MIDDLEBY CORPORATION
                                                      Moderator:  Tim FitzGerald
                                                             03-04-05/9:30 am CT
                                                           Confirmation #4524150
                                                                          Page 1


Exhibit 99.2



                              MIDDLEBY CORPORATION

                            Moderator: Tim FitzGerald
                                  March 4, 2005
                                   9:30 am CT


Operator:  Good morning my name is (Felicia) and I will be your  conference
facilitator.  At this time I would  like to  welcome  everyone  to the  Middleby
Corporation Fourth Quarter Earnings  conference call. All lines have been placed
on mute to prevent any background noise.

After the speaker's  remarks there will be a question and answer period. If
you would like to ask a question during this time simply press star and the 1 on
your telephone keypad.

If you would like to withdraw your question  press the pound key. Thank you
Mr. FitzGerald you may begin your conference.

Tim  FitzGerald:  Good morning thank you for attending  today's  conference
call. I'm Tim FitzGerald, CFO of the Middleby Corporation.  And joining me today
is Selim  Bassoul our Chairman and CEO. I have some initial  comments  about the
company's fourth quarter results. And then we'll open up the conference call for
questions and answers.

                                                            MIDDLEBY CORPORATION
                                                      Moderator:  Tim FitzGerald
                                                             03-04-05/9:30 am CT
                                                           Confirmation #4524150
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In this year's fourth quarter net sales  increased 9.4% to $65.1 million as
compared to $59.5 million in the fourth  quarter of 2003.  The  increased  sales
reflect the general  improvement in the industry  conditions from the prior year
fourth quarter and continued  momentum from new products  introduced in 2003 and
2004.

The company  realized sales increases at all divisions  during the quarter.
Pitco sales increased 13% for the quarter  reflecting  continued  success of the
Solstice fryer system and other new product roll outs.  Blodgett sales increased
by 13%  reflecting  increased  sales at the Blodgett  steam line launched in the
second  quarter.  Middleby  Marshall  sales  increased 5%  reflecting  growth in
general  markets and higher  revenues  from part sales.  Sales at our  Southbend
division  increased  by 4% with  continued  success for the  Platinum  series of
ranges,  broilers and griddles.  And at Middleby  Worldwide,  our  international
sales and  distribution  division,  sales  increased 14%. The sales increased in
Asia, Latin America, Europe and the Middle East.

The impact of new product  introductions  should continue positively impact
sales moving into 2005.

Gross margin rates for the quarter improved to 37.3% from 36.2% in the last
year's fourth  quarter,  primarily as a result of the sales volume  increase and
higher margins on new product sales.

Steel  prices  continued  to impact  margins in the fourth  quarter  due to
higher surcharges in 2004. However,  price increases instituted to our customers
during the third quarter reduced the negative impact of steel in Q4. The company
has entered into a new steel contract, which covers the first half of 2005.

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                                                      Moderator:  Tim FitzGerald
                                                             03-04-05/9:30 am CT
                                                           Confirmation #4524150
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Selling general and administrative  expenses were flat with the prior year.
Increased  general and  administrative  expenses  were  offset by lower  selling
expenses due to reduced spending on marketing and trade shows for the quarter as
compared to the prior year.

Operating  income  margins  improved  to 17.9% for the  fourth  quarter  as
compared to 15.1% in the prior year quarter.  The increase reflects higher gross
margins and greater operating leverage on the increase in sales.

Interest in the deferred financing costs in the fourth quarter of 2004 were
$670,000  versus $1.144  million in the same period last year.  The reduction in
interest cost reflects  lower average  balances of debt as compared to the prior
year and more favorable interest rates.

Charges  associated with stock  repurchase  transaction  were $13.8 million
during the quarter.  These expenses included $8 million of costs associated with
the repurchase of the 271,000 stock options, $1.9 million of reserve adjustments
related to a pension settlement with a former chairman,  $1.2 million pertaining
to the write off of deferred  financing costs related to the company's  previous
bank  agreement  which was  refinanced as a result of the  transaction  and $2.7
million of investment  banking legal and various other costs associated with the
transaction.  Expenses  associated with the stock repurchase  transaction had an
impact of 90 cents per share on the quarter.

Other income from the quarter increased to $1,682 as compared to an expense
of $337,000 in the prior year quarter.  The current year quarter included a $1.9
million net gain on lease obligation  reserves due to an early  termination of a
lease.

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                                                      Moderator:  Tim FitzGerald
                                                             03-04-05/9:30 am CT
                                                           Confirmation #4524150
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The lease  obligation  related to a production  facility that was exited in
2002 as part of the  company's  manufacturing  consolidation  efforts  after the
acquisition  of Blodgett in December  2001.  The early  termination of the lease
resulted  from the sale of the  property  from a lesser  to an  unrelated  third
party. This item had a 12 cent per share benefit on the quarter.

The net loss for the  quarter  amount to  $660,000  or 7 cents per share as
compared  to net  earnings  of $5,841  or 60 cents  per share in the prior  year
quarter. The net loss in the current year quarter included the 90 cent per share
charge  associated  with the stock  repurchase  and a 12 cent per share  benefit
associated with the early lease termination described earlier.

In  comparison  the 2003 fourth  quarter net earnings of $5.8 million or 60
cents per share  included a  favorable  tax  adjustment  of  approximately  $1.2
million or 12 cents per share.

Due to the reported loss in the fourth  quarter the weighted  average share
count for the quarter excluded the impact of common stock equivalents. Therefore
the basic and diluted  share count of 9.1 million were the same for the quarter.
In addition the impact of the 1.8 million share repurchase did not significantly
affect the average share count for the quarter as the impact was only  reflected
in the average  share count for the period from the date of the  transaction  on
December 23 at year end.

As it  relates  to our  fourth  quarter  cash flow and  changes  in working
capital:

Cash flow used in operating activities amount to approximately $2.8 million
for the  quarter.  Non-cash  items  during  the  quarter  included  $900,000  of
depreciation and amortization expense.

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                                                      Moderator:  Tim FitzGerald
                                                             03-04-05/9:30 am CT
                                                           Confirmation #4524150
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Operating cash flows for the quarter  includes $8 million to repurchase the
271,000  options and  approximately  $2 million used to fund  professional  fees
associated  with the  stock  repurchase  transaction.  Operating  cash flow also
included approximately $1 million to fund working capital requirements.

Cash flows from operations were utilized to fund approximately  $600,000 of
capital  expenditures  during the quarter related to the purchase and upgrade of
manufacturing equipment.

Cash flow generated for financing activities amounted to approximately $4.6
million and included net  borrowings of $83.1 million during the quarter to fund
$75.9 million  associated with the repurchase of the 1.8 million shares and $1.3
million  in  transaction   costs  associated  with  the  repurchase.   Financing
activities  also  included  the funding of $1.5 million of debt  issuance  costs
associated  with the new credit  agreement which will be amortized over the term
of the loan.

Total  debt  at the end of the  year  amounted  to  $123.7  million.  These
borrowings  are under the  company's  new five year credit  agreement  which was
entered into in  conjunction  with the stock  repurchase  transactions.  The new
credit  agreement  provides  for $70  million in term  loans and $90  million in
borrowing availability under a revolving credit facility.

Borrowings under the facility are assessed interest at a rate of LIBOR plus
1.5%.  Subsequent  to year end the company  entered  into an interest  rate swap
agreement  to swap LIBOR for a fixed  rate of 3.78% on $70  million of its debt.
The  company  also had an  existing  interest  rate swap for $10 million to swap
LIBOR for a fixed rate of 2.36%.

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                                                      Moderator:  Tim FitzGerald
                                                             03-04-05/9:30 am CT
                                                           Confirmation #4524150
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Subsequent to year end the company had  additional  funding  related to the
transaction  of $7.6 million from the payment of the pension  settlement  with a
company's former chairman. Subsequent to year end the company also announced the
acquisition of Nu-Vu Food Service Systems for $12 million cash. This acquisition
was  completed  in January.  Nu-Vu is the leader in the  manufacturer  of baking
ovens and  proofers  and the  supplier  to Subway the world's  largest  sandwich
chain.

The Nu-Vu  acquisition  allows the company to pursue the  growing  trend of
on-premise  baking.  This transaction  completed in January will be accretive in
2005.

That's all for our  prepared  comments  (Felicia),  can you please open the
call for questions.

Operator: At this time I would like to remind everyone if you would like to
ask a question press star and then the 1 on your telephone  keypad.  We'll pause
for just a moment to compile  the Q&A  roster.  Your first  question  comes from
James Clement with Sidoti & Company.

James Clement: Good morning guys.

Tim FitzGerald: Good morning.

James Clement: If I could ask you a question Tim on - when you reported the
third  quarter  you guys were kind  enough to - to  approximate  the impact from
increased - from higher steel prices.  I believe it was about a million  dollars
in the third quarter. Is there a similar number you could give us for the fourth
quarter?

Tim FitzGerald:  Yes James, it is approximately - the similar number in the
fourth quarter.

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                                                      Moderator:  Tim FitzGerald
                                                             03-04-05/9:30 am CT
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James Clement: Similar number in the fourth quarter. Okay can you - can you
provide a little additional  clarity on the new steel agreement you have for the
first  half of - first half of 2005.  In other  words I think the words that you
used was favorable in your press release describing the previous agreement.

So could you tell us how much below  market you were paying over - lets say
the second half of 2004 or perhaps give us some kind of sense on what - you know
the steel impact could be lets say in the first half of 2005.  However you would
like to answer that question.

Selim  Bassoul:  Well  James,  this is Selim.  I do not want to divulge our
contracts with our suppliers so that our  competitors  don't go back and get the
same  where we are and where we used to be. So we have to be very  careful  with
that question so we don't end up having  competitors  trying to seek information
on our supply chain.

But we can  give you a range.  Just to tell  you  that the  margin  will be
negatively  effective as the stainless  steel prices  continue to rise. So we've
seen a range of 35% to 50% or more  starting on this contract in the first half.
And that only covers six months.  So we don't know what's going to happen in the
second half of the year.

But as we've  warned  and  started  warning  in the  third  quarter  we are
continuing to warn everybody  that our stainless  steel prices are affecting our
margins.

James  Clement:  Right - I guess to  clarify if this is okay - and sorry to
ask questions that were perhaps a little too sensitive.  But for the purposes of
trying to make some assumptions on the steel front - you know we weren't exactly
sure what you were paying in the second half of the year.  But you know we can -
the second half of '04 steel impact was let's say roughly $2 million.

                                                            MIDDLEBY CORPORATION
                                                      Moderator:  Tim FitzGerald
                                                             03-04-05/9:30 am CT
                                                           Confirmation #4524150
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Based  on  the  language  in  your  press   release  it  sounds  like  your
expectations  for the first half of '05 is that - you know perhaps it'll be more
than $2 million.

Selim  Bassoul:  We can answer that question very easily - it will be a lot
more.

James Clement: A lot more.

Selim Bassoul: Yes.

James Clement: Double or triple?

Selim Bassoul:  I don't want to get into specific of guidance.  But I would
say a lot more.

James Clement: Okay. Okay all right.

Selim  Bassoul:  It's a lot more - means  quite a bit.  That's  why I think
we're trying to mitigate  that by passing  some of those price  increases to our
customers. We're trying to work with our supplier on transferring from a certain
type of stainless  steel grade to a lower type of stainless  steel grade without
effecting  quality.  We're trying to get a lot of actions to mitigate that price
increase on steel.

James Clement: Okay.

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                                                      Moderator:  Tim FitzGerald
                                                             03-04-05/9:30 am CT
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Selim  Bassoul:  And I think this would be one of our  biggest  risks going
forward for '05.

James Clement: Okay.

Selim  Bassoul:  We believe down the road maybe in a year or two or three I
don't know steel prices will - hopefully  will go back down.  But at this moment
the  visibility  is  that  they  continue  to be  very  high.  And we had a very
favorable contract in '04 that has expired.

And even though our supplier has been working with us and trying to keep us
competitive the prices have gone up significantly from '04. And that's basically
what's going to happen.

James  Clement:  Okay I'll let somebody  else ask some  questions and maybe
I'll hop back on towards the end. Thanks very much though.

Tim FitzGerald: Thanks James.

Operator: Your next question comes from Richard Rossi from Morgan Joseph.

Richard Rossi: Good morning everybody.  First in previous  conference calls
if I'm not  mistaken  you gave us the  general  trends on gross  margins by your
product areas. Do you have that available for fourth quarter?

Tim FitzGerald: No we do not have that for this quarter.

Richard Rossi: Okay are you not going to give that any - in the future.

Tim FitzGerald:  For  competitive  reasons we decided that we were going to
not going to provide information.

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                                                      Moderator:  Tim FitzGerald
                                                             03-04-05/9:30 am CT
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Richard  Rossi:  All right.  You  mentioned  in your comment if I caught it
correctly that your SG&A costs were favorably  impacted by lower cost related to
conferences. And it sounded like general marketing. Did I catch that correctly?

Tim  FitzGerald:  Yes, that is right - there were some trade shows that are
every other year. And we had incurred some costs last year associated with that.

Richard Rossi: So it was not an issue of lowering your marketing  effort it
was just a - we'll call it a seasonal issue in essence.

Tim  FitzGerald:  Yes,  I would say  that's  more the case.  There are some
period over period timing changes in spending that just occurs.  But a lot of it
was driven by as you mentioned - seasonal factors.  Trade shows that occur every
other year.

Richard Rossi:  Could you give us a sense of what the new products added to
the revenue base in the fourth quarter?

Tim  FitzGerald:  It was  roughly  a third  maybe a little  bit more of the
revenue growth in the fourth quarter.

Richard Rossi:  All right. And I know you've done this before but could you
very  briefly  refresh my memory as to what's  coming in terms of major  product
introductions  as we move  through  '05.  How many are  there - when do they hit
roughly.  I know you've  gone  through  this in the  general way before.  I just
wanted to know.

Selim Bassoul: Good morning we had introduced in '04 nine new products. And
I can give you - I'm going to say what they are. We  introduced  a complete  new
line of steam  equipment  of Blodgett,  we  introduced a conveyer - it is more a
countertop conveyer oven for sandwich and appetizer at Middleby Marshall.

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                                                      Moderator:  Tim FitzGerald
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We introduced a complete new line of counter line griddles and charbroilers
at  Toastmaster.  We introduced a new electric  economy  fryer.  We introduced a
pasta cooker at Pitco. We introduced a new steamer at Southbend and we introduce
a boilerless Combi.

In '05 in the first  quarter of '05 we are  introducing a whole new line of
baking oven and proofers resulting from the Nu-Vu acquisition. We're introducing
a roll in Combi oven - which is a combination  convection oven and steamer.  But
it's a roll in which we have not had that before.

We`re  introducing a high capacity fryer for specific chain  customers that
have been  asking  for this.  We expect to have in '05  another  nine to ten new
products also in '05.

Richard Rossi: Beyond these three?

Selim Bassoul:  No including  these. So if you look at where we're going we
continue to have a great pipeline of new products going forward.  And as you can
see the impact - I have always told you that the impact of new  products is very
strong for our company.  It takes usually eight to nine months to see them.  But
you remember we stared  introducing - the pipeline started in the second half of
'02.

We had I think seven new products in'03,  nine new products in '04 and well
have nine or ten in '05.  And you're  starting  to see how the impact is. As Tim
mentioned more than a third of our revenue growth came from new product.  And we
expect that to continue.

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                                                      Moderator:  Tim FitzGerald
                                                             03-04-05/9:30 am CT
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Richard Rossi:  All right - I hate to beat this to death.  But getting back
to the steel cost just for a minute - obviously this is a significant factor. If
I'm reading my notes  correctly  your steel costs in '03 there was a $15 million
cost there? Is that right.

Selim Bassoul: That is correct.

Richard Rossi: Okay what was '04? Do you have a number for '04?

Tim  FitzGerald:  I think  the $15  million  estimate  might  not have been
provided by the company - but  estimated on your part as we've given a purchases
as an  approximate  percentage  of cost of sales.  So I think - we don't want to
give out  specific  number for steel.  But it's a range of 10% to 15% of cost of
sales.

Richard Rossi: Okay that's good enough. And again if I heard correctly your
seeing for the first half of '05 which you already see is fuel costs  rising 35%
to 50% over what you were seeing in '04?

Tim FitzGerald: That is correct.

Richard Rossi: Just one final thing could you give us some guidance on what
interest  costs look like in '05 and what your plans are for debt  retirement if
you have any immediate goals.

Tim FitzGerald:  As I mentioned we've got $123 million of debt at year end.
And we had  roughly  another  $20  million  of  funding  for  other  obligations
subsequent to year end. So we're -we're up $140  million.  And then the interest
costs were LIBOR plus 1.5%. And we had swapped roughly 60% of our debt for fixed
rate which probably averages close to 3.7%.

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                                                      Moderator:  Tim FitzGerald
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Richard Rossi: Okay.

Tim  FitzGerald:  So that is the math.  And the first  half of the year our
cash flows are less strong...

Richard Rossi: Right.

Tim  FitzGerald:  And half of the  funding  of certain  obligations  around
rebates.

Selim Bassoul:  I'm going to piggy back on your question Rich and I'm going
to tell you that the company the way management has always been, very focused on
free cash flow per share.  And that's what  continues to be our main focus.  And
number  one is to reduce  our debt.  And today  even with this debt we are - our
leverage is less than three times EBITDA.

And which also allows us to do some very accretive  tuck in  acquisitions -
similar to the one we did at the  beginning  of this year with Nu-Vu.  There are
further  potential tuck in acquisitions that could be a compliment to our lines.
And we see some very accretive as we continue going on.

Richard  Rossi:  As of  right  now  what  are  specific  goals  as to  debt
retirement schedule.

Selim Bassoul: All I can tell you is we need to try to just get it down and
done in five  years or less.  So we want to get it down- the way  we've  done it
when we  acquired  Blodgett.  We're  very  strong  in  reducing  debt.  So as we
continue, this management is very focused on trying to beat the schedule of five
years in debt reduction.

Richard  Rossi:  And I'm sure you will - thanks  very much I'll get back in
the queue.

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Operator:  Your next  question  comes from Tony  Bremer  with Roth  Capital
Partners.

Tony  Bremer:  Thank you. I have two  questions  first of all I believe you
said in your comments that you expect steel costs to be rising  through 2005 and
maybe for the next 18 months.  Yet you've signed a contract for only six months.
I wonder what you have in mind with such a short-term agreement.

Selim  Bassoul:  We are lucky to have a  contract.  It is only  because our
supplier we use a single  source which has helped us during this crisis.  We are
one of the few in the industry to use an exclusive single source.

As you've  seen it helped us in '04 while  everybody  else  we've  seen had
contracts  broken  among  our  competitors  - but our  suppliers  stuck  with us
throughout the contract even at a loss for them.  This year they could only give
us a six-month contract.

And  that's  through  very  tough  negotiations.  I think that they are not
willing to look beyond six months.  So - and our guess is yours  what's going to
happen  beyond  that.  But our  belief is that  commodity  pricing on steel will
continue to rise through the whole year of '05.

And that's  what our  supplier  is telling  us. So they are hedging us - at
least we know what our costs are for the first six  months.  But  coming  May or
June we will be sitting  down again with our  supplier  and trying to figure out
what to do next.

Tony Bremer: Who is your supplier?

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Selim Bassoul: Ryerson Tull.

Tony  Bremer:  My second  question  has to do with the  expensing  of stock
options.  First will you begin  reporting that on that basis at the being of the
year or only when you're required to in the third quarter?  And second and maybe
more important I wonder whether or how Selim having to report that expense might
change the way you incentivize your people.

Selim  Bassoul:  Let me answer the last  question and then we will give you
specifically  the answer about  expensing  them. How we want to incentivize  our
people - the board and the  competition  committee on the board is very eager to
align  everybody  with  the  shareholder.   And  our  interest  is  to  continue
incentivizing  by providing  options that are tied up to what I call stock price
hurdle.

That means for them to vest the stock  half to meet a certain  target - the
stock price which aligns our people with the  shareholder.  And in the past that
has been very  effective when the board had  incentivized  me. If you look at my
options in the past a lot of them were tied to a certain stock price hurdle that
need to occur.

So we have two types of incentive for our people.  We have incentive  which
is  a  cash  incentive   having  to  do  with  EBITDA  and  earnings  per  share
accomplishment.  Then we are continuing options. But they only vest if the stock
price reaches a certain level.

They have to reach to have a 60-day  average  when they hit the new hurdle.
And we're looking at issuing  options at very  aggressive  hurdle rates from the
stock price for our management team and our key members of the staff.

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So to answer it in short we are going to continue issuing options. And were
going to continue  doing them  aligning  them with the rest of the  shareholders
where when the stock price goes up and  stabilizes at a certain price range they
can start  vesting a part of that option.  And as the stock price goes up higher
then they can participate in that.

If the stock price  doesn't go anywhere  and then  nobody  gains  anything.
Neither is management, as you know our options will not vest.

Tim FitzGerald:  Tony on the other  question,  we're  evaluating  right now
whether or not we are going to institute that in the first quarter or whether we
are going to do it mid-year.  I think we would  probably like to institute it in
the first quarter  assuming that we're  prepared.  But we're looking at what the
impact is going to be right now. So we're in that process.

But if you look,  we do disclose what the pro forma amount of expense would
be in the - in the Qs and the K. and  through  the first  three  quarters of the
year that impact would have been about $850,000. So it was on an annual run rate
of roughly $1.1 million.

Tony Bremer: Thank you very much.

Operator:  Your next  question  comes  from  Larry  Callahan  with  Huntley
Securities.

Larry  Callahan:  Good  morning I was  wondering  if you could  give us the
warranty expense and warranty claims for 2004 versus 2003.

Tim  FitzGerald:  Okay just a second  here - Maybe you could  have  another
question while I find this information..

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                                                      Moderator:  Tim FitzGerald
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Selim Bassoul: Is there any other question?

Larry  Callahan:  Yes I just  wondered  if you could give us an idea of how
much of that 9% growth in the fourth  quarter came from the price  increases you
mentioned with regard to steel that I think you said you instituted in the third
quarter.

Tim FitzGerald: Yes it's probably in the range of 1 to 2%.

Larry Callahan: Okay.

Selim Bassoul: Let's get back to the warranty.

Tim FitzGerald:  Yes your warranty  question - the warranty expense for the
year was  roughly  $8.4  million.  And the  warranty  claims were  roughly  $9.4
million.  So the claims were higher than the expense during the year. At the end
of '03 we had some new product  introductions that had some initial introductory
issues.

We  became  aware  of those at the end of last  year and  accrued  for them
appropriately.  And then during the course of this year we've - addressed  those
obligations.  Some of those were  retrofit  type  programs  where we had unusual
one-time  payouts on those  programs.  And those have been  resolved  during the
year.

And then  additionally as we've rolled out some of our new products and the
warranty costs that we're experiencing on those are lower than what they've been
on our historical products. And it's resulted in warranty costs coming down.

Selim Bassoul:  So to answer your question  Larry our warranty  expense has
gone down from '03 to '04 to the tune of almost $1.2 to $1.3 million.

                                                            MIDDLEBY CORPORATION
                                                      Moderator:  Tim FitzGerald
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Larry Callahan: Okay I was just concerned that the claims had risen and the
expense was declining. So I guess it was that new product introduction.

Tim FitzGerald: Right.

Larry Callahan: Thank you very much.

Tim FitzGerald: Thank you.

Operator:  Your next  question is a follow up from Richard  Rossi of Morgan
Joseph.

Richard Rossi: I'm sorry could I ask you just to repeat those claim numbers
again first.

Tim  FitzGerald:  Yes the claim - the claims  incurred during the year were
$9.4 million.

Richard Rossi: Okay.

Tim FitzGerald: The expense number was $8.4 million.

Richard Rossi:  All right.  And the year ago counts. I just didn't catch it
I'm sorry.

Tim FitzGerald:  The expense last year was $9.7 million and the claims were
$8.6 million.

Richard  Rossi:  Okay all right and the other  question  I had was you know
looking at the top line as we move through '05  wondering how you feel about the
health of your  customer base what their growth might look like - what you might
be expecting from them in terms of spending patterns.

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Selim  Bassoul:  You know we don't give guidance on what the top line looks
like,  Rich, but we're going to tell you that we see pent up demand.  We can see
pent up demand.  We see a lot of interest in our energy management system as the
fuel and the energy pricing continues to go up.

You know  natural  gas  prices  are up to fifty five bucks so it's going to
have an impact on our customer and utilities  going forward.  Energy  management
system products seem to be gaining ground. In fact we have a customer here today
a very large  customer - was very  interested in rolling out globally the energy
management system.

Internationally  it hasn't been a big  marketing  push for us. And now they
heard about it and they are coming here to really test the  effectiveness of how
our energy  management  system has worked  here in the United  States.  So we're
seeing a lot of that.

But I have  to  make  sure  that I need  to  address  something  very  very
important.  I  think  we've  had  three  years  run of  very  strong  consistent
performance.  And that makes me worry more  because you know the top of the hill
is somewhere.

So we are not resting on our lorals, Rich. We are going to continue getting
new  products  out and we're  going to  continue  looking at  efficiencies.  And
however we need to start  figuring that out. We've had year after year of strong
comparables.  We had another on top of that another almost 10% growth this year.
And I think  we have to  start  remembering  that  the  hill is  somewhere.  The
industry  is only  growing 3 to 4%. And we've  been able to exceed the  industry
growth. But somehow, somewhere the hill is somewhere.

Richard  Rossi:  Well - you know it would it be reasonable and I agree with
you. Would it be reasonable to assume that - lets just say that you're  industry
is growing at 4%? And that you've with your new  product  introductions  etc and
with the now  accumulative  impact of what those new products are bringing in to
the bottom  line that while you may not be at 10% but you might be able to be at
6% or 8% on a top line basis.

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Selim  Bassoul:  I think 6 to 8% is where we would  like to see  because my
feeling is as we go into the first quarter and second quarter remember last year
we had 10 to 12% growth.

Richard Rossi: Right.

Selim Bassoul:  In those quarters.  Now the comparables becomes lot harder.
Plus I want to make sure that we want to not go out and get market share just to
get market share. This company has never been about revenue growth. Any investor
who came to this  company has never  bought  this  company  because  it's a fast
growing industry.

They've  come in because of the solid free cash flow that this  company has
been able to do. And I have to remind the investors that what the consistency of
the earnings of the last three years and the free cash flow has allowed us to go
out and buy back 1.8 million  shares which  raises  earnings per share and value
for the investors.

It has been the ability of this  management to reduce the debt. And I think
this is our focus one, to be able to reduce the debt and  continue  generating a
very strong free cash flow so that when we retire the debt we would have retired
$1.8 million with strong EPS accretion to the remaining shareholder.

And the only  reason we were able to do that at a senior  level of debt and
not with mezzanine not with  alternative  high yield financing is because of the
strength of our earnings.  And that's our number one  objective  that we want to
continue realizing free cash flow per share at utmost we can.

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Richard Rossi: Okay very good I'll get back in the queue. Thank you.

Operator:  Your next question is a follow up from James Clement of Sidoti &
Company.

James  Clement:  Hi one more question Selim - I was wondering - you know in
the past you've shed some light on some  trends  that you're  seeing  among your
customers in terms of what kinds of concepts are catching on. I know that in the
past you've  discussed the Atkins diet, I think you've  mentioned on site bread,
that sort of thing.

Looking  out a couple  of years or what are some  interesting  things  that
you're seeing right now.

Selim Bassoul:  I see a couple of trends that are very  interesting.  I see
where a lot of sandwich  operators  are looking at toasting  sandwiches  as they
keep on adding more protein and vegetable on them below a minute. Which today is
not yet accomplished easily.

So a lot of our customers are asking us to get them  technology  that could
get that  bread  toasted  in less  than a  minute.  And we see a lot of that and
that's  something  where we're  spending a lot of technology on that side of the
business. And we're trying to keep the bread very consistent.

We're  not  trying  to  engage  in  microwave.  We  want - and  many of our
customers would like to continue  seeing  automation too. They don't want batch.
So you see automation  becoming more and more promising.  You see people wanting
to reduce labor in the store.

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Many of our  customers  have had  difficulty  raising  their  prices in the
marketplace. Some of them have been successful in raising it a little bit but it
hasn't  been as easy for some.  And  they've  had a lot of issues - they've  had
energy prices going up.

They've had a lot of  commodity  prices going up whether its cheese or meat
or chicken or whatever it has gone up. And one way to offset that is to continue
pushing for less labor in the kitchen.  So we're  seeing a lot of people  coming
back to us saying well I would like to toast  sandwiches  but I would like to do
it in the automated  way. And I would like to do it in less than a minute.  That
is one trend.

Then two, we're seeing  customer  coming to us saying I would like to start
being  able to cook meat - would  like to get to speed and would like to be able
to cook protein fresh frozen instead of frozen precooked - or precooked frozen.

So there is a huge trend  going on in the quick  serve to go back to what I
call  instead of having a burger  which is  precooked by the supplier and frozen
and then  reheated in the stores.  Its coming where they would like to see if we
cannot get equipment that allows it to go from raw meat frozen and cooked at the
same speed in a very - in a fast way and an efficient way.

Those are the two  trends I see  moving  forward.  And I think also I would
continue to see automation to be pushed.  We're tested  conveyor  broilers right
now. And we've  learned a lot from many of our  customers  who come back and say
what else do we need to tweak it to make it more effective.

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And that conveyer broiler has energy management system on it. And it allows
it to be able to cook in a very high speed and very efficient.

James Clement: Thank you very much for your time.

Selim Bassoul: Thank you.

Operator:  Again I would like to remind everyone in order to ask a question
press star and the 1 on your telephone keypad.  We'll pause for just a moment to
compile the Q&A roster. At this time there are no questions.  Mr. FitzGerald are
there any closing remarks?

Tim  FitzGerald:  Thanks  (Felicia),  we'd just like to thank everybody for
attending  this  morning's  conference  call. And we'll look forward to speaking
with everybody next quarter. Thank you.

Selim Bassoul: Thank you - good bye.

Operator:  This  concludes  today's  Middleby  Corporation  Fourth  Quarter
Earnings conference call. You may now disconnect.


                                       END