered into financing commitments to amend
and extend its existing Credit Facilities, which are set to expire in May 2003.
The intent of the early refinancing is to provide the Company with continued
operating flexibility with respect to working capital management and capital
expenditures. The amended Credit Facilities are similar in scope and have a 36
month term. The terms and borrowing rates are substantially similar to the
predecessor Credit Facilities with the exception of maximum borrowings, which
have

                                        10


been reduced to decrease fees the Company historically has paid for unused
borrowing capacity. The amended Credit Facilities are expected to be effective
during the second quarter of 2002.

     The amended Revolving Credit Facility will provide for borrowings and
letters of credit in an aggregate amount up to $135,000,000, reduced from
$150,000,000, subject to a borrowing base formula based on seasonal merchandise
inventories. There is a $40,000,000 sublimit for letters of credit. The amended
Receivable Securitization Facility will provide for borrowings up to
$135,000,000, reduced from $150,000,000, based on qualified, pledged accounts
receivable balances.

     The Company may from time to time consider acquisitions of department store
assets and companies. Acquisition transactions, if any, are expected to be
financed through a combination of cash on hand from operations, available
borrowings under the Credit Facilities, and the possible issuance from time to
time of long-term debt or other securities. Depending upon the conditions in the
capital markets and other factors, the Company will from time to time consider
the issuance of debt or other securities, or other possible capital market
transactions, the proceeds of which could be used to refinance current
indebtedness or for other corporate purposes.

  Accounting Standards

     See the Notes to Condensed Consolidated Financial Statements note 7 for the
discussion of the potential effect of recently issued accounting standards on
the Company's financial position or results of operations.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

     The Company is subject to the risk of fluctuating interest rates in the
normal course of business, primarily as a result of its variable rate borrowing.
The Company has entered into a variable to fixed rate interest-rate swap
agreement to effectively reduce its exposure to interest rate fluctuations. A
hypothetical 100 basis point change in interest rates would not materially
affect the Company's financial position, liquidity or results of operations.

     The Company does not maintain a trading account for any class of financial
instrument and is not directly subject to any foreign currency exchange or
commodity price risk. As a result, the Company believes that its market risk
exposure is not material to the Company's financial position, liquidity or
results of operations.

                                        11


                         PART II. -- OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS.

     The Company is currently involved in several legal proceedings arising from
its normal business activities and reserves have been established where
appropriate. However, no legal proceedings have arisen or become reportable
events during this quarter, and management believes that none of the remaining
legal proceedings will have a material adverse effect on the financial
condition, results of operations or cash flows of the Company.

ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS.

     (a) Not Applicable.

     (b) Not Applicable.

     (c) Not Applicable.

     (d) Not Applicable.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES.

     Not Applicable.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

     None.

ITEM 5.  OTHER INFORMATION.

     None.

                                        12


ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

     (a) The following Exhibits are included in this Quarterly Report on Form
10-Q:

<Table>
           
     3(a)     Amended Articles of Incorporation (previously filed as
              Exhibit 3(a) to the Form 10-K filed on April 30, 1998 (the
              "Form 10-K") and incorporated herein by reference)
     3(b)     Certificate of Amendment to the Amended Articles of
              Incorporation (previously filed as Exhibit 3(b) to the
              Company's Form 10-Q for the quarterly period ended October
              28, 2000 (the "2000 3rd Quarter 10-Q") and incorporated
              herein by reference)
     3(c)     Amended Code of Regulations (previously filed as Exhibit
              3(c) to the 2000 3rd Quarter 10-Q and incorporated herein by
              reference)
     4(a)     Stock Certificate for Common Stock (previously filed as
              Exhibit 4(a) to the Company's Form 10/A-1 filed on January
              23, 1998 and incorporated herein by reference)
     4(b)     Rights Agreement by and between The Elder-Beerman Stores
              Corp. and Norwest Bank Minnesota, N.A., dated as of December
              30, 1997 (previously filed as Exhibit 4.1 to the Company's
              Registration Statement on Form 8-A filed on November 17,
              1998 (the "Form 8-A") and incorporated herein by reference)
     4(c)     Warrant Agreement by and between Beerman-Peal Holdings, Inc.
              and the Elder-Beerman Stores Corp. for 249,809 shares of
              Common Stock at a strike price of $12.80 per share dated
              December 30, 1997 (previously filed as Exhibit 4(d) to the
              Form 10-K and incorporated herein by reference)
     4(d)     Warrant Agreement by and between Beerman-Peal Holdings, Inc.
              and the Elder-Beerman Stores Corp. for 374,713 shares of
              Common Stock at a strike price of $14.80 per share dated
              December 30, 1997 (previously filed as Exhibit 4(e) to the
              Form 10-K and incorporated herein by reference)
     4(e)     Amendment No. 1 to the Rights Agreement, dated as of
              November 11, 1998 (previously filed as Exhibit 4.2 to the
              Form 8-A and incorporated herein by reference)
</Table>

     (b) No reports on Form 8-K were filed during the period.

                                        13


                                   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 thereunto duly authorized.

                                         THE ELDER-BEERMAN STORES CORP.,
                                         an Ohio corporation

                                         By: /s/ Steven D. Lipton
                                           -------------------------------------
                                           Steven D. Lipton
                                           Senior Vice President, Controller (on
                                             behalf of the Registrant and as
                                             Principal Accounting Officer)

Dated: June 13, 2002

                                        14


                                 EXHIBIT INDEX

<Table>
<Caption>
  EXHIBIT
  NUMBER                         DESCRIPTION OF EXHIBIT
  -------                        ----------------------
           
     3(a)     Amended Articles of Incorporation (previously filed as
              Exhibit 3(a) to the Form 10-K filed on April 30, 1998 (the
              "Form 10-K") and incorporated herein by reference)
     3(b)     Certificate of Amendment to the Amended Articles of
              Incorporation (previously filed as Exhibit 3(b) to the
              Company's Form 10-Q for the quarterly period ended October
              28, 2000 (the "2000 3rd Quarter 10-Q") and incorporated
              herein by reference)
     3(c)     Amended Code of Regulations (previously filed as Exhibit
              3(c) to the 2000 3rd Quarter 10-Q and incorporated herein by
              reference)
     4(a)     Stock Certificate for Common Stock (previously filed as
              Exhibit 4(a) to the Company's Form 10/A-1 filed on January
              23, 1998 and incorporated herein by reference)
     4(b)     Rights Agreement by and between The Elder-Beerman Stores
              Corp. and Norwest Bank Minnesota, N.A., dated as of December
              30, 1997 (previously filed as Exhibit 4.1 to the Company's
              Registration Statement on Form 8-A filed on November 17,
              1998 (the "Form 8-A") and incorporated herein by reference)
     4(c)     Warrant Agreement by and between Beerman-Peal Holdings, Inc.
              and the Elder-Beerman Stores Corp. for 249,809 shares of
              Common Stock at a strike price of $12.80 per share dated
              December 30, 1997 (previously filed as Exhibit 4(d) to the
              Form 10-K and incorporated herein by reference)
     4(d)     Warrant Agreement by and between Beerman-Peal Holdings, Inc.
              and the Elder-Beerman Stores Corp. for 374,713 shares of
              Common Stock at a strike price of $14.80 per share dated
              December 30, 1997 (previously filed as Exhibit 4(e) to the
              Form 10-K and incorporated herein by reference)
     4(e)     Amendment No. 1 to the Rights Agreement, dated as of
              November 11, 1998 (previously filed as Exhibit 4.2 to the
              Form 8-A and incorporated herein by reference)
</Table>

                                        15