<PAGE>   1
                                  UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549


                                   FORM 10-K/A

         [X]     AMENDMENT NUMBER 1 TO ANNUAL REPORT PURSUANT TO
               SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

                   For the fiscal year ended December 31, 1996

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

                         Commission File Number 0-22702


                                  ROBERDS, INC.

An Ohio Corporation                                   31-0801335
                                            (IRS Employer Identification Number)

                            1100 East Central Avenue
                             Dayton, Ohio 45449-1888
                                 (937) 859-5127


        Securities registered pursuant to Section 12(b) of the Act: None

           Securities registered pursuant to Section 12(g) of the Act:
                        Common Shares, without par value


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 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 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. [X]

At the close of trading on January 31, 1997, 5,964,830 common shares, without
par value, were outstanding. Of these, 1,812,789 common shares, having an
aggregate market value (based upon the average of the high and low trading
prices on that date) of approximately $14,955,509, were held by non-affiliates
of the Registrant. Common shares held by each executive officer and director,
and by each person who owned five percent or more of the outstanding common
shares, were excluded, in that such persons may be deemed to be affiliates.
However, such calculation does not constitute an admission or determination that
any such officer or director or holder of more than five percent of the
outstanding common shares is in fact an affiliate of the Registrant.

                       DOCUMENTS INCORPORATED BY REFERENCE

Portions of the Registrant's Proxy Statement for its 1997 annual meeting of
shareholders are incorporated into Part III herein by reference.

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<PAGE>   2





Pursuant to Rule 15d-21 under the Securities Exchange Act of 1934, the
undersigned registrant (the "Registrant") hereby amends its annual report on
Form 10-K for the fiscal year ended December 31, 1996 to include the following
information, financial statements, and exhibits required by Form 11-K with
respect to the Roberds, Inc. Employee Stock Purchase Plan (the "Plan") for the
year ended December 31, 1996. Roberds, Inc. is the issuer of the securities held
pursuant to the Plan. The schedules called for under Article 6A-05 in Regulation
S-X have been omitted because they are inapplicable or the required information
has been given in the financial statements or notes thereto:



                   ROBERDS, INC. EMPLOYEE STOCK PURCHASE PLAN


TABLE OF CONTENTS
                                                               PAGE

Independent Auditors' Report                                   3

Financial Statements:

         Statements of Financial Condition
         as of December 31, 1996 and 1995                      4

         Statements of Operations and Changes in
         Participants' Equity for the Years Ended
         December 31, 1996, 1995, and 1994                     5

Notes To Financial Statements                                  6








                                        2

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INDEPENDENT AUDITORS' REPORT





Members of the Compensation Committee
Roberds, Inc. Employee Stock Purchase Plan
Dayton, Ohio

We have audited the accompanying statements of financial condition of the
Roberds, Inc. Employee Stock Purchase Plan (the Plan) as of December 31, 1996
and 1995, and the related statements of operations and changes in participants'
equity for each of the three years in the period ended December 31, 1996. These
financial statements are the responsibility of the Plan's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.

We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

In our opinion, such financial statements present fairly, in all material
respects, the financial condition of Roberds, Inc. Employee Stock Purchase Plan
at December 31, 1996 and 1995, and the results of its operations and the changes
in participants' equity for each of the three years in the period ended December
31, 1996, in conformity with generally accepted accounting principles.



/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

March 8, 1997
Dayton, Ohio






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<PAGE>   4



ROBERDS, INC. EMPLOYEE STOCK PURCHASE PLAN

STATEMENTS OF FINANCIAL CONDITION
DECEMBER 31, 1996 AND 1995
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>


ASSETS AND PARTICIPANTS' EQUITY                 1996            1995
                                            --------        --------

<S>                                         <C>             <C>     
INVESTMENT IN SPONSOR COMPANY COMMON
STOCK, AT FAIR VALUE  (NOTE E)              $313,310        $260,748

EMPLOYEE CONTRIBUTIONS RECEIVABLE             22,573          26,615

CASH                                         111,817         110,968
                                            --------        --------

ASSETS AND PARTICIPANTS' EQUITY             $447,700        $398,331
                                            ========        ========
</TABLE>






See notes to financial statements.






                                        4

<PAGE>   5



ROBERDS, INC. EMPLOYEE STOCK PURCHASE PLAN

STATEMENTS OF OPERATIONS AND CHANGES IN PARTICIPANTS' EQUITY
YEARS ENDED DECEMBER 31, 1996, 1995, AND 1994
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>

                                                    1996              1995             1994
                                                    ----              ----             ----

<S>                                               <C>              <C>              <C>     
INCREASE IN PARTICIPANTS' EQUITY:

   Employee contributions                         $324,828         $273,965         $235,202

   Unrealized (depreciation) appreciation
     of Roberds, Inc. common shares                (17,472)          72,284          (21,186)
                                                  --------         --------         --------
   Net increase                                    307,356          346,249          214,016


DECREASE IN PARTICIPANTS' EQUITY:
  Distribution to withdrawn, terminated
     or deceased employees                         257,987          124,515           37,419
                                                  --------         --------         --------

NET INCREASE IN PARTICIPANTS' EQUITY                49,369          221,734          176,597

PARTICIPANTS' EQUITY:
  Beginning of year                                398,331          176,597
                                                  --------         --------

  End of year                                     $447,700         $398,331         $176,597
                                                  ========         ========         ========
</TABLE>




See notes to financial statements.









                                        5

<PAGE>   6




ROBERDS, INC. EMPLOYEE STOCK PURCHASE PLAN
NOTES TO FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 1996, 1995, AND 1994
--------------------------------------------------------------------------------


A.       PLAN DESCRIPTION

Roberds, Inc. established the Employee Stock Purchase Plan (the "Plan") in
November 1993. The Plan is designed and operated as an employee stock purchase
plan under section 423 of the Internal Revenue Code of 1986 and the regulations
thereunder. The Plan is not subject to provisions of the Employment Retirement
Income Security Act of 1974 ("ERISA"). The Plan is administered by a committee
of at least three persons appointed by the Board of Directors.

Employees who are members of the committee administering the Plan or any
employee who, immediately after the granting of an option, would own five
percent or more of any and all classes of stock are not entitled to participate
in the Plan. All other employees of Roberds, Inc. who are considered full-time
and have at least 90 days of continuous employment immediately prior to the
commencement of any option period are eligible to participate in the Plan.

Contributions are authorized through payroll deductions by participating
employees at any whole percentage rate up to a maximum of fifteen percent of
employees' compensation, not to exceed $25,000 (at fair market value) during any
calendar year. Price per share at time of purchase is the lesser of 85 percent
of fair market value per share on the first day or last day of offering period.
Shares acquired under the Plan may be resold by the participating employee
without registration under the Securities Act of 1933, as amended.

Offerings may be made under the Plan from time to time prior to December 31,
1999. The aggregate number of shares of stock that may be sold pursuant to all
offerings under the plan shall not exceed 150,000.

B.       SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

INVESTMENTS - The common shares of Roberds, Inc. are valued at fair value. Fair
value is based upon the trading value of the stock on the NASDAQ exchange at the
close of the last business day of the Plan year.

PURCHASES OF SECURITIES are recorded on a trade-date basis.

PLAN TERMINATION - Although it has not expressed an intention to do so, the Plan
may be terminated at the option of the employer at any time subject to the
provisions of the Plan. If terminated, participants' interest will be
distributed in accordance with the Plan.

C.       TAX STATUS

All income of the Plan will be distributed and is taxable directly to the
participants. Under Section 671 of the Internal Revenue Service Code, the Plan
is not a tax paying entity. Accordingly, the Plan is not subject to income
taxes. Therefore, no provision for income taxes is required for the Plan.

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<PAGE>   7




D.       ADMINISTRATION OF PLAN ASSETS

The Plan's assets, which consist of Roberds, Inc. common shares and cash, are 
held by a custodian.

Employee contributions are held and managed by the custodian, who invests cash
received, interest and dividend income and makes distributions to participants.

Certain administrative functions are performed by officers or employees of
Roberds, Inc. or its subsidiaries. No such officer or employee receives
compensation from the Plan. Administrative expenses for the record keeper fees
are paid directly by Roberds, Inc.

E.       INVESTMENTS

The Plan's investments in Roberds, Inc. common stock, at December 31, 1996 and 
1995, are as follows:

<TABLE>
<CAPTION>

                                                            December 31,
                                                      1996              1995
                                                      ----              ----

<S>                                                <C>              <C>     
                   Number of shares                  37,977           28,972
                   Market value                    $313,310         $260,748
                   Unrealized appreciation         $ 33,626         $ 51,098
</TABLE>


At December 31, 1996 and 1995 there were obligations to distribute 901 and 355
shares of Roberds, Inc. common stock, respectively.

In January 1997, an additional 18,221 shares of Roberds, Inc. common stock were
purchased by the Plan at $7.23 per share.


                                        7

<PAGE>   8



                                     PART IV



ITEM 14.    EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K


     (a)(3) EXHIBITS

2.1         Certificate and Agreement of Merger between Dayton Factory Service,
            Inc. and Registrant, filed October 1, 1993 as Exhibit 2.1 to
            Registrant's Form S-1, Registration File No. 33-69876, and 
            incorporated herein by reference.

2.2         Certificate and Agreement of Merger between Roberds of Atlanta, Inc.
            and Registrant, filed October 1, 1993 as Exhibit 2.2 to Registrant's
            Form S-1, Registration File No. 33-69876, and incorporated herein by
            reference.

2.3         Stock Purchase Agreement among Registrant, Kenneth W. Fletcher and
            Donald C. Wright transferring all of the outstanding shares of
            Roberds Service Company to Registrant, filed October 1, 1993 as
            Exhibit 2.3 to Registrant's Form S-1, Registration File No.
            33-69876, and incorporated herein by reference.

2.4         Stock Purchase Agreement among Registrant, Kenneth W. Fletcher and
            Donald C. Wright transferring all of the outstanding shares of
            Roberd Insurance Agency, Inc. to Registrant, filed October 1, 1993
            as Exhibit 2.4 to Registrant's Form S-1, Registration File No.
            33-69876, and incorporated herein by reference.

2.5         Certificate of merger of Roberds Service Company into Roberds, Inc.,
            effective August 31, 1994, filed as Exhibit 2.5 to Registrant's
            Annual Report on Form 10-K for the fiscal year ended December 31,
            1994 and incorporated herein by reference.

3.1         Amended Articles of Incorporation of Registrant, filed January 10,
            1994, as Exhibit 4.1 to Registrant's Form S-8, Registration File No.
            33-73900, and incorporated herein by reference.

3.2         Amended Code of Regulations of Registrant, filed January 10, 1994,
            as Exhibit 4.2 to Registrant's Form S-8, Registration File No.
            33-73900, and incorporated herein by reference.

4.1         Amended Articles of Incorporation of Registrant (filed as Exhibit
            3.1).

4.2         Amended Code of Regulations of Registrant (filed as Exhibit 3.2).

4.3         Specimen certificate for Registrant's Common Shares, filed October
            1, 1993 as Exhibit 4.3 to Registrant's Form S-1, Registration File
            No. 33-69876, and incorporated herein by reference.

4.3.1       Amended specimen certificate for Registrant's Common Shares,
            reflecting the change in stock transfer agent to National City Bank,
            Cleveland, Ohio, effective November 1, 1995, filed as Exhibit 4.3.1
            to Registrant's Annual Report on Form 10-K for the fiscal year ended
            December 31, 1995, and incorporated herein by reference.

4.4         Excluded from the exhibits are certain agreements relating to long
            term debt which, individually, do not exceed 10% of the total assets
            of Registrant. Registrant hereby undertakes to furnish a copy of
            such agreements upon request by the Commission.

                                        8

<PAGE>   9



10.1#       Roberds, Inc. 1993 Stock Incentive Plan, filed October 1, 1993 as
            Exhibit 10.1 to Registrant's Form S-1, Registration File No.
            33-69876, and incorporated herein by reference.

10.1.1#     Amendment to Roberds, Inc. 1993 Stock Incentive Plan, filed as
            Exhibit 99.1 to Registrant's Form S-1, File No. 33-97262, filed
            September 25, 1995, and incorporated herein by reference.

10.1.2#     Amendment to Roberds, Inc. 1993 Stock Incentive Plan, referred to in
            Exhibit 10.1, effective as of November 1, 1996, and filed herewith.

10.2#       Roberds, Inc. Employee Stock Purchase Plan, filed October 1, 1993 as
            Exhibit 10.2 to Registrant's Form S-1, Registration File No.
            33-69876, and incorporated herein by reference.

10.2.1#     Amendment to Roberds, Inc. Employee Stock Purchase Plan, referred to
            in Exhibit 10.2, effective as of November 1, 1996, and filed
            herewith.

10.3#       Roberds, Inc. 1993 Outside Director Stock Option Plan, filed October
            1, 1993 as Exhibit 10.3 to Registrant's Form S-1, Registration File
            No. 33-69876, and incorporated herein by reference.

10.3.1#     Amendment to Roberds, Inc. 1993 Outside Director Stock Option Plan,
            referred to in Exhibit 10.3, effective as of November 1, 1996, and
            filed herewith.

10.3.2#     Roberds, Inc. Profit Sharing and Employee Retirement Savings Plan,
            as amended, filed as Exhibit 99 to Registrant's Form S-8,
            Registration File No. 33-81086, and incorporated herein by
            reference.

10.3.3#     Roberds, Inc. Amended and Restated Deferred Compensation Plan for
            Outside Directors, effective 1996, filed as Exhibit 10.3.2 to
            Registrant's Annual Report on Form 10-K for the fiscal year ended
            December 31, 1995, and incorporated herein by reference.

10.3.3.1#   Amendment to Roberds, Inc. Amended and Restated Deferred
            Compensation Plan for Outside Directors, referred to in Exhibit
            10.3.3, effective as of February 27, 1996, and filed herewith.

10.3.3.2#   Amendment to Roberds, Inc. Amended and Restated Deferred
            Compensation Plan for Outside Directors, referred to in Exhibit
            10.3.3, effective as of November 1, 1996, and filed as Exhibit 99.1
            to Registrant's Form S-8, Registration File No. 333-19903, and
            incorporated herein by reference.

10.4.1      Lease Agreement dated April 1, 1990 among Registrant, Kenneth W.
            Fletcher and Donald C. Wright, relating to Registrant's facility
            located at 1000 East Central Avenue, West Carrollton, Ohio, and
            amendments thereto, filed October 1, 1993 as Exhibit 10.4.1 to
            Registrant's Form S-1, Registration File No. 33-69876, and
            incorporated herein by reference.

10.4.1.1    Assignment and Assumption Agreement in connection with the transfer
            of ownership of Registrant's facility located at 1000 East Central
            Avenue, West Carrollton, Ohio from Kenneth W. Fletcher and Donald C.
            Wright, an Ohio general partnership, to Kenneth W. Fletcher,
            individually, and assigning Registrant's related lease of the
            property to Mr. Fletcher, all effective January 1, 1995, and filed
            as Exhibit 10.4.1.1 to Registrant's Annual Report on Form 10-K for
            the fiscal year ended December 31, 1994 and incorporated herein by
            reference.

10.4.1.2    Assignment and Assumption Agreement in connection with the transfer
            of ownership of Registrant's facility located at 1000 East Central
            Avenue, West Carrollton, Ohio from Kenneth W. Fletcher,
            individually, to DAF Investments LTD., an Ohio limited liability
            company controlled by Mr. Fletcher, and assigning Registrant's
            related lease of the property to DAF Investments LTD., all effective

                                        9

<PAGE>   10



            January 1, 1995, and filed as Exhibit 10.4.1.2 to Registrant's
            Annual Report on Form 10-K for the fiscal year ended December
            31, 1994 and incorporated herein by reference.

10.4.1.3    Assignment and Assumption of Lease in connection with the transfer
            of ownership of Registrant's facility located at 1000 East Central
            Avenue, West Carrollton, Ohio from DAF Investments LTD., an Ohio
            limited liability company controlled by Mr. Kenneth W. Fletcher, to
            DAF West Carrollton Plaza, LTD., an Ohio limited liability company
            controlled by Mr. Fletcher, and assigning Registrant's related lease
            of the property to DAF West Carrollton Plaza, LTD., effective
            January 14, 1997, and incorporated herein by reference and filed
            herewith.

10.4.2      Lease Agreement dated April 1, 1990 among Registrant, Kenneth W.
            Fletcher and Donald C. Wright, relating to Registrant's facility
            located at 1100 East Central Avenue, West Carrollton, Ohio, and
            amendments thereto, filed October 1, 1993 as Exhibit 10.4.2 to
            Registrant's Form S-1, Registration File No. 33-69876, and
            incorporated herein by reference.

10.4.2.1    Assignment and Assumption Agreement in connection with the transfer
            of ownership of Registrant's facility located at 1100 East Central
            Avenue, West Carrollton, Ohio from Kenneth W. Fletcher and Donald C.
            Wright, an Ohio general partnership, to Kenneth W. Fletcher,
            individually, and assigning Registrant's related lease of the
            property to Mr. Fletcher, all effective January 1, 1995, and filed
            as Exhibit 10.4.2.1 to Registrant's Annual Report on Form 10-K for
            the fiscal year ended December 31, 1994 and incorporated herein by
            reference.

10.4.2.2    Assignment and Assumption Agreement in connection with the transfer
            of ownership of Registrant's facility located at 1100 East Central
            Avenue, West Carrollton, Ohio from Kenneth W. Fletcher,
            individually, to DAF Investments LTD., an Ohio limited liability
            company controlled by Mr. Fletcher, and assigning Registrant's
            related lease of the property to DAF Investments LTD., all effective
            January 1, 1995, and filed as Exhibit 10.4.2.2 to Registrant's
            Annual Report on Form 10-K for the fiscal year ended December 31,
            1994 and incorporated herein by reference.

10.4.2.3    Assignment and Assumption of Lease in connection with the transfer
            of ownership of Registrant's facility located at 1100 East Central
            Avenue, West Carrollton, Ohio from DAF Investments LTD., an Ohio
            limited liability company controlled by Mr. Kenneth W. Fletcher, to
            DAF West Carrollton Plaza, LTD., an Ohio limited liability company
            controlled by Mr. Fletcher, and assigning Registrant's related lease
            of the property to DAF West Carrollton Plaza, LTD., effective
            January 14, 1997, and incorporated herein by reference and filed
            herewith.

10.4.3      Lease Agreement dated June 1, 1988 among Registrant, Kenneth W.
            Fletcher and Donald C. Wright, relating to Registrant's Piqua, Ohio
            facility, and amendments thereto, filed October 1, 1993 as Exhibit
            10.4.3 to Registrant's Form S-1, Registration File No. 33-69876, and
            incorporated herein by reference.

10.4.3.1    Assignment and Assumption Agreement in connection with the transfer
            of ownership of Registrant's Piqua, Ohio facility from Kenneth W.
            Fletcher and Donald C. Wright, an Ohio general partnership, to
            Donald C. Wright, individually, and assigning Registrant's related
            lease of the property to Mr. Wright, all effective January 1, 1995
            and filed as Exhibit 10.4.3.1 to Registrant's Annual Report on Form
            10-K for the fiscal year ended December 31, 1994 and incorporated
            herein by reference.

10.4.4      Lease Agreement dated April 1, 1988 among Registrant, Kenneth W.
            Fletcher and Donald C. Wright, relating to Registrant's Richmond,
            Indiana facility, and amendments thereto, filed October 1, 1993 as
            Exhibit 10.4.4 to Registrant's Form S-1, Registration File No.
            33-69876, incorporated herein by reference.


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<PAGE>   11



10.4.4.1    Assignment and Assumption Agreement in connection with the transfer
            of ownership of Registrant's Richmond, Indiana facility from Kenneth
            W. Fletcher and Donald C. Wright, an Ohio general partnership, to
            Donald C. Wright, individually, and assigning Registrant's related
            lease of the property to Mr. Wright, all effective January 1, 1995,
            and filed as Exhibit 10.4.4.1 to Registrant's Annual Report on Form
            10-K for the fiscal year ended December 31, 1994 and incorporated
            herein by reference.

10.4.5      Lease Agreement dated March 1, 1992 among Registrant, Kenneth W.
            Fletcher and Donald C. Wright, relating to Registrant's
            Springfield, Ohio facility, and amendments thereto, filed October 1,
            1993 as Exhibit 10.4.5 to Registrant's Form S-1, Registration File
            No. 33-69876, and incorporated herein by reference.

10.4.5.1    Assignment and Assumption of Leases transferring ownership of
            Registrant's Springfield, Ohio facility from Kenneth W. Fletcher and
            Donald C. Wright, an Ohio general partnership, to Springfield
            Properties, Inc., an Ohio corporation owned by Messrs. Fletcher and
            Wright, and assigning Registrant's related lease of the property to
            Springfield Properties, Inc., all effective November 16, 1994, and
            filed as Exhibit 10.4.5.1 to Registrant's Annual Report on Form 10-K
            for the fiscal year ended December 31, 1994 and incorporated herein
            by reference.

10.4.6      Lease Agreement dated March 1, 1987 between Registrant and Howard
            Investments, a partnership owned by the Initial Shareholders,
            relating to Registrant's Norcross, Georgia facility, filed October
            1, 1993 as Exhibit 10.4.6 to Registrant's Form S-1, Registration
            File No. 33-69876, and incorporated herein by reference.

10.4.6.1    Amendments to Lease Agreement between Registrant and Howard
            Investments, referred to in Exhibit 10.4.6, effective December 20,
            1995, pursuant to a sale of the property by Howard Investments to
            800 Broadway and Ponce de Leon Stores, which are unrelated to the
            Company and the Initial Shareholders, filed as Exhibit 10.4.6.1 to
            Registrant's Annual Report on Form 10-K for the fiscal year ended
            December 31, 1995, and incorporated herein by reference.

10.4.7      Lease Agreement dated March 1, 1987 between Registrant and Howard
            Investments, a partnership owned by the Initial Shareholders,
            relating to Registrant's Marietta, Georgia facility, filed October
            1, 1993 as Exhibit 10.4.7 to Registrant's Form S-1, Registration
            File No. 33-69876, and incorporated herein by reference.

10.4.8      Lease Agreement dated November 1, 1987 between Registrant and Howard
            Investments, a partnership owned by the Principal Shareholders,
            relating to Registrant's Forest Park, Georgia facility, and
            amendments thereto, filed October 1, 1993 as Exhibit 10.4.8 to
            Registrant's Form S-1, Registra tion File No. 33-69876, and
            incorporated herein by reference.

10.4.9      Rent-Up Guarantee Agreement, filed October 1, 1993 as Exhibit 10.4.9
            to Registrant's Form S-1, Registration File No. 33-69876, and
            incorporated herein by reference.

10.5        Tax Indemnification Agreement among Kenneth W. Fletcher, Donald C.
            Wright, Howard W. Smith, and Registrant, filed October 1, 1993 as
            Exhibit 10.5 to Registrant's Form S-1, Registration File No.
            33-69876, and incorporated herein by reference.

10.6.1      Amended and Restated Security Agreement between Registrant and
            Chrysler First Commercial Corporation, filed October 1, 1993 as
            Exhibit 10.6.1 to Registrant's Form S-1, Registration File No.
            33-69876, and incorporated herein by reference.


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<PAGE>   12



10.6.2      Inventory Financing and Security Agreement between Whirlpool
            Financial Corporation and Registrant, filed October 1, 1993 as
            Exhibit 10.6.2 to Registrant's Form S-1, Registration File No. 33-
            69876, and incorporated herein by reference.

10.6.3      Business Loan Agreement between Bank One, Dayton, NA and Registrant,
            dated November 23, 1993, for up to $30 million. Filed as Exhibit
            10.6.3 to Registrant's Form 10-K for the fiscal year ended December
            31, 1993, and incorporated herein by reference.

10.6.3.1    Amendment to Business Loan Agreement between Bank One, Dayton, NA
            and Registrant, dated April 20, 1994, amending the agreement
            referred to in Exhibit 10.6.3, and filed as Exhibit 10.6.3.1 to
            Registrant's Annual Report on Form 10-K for the fiscal year ended
            December 31, 1994, and incorporated herein by reference.

10.6.3.2    Amendment to Amended and Restated Business Loan Agreement between
            Bank One, Dayton, NA and Registrant, dated December 7, 1994,
            amending the agreement referred to in Exhibit 10.6.3, and filed as
            Exhibit 10.6.3.2 to Registrant's Annual Report on Form 10-K for the
            fiscal year ended December 31, 1994, and incorporated herein by
            reference.

10.6.3.3    Amendment to Amended and Restated Business Loan Agreement between
            Bank One, Dayton, NA and Registrant, dated October 13, 1995,
            amending the agreement referred to in Exhibit 10.6.3, filed as
            Exhibit 10.6.3.3 to Registrant's Annual Report on Form 10-K for the
            fiscal year ended December 31, 1995, and incorporated herein by
            reference.

10.6.3.4    Amendment to Amended and Restated Business Loan Agreement between
            Bank One, Dayton, NA and Registrant, dated as of June 29, 1996,
            amending the agreement referred to in Exhibit 10.6.3, and filed
            herewith.

10.6.3.5    Second Amendment to Amended and Restated Business Loan Agreement
            between Bank One, Dayton, NA and Registrant, dated December 31,
            1996, amending the agreement referred to in Exhibit 10.6.3.4, and
            filed herewith.

10.6.3.6    Amendment to Second Amended and Restated Business Loan Agreement
            between Bank One, Dayton, NA and Registrant, dated February 27,
            1997, amending the agreement referred to in Exhibit 10.6.3, and
            filed herewith.

10.6.4      Term loan agreement between Bank One, Dayton, NA and Registrant,
            dated November 8, 1994, for up to $7 million, and filed as Exhibit
            10.6.4 to Registrant's Annual Report on Form 10-K for the fiscal
            year ended December 31, 1994, and incorporated herein by reference.

10.7        Amended and Restated Private Label Revolving Plan Agreement between
            Registrant and Bank One, Dayton, N.A., filed October 1, 1993 as
            Exhibit 10.7 to Registrant's Form S-1, Registration File No.
            33-69876, and incorporated herein by reference. Portions of the
            Exhibit have been omitted pursuant to a request by Registrant for
            confidential treatment.

10.8.1      Termination of Stock Redemption Agreement dated September 24, 1993
            between Roberds Service Company and shareholders of Roberds Service
            Company, filed October 1, 1993 as Exhibit 10.8.1 to Registrant's
            Form S-1, Registration File No. 33-69876, and incorporated herein by
            reference.

10.8.2      Termination of Stock Redemption Agreement dated September 24, 1993
            between Roberds, Inc. and shareholders of Roberds, Inc., filed
            October 1, 1993 as Exhibit 10.8.2 to Registrant's Form S-1, 
            Registration File No. 33-69876, and incorporated herein by 
            reference.


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<PAGE>   13



10.9#       Letter Agreements Limiting Salary and Bonus of Messrs. Fletcher,
            Wright and Smith, filed November 12, 1993 as Exhibit 10.9 to
            Registrant's Amendment No. 3 to Form S-1, Registration File No. 33-
            69876, and incorporated herein by reference.

10.10#      Registrant's Executive Compensation Plan, adopted in 1994, effective
            for the 1995 calendar year, filed as Exhibit 10.10 to Registrant's
            Annual Report on Form 10-K for the fiscal year ended December 31,
            1994 and incorporated herein by reference.

10.10.1#    Registrant's Amended and Restated Executive Compensation Plan, as
            amended for the 1996 calendar year, amending the Plan referred to in
            Exhibit 10.10 above, and filed as Exhibit 10.10.1 to Registrant's
            Annual Report on Form 10-K for the fiscal year ended December 31,
            1995, and filed herewith.

10.10.2#    Registrant's Seconded Amended and Restated Executive Compensation
            Plan, as amended for the 1997 calendar year, amending the Plan
            referred to in Exhibit 10.10.1 above, and filed herewith.

10.11.1#    Employment Agreement, dated as of March 1, 1996, between Registrant
            and Charles H. Palko, Vice President-Appliances, and filed herewith.

10.11.2#    Employment Agreement, dated as of July 10, 1996, between Registrant
            and Michael E. Ray, President-Tampa Market, and filed herewith.

11          Calculation of pro forma net earnings for the years ended December
            31, 1993 and 1992, filed on March 25, 1994, as Exhibit 11 to
            Registrant's Annual Report on Form 10-K for the year ended December
            31, 1993, Commission File Number 0-22702, and incorporated herein by
            reference.

21          Subsidiary of Registrant, filed as Exhibit 21 to Registrant's Annual
            Report on Form 10-K for the fiscal year ended December 31, 1994 and
            incorporated herein by reference.

*23         Independent Auditors' Consent.

24          Powers of attorney.

27          Financial Data Schedules



*        Exhibits electronically filed herewith.
**       Exhibits incorporated by reference for the first time.
#        Constitutes a "management contract or compensatory plan or
         arrangement," pursuant to Item 14(a)(3),(c).




                                       13

<PAGE>   14




                                   SIGNATURES



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


ROBERDS, INC., by


/s/ Kenneth W. Fletcher*
------------------------------------
Kenneth W. Fletcher, its
Chief Executive Officer
and President


/s/ Robert M. Wilson
------------------------------------
Robert M. Wilson, its
Executive Vice President and
Chief Financial Officer



/s/ Michael A. Bruns
------------------------------------
Michael A. Bruns, its
Vice President and
Chief Accounting Officer


ROBERDS, INC. EMPLOYEE STOCK PURCHASE PLAN, by


/s/ Robert M. Wilson
------------------------------------
Robert M. Wilson, its
Plan Administrator



           
*By:  /s/ Robert M. Wilson
    ---------------------------------
 Robert M. Wilson
 Attorney in Fact

March 25, 1997


                                       14

<PAGE>   15



                                  EXHIBIT INDEX

2.1         Certificate and Agreement of Merger between Dayton Factory Service,
            Inc. and Registrant, filed October 1, 1993 as Exhibit 2.1 to
            Registrant's Form S-1, Registration File No. 33-69876, and 
            incorporated herein by reference.

2.2         Certificate and Agreement of Merger between Roberds of Atlanta, Inc.
            and Registrant, filed October 1, 1993 as Exhibit 2.2 to Registrant's
            Form S-1, Registration File No. 33-69876, and incorporated herein by
            reference.

2.3         Stock Purchase Agreement among Registrant, Kenneth W. Fletcher and
            Donald C. Wright transferring all of the outstanding shares of
            Roberds Service Company to Registrant, filed October 1, 1993 as
            Exhibit 2.3 to Registrant's Form S-1, Registration File No.
            33-69876, and incorporated herein by reference.

2.4         Stock Purchase Agreement among Registrant, Kenneth W. Fletcher and
            Donald C. Wright transferring all of the outstanding shares of
            Roberd Insurance Agency, Inc. to Registrant, filed October 1, 1993
            as Exhibit 2.4 to Registrant's Form S-1, Registration File No.
            33-69876, and incorporated herein by reference.

2.5         Certificate of merger of Roberds Service Company into Roberds, Inc.,
            effective August 31, 1994, filed as Exhibit 2.5 to Registrant's
            Annual Report on Form 10-K for the fiscal year ended December 31,
            1994 and incorporated herein by reference.

3.1         Amended Articles of Incorporation of Registrant, filed January 10,
            1994, as Exhibit 4.1 to Registrant's Form S-8, Registration File No.
            33-73900, and incorporated herein by reference.

3.2         Amended Code of Regulations of Registrant, filed January 10, 1994,
            as Exhibit 4.2 to Registrant's Form S-8, Registration File No.
            33-73900, and incorporated herein by reference.

4.1         Amended Articles of Incorporation of Registrant (filed as Exhibit
            3.1).

4.2         Amended Code of Regulations of Registrant (filed as Exhibit 3.2).

4.3         Specimen certificate for Registrant's Common Shares, filed October
            1, 1993 as Exhibit 4.3 to Registrant's Form S-1, Registration File
            No. 33-69876, and incorporated herein by reference.

4.3.1       Amended specimen certificate for Registrant's Common Shares,
            reflecting the change in stock transfer agent to National City Bank,
            Cleveland, Ohio, effective November 1, 1995, filed as Exhibit 4.3.1
            to Registrant's Annual Report on Form 10-K for the fiscal year ended
            December 31, 1995, and incorporated herein by reference.

4.4         Excluded from the exhibits are certain agreements relating to long
            term debt which, individually, do not exceed 10% of the total assets
            of Registrant. Registrant hereby undertakes to furnish a copy of
            such agreements upon request by the Commission.

10.1#       Roberds, Inc. 1993 Stock Incentive Plan, filed October 1, 1993 as
            Exhibit 10.1 to Registrant's Form S-1, Registration File No.
            33-69876, and incorporated herein by reference.

10.1.1#     Amendment to Roberds, Inc. 1993 Stock Incentive Plan, filed as
            Exhibit 99.1 to Registrant's Form S-1, File No. 33-97262, filed
            September 25, 1995, and incorporated herein by reference.


                                       15

<PAGE>   16



10.1.2#     Amendment to Roberds, Inc. 1993 Stock Incentive Plan, referred to in
            Exhibit 10.1, effective as of November 1, 1996, and filed herewith.

10.2#       Roberds, Inc. Employee Stock Purchase Plan, filed October 1, 1993 as
            Exhibit 10.2 to Registrant's Form S-1, Registration File No.
            33-69876, and incorporated herein by reference.

10.2.1#     Amendment to Roberds, Inc. Employee Stock Purchase Plan, referred to
            in Exhibit 10.2, effective as of November 1, 1996, and filed
            herewith.

10.3#       Roberds, Inc. 1993 Outside Director Stock Option Plan, filed October
            1, 1993 as Exhibit 10.3 to Registrant's Form S-1, Registration File
            No. 33-69876, and incorporated herein by reference.

10.3.1#     Amendment to Roberds, Inc. 1993 Outside Director Stock Option Plan,
            referred to in Exhibit 10.3, effective as of November 1, 1996, and
            filed herewith.

10.3.2#     Roberds, Inc. Profit Sharing and Employee Retirement Savings Plan,
            as amended, filed as Exhibit 99 to Registrant's Form S-8,
            Registration File No. 33-81086, and incorporated herein by
            reference.

10.3.3#     Roberds, Inc. Amended and Restated Deferred Compensation Plan for
            Outside Directors, effective 1996, filed as Exhibit 10.3.2 to
            Registrant's Annual Report on Form 10-K for the fiscal year ended
            December 31, 1995, and incorporated herein by reference.

10.3.3.1#   Amendment to Roberds, Inc. Amended and Restated Deferred
            Compensation Plan for Outside Directors, referred to in Exhibit
            10.3.3, effective as of February 27, 1996, and filed herewith.

10.3.3.2#   Amendment to Roberds, Inc. Amended and Restated Deferred
            Compensation Plan for Outside Directors, referred to in Exhibit
            10.3.3, effective as of November 1, 1996, and filed as Exhibit 99.1
            to Registrant's Form S-8, Registration File No. 333-19903, and
            incorporated herein by reference.

10.4.1      Lease Agreement dated April 1, 1990 among Registrant, Kenneth W.
            Fletcher and Donald C. Wright, relating to Registrant's facility
            located at 1000 East Central Avenue, West Carrollton, Ohio, and
            amendments thereto, filed October 1, 1993 as Exhibit 10.4.1 to
            Registrant's Form S-1, Registration File No. 33-69876, and
            incorporated herein by reference.

10.4.1.1    Assignment and Assumption Agreement in connection with the transfer
            of ownership of Registrant's facility located at 1000 East Central
            Avenue, West Carrollton, Ohio from Kenneth W. Fletcher and Donald C.
            Wright, an Ohio general partnership, to Kenneth W. Fletcher,
            individually, and assigning Registrant's related lease of the
            property to Mr. Fletcher, all effective January 1, 1995, and filed
            as Exhibit 10.4.1.1 to Registrant's Annual Report on Form 10-K for
            the fiscal year ended December 31, 1994 and incorporated herein by
            reference.

10.4.1.2    Assignment and Assumption Agreement in connection with the transfer
            of ownership of Registrant's facility located at 1000 East Central
            Avenue, West Carrollton, Ohio from Kenneth W. Fletcher,
            individually, to DAF Investments LTD., an Ohio limited liability
            company controlled by Mr. Fletcher, and assigning Registrant's
            related lease of the property to DAF Investments LTD., all effective
            January 1, 1995, and filed as Exhibit 10.4.1.2 to Registrant's
            Annual Report on Form 10-K for the fiscal year ended December 31,
            1994 and incorporated herein by reference.

10.4.1.3    Assignment and Assumption of Lease in connection with the transfer
            of ownership of Registrant's facility located at 1000 East Central
            Avenue, West Carrollton, Ohio from DAF Investments LTD., an Ohio
            limited liability company controlled by Mr. Kenneth W. Fletcher, to
            DAF West Carrollton Plaza, LTD., an Ohio limited liability company
            controlled by Mr. Fletcher, and assigning Registrant's

                                       16

<PAGE>   17



            related lease of the property to DAF West Carrollton Plaza,
            LTD., effective January 14, 1997, and incorporated herein by
            reference and filed herewith.

10.4.2      Lease Agreement dated April 1, 1990 among Registrant, Kenneth W.
            Fletcher and Donald C. Wright, relating to Registrant's facility
            located at 1100 East Central Avenue, West Carrollton, Ohio, and
            amendments thereto, filed October 1, 1993 as Exhibit 10.4.2 to
            Registrant's Form S-1, Registration File No. 33-69876, and
            incorporated herein by reference.

10.4.2.1    Assignment and Assumption Agreement in connection with the transfer
            of ownership of Registrant's facility located at 1100 East Central
            Avenue, West Carrollton, Ohio from Kenneth W. Fletcher and Donald C.
            Wright, an Ohio general partnership, to Kenneth W. Fletcher,
            individually, and assigning Registrant's related lease of the
            property to Mr. Fletcher, all effective January 1, 1995, and filed
            as Exhibit 10.4.2.1 to Registrant's Annual Report on Form 10-K for
            the fiscal year ended December 31, 1994 and incorporated herein by
            reference.

10.4.2.2    Assignment and Assumption Agreement in connection with the transfer
            of ownership of Registrant's facility located at 1100 East Central
            Avenue, West Carrollton, Ohio from Kenneth W. Fletcher,
            individually, to DAF Investments LTD., an Ohio limited liability
            company controlled by Mr. Fletcher, and assigning Registrant's
            related lease of the property to DAF Investments LTD., all effective
            January 1, 1995, and filed as Exhibit 10.4.2.2 to Registrant's
            Annual Report on Form 10-K for the fiscal year ended December 31,
            1994 and incorporated herein by reference.

10.4.2.3    Assignment and Assumption of Lease in connection with the transfer
            of ownership of Registrant's facility located at 1100 East Central
            Avenue, West Carrollton, Ohio from DAF Investments LTD., an Ohio
            limited liability company controlled by Mr. Kenneth W. Fletcher, to
            DAF West Carrollton Plaza, LTD., an Ohio limited liability company
            controlled by Mr. Fletcher, and assigning Registrant's related lease
            of the property to DAF West Carrollton Plaza, LTD., effective
            January 14, 1997, and incorporated herein by reference and filed
            herewith.

10.4.3      Lease Agreement dated June 1, 1988 among Registrant, Kenneth W.
            Fletcher and Donald C. Wright, relating to Registrant's Piqua, Ohio
            facility, and amendments thereto, filed October 1, 1993 as Exhibit
            10.4.3 to Registrant's Form S-1, Registration File No. 33-69876, and
            incorporated herein by reference.

10.4.3.1    Assignment and Assumption Agreement in connection with the transfer
            of ownership of Registrant's Piqua, Ohio facility from Kenneth W.
            Fletcher and Donald C. Wright, an Ohio general partnership, to
            Donald C. Wright, individually, and assigning Registrant's related
            lease of the property to Mr. Wright, all effective January 1, 1995
            and filed as Exhibit 10.4.3.1 to Registrant's Annual Report on Form
            10-K for the fiscal year ended December 31, 1994 and incorporated
            herein by reference.

10.4.4      Lease Agreement dated April 1, 1988 among Registrant, Kenneth W.
            Fletcher and Donald C. Wright, relating to Registrant's Richmond,
            Indiana facility, and amendments thereto, filed October 1, 1993 as
            Exhibit 10.4.4 to Registrant's Form S-1, Registration File No.
            33-69876, incorporated herein by reference.

10.4.4.1    Assignment and Assumption Agreement in connection with the transfer
            of ownership of Registrant's Richmond, Indiana facility from Kenneth
            W. Fletcher and Donald C. Wright, an Ohio general partnership, to
            Donald C. Wright, individually, and assigning Registrant's related
            lease of the property to Mr. Wright, all effective January 1, 1995,
            and filed as Exhibit 10.4.4.1 to Registrant's Annual Report on Form
            10-K for the fiscal year ended December 31, 1994 and incorporated
            herein by reference.


                                       17

<PAGE>   18



10.4.5      Lease Agreement dated March 1, 1992 among Registrant, Kenneth W.
            Fletcher and Donald C. Wr ight, relating to Registrant's
            Springfield, Ohio facility, and amendments thereto, filed October 1,
            1993 as Exhibit 10.4.5 to Registrant's Form S-1, Registration File
            No. 33-69876, and incorporated herein by reference.

10.4.5.1    Assignment and Assumption of Leases transferring ownership of
            Registrant's Springfield, Ohio facility from Kenneth W. Fletcher and
            Donald C. Wright, an Ohio general partnership, to Springfield
            Properties, Inc., an Ohio corporation owned by Messrs. Fletcher and
            Wright, and assigning Registrant's related lease of the property to
            Springfield Properties, Inc., all effective November 16, 1994, and
            filed as Exhibit 10.4.5.1 to Registrant's Annual Report on Form 10-K
            for the fiscal year ended December 31, 1994 and incorporated herein
            by reference.

10.4.6      Lease Agreement dated March 1, 1987 between Registrant and Howard
            Investments, a partnership owned by the Initial Shareholders,
            relating to Registrant's Norcross, Georgia facility, filed October
            1, 1993 as Exhibit 10.4.6 to Registrant's Form S-1, Registration
            File No. 33-69876, and incorporated herein by reference.

10.4.6.1    Amendments to Lease Agreement between Registrant and Howard
            Investments, referred to in Exhibit 10.4.6, effective December 20,
            1995, pursuant to a sale of the property by Howard Investments to
            800 Broadway and Ponce de Leon Stores, which are unrelated to the
            Company and the Initial Shareholders, filed as Exhibit 10.4.6.1 to
            Registrant's Annual Report on Form 10-K for the fiscal year ended
            December 31, 1995, and incorporated herein by reference.

10.4.7      Lease Agreement dated March 1, 1987 between Registrant and Howard
            Investments, a partnership owned by the Initial Shareholders,
            relating to Registrant's Marietta, Georgia facility, filed October
            1, 1993 as Exhibit 10.4.7 to Registrant's Form S-1, Registration
            File No. 33-69876, and incorporated herein by reference.

10.4.8      Lease Agreement dated November 1, 1987 between Registrant and Howard
            Investments, a partnership owned by the Principal Shareholders,
            relating to Registrant's Forest Park, Georgia facility, and
            amendments thereto, filed October 1, 1993 as Exhibit 10.4.8 to
            Registrant's Form S-1, Registration File No. 33-69876, and
            incorporated herein by reference.

10.4.9      Rent-Up Guarantee Agreement, filed October 1, 1993 as Exhibit 10.4.9
            to Registrant's Form S-1, Registration File No. 33-69876, and
            incorporated herein by reference.

10.5        Tax Indemnification Agreement among Kenneth W. Fletcher, Donald C.
            Wright, Howard W. Smith, and Registrant, filed October 1, 1993 as
            Exhibit 10.5 to Registrant's Form S-1, Registration File No.
            33-69876, and incorporated herein by reference.

10.6.1      Amended and Restated Security Agreement between Registrant and
            Chrysler First Commercial Corporation, filed October 1, 1993 as
            Exhibit 10.6.1 to Registrant's Form S-1, Registration File No.
            33-69876, and incorporated herein by reference.

10.6.2      Inventory Financing and Security Agreement between Whirlpool
            Financial Corporation and Registrant, filed October 1, 1993 as
            Exhibit 10.6.2 to Registrant's Form S-1, Registration File No. 33-
            69876, and incorporated herein by reference.

10.6.3      Business Loan Agreement between Bank One, Dayton, NA and Registrant,
            dated November 23, 1993, for up to $30 million. Filed as Exhibit
            10.6.3 to Registrant's Form 10-K for the fiscal year ended December
            31, 1993, and incorporated herein by reference.


                                       18

<PAGE>   19



10.6.3.1    Amendment to Business Loan Agreement between Bank One, Dayton, NA
            and Registrant, dated April 20, 1994, amending the agreement
            referred to in Exhibit 10.6.3, and filed as Exhibit 10.6.3.1 to
            Registrant's Annual Report on Form 10-K for the fiscal year ended
            December 31, 1994, and incorporated herein by reference.

10.6.3.2    Amendment to Amended and Restated Business Loan Agreement between
            Bank One, Dayton, NA and Registrant, dated December 7, 1994,
            amending the agreement referred to in Exhibit 10.6.3, and filed as
            Exhibit 10.6.3.2 to Registrant's Annual Report on Form 10-K for the
            fiscal year ended December 31, 1994, and incorporated herein by
            reference.

10.6.3.3    Amendment to Amended and Restated Business Loan Agreement between
            Bank One, Dayton, NA and Registrant, dated October 13, 1995,
            amending the agreement referred to in Exhibit 10.6.3, filed as
            Exhibit 10.6.3.3 to Registrant's Annual Report on Form 10-K for the
            fiscal year ended December 31, 1995, and incorporated herein by
            reference.

10.6.3.4    Amendment to Amended and Restated Business Loan Agreement between
            Bank One, Dayton, NA and Registrant, dated as of June 29, 1996,
            amending the agreement referred to in Exhibit 10.6.3, and filed
            herewith.

10.6.3.5    Second Amendment to Amended and Restated Business Loan Agreement
            between Bank One, Dayton, NA and Registrant, dated December 31,
            1996, amending the agreement referred to in Exhibit 10.6.3.4, and
            filed herewith.

10.6.3.6    Amendment to Second Amended and Restated Business Loan Agreement
            between Bank One, Dayton, NA and Registrant, dated February 27,
            1997, amending the agreement referred to in Exhibit 10.6.3, and
            filed herewith.

10.6.4      Term loan agreement between Bank One, Dayton, NA and Registrant,
            dated November 8, 1994, for up to $7 million, and filed as Exhibit
            10.6.4 to Registrant's Annual Report on Form 10-K for the fiscal
            year ended December 31, 1994, and incorporated herein by reference.

10.7        Amended and Restated Private Label Revolving Plan Agreement between
            Registrant and Bank One, Dayton, N.A., filed October 1, 1993 as
            Exhibit 10.7 to Registrant's Form S-1, Registration File No.
            33-69876, and incorporated herein by reference. Portions of the
            Exhibit have been omitted pursuant to a request by Registrant for
            confidential treatment.

10.8.1      Termination of Stock Redemption Agreement dated September 24, 1993
            between Roberds Service Company and shareholders of Roberds Service
            Company, filed October 1, 1993 as Exhibit 10.8.1 to Registrant's
            Form S-1, Registration File No. 33-69876, and incorporated herein by
            reference.

10.8.2      Termination of Stock Redemption Agreement dated September 24, 1993
            between Roberds, Inc. and shareholders of Roberds, Inc., filed
            October 1, 1993 as Exhibit 10.8.2 to Registrant's Form S-1, 
            Registration File No. 33-69876, and incorporated herein by 
            reference.

10.9#       Letter Agreements Limiting Salary and Bonus of Messrs. Fletcher,
            Wright and Smith, filed November 12, 1993 as Exhibit 10.9 to
            Registrant's Amendment No. 3 to Form S-1, Registration File No. 33-
            69876, and incorporated herein by reference.

10.10#      Registrant's Executive Compensation Plan, adopted in 1994, effective
            for the 1995 calendar year, filed as Exhibit 10.10 to Registrant's
            Annual Report on Form 10-K for the fiscal year ended December 31,
            1994 and incorporated herein by reference.


                                       19

<PAGE>   20



10.10.1#    Registrant's Amended and Restated Executive Compensation Plan, as
            amended for the 1996 calendar year, amending the Plan referred to in
            Exhibit 10.10 above, and filed as Exhibit 10.10.1 to Registrant's
            Annual Report on Form 10-K for the fiscal year ended December 31,
            1995, and filed herewith.

10.10.2#    Registrant's Seconded Amended and Restated Executive Compensation
            Plan, as amended for the 1997 calendar year, amending the Plan
            referred to in Exhibit 10.10.1 above, and filed herewith.

10.11.1#    Employment Agreement, dated as of March 1, 1996, between Registrant
            and Charles H. Palko, Vice President-Appliances, and filed herewith.

10.11.2#    Employment Agreement, dated as of July 10, 1996, between Registrant
            and Michael E. Ray, President-Tampa Market, and filed herewith.

11          Calculation of pro forma net earnings for the years ended December
            31, 1993 and 1992, filed on March 25, 1994, as Exhibit 11 to
            Registrant's Annual Report on Form 10-K for the year ended December
            31, 1993, Commission File Number 0-22702, and incorporated herein by
            reference.

21          Subsidiary of Registrant, filed as Exhibit 21 to Registrant's Annual
            Report on Form 10-K for the fiscal year ended December 31, 1994 and
            incorporated herein by reference.

*23         Independent Auditors' Consent.

24          Powers of attorney.

27          Financial Data Schedules



*        Exhibits electronically filed herewith.
**       Exhibits incorporated by reference for the first time.
#        Constitutes a "management contract or compensatory plan or 
         arrangement," pursuant to Item 14(a)(3),(c).




                                       20