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

[ X ] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]

For the fiscal year ended May 30, 1997
------------
OR

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]

For the transition period from to
----------------- --------------
Commission file number 1-4365

OXFORD INDUSTRIES, INC.
- --------------------------------------------------------------------
(Exact name of Registrant as specified in its charter)

Georgia 58-0831862
- ------------------------------- ------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)

222 Piedmont Avenue, N.E., Atlanta, Georgia 30308
-----------------------------------------------------
(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code (404) 659-2424
--------------
Securities registered pursuant to Section 12(b) of the Act:

Title of each class Name of exchange on
which registered
Common Stock, $1 par value New York Stock Exchange
- -------------------------- -------------------------

Securities registered pursuant to Section 12(g) of the Act:
NONE
--------------
(Title of Class)

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 if disclosure of delinquent filers
pursuant to Item 405 of Regulation S-K (Section 229.405 of this
chapter) is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or
any amendment to this Form 10-K. [ ]

State the aggregate market value of the voting stock held by
non-affiliates of the Registrant: As of August 15, 1997, the aggregate
market value of the voting stock held by non-affiliates of the
Registrant (based upon the closing price for the common stock on the
New York Stock Exchange on that date) was approximately $190,164,848.

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

Number of shares outstanding
Title of each class as of August 15, 1997

Common Stock, $1 par value 8,824,722
- -------------------------- ---------
Documents Incorporated by Reference
- ------------------------------------
(1) Sections of 1997 Annual Report to Stockholders (Incorporated in
Parts II and IV of this Report).
(2) Sections of Proxy Statement, which will be filed with the
Securities and Exchange Commission not later than 120 days after
May 30, 1997. (Incorporated in Part III of this Report).




PART I
------

Item 1. Business.
- ------------------

BUSINESS AND PRODUCTS

Introduction and Background
Oxford Industries, Inc. (the "Company") was incorporated
under the laws of the State of Georgia as Oxford Manufacturing
Company, Inc. on April 27, 1960. In 1967, its name was changed
to Oxford Industries, Inc. Its principal office is in Atlanta,
Georgia.

The Company's primary business, which comprises a single
industry segment, is the design, manufacture, marketing and sale
of consumer apparel products in the popular to better price
ranges. Substantially all of the Company's distribution
facilities, offices and customers are located in the United
States. Company-owned manufacturing facilities are located in
the southeastern United States, Mexico, the Caribbean Central
America and Asia.

The Company is in a single line of business with two classes
of similar products, menswear and womenswear. The table below
sets forth, for each of the last three fiscal years, the
percentage of net sales attributable to each such class of
similar products:

Fiscal Year Ended:

May 30, May 31, June 2,
1997 1996 1995
------ ------- -------
Menswear 77% 78% 74%
Womenswear 23% 22% 26%
------ ------- -------
100% 100% 100%
====== ======= =======

Menswear
Primary menswear products sold include men's suits, vests,
dress slacks and golfwear and men's and boys' sportswear,
sportscoats, dress shirts, woven and knitted sport shirts,
sweaters, slacks, shorts and jeans.

Womenswear
Primary womenswear products sold include women's sportswear,
dresses, suits, sweaters, shirts, blouses, t-shirts, sweatshirts,
vests, jackets, skirts, shorts and pants. Sportswear products
are marketed as coordinates, which include wardrobe items in
styles and colors designed to be worn together and or as
separates.

DISTRIBUTION

The Company's customers include national and regional chain
stores, mail order and catalog firms, discount stores, department
stores and chain and independent specialty stores. Net sales to
the Company's fifty largest customers increased by 1.9% while net
sales to all other customers declined 23.5%. This is due to the
Company's continuing focus on large, financially stable
retailers.
Customer Distribution Analysis

May 30, May 31, June 2,
1997 1996 1995
Total Sales % Total Sales % Total Sales %
Customers Customers Customers
--------- ------- --------- ------- --------- -------
Top 50 50 92.70% 50 92.37% 50 91.46%
All Other 2,895 7.30% 3,146 7.63% 3,431 8.54%
----- ----- ----- ------ ----- ------
Total 2,945 100% 3,196 100% 3,481 100%



Several product lines are designed and manufactured in
anticipation of orders for sale to department and specialty
stores and certain specialty chain and mail order customers. The
Company must make commitments for fabric and production in
connection with these lines. In the case of imports, these
commitments can be up to several months prior to the receipt of
firm orders from customers. These lines include both popular and
better price merchandise sold under brand and designer names or
customers' private labels.

The Company works closely with many customers to develop
large-volume product programs prior to commencement of
production, enabling the Company to take advantage of relative
efficiencies in planning, raw materials purchasing and
utilization of production facilities. Products sold under these
programs are in the popular price range and usually carry the
customers' trademarks, although the Company offers some branded
and designer programs for this customer market.

The Company employs a sales force consisting of salaried and
commissioned sales employees and independent commissioned sales
representatives. Apparel sales offices and showrooms are
maintained by the Company in Atlanta, Chicago, New York and in
Dallas and Plano, Texas. Other showrooms are maintained by
independent commissioned sales representatives. A majority of
the Company's business is conducted by direct contacts between
the Company's salaried executives and buyers and other executives
of the Company's customers.


MANUFACTURING, RAW MATERIALS AND SOURCES OF SUPPLY

Manufacturing and Raw Materials
Apparel products are manufactured from cotton, linen, wool,
silk, other natural fibers, synthetics and blends of these
materials. Materials used by the Company in its manufacturing
operations are purchased from numerous domestic and foreign
textile mills and converters in the form of woven or knitted
finished fabrics. Buttons, zippers, thread and other trim items
are purchased from both domestic and foreign suppliers. The
Company's manufacturing facilities perform cutting, sewing and
related operations to produce finished apparel products from
these materials. At the end of the 1997 fiscal year, domestic
production for the Company accounted for 27% of the Company's
business, of which approximately 14% came from the Company's
United States manufacturing facilities, and approximately 13%
came from United States contractors.

The Company also purchases fabric and places it with
domestic and foreign independent contractors for production of
goods conforming to the Company's patterns, specifications and
quality standards. The Company also performs independent
contracting services for other companies to ensure maximum
utilization of its production facilities.

The Company imports finished apparel products meeting its
quality standards from suppliers in the Caribbean, Central
America, the Far East and other areas. Imported goods are
generally manufactured according to designs and specifications
furnished or approved in advance of production by the Company.
In order to place orders and monitor production, the Company
maintains buying offices in Hong Kong and Singapore. The Company
also retains unaffiliated buying agents in several other
countries.

The Company also uses its own facilities in Mexico, the
Dominican Republic, Costa Rica, Honduras, and the Philippines.
Except for the Philippines, these facilities generally assemble
apparel products from components made primarily in the United
States.

Sources of Supply
The Company regards its domestic and foreign sources of raw
materials, finished goods and outside production as adequate, and
is not dependent on any single source or contractor. No single
supplier or contractor accounts for a material portion of the
Company's purchases or business. Alternative competitive sources
are available, and the Company does not anticipate significant
difficulty in meeting its supply and outside production
requirements. There are occasions, however, where the Company is
unable to take customer orders on short notice because of the
minimum lead time required to produce a garment that is
acceptable to the customer in regards to cost, quantity, quality
and service.

The Company's import business could be adversely affected by
currency exchange fluctuations, changes in United States import
duties and trade restraints, political unrest in exporting
countries, and other factors normally associated with imports.
The Company believes it has diminished potential risks in its
import business by placing import programs with suppliers in many
different countries. The Company continues to expand assembly
operations in the Mexico to take greater advantage of incentives
implicit in United States trade policy.

TRADEMARKS, LICENSES AND PATENTS

Trademarks
Principal menswear trademarks owned by the Company are
"Lanier Clothes" for men's suits and sportcoats; "Oxford
Shirtings" for men's shirts; "Travelers Worsted" for mens suits;
"Everpress" for men's slacks; "928" for young men's suited
separates; and "Ely Cattleman" and "Plains" for men's western
wear.

The Company licenses its trademark "Merona" to the Target
Stores and Mervyn's divisions of the Dayton Hudson Corporation.
The license agreement calls for these divisions to pay minimum
royalties and additional royalties for sales above certain
levels. The minimum royalties due in the future have been reduced
by actual royalties paid in preceding years. If certain levels
of royalty payments have been made and renewal options exercised,
Target Stores will have the option to purchase the trademark in
1999.

Although the Company is not dependent on any single
trademark, it believes its trademarks in the aggregate are of
significant value to its business.

If an attractive opportunity were to present itself the
Company would seriously consider the acquisition of significant
brands and related businesses.

Licenses
The Company also has the right to use trademarks under
license and design agreements with the trademarks' owners.
Principal menswear trademarks the Company has the right to use
are "Polo/Ralph Lauren" for Boys, including boy's shirts, suits,
shorts, sweat suits, woven and knitted sportswear, pants,
sweaters, outerwear, jackets, denim jeans and caps; "Robert
Stock" for men's suits, sportcoats and dress slacks; "Oscar de la
Renta" for men's suits, sportcoats, vests, and dress slacks;
"Tommy Hilfiger" for men's dress shirts and golf apparel;
"Nautica" for men's tailored suits, sports coat and dresses
slacks. Additionally, the Company entered into a new license
agreement which will allow the Company to use "Geoffrey Beene"
for men's tailored suits, sports coats, vests and dress slacks.

The above mentioned license and design agreements will expire
at various dates through 2000. Many of the Company's licensing
agreements are eligible for renewal to extend the licenses
through various dates from 1998 through 2006.

Although the Company is not dependent on any single license
and design agreement, it believes its license and design
agreements in the aggregate are of significant value to its
business.

Patents
The Company owns several patents covering apparel
manufacturing processes and devices, but competitive processes
and devices are available to others, and these are not material
to the Company's business.


SEASONAL ASPECTS OF BUSINESS AND ORDER BACKLOG

Seasonal Aspects of Business
The Company's business is generally divided among four
retail selling seasons: Spring, Summer, Fall and Holiday.
Seasonal factors can cause some variance in production and sales
levels among fiscal quarters in any fiscal year, but the Company
does not regard its overall business as highly seasonal.


Order Backlog
A large portion of sales are booked in advance of each
season, and it is therefore normal for the Company to maintain a
significant order backlog. As of May 30, 1997 and May 31, 1996,
the Company had booked orders amounting to approximately
$193,950,000 and $163,047,000, respectively, all of which will be
shipped within six months after each such date. These numbers
represent only store orders on hand and do not include private-
label contract balances. The Company is experiencing a greater
percentage of at-once EDI "Quick response" programs with large
retailers. Replenishment shipments under these programs
generally possess such an abbreviated order life as to exclude
them from the order backlog completely. The Company does not
believe that this backlog information is indicative of sales to
be expected for the following year, because order backlog at the
end of May primarily represents only Fall season business.

WORKING CAPITAL

Working capital needs are affected primarily by inventory
levels, outstanding receivables and trade payables. The Company
had available for its use committed lines of credit with several
lenders aggregating $52,000,000 at May 30, 1997. These lines of
credit are used by the Company to cover fluctuations in working
capital needs. The Company had $40,000,000 outstanding under
these lines of credit at the end of the 1997 fiscal year, and
$45,000,000 outstanding at the end of the 1996 fiscal year. In
addition, at the end of fiscal 1997, the Company had $186,000,000
in uncommitted lines of credit of which $98,000,000 was reserved
for the issuance of letters of credit. At May 30, 1997,
$4,000,000 was outstanding under these lines of credit. At the
end of fiscal 1996 the Company had $188,000,000 in uncommitted
lines of credit of which $98,000,000 was reserved for the
issuance of letters of credit. At May 31, 1996 $20,500,000 was
outstanding under these uncommitted lines of credit. The total
amount of letters of credit outstanding totaled approximately
$67,400,000 at the end of fiscal 1997, and approximately
$66,000,000 at the end of fiscal 1996. The Company had cash of
$3,313,000 and $1,015,000 at the end of the 1997 and 1996 fiscal
years. The average interest rate on all short-term borrowings for
the 1997 fiscal year was 5.72%. The Company anticipates
continued use and availability of short-term borrowings as
working capital needs may require.


Inventory levels are affected by order backlog and
anticipated sales. It is general practice of the Company to
offer payment terms of net 30 to the majority of its customers,
from date of shipment.


The Company believes that its working capital requirements
and financing resources are comparable with those of other major,
financially sound apparel manufacturers.


MAJOR CUSTOMERS

The Company's ten largest customers accounted for
approximately 72 percent of the Company's net sales in fiscal
1997 and approximately 70 percent in fiscal 1996. JCPenney
Company, Inc. accounted for 21 percent and 22 percent of net
sales in the 1997 and 1996 fiscal years, respectively. Lands'
End, Inc. accounted for 10 percent and 9 percent of net sales in
the 1997 and 1996 fiscal years, respectively. The Company
believes that its relationships with all of its major customers,
including JCPenney Company, Inc., and Lands' End, Inc., are
excellent.

COMPETITION

The Company's products are sold in a highly competitive
domestic market in which numerous domestic and foreign
manufacturers compete. No single manufacturer or small group of
manufacturers dominates the apparel industry. The Company
believes it is a major apparel manufacturing and marketing
company, but there are other apparel firms with greater sales and
financial resources.

Competition within the apparel industry is based upon
styling, marketing, price, quality, customer service and, with
respect to branded and designer product lines, consumer
recognition and preference. The Company believes it competes
effectively with other members of its industry with regard to all
of these factors. Successful competition in styling and marketing
is related to the Company's ability to foresee changes and trends
in fashion and consumer preference and to present appealing
product programs to its customers. Successful competition in
price, quality and customer service is related to its ability to
maintain efficiency in production, sourcing and distribution.

Growth in apparel imports and direct importing by retailers
present competitive risks to domestic apparel manufacturers. The
United States has implemented restrictive quotas on the
importation of many classifications of textiles and textile
products from certain countries and has adopted restrictive
regulations governing textile and apparel imports. Through
December of 1994, these restraints were permitted pursuant to the
Multi-Fiber Arrangement (MFA), an international textile trade
agreement to which the United States was a party. During the
Uruguay Round of the General Agreement on Tariffs and Trade, the
United States and other countries negotiated a successor
agreement to the MFA known as the Agreement on Textiles and
Clothing (ATC). The ATC became effective on January 1, 1995.

The ATC requires that importing countries remove product
classifications comprising approximately half of their 1990
imports of textile and apparel products from coverage under their
quota systems in three stages over a ten year period. The
remaining classification are to be removed from coverage under
the importing countries' quota systems on January 1, 2005.
However, the ATC allows importing countries such as the United
States significant discretion in determining when during the ten
year period particular product classifications are removed from
quota coverage. The United States has announced a plan that will
keep quotas on the products deemed most sensitive to import
competition in place until the latter stages of the ten year
period. In addition, the ATC requires importing countries to
increase the rate of growth of existing quota levels by a
specified amount each year. Finally, the ATC permits importing
countries, under certain conditions, to impose new quotas on the
importation of textile and apparel products during the ten year
phase out period. Thus, the extent to which the ATC will
liberalize trade in textile and apparel products over the next
ten years is unclear. Reduced restrictions on the importation of
textiles and textile products could increase competitive import
pressure on the Company's domestic manufacturing operations, but
could also positively affect its sourcing activities in some
countries.

Another source of competition is the increasing use of
buying offices by certain of the Company's customers and other
retailers. These buying offices permit the retailer to source
directly from (primarily) foreign manufacturers, by-passing
intermediate apparel manufacturing companies. The Company is
unable to quantify the effect of this trend on its sales and
profits but believes that the use of buying offices adversely
affects both. The Company believes that the relative price
advantage to retailers of direct sourcing is offset to an extent
by the Company's ownership of or long term relationships with
foreign facilities and by services provided to its customers such
as delivery flexibility and manufacturing expertise.

EMPLOYEES

As of May 30, 1997, the Company employed 8,413 persons,
approximately 89% of whom were hourly and incentive paid
production workers. The Company believes its employee relations
are excellent.

Item 2. Properties.
- --------------------

At May 30, 1997 the Company operated a total of 22
production plants. Domestic plants, of which nine plants are
owned and three plants are leased, are located in Alabama,
Georgia, Mississippi, North Carolina, South Carolina and
Virginia. Foreign plants, of which four are owned and six are
leased, are located in Mexico, the Dominican Republic, Costa
Rica, Honduras, and the Philippines.

The Company also maintains separate warehousing and
distribution facilities (in addition to space allocated for these
purposes in or adjacent to manufacturing plants) in Arizona,
Georgia, Mississippi, Tennessee and South Carolina.

Certain of the manufacturing, warehousing and distribution
facilities deemed owned by the Company are held pursuant to
long-term capital leases or lease purchase agreements, some of
which have been entered into by the Company in connection with
industrial revenue bond financing arrangements. Under this type
of financing, the facilities are subject to trust indentures or
security agreements securing the interests of the bondholders.
See Notes C and D in the Notes to Consolidated Financial
Statements forming a part of the financial statements included
under Item 8 of this Report.

General offices are maintained in a facility owned by the
Company in Atlanta, GA. The Company leases sales, purchasing and
administrative offices in Atlanta, Chicago, Hong Kong, New York,
Singapore, Bangladesh, the Philippines, Sri Lanka, and in both
Dallas and Plano, Texas.

The Company owns substantially all of its machinery and
equipment. Current facilities are adequately covered by
insurance, generally well maintained and provide adequate
production capacity for current and anticipated future
operations.

Item 3. Legal Proceedings.
- ---------------------------
Not applicable.


Item 4. Submission of Matters to a Vote of Security Holders.
- -------------------------------------------------------------

Not applicable.


Item 4A. Executive Officers of the Registrant.
- -----------------------------------------------
Name Age Office Held
- --------------------- --- -------------------------
J. Hicks Lanier 57 Chairman of the Board,
President and Chief
Executive Officer

Ben B. Blount, Jr 58 Executive Vice President -
Finance, Planning and
Development and Chief
Financial Officer


Knowlton J. O'Reilly 57 Group Vice President


Messrs. J. Hicks Lanier, Ben B. Blount, Jr. and Knowlton J.
O'Reilly are also directors of the Company. The Board of
Directors of the Company elects executive officers annually.

Mr. J. Hicks Lanier has served as President of the Company
since 1977. In 1981 he was elected as Chairman of the Board.

Mr. Ben B. Blount, Jr. was Executive Vice President --
Planning and Development from 1986 - 1995. Mr. Blount was
President of Kayser Roth Apparel, an apparel manufacturer and
marketer, from 1982 to 1986. Prior to 1982 he was Group Vice
President of the Company. In 1995 he was elected to serve in his
present position as Executive Vice President of Finance, Planning
and Administration and Chief Financial Officer.

Mr. Knowlton J. O'Reilly has served as Group Vice
President of the Company since 1978.

PART II
-------
Item 5. Market for Registrant's Common Equity and Related
Stockholder Matters
- ------------------------------------------------------------

Incorporated by reference to the table presented under the
heading "Common Stock Information" on page 23 through 24 of the
Company's 1997 Annual Report to Stockholders (Exhibit 13 hereto).
On August 15, 1997, there were 812 holders of record of the
Company's common stock.



Item 6. Selected Financial Data.
- ---------------------------------

Incorporated by reference to page 14 of the Company's 1997
Annual Report to Stockholders (Exhibit 13 hereto).






Item 7. Management's Discussion and Analysis of Financial
Condition and Results of Operations.
- ----------------------------------------------------------

Incorporated by reference to page 15 through 17 of the
Company's 1997 Annual Report to Stockholders (Exhibit 13 hereto).



8. Financial Statements and Supplementary Data.
- -----------------------------------------------------

Financial statements, including selected quarterly financial
data, are incorporated by reference to pages 18 through 26 of the
Company's 1997 Annual Report to Stockholders (Exhibit 13 hereto).




Item 9. Changes in and Disagreements with Accountants on
Accounting and Financial Disclosure.
- ---------------------------------------------------------

Not applicable.

PART III
--------

Item 10. Directors and Executive Officers of the Registrant.
- -------------------------------------------------------------

Information required by this item covering directors of the
Company is incorporated by reference to the information presented
under the heading "Election of Directors - Directors and
Nominees" in the Company's Proxy Statement, which will be filed
with the Securities and Exchange Commission not later than 120
days after May 30, 1997. Information required by this Item
covering executive officers of the Company is set forth under
Item 4A of this Report.


Item 11. Executive Compensation.
- ---------------------------------

Incorporated by reference to the information presented under
the heading "Executive Compensation and Other Information" in the
Company's Proxy Statement, which will be filed with the
Securities and Exchange Commission not later than 120 days after
May 30, 1997.



Item 12. Security Ownership of Certain Beneficial Owners and
Management.
- -------------------------------------------------------------

Incorporated by reference to the information presented under
the heading "Beneficial Ownership of Common Stock" in the
Company's Proxy Statement, which will be filed with the
Securities and Exchange Commission not later than 120 days after
May 30, 1997.



Item 13. Certain Relationships and Related Transactions.
- ---------------------------------------------------------

Incorporated by reference to the information presented under
the heading "Executive Compensation and Other Information -
Compensation Committee Interlocks and Insider Participation" in
the Company's Proxy Statement, which will be filed with the
Securities
and Exchange Commission not later than 120 days after May 30,
1997.



PART IV
-------

Item 14. Exhibits, Financial Statement Schedules, and Reports on
Form 8-K.
- -----------------------------------------------------------------

(a) 1. Financial Statements
--------------------

Included on pages 18 through 26 of the 1997 Annual Report to
Stockholders (Exhibit 13 hereto) and incorporated by reference in
this Form 10-K:


Report of Independent Public Accountants.

Consolidated Balance Sheets at May 30, 1997 and
May 31, 1996

Consolidated Statements of Earnings for years ended
May 30, 1997, May 31, 1996 and June 2, 1995.

Consolidated Statements of Stockholders' Equity for
years ended May 30, 1997, May 31, 1996 and June 2,
1995.

Consolidated Statements of Cash Flows for years ended
May 30, 1997, May 31, 1996 and June 2, 1995.

Notes to Consolidated Financial Statements for years
ended May 30, 1997, May 31, 1996 and June 2, 1995.






2. Financial Statement Schedules
-----------------------------

Included herein:

Report of Independent Public Accountants on
Financial Statement Schedule.

Schedule II - Valuation and Qualifying Accounts.





3. Exhibits
--------

3(a) Articles of Incorporation of the Company. Incorporated by
reference to Exhibit 3(a) to the Company's Form 10-Q for
the fiscal quarter ended August 28, 1992.


3(b) Bylaws of the Company. Incorporated by reference to
Exhibit 3(b) to the Company's Form 10-K for fiscal year
ended June 3, 1994.


10(a) Split-Dollar Life Insurance Agreement.

10(b) Group Life Insurance Plan, effective January 1, 1993.
Incorporated by reference to Exhibit 10(b) to the
Company's Form 10-K for the fiscal year ended May 28,
1993.

10(c) 1984 Stock Option Plan. Incorporated by reference to
Exhibit 10(c) to the Company's Form 10-Q for the fiscal
quarter ended December 1, 1995.

10(d) Long Range Incentive Plan, as amended through July 31,
1992. Incorporated by reference to Exhibit 10(d) to the
Company's Form 10-K for the fiscal year ended May 28,
1993.

10(e) Summary of Executive Medical Reimbursement Plan.
Incorporated by reference to Exhibit 10(e) to the
Company's Form 10-K for the fiscal year ended June 3,
1994.

10(f) Management Incentive Bonus Program, as amended through
June 1, 1991. Incorporated by reference to Exhibit 10(f)
to the Company's Form 10-K for the fiscal year ended May
31, 1996.

10(g) Executive Officers' Long Range Incentive Plan.
Incorporated by reference to Exhibit 10(g) to the
Company's Form 10-K for the fiscal year ended May 28, 1993.

10(h) 1992 Stock Option Plan. Incorporated by reference to
Exhibit 10(h) to the Company's Form 10-Q for the fiscal
quarter ended August 30, 1996.


10(j) Note Agreement between the Company and SunTrust Bank dated
December 1, 1995 covering the Company's long term note due
June 30, 1997. Incorporated by reference to Exhibit 10(j)
to the Company's Form 10-Q for the fiscal quarter ended
February 28, 1997.

11 Statement re computation of per share earnings.

13 1997 Annual Report to Stockholders (furnished for the
information of the Commission and not deemed "filed" or
part of this Form 10-K except for those portions expressly
incorporated herein by reference).

24 Consent of Arthur Andersen LLP

25 Powers of Attorney.


27 Financial Data Schedule.

The Company agrees to file upon request of the Securities
and Exchange Commission a copy of all agreements
evidencing long-term debt of the Company and its
subsidiaries omitted from this report pursuant to Item
601(b)(4)(iii) of Regulation S-K.

Shareholders may obtain copies of Exhibits without charge
upon written request to the Corporate Secretary, Oxford
Industries, Inc., 222 Piedmont Avenue, N.E., Atlanta,
Georgia 30308.


(b) No reports on Form 8-K were filed during the last quarter of
the period covered by this report.



SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, the Company has duly caused this
report to be signed on its behalf by the undersigned, thereunto
duly authorized.

Oxford Industries, Inc.





/s/Thomas Caldecot Chubb, III
-----------------------------
J. Hicks Lanier*
Chairman and President


Date: August 26, 1997
---------------
Pursuant to the requirements of the Securities Exchange
Act of 1934, this report has been signed below by the following
persons on behalf of the Company in the capacities and on the
dates indicated.

Signature Capacity Date
- -------------------------- ----------------- --------

/s/Thomas Caledcot Chubb, III Chairman and 08/26/97
- -------------------------- President, Chief --------
J. Hicks Lanier Executive Officer
and Director




/s/Ben B. Blount Jr. Executive 08/26/97
- -------------------------- Vice President, -------
Ben B. Blount Jr. Chief Financial
Officer and
Director



/s/Thomas Caldecot Chubb, III Director 08/26/97
- -------------------------- --------
Cecil D. Conlee*



/s/Thomas Caldecot Chubb, III Director 08/26/97
- -------------------------- --------
John B. Ellis*

*by power of attorney


/s/Thomas Caldecot Chubb, III Director 08/26/97
- -------------------------- --------
Thomas Gallagher*



/s/Thomas Caldecot Chubb, III Director 08/26/97
- -------------------------- --------
J. Reese Lanier*




/s/Thomas Caldecot Chubb, III Director 08/26/97
- -------------------------- --------
Knowlton J. O'Reilly*




/s/Thomas Caldecot Chubb, III Director 08/26/97
- -------------------------- --------
Clarence B. Rogers, Jr.*




/s/Thomas Caldecot Chubb, III Director 08/26/97
- -------------------------- --------
Robert E. Shaw*





/s/Thomas Caldecot Chubb, III Director 08/26/97
- -------------------------- --------
E. Jenner Wood*

*by power of attorney





REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
ON FINANCIAL STATEMENT SCHEDULE



To Oxford Industries, Inc.:


We have audited, in accordance with generally accepted
auditing standards, the consolidated financial statements
included in Oxford Industries, Inc.'s 1997 Annual Report to
Stockholders incorporated by reference in this Form 10-K, and
have issued our report thereon, dated July 11, 1997. Our audits
were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The schedule listed in
Item 14(a)2 is the responsibility of the Company's management and
is presented for purposes of complying with the Securities and
Exchange Commission's rules and is not part of the basic
financial statements. This schedule has been subjected to the
auditing procedures applied in the audits of the basic financial
statements and, in our opinion, fairly states in all material
respects the financial data required to be set forth therein in
relation to the basic financial statements taken as a whole.




ARTHUR ANDERSEN LLP


Atlanta, Georgia
July 11, 1997















OXFORD INDUSTRIES, INC. AND SUBSIDIARIES
----------------------------------------
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS
-------------------------------------------------

Column A Column B Column C Column D Column E
- ---------------------- ---------- -------------------- ---------- --------
Additions Deductions
--------------------- ----------
Balance at Charged Balance
Beginning to at End
Description of Period Income Recoveries Write-Offs of Period
- ---------------------- ---------- ---------- ---------- ---------- ----------

Reserves for losses
From accounts receivable:

Year ended June 2, 1995 $2,700,000 $326,000 $367,000 $293,000 $2,700,000
========== ========== ======== ========== ==========

Year ended May 31, 1996 $2,700,000 $234,000 $199,000 $333,000 $2,800,000
========== ========== ======== ========== ==========

Year ended May 30, 1997 $2,800,000 $21,000 $95,000 $116,000 $2,800,000
========== ======= ======= ======== ==========