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                                                                    Exhibit 19

BUTLER MANUFACTURING COMPANY
1ST QUARTER SHAREHOLDER LETTER


Butler's first quarter sales of $203 million were up 5% compared with a year
ago. Net earnings from operations were $1.2 million, or $.17 per share compared
with $1.2 million, or $.15 per share, last year. After considering the currency
translation loss in Brazil of $1 million, or $.13 per share, total net earnings
were $.3 million, or $.04 per share for the quarter.

The increase in earnings per share is attributable to our share repurchase
program. During the first quarter this year we acquired approximately 151,000
shares of Butler stock for a total investment of approximately $3.6 million.
This was in addition to the 400,000 shares of stock we acquired in the latter
half of 1998, totaling about $10.3 million.

The quarter benefited from improved results at our Vistawall group, our China
metal buildings subsidiary, and our Butler Real Estate and Butler Construction
operations. However these improvements were offset by decreased sales and
earnings in our U. S. Building Systems group and disappointing results in
Europe.

We had previously announced that as a consequence of discontinuing manufacturing
operations in Brazil, we expected a currency translation loss in the first
quarter of up to $2 million due to the Brazilian government's decision to let
its currency, the real, fluctuate in value compared with the U.S. dollar. In
fact, the real recovered modestly since the announced devaluation, which led to
the smaller loss reflected in first quarter results. The currency loss is a
non-cash charge against earnings.

Operating results for the Building Systems group were mixed. Our U.S. metal
buildings business sales were down 7%, and earnings, while positive, were off
significantly compared with the first quarter last year. Lower shipments early
in the quarter, and the attendant unabsorbed fixed costs, led to the earnings
decline. U.S. building orders strengthened each month of the quarter, and the
business had a record backlog at the end of March. Lester wood frame building
sales were up 7%, but their operating loss was about the same as last year,
indicative of the tougher pricing conditions that exist in the markets served.
While the Lester backlog was up 40% at the end of March, the outlook for the
balance of the year remains challenging because of weak economic conditions in
the general agricultural and confinement hog building markets, both of which are
important to Lester.

Our metal building subsidiary in China enjoyed a stellar quarter. Sales more
than doubled and the business was solidly profitable compared with a loss in the
first quarter last year. Backlog was up 37%, as this business continues to gain
momentum and greater capability day by day. Europe had slightly lower sales and
a higher operating loss compared with the first quarter last year. The backlog
in this business is well below the level of a year ago, and we anticipate the
second quarter loss will be greater as a result. The move of manufacturing
operations from the United Kingdom to our lower cost plant in Hungary is on
schedule and will be complete by mid-1999. We expect to begin to realize the
savings related to this move during the second half of the year. The operating
loss in our Brazilian subsidiary was relatively minor, as expected, and
substantially lower than the loss a year ago. All remaining projects in Brazil
will be completed in the second quarter.




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The Vistawall group had an outstanding quarter with sales up 13% and operating
earnings up 45% compared with a year ago. Superior customer service and a good
commercial construction market were the primary ingredients fueling the success.
Backlog is solid and up 8% compared with the first quarter last year.

Butler Real Estate had an excellent quarter with operating earnings three times
greater than last year. Butler Construction's results improved with first
quarter sales of approximately $23 million, 11% ahead of last year. This
business was solidly profitable compared with a first quarter loss in 1998.
Backlog in the construction business is up 21% compared to a year ago.

Overall operating results were good in the first quarter, particularly
considering the slower start of our core U.S. metal buildings business. Butler's
results demonstrate the improved earnings stability that is achievable by
serving diverse segments of the domestic nonresidential construction markets and
select international markets. The outlook for the year remains promising. We
enter the second quarter with an excellent backlog of $315 million, an increase
of 2% compared with a year ago, and expect 1999 annual operating earnings to
show substantial improvement over 1998.


Cordially yours,



John Holland
President and Chief Executive Officer

April 16, 1999
Butler Manufacturing Company