FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

	(Mark one)

(X)	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (D) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the quarterly period ended March 31, 2005 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 I-91

	Furniture Brands International, Inc.
	(Exact name of registrant as specified in its charter)

	Delaware	43-0337683
	(State or other jurisdiction of	(I.R.S. Employer
	incorporation or organization)	Identification No.)

	101 South Hanley Road, St. Louis, Missouri	63105
	(Address of principal executive offices)	(Zip Code)

	Registrant's telephone number, including area code	(314) 863-1100


	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


	Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12 b-2 of the Exchange Act).
	Yes X No


	APPLICABLE ONLY TO CORPORATE ISSUERS


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

	56,482,541 shares as of April 30, 2005

PART I FINANCIAL INFORMATION

Item 1. Financial Statements

Consolidated Financial Statements for the quarter ended March 31, 2005.

Consolidated Balance Sheets

Consolidated Statements of Operations:

	Three Months Ended March 31, 2005
	Three Months Ended March 31, 2004

Consolidated Statements of Cash Flows:

	Three Months Ended March 31, 2005
	Three Months Ended March 31, 2004

Notes to Consolidated Financial Statements

The financial statements are unaudited, but include all adjustments (consisting of normal recurring adjustments) which the management of the Company considers necessary for a fair presentation of the results of the period. The results for the three months ended March 31, 2005 are not necessarily indicative of the results to be expected for the full year. The interim consolidated financial statements should be read in conjunction with the consolidated financial statements and accompanying notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2004.

FURNITURE BRANDS INTERNATIONAL, INC.
CONSOLIDATED BALANCE SHEETS
(Dollars in thousands)

		March 31, 2005			December 31, 2004
ASSETS
Current assets:
Cash and cash equivalents	$	68,725		$	51,248
Receivables, less allowances of $21,529 ($20,919 at December 31, 2004)		395,584			374,733
Inventories (Note 1)		429,751			444,828
Deferred income taxes		28,361			28,044
Prepaid expenses and other current assets		7,339			9,272
Total current assets		929,760			908,125
Property, plant and equipment		686,052			682,596
Less accumulated depreciation		406,891			397,623
Net property, plant and equipment		279,161			284,973
Goodwill		183,097			183,097
Other intangible assets		169,671			169,671
Other assets		54,899			41,893
	$	1,616,588		$	1,587,759

LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accrued interest expense	$	437		$	538
Accounts payable and other accrued expenses		205,533			196,472
Total current liabilities		205,970			197,010
Long-term debt		302,400			302,400
Deferred income taxes		77,666			78,305
Other long-term liabilities		57,781			52,561

Shareholders' equity:
Preferred stock, authorized 10,000,000 shares, no par value - issued, none		--			--
Common stock, authorized 200,000,000 shares, $1.00 stated value -
issued 56,482,541 shares at March 31, 2005 and December 31, 2004		56,483			56,483
Paid-in capital		225,910			226,602
Retained earnings		806,654			789,856
Accumulated other comprehensive income (expense) (Note 3)		(28,483	)		(31,076	)
Treasury stock at cost (3,423,079 shares at March 31, 2005
and 3,266,456 shares at December 31, 2004)		(87,793	)		(84,382	)
Total shareholders' equity		972,771			957,483
	$	1,616,588		$	1,587,759

See accompanying notes to consolidated financial statements.

FURNITURE BRANDS INTERNATIONAL, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Dollars in thousands except per share data)
(Unaudited)

		Three Months		Three Months
		Ended		Ended
		March 31,		March 31,
		2005		2004

Net sales	$	641,565	$	677,561

Cost of sales		478,326		499,796

Gross profit		163,239		177,765

Selling, general and administrative expenses		124,718		121,539

Earnings from operations		38,521		56,226

Interest expense		3,102		4,926

Other income, net		1,890		707

Earnings before income tax expense		37,309		52,007

Income tax expense		12,525		18,798

Net earnings	$	24,784	$	33,209

Net earnings per common share:

Basic	$	0.47	$	0.59

Diluted	$	0.46	$	0.58

Weighted average common shares outstanding
(Note 2):

Basic		53,211,846		56,203,160

Diluted		53,507,094		57,093,605

See accompanying notes to consolidated financial statements.

FURNITURE BRANDS INTERNATIONAL, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Dollars in thousands)
(Unaudited)

		Three Months			Three Months
		Ended			Ended
		March 31,			March 31,
		2005			2004
Cash flows from operating activities:
Net earnings	$	24,784		$	33,209
Adjustments to reconcile net earnings to net cash
provided by operating activities:
Depreciation and amortization		11,803			12,617
Other, net		1,504			328
Increase in receivables		(20,851	)		(51,123	)
Decrease in inventories		15,077			9,755
(Increase) decrease in prepaid expenses and other assets		(9,174	)		2,720
Increase in accounts payable, accrued interest
expense and other accrued expenses		9,198			36,599
Increase (decrease) in net deferred tax liabilities		(2,205	)		4,692
Increase (decrease) in other long-term liabilities		5,557			(10,479	)
Net cash provided by operating activities		35,693			38,318
Cash flows from investing activities:
Proceeds from the disposal of assets		2,139			2,539
Additions to property, plant and equipment		(7,941	)		(5,189	)
Net cash used by investing activities		(5,802	)		(2,650	)
Cash flows from financing activities:
Proceeds from the issuance of common stock		--			4,197
Payments of cash dividends		(7,986	)		(7,001	)
Proceeds from the issuance of treasury stock		572			7,030
Payments for the purchase of treasury stock		(5,000	)		(13,289	)
Net cash used by financing activities		(12,414	)		(9,063	)
Net increase in cash and cash equivalents		17,477			26,605
Cash and cash equivalents at beginning of period		51,248			71,668
Cash and cash equivalents at end of period	$	68,725		$	98,273
Supplemental Disclosure:
Cash payments (refunds) for income taxes, net	$	15,500		$	(1,154	)
Cash payments for interest expense	$	3,153		$	4,743

See accompanying notes to consolidated financial statements.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands except per share data)
(Unaudited)

(1) Inventories are summarized as follows:

		March 31,		December 31,
		2005		2004
Finished products	$	256,388	$	268,170
Work-in-process		51,794		49,362
Raw materials		121,569		127,296
	$	429,751	$	444,828

(2) Weighted average shares used in the computation of basic and diluted net earnings per common share are as follows:

	Three Months	Three Months
	Ended	Ended
	March 31,	March 31,
	2005	2004
Weighted average shares used
for basic net earnings per
common share	53,211,846	56,203,160
Effect of dilutive securities
Stock options	295,248	890,445
Weighted average shares used
for diluted net earnings
per common share	53,507,094	57,093,605

(3) Comprehensive income (expense) is as follows:

		Three Months		Three Months
		Ended		Ended
		March 31,		March 31,
		2005		2004
Net earnings	$	24,784	$	33,209
Other comprehensive income (expense),
net of tax:
Financial instruments accounted
for as hedges		2,319		1,835
Foreign currency translation		274		(183	)
Other comprehensive income (expense)		2,593		1,652
	$	27,377	$	34,861

The components of accumulated other comprehensive income (expense), each presented net of tax benefit, are as follows:

		March 31,			December 31,
		2005			2004
Market value of financial instruments
accounted for as hedges	$	6,327		$	4,008
Minimum pension liability		(34,092	)		(34,092	)
Foreign currency translation		(718	)		(992	)
	$	(28,483	)	$	(31,076	)

(4)

The Company accounts for stock-based compensation using the intrinsic value method as prescribed by Accounting Principles Board Opinion No. 25. Had compensation cost for the Company’s stock-based compensation plan been determined consistent with SFAS No. 123, net earnings and earnings per common share would have been as follows:

		Three Months			Three Months
		Ended			Ended
		March 31,			March 31,
		2005			2004
Net earnings - as reported	$	24,784		$	33,209

Deduct: Stock-based employee compensation expense determined
under fair value based method, net of income tax benefits		(1,099	)		(1,220	)
Net earnings - pro forma	$	23,685		$	31,989
Earnings per share - basic:
As reported	$	0.47		$	0.59
Pro forma	$	0.45		$	0.57

Earnings per share - diluted:
As reported	$	0.46		$	0.58
Pro forma	$	0.45		$	0.56

In December 2004, the Financial Accounting Standards Board (FASB) issued SFAS No. 123 (revised 2004), Share-Based Payment. This statement is a revision of SFAS No. 123, and supersedes APB Opinion No. 25. SFAS No. 123 (revised 2004) establishes standards for the accounting for transactions in which an entity exchanges its equity instruments for goods or services. The statement is effective as of the beginning of the first interim or annual reporting period that begins after December 15, 2005. Although management has not yet determined the final impact that SFAS No. 123 (revised 2004) will have on the Company’s financial position and results of operations, it is not anticipated that the annual impact will be materially different than the pro forma disclosure above.

(5)	The components of net periodic pension cost for Company-sponsored defined benefit plans are as follows:

		Three Months			Three Months
		Ended			Ended
		March 31,			March 31,
		2005			2004
Service cost	$	3,400		$	3,363
Interest cost		6,425			6,153
Expected return on plan assets		(6,500	)		(7,087	)
Net amortization and deferral		1,669			982
	$	4,994		$	3,411

(6)

The Company has provided guarantees related to store leases for certain independent dealers opening Company-branded stores (e.g., Thomasville Home Furnishings Stores). The guarantees range from one to fifteen years and generally require the Company to make lease payments in the event of default by the dealer. In the event of default, the Company has the right to assign or assume the lease. The total future lease payments guaranteed at March 31, 2005 were $96,108. The Company believes the risk of significant loss from these lease guarantees is remote.

(7)

The Company recognizes sales when finished goods are shipped, with appropriate provisions for returns and uncollectible accounts. Shipping revenues have historically been netted against related expenses. We have reclassified these revenues to net sales, increasing net sales and cost of sales by $19,030 in the three months ended March 31, 2004. This reclassification had no impact on earnings.

Item 2. Management’s Discussion and Analysis of Results of Operations and Financial Condition

RESULTS OF OPERATIONS

Furniture Brands International, Inc. (referred to herein as the “Company”) is one of the largest home (residential) furniture manufacturers in the United States. The Company markets its products through four primary operating subsidiaries: Broyhill Furniture Industries, Inc.; Lane Furniture Industries, Inc.; Thomasville Furniture Industries, Inc., and HDM Furniture Industries, Inc. (which includes the operations of Henredon, Drexel Heritage and Maitland-Smith).

Comparison of Three Months Ended March 31, 2005 and 2004

Selected financial information for the three months ended March 31, 2005 and March 31, 2004 is presented below:

(Dollars in millions except per share data)

	Three Months Ended
	March 31, 2005				March 31, 2004
			% of				% of
		Dollars	Net Sales			Dollars	Net Sales
Net sales	$	641.6	100.0	%	$	677.6	100.0	%
Cost of sales		478.4	74.6			499.8	73.8
Gross profit		163.2	25.4			177.8	26.2
Selling, general and administrative expenses		124.7	19.4			121.6	17.9
Earnings from operations		38.5	6.0			56.2	8.3
Interest expense		3.1	0.5			4.9	0.7
Other income, net		1.9	0.3			0.7	0.1
Earning before income tax expense		37.3	5.8			52.0	7.7
Income tax expense		12.5	1.9			18.8	2.8
Net earnings	$	24.8	3.9		$	33.2	4.9
Net earnings per common share - diluted	$	0.46	--		$	0.58	--

Net sales for the three months ended March 31, 2005 were $641.6 million, compared to $677.6 million in the three months ended March 31, 2004, a decrease of $36.0 million or 5.3%. The Company continues to see a challenging and inconsistent business environment in the furniture industry with net sales in the upper-price points showing a slight increase when compared with the prior year; however, net sales for operating companies selling in the mid-price points were negative.

Cost of sales for the three months ended March 31, 2005 was $478.4 million compared to $499.8 million in the three months ended March 31, 2004. Cost of sales as a percentage of net sales increased from 73.8% in the three months ended March 31, 2004 to 74.6% in the three months ended March 31, 2005. The increase in cost of sales as a percentage of net sales was due in part to increases in raw material prices.

Selling, general and administrative expenses for the three months ended March 31, 2005 were $124.7 million compared to $121.6 million in the three months ended March 31, 2004. As a percentage of net sales, these expenses were 19.4% and 17.9% for the three months ended March 31, 2005 and March 31, 2004, respectively. Restructuring, asset impairment and severance charges totaling $2.5 million and increases in pension expense (due primarily to actuarial assumption changes) contributed to the increase in selling, general and administrative expenses.

Interest expense totaled $3.1 million for the three months ended March 31, 2005 compared to $4.9 million in the prior year comparable period. The decrease in interest expense reflects lower interest rates due to the positive impact of the interest rate swaps which are used to hedge $300.0 million of the floating rate debt.

Other income, net for the three months ended March 31, 2005 and March 31, 2004 totaled $1.9 million and $0.7 million, respectively. For the three months ended March 31, 2005 other income consisted of interest on short-term investments and notes receivable of $0.3 million and other miscellaneous income and expense items totaling $1.6 million. Other miscellaneous income and expense included proceeds received from an anti-trust lawsuit settlement.

The effective income tax rate was 33.6% and 36.1% for the three months ended March 31, 2005 and March 31, 2004, respectively. The effective income tax rate for the three months ended March 31, 2005 was favorably impacted by lower provisions for state and local income taxes and nontaxable income attributable to domestic manufacturing deductions.

Net earnings per common share for basic and diluted were $0.47 and $0.46, respectively, for the three months ended March 31, 2005, compared with $0.59 and $0.58, respectively, for the same period last year. Average common and common equivalent shares outstanding used in the calculation of net earnings per common share on a basic and diluted basis were 53,211,846 and 53,507,094, respectively, for the three months ended March 31, 2005 and 56,203,160 and 57,093,605, respectively, for the three months ended March 31, 2004. The reduction in average shares was due to the impact of stock repurchases during 2004 and the impact of stock options using the treasury method of calculation.

FINANCIAL CONDITION

Working Capital

Cash and cash equivalents at March 31, 2005 amounted to $68.7 million, compared with $51.2 million at December 31, 2004. During the three months ended March 31, 2005, net cash provided by operating activities totaled $35.7 million, net cash used by investing activities totaled $5.8 million and net cash used by financing activities totaled $12.4 million.

Working capital was $723.8 million at March 31, 2005, compared with $711.1 million at December 31, 2004. The current ratio was 4.5-to-1 at March 31, 2005, compared to 4.6-to-1 at December 31, 2004.

Financing Arrangements

As of March 31, 2005, long-term debt consisted of the following in millions:

	Revolving credit facility (unsecured)	$300.0
	Other	2.4
		$302.4

To meet short-term capital and other financial requirements, the Company maintains a $550.0 million revolving credit facility with a group of financial institutions. The revolving credit facility allows for the issuance of letters of credit and cash borrowings. Letter of credit outstandings are limited to no more than $150.0 million, with cash borrowings limited only by the facility’s maximum availability less letters of credit outstanding. On March 31, 2005, there were $300.0 million in cash borrowings and $17.4 million in letters of credit outstanding under the revolving credit facility, leaving an excess of $232.6 million available for future liquidity needs.

The facility requires the Company to meet certain financial covenants including a minimum consolidated net worth and maximum leverage ratio. As of March 31, 2005, the Company was in compliance with all financial covenants.

Cash borrowings under the revolving credit facility bear interest at a base rate or at an adjusted Eurodollar rate plus an applicable margin which varies, depending upon the type of loan the Company executes. The applicable margin over the base rate and Eurodollar rate is subject to adjustment based upon achieving certain credit ratings. At March 31, 2005, loans outstanding under the revolving credit facility consisted of $300.0 million based on the adjusted Eurodollar rate, which in conjunction with the interest rate swaps (used to hedge $300.0 million of the floating rate debt), have a weighted average interest rate of 3.53%.

The Company believes that cash generated from operations, together with its revolving credit facility, will be adequate to meet liquidity requirements for the foreseeable future.

Recently Issued Statements of Financial Accounting Standards

In March 2005, The Financial Accounting Standards Board (FASB) issued FASB Interpretation No. 47, Accounting for Conditional Asset Retirement Obligations (FIN 47). FIN 47 provides guidance relating to the identification and recognition of legal obligations to perform an asset retirement activity. The interpretation requires an entity to recognize a liability for the fair value of a conditional asset retirement obligation if the fair value of the liability can be reasonably estimated. This interpretation is effective for the Company no later than December 31, 2005. We are currently evaluating the impact, if any, that the adoption of FIN 47 will have on the Company’s financial position and results of operations.

In December 2004, the FASB issued Statement of Financial Accounting Standards (SFAS) No. 123 (revised 2004), Share-Based Payment. This statement is a revision of SFAS No. 123, Accounting for Stock-Based Compensation and supersedes APB Opinion No. 25, Accounting for Stock Issued to Employees. SFAS No. 123 (revised 2004) establishes standards for the accounting for transactions in which an entity exchanges its equity instruments for good or services. The statement is effective as of the beginning of the first interim or annual reporting period that begins after December 15, 2005. Although management has not yet determined the final impact that SFAS No. 123 (revised 2004) will have on the Company’s financial position and results of operations, it is not anticipated that the impact will be materially different than the effect disclosed in Note 4 in the Notes to Consolidated Financial Statements.

In November 2004, the FASB issued SFAS No. 151, Inventory Costs, an amendment of Accounting Research Bulletin (ARB) No. 43, Chapter 4. This statement clarified the accounting for abnormal amounts of idle facility expense, freight, handling costs, and wasted material (spoilage) by requiring that they be recognized as current-period charges. In addition, this statement requires that allocation of fixed production overhead to inventory be based on the normal capacity of the production facilities. We are currently evaluating the impact, if any, that the adoption of SFAS No. 151 will have on the Company’s financial position and results of operations.

OUTLOOK

The Company’s written business for the first quarter of 2005 was off 6.4% from the first quarter of last year, but for the first three weeks of the second quarter of 2005 the Company’s orders are tracking up against the second quarter of last year. The Company expects net sales to be up in the low single digits in the second quarter against the second quarter of 2004 and diluted net earnings per common share in the second quarter to be in the range of 35 to 39 cents, net of about 2 cents in restructuring and severance charges.

FORWARD-LOOKING STATEMENTS

The Company herein has made forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include the Company’s expected sales, earnings per share, profit margins, and cash flows, the effects of certain manufacturing realignments and other business strategies, the prospects for the overall business environment and other statements containing the words “expects,” “anticipates,”“estimates,” “believes,” and words of similar import. The Company cautions investors that any such forward-looking statements are not guarantees of future performance and that certain factors may cause actual results to differ materially from those in the forward-looking statements. Such factors include, but are not limited to: changes in economic conditions; loss of market share due to competition; failure

to anticipate or respond to changes in consumer tastes and fashion trends; failure to achieve projected sales; business failures of large customers; distribution and manufacturing realignments and cost savings programs; increased reliance on offshore (import) sourcing of various products; fluctuations in the cost, availability and quality of raw materials; product liability uncertainty; impairment of goodwill and other intangible assets. Other risk factors may be listed from time to time in the Company’s future public releases and SEC reports. Please refer to the Company’s Annual Report on Form 10-K for a more detailed explanation of the Company’s risk factors.

Item 3. Quantitative and Qualitative Disclosures about Market Risk

The Company is exposed to market risk from changes in interest rates. The Company’s exposure to interest rate risk consists of its floating rate revolving credit facility. This risk is managed using interest rate swaps to fix a portion of the Company’s floating rate long-term debt. Currently, interest rate swaps fix the entire outstanding balance on the revolving credit facility; therefore, an increase in interest rates would have no impact on the Company’s net earnings.

Item 4. Controls and Procedures

(a)	The Company’s chief executive officer and chief financial officer have concluded that the Company’s disclosure controls and procedures are effective based on their evaluation of these controls and procedures as of the end of the period covered by this report.

(b)	No change in the Company’s internal control over financial reporting has occurred during the Company’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

PART II OTHER INFORMATION

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

ISSUER PURCHASES OF EQUITY SECURITIES

Total Number

Approximate Dollar

of Shares

Value of Shares

Total

Average

Purchased as

that May Yet

Number

Price

Part of Publicly

Be Purchased

Of Shares

Paid

Announced Plans

Under the Plans

Period

Purchased

per Share

or Programs

January 1-

January 31

50,000,000

February 1-

February 28

50,000,000

March 1-

March 31

218,204

22.91

218,204

45,000,015

Total

218,204

22.91

218,204

On August 2, 2004, the Company announced that its Board of Directors authorized the repurchase of an additional $50 million of its Common Stock over a period of 12 months.

Item 6. Exhibits and Reports on Form 8-K

(a)		31 Certifications of W. G. Holliman, Chief Executive Officer of the Company and Denise L. Ramos, Chief Financial
		Officer of the Company, Pursuant to Rule 13a-14(a)/15d-14(a), as Adopted Pursuant to Section 302 of the
		Sarbanes-Oxley Act of 2002.

		32 Certifications of W. G. Holliman, Chief Executive Officer of the Company and Denise L. Ramos, Chief Financial
		Officer of the Company, Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the
		Sarbanes-Oxley Act of 2002.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


	Furniture Brands International, Inc.
	(Registrant)

	By	/s/ Steven W. Alstadt
		Steven W. Alstadt
		Controller and
		Chief Accounting Officer

Date: May 10, 2005

EXHIBIT INDEX

Exhibit No.	Description

31	Certifications of W. G. Holliman, Chief Executive Officer of the Company and Denise L. Ramos, Chief Financial
	Officer of the Company, Pursuant to Rule 13a-14(a)/15d-14(a), as Adopted Pursuant to Section 302 of the
	Sarbanes-Oxley Act of 2002.


32	Certifications of W. G. Holliman, Chief Executive Officer of the Company and Denise L. Ramos, Chief Financial
	Officer of the Company, Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the
	Sarbanes-Oxley Act of 2002.