UNITED STATES  
  
               SECURITIES AND EXCHANGE COMMISSION  
  
                     Washington, D.C. 20549  
  
                            FORM 10-Q  
  
  
Quarterly Report Pursuant to Section 13 or 15(d) of the   
Securities Exchange Act of 1934  
  
For the quarterly period ended  March 31, 1999       
  
Commission file Number   1-9457  

           SHELBY WILLIAMS INDUSTRIES, INC.                  
(Exact name of registrant as specified in its charter.)  
  
            Delaware                  62-0974443     
(State or other jurisdiction of    (I.R.S. Employer  
incorporation or organization)     Identification No.)  
  
    11-111 Merchandise Mart       
      Chicago, Illinois                        60654 
(Address of principal executive offices)     (Zip Code)  
  
Registrant's telephone number, including area code:    
                  (312) 527-3593

     Indicate by check mark whether the registrant (1) has filed
all reports required to be filed by Section 13 of 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 [ ]  
  
     At April 27, 1999, there were 8,761,417 shares of registrant's 
common stock outstanding.

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                    PART I - FINANCIAL INFORMATION

                    SHELBY WILLIAMS INDUSTRIES, INC.                                             

                   Consolidated Statements of Income                                                                           

                           Three Months Ended   

                         March 31, 1999 and 1998
                              (Unaudited)  
  
(Amounts in thousands, except per share data)  
<CAPTION>  
                                 1999                         1998 
                               _________                    ________
                                                           
                           
<S>                               <C>                          <C>             
Net sales                       $43,128                      $38,484 

Cost of goods sold               34,081                       29,929          
                                 ______                       ______
Gross profit                      9,047                        8,555               

Selling, general and  
 administrative  
 expenses                         5,548                        5,302     
                                 ______                       ______
                                  3,499                        3,253             
Other deductions 
  (income):
  Interest expense                   46                          125
  Interest and dividend
    income                         (107)                        (188)                  
  Miscellaneous expense              22                           18
                                 ______                       ______
                                    (39)                         (45)
                                 ______                       ______
Income from continuing
  operations before
  income taxes                    3,538                        3,298      
                                 ______                       ______
Income taxes:
  Current                         1,256                        1,202
  Deferred                           18                           18
                                 ______                       ______
                                  1,274                        1,220                           
                                 ______                       ______

Income from continuing
  operations                      2,264                        2,078
         
Income from discontinued 
  operations, net of taxes            -                           36
                                 ______                       ______ 
Net income                      $ 2,264                      $ 2,114                     
                                 ======                       ======
Income per share (basic
  and diluted):
  Continuing operations         $  0.26                      $  0.22
  Income from discontinued
    operations, net of taxes          -                         0.01
  Net income                    $  0.26                      $  0.23
                                 ======                       ======
Weighted average number of
  common shares outstanding       8,786                        9,296
                                 ______                       ______
 
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<TABLE>         

                       SHELBY WILLIAMS INDUSTRIES, INC. 

                         Consolidated Balance Sheets

                      March 31, 1999 and December 31, 1998
                                 (Unaudited)


(Amounts in thousands, except per share data)  
<CAPTION>  
                                   March 31, 1999      December 31, 1998 
                                   _______________     _________________
                                 
<S>                                      <C>                  <C> 
ASSETS  
Current assets:   
  Cash and cash equivalents           $ 6,282              $ 6,355      
  Accounts receivable, less
    allowance for doubtful
    accounts of $337 at
    March 31, 1999 and
    $375 at December 31,
    1998                               27,237               28,025
  Inventories:
  Raw materials                        11,772               11,818
  Work in process                       5,072                5,492
  Finished goods                        6,463                5,234
                                       ______               ______
                                       23,307               22,544
  Prepaid expense                       4,591                5,187
                                       ______               ______
Total current assets                   61,417               62,111
Excess of cost over net assets
  of acquired company                     149                  151
Property, plant and equipment
  at cost:
  Land and land improvements            2,560                2,560
  Buildings and leasehold
    improvements                       20,980               20,974
  Machinery and equipment              27,239               26,746
  Construction in progress                 43                    -
                                       ______               ______
                                       50,822               50,280
    Less accumulated
      depreciation and
      amortization                     24,896               24,295
                                       ______               ______
                                       25,926               25,985
Other assets                            1,153                1,386
                                       ______               ______
                                     $ 88,645             $ 89,633
                                       ======               ======
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<CAPTION>  
LIABILITIES AND STOCKHOLDERS' EQUITY   
<S>                                      <C>                 <C> 
Current liabilities:  
  Accounts payable                   $  5,415             $  7,063
  Customer deposits on
    orders in process                   6,033                5,717
  Accrued liabilities                   6,189                6,278
  Income taxes                          1,975                  889               
  Current portion of long-
    term debt                           2,000                3,000
                                       ______               ______
Total current liabilities              21,612               22,947

Deferred income taxes                   2,009                1,991

Stockholder's equity:
  Common stock, $.05 par value;
    authorized 30,000 shares;
    issued 11,877 shares
    (1998-11,876 shares)                  594                  593
  Capital in excess of par value       10,135               10,128
  Retained earnings                    78,479               77,012
                                       ______               ______
                                       89,208               87,733
Less common stock held in
  treasury; 3,115 shares
  at cost (1998-3,025)                 24,184               23,038
                                       ______               ______
Total stockholders' equity             65,024               64,695
                                       ______               ______
                                    
                                     $ 88,645             $ 89,633
                                       ======               ======


<FN>
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<TABLE>  
                        SHELBY WILLIAMS INDUSTRIES, INC. 
  
                      Consolidated Statements of Cash Flows  
  
                   Three Months Ended March 31, 1999 and 1998  
                                  (Unaudited)  
  
(Amounts in thousands)  
<CAPTION>  
                                                
                                              1999               1998
                                           ___________________________
<S>                                           <C>                <C>  
Cash flows from operating activities:
  Net income                               $ 2,264            $ 2,114
  Adjustments to reconcile net income
    to net cash provided by operating
    activities:
    Depreciation and amortization              681                611
    Provision for losses on accounts
      receivable                                 2                 31
    Change in assets and liabilities of
      discontinued operations                    -                124
    Change in assets and liabilities:
      Accounts receivable                      786                838             
      Inventories                             (763)              (505)                
      Prepaid expenses                         596                275
      Accounts payable and accrued
        liabilities                         (1,421)               775           
      Income taxes payable                   1,086                689
    Increase in deferred taxes                  18                 18           
    Other                                      233                (65)
                                             _____              _____
Net cash provided by operating 
  activities                                 3,482              4,905
                                             _____              _____
Cash flows from investing activities:
  Proceeds from disposal of property,
    plant and equipment                          3                  7                   
  Capital expenditures                        (623)            (1,608)          
                                             _____              _____
Net cash used by investing activities         (620)            (1,601)
                                             _____              _____
Cash flows from financing activities:
  Principal payments of long-term debt      (1,000)            (1,000)
  Sale of common stock under stock
    option plan                                  8                 76
  Purchase of common stock for the 
    treasury                                (1,146)               (79)
  Dividends declared and paid                 (797)              (843)        
                                             _____              _____
Net cash used by financing activities       (2,935)            (1,846)
                                             _____              _____
Net increase (decrease) in cash                (73)             1,458
Cash and cash equivalents at beginning
  of period                                  6,355             11,124
                                             _____              _____
Cash and cash equivalents at end of
  period                                   $ 6,282            $12,582
                                            ======             ======
Supplemental cash flow information:
  Cash paid during the period for:
    Interest                               $    58            $   141
    Income taxes                               170                535         
                                             _____              _____
                                           $   228            $   676
                                            ======             ======


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<PAGE> 
  
  
                        SHELBY WILLIAMS INDUSTRIES, INC. 
  
                          PART I-FINANCIAL INFORMATION

                                March 31, 1999
  
  

Item 1.  Financial Statements

   On July 14, 1998, the Company's Board of Directors approved management's
plan to discontinue the Company's distribution operations of textile and
floor covering products manufactured by outside suppliers.  Of the two
businesses comprising these operations, one was sold and one was liquidated.
The plan was completed in December, 1998.  During the second quarter 1998,
the Company recorded a loss on the disposition of these operations of
$9,698,000, or $7,081,000 after taxes, including a provision for losses 
prior to disposal, which is summarized below:                                   

Reduction of inventory value                             $ 4,706,000
Reduction of property to net realizable value              2,198,000
Reduction of accounts receivable and prepaids value          629,000
Other liabilities                                          1,445,000
Losses through disposition                                   720,000
______________________________________________________________________
Total                                                      9,698,000

Income tax benefit                                         2,617,000
______________________________________________________________________
                                                         $ 7,081,000
______________________________________________________________________

The operating results of the discontinued operations for the three months
  ended March 31, 1998, are summarized as follows:

Net sales                               $  3,534,000
Income before income taxes                    58,000
Income taxes                                  22,000
Net income                                    36,000
Net income per share (basic and diluted)        0.01

The consolidated financial statements of the Company have been restated to 
reflect the results of operations and net assets of these operations as a
discontinued operation in accordance with generally accepted accounting
principles.  The losses recorded on the disposition of these operations
were not materially different from those incurred on the actual amounts 
realized in the sale and liquidation process.

   The attached unaudited statements include all adjustments which are, in
the opinion of management, necessary to a fair statement of the results for
the interim periods presented.  Except as indicated above, all such 
adjustments are of a normal recurring nature.  The statements are as 
follows:

     Consolidated Statements of Income for three months ended
March 31, 1999 and 1998.

     Consolidated Balance Sheets at March 31, 1999 and December 31,
1998.

     Consolidated Statements of Cash Flows for three months ended
March 31, 1999 and 1998.

Operating Segment information follows (amounts in thousands):

                                          Three Months Ended
                                   March 31, 1999        March 31, 1998
                                   ____________________________________
Segment revenue:
  Hotel and foodservice furniture      $   34,417         $   28,193
  Healthcare and university furniture       3,926              6,005
  Wallcoverings                             4,785              4,286
_______________________________________________________________________
Net sales                              $   43,128         $   38,484
_______________________________________________________________________
Segments profit (loss):
  Hotel and foodservice furniture      $    3,138         $    2,577
  Healthcare and university furniture        (271)               177
  Wallcoverings                               610                481
_______________________________________________________________________
                                            3,477              3,235
Interest income, net                           61                 63 
_______________________________________________________________________
Income from continuing operations
  before income taxes                  $    3,538          $   3,298
_______________________________________________________________________

Item 2.  Managements' Discussion and Analysis of Financial Condition
         and Results of Operations

         Material Changes in Financial Condition

         Capital expenditures during the quarter ended March 31, 1999,
amounted to $.6 million.  The Company plans to expend approximately $6
million in 1999 for additional automated machinery and facilities 
expansion including a state-of-the-art aluminum production facility and
a new wood-finishing system.  The current ratio at March 31, 1999 stood 
at 2.8-to-one.  There was no long term debt.  

         The Company purchased 90,000 shares of its common stock in the 
quarter ended March 31, 1999, for $1.1 million at an average repurchase 
price of $12.74 per share.  These repurchases were made to be used for 
proper corporate purposes as authorized and unissued shares.  The Company's 
Board of Directors has authorized the repurchase of an additional 330,000 
shares of common stock.  The Company may purchase these shares from time 
to time, depending on market conditions, in the open market or privately 
negotiated transactions. 
 
         There has been no significant change to management's assessment of
the Company's Year 2000 readiness as discussed in the 1998 Annual Report.  
This is a Year 2000 readiness disclosure entitled to protection as
provided in the Year 2000 Information and Readiness Discloure Act. 

         Material Changes in Results of Operation

         Aided by continuing strong demand in the Company's core segment
(hotel and foodservice furniture) and despite weakness in the healthcare 
and university furniture segment, net sales for the quarter ended March 
31, 1999 advanced 12.1% to $43.1 million compared to $38.5 million for the
corresonding period in 1998.  The effect of price changes during the 
quarter was negligible; however, the combination of a shift in product mix 
toward more upholstered products (which traditionally carry lower gross 
margins) and the decline in revenue in the healthcare and university 
furniture segment impacted gross margins which narrowed to 21.0% of sales 
compared with 22.2% of sales a year ago.  The close scrutiny of selling 
general and administrative expenses continued, enabling these expenses as 
a percentage of sales to decline from 13.8% to 12.9%.  Income from 
continuing operations increased 9.0% to $2.3 million from $2.1 million.  
Earnings per share from continuing operations were $0.26 as compared 
with $0.22 which represents a gain of 18.2%.  Average shares outstanding 
were 8.8 million, down from 9.3 million, which reflects the Company's 
on-going stock repurchase program.  

         The Company's backlog of unshipped orders at March 31, 1999, was 
$36.9 million vs $34.2 million at the beginning of the year.   
    

Item 3.  Quantitative and Qualitative Disclosures About Market Risk 
         
         Not applicable.

<PAGE>  
  
  
  
                           PART II - OTHER INFORMATION  

  
  
Item 5.   Other Information

          This report, including Management's Discussion and Analysis of 
Financial Condition and Results of Operations, and other sections, contains
forward-looking statements that are subject to risks and uncertainties and
which reflect management's current beliefs and estimates of future economic
circumstances, industry conditions, year 2000 readiness, Company performance
and financial results.  Forward-looking statements include the information
concerning possible or assumed future results of operations of our Company
and those statments preceded by, followed by or that include the words 
"future," "position," "anticipate," "expect," "believe," "may," "will," 
"plan," "further improve," "outlook," "should" or similar expressions.
For these statements, we claim the protection of the safe harbor for forward-
looking statements contained in the Private Securities Litigation Reform Act
of 1995.  You should understand that many factors, including availability
and price of raw materials, product pricing, competitive environment and
related domestic and international market conditions, operating efficiencies
and actions of domestic and foreign governements, could affect the future
results of the Company and could cause those results to differ materially
from those expressed in our forward-looking statements.

Item 6. Exhibits and Reports on Form 8-K  
  
        a. Exhibits  
           
           27     Financial Data Schedule (EDGAR only).

  
        B. Reports on Form 8-K  
  
           No reports have been filed on Form 8-K during this    
           quarter.   
                                  
  
<PAGE>  
             SHELBY WILLIAMS INDUSTRIES, INC.     

                       SIGNATURES  



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


             SHELBY WILLIAMS INDUSTRIES, INC.              

                      (Registrant)
  
  
  
April 27, 1999                          S/Robert P. Coulter  
                                   ________________________________            
                                          Robert P. Coulter
                                       President and Director
                                    (Principal Operating Officer)







  
April 27, 1999                            S/Sam Ferrell            
                                   ________________________________
                                            Sam Ferrell
                                 Vice President of Finance, Treasurer
                                       and Assistant Secretary
                                    (Principal Financial Officer)





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