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           SECURITIES AND EXCHANGE COMMISSION, WASHINGTON, D.C. 20549

                                   FORM 10-K/A

                          AMENDMENT NO. 1 TO FORM 10-K

              ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934
                   FOR THE FISCAL YEAR ENDED JANUARY 31, 2002
                         COMMISSION FILE NUMBER: 1-7340

                                KELLWOOD COMPANY
             (Exact name of registrant as specified in its charter)

                  DELAWARE                                36-2472410
        (State or other jurisdiction of                (I.R.S. Employer
         incorporation or organization)            Identification Number)

            600 KELLWOOD PARKWAY, P.O. BOX 14374, ST. LOUIS, MO 63178
   (Address, including Zip Code, of registrant's principal executive offices)

                                 (314) 576-3100
              (Registrant's telephone number, including area code)

           SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:

                                                Name of each exchange
            Title of each class                  on which registered
            -------------------                -----------------------
          Common Stock, par value $.01         New York Stock Exchange
          Preferred Stock Purchase Rights      New York Stock Exchange

        SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT: None

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 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 April 2, 2002, Kellwood Company had 22,952,248 shares of Common Stock, par
value $.01, outstanding. The Company estimates that the aggregate market value
of the Common Stock held by nonaffiliates on April 2, 2002 (based upon the
closing price of these shares on the New York Stock Exchange) was approximately
$521,996,000.

                       DOCUMENTS INCORPORATED BY REFERENCE

Certain portions of the registrant's Annual Report to Shareowners for fiscal
year ended January 31, 2002 (Item 1 in Part I; Items 5, 6, 7 and 8 in Part II,
and Part IV).

Certain portions of the registrant's Proxy Statement for Annual Meeting of
Shareowners to be held on May 30, 2002 (Items 10, 11, 12 and 13 in Part III).

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                      EXPLANATORY NOTE TO AMENDMENT NO. 1:

     Amendment No. 1 amends Item 14 of the Form 10-K to replace Exhibit 10.6
with the Exhibit 10.6 attached hereto. Except as otherwise stated herein, all
information contained in this Report on Form 10-K/A was current as of the date
of filing of the original Report on April 24, 2002 and has not been updated by
Amendment No. 1.

                                     PART IV

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

     (a) FINANCIAL STATEMENTS AND SCHEDULES

     The consolidated financial statements, together with the report thereon of
PricewaterhouseCoopers LLP dated March 7, 2002, appearing at pages 16 through 29
of the 2001 Annual Report to Shareowners are incorporated by reference in this
Form 10-K. Financial statement schedules not included in this Form 10-K have
been omitted because they are not applicable or the required information is
shown in the financial statements or notes thereto. There are no 50% or less
owned persons accounted for by the equity method.

     (i) Financial Statements:

         Report of Independent Accountants

         Consolidated Statement of Earnings, Year Ended January 31,
         2002; Year Ended January 31, 2001; and 9 Months Ended
         January 31, 2000

         Consolidated Balance Sheet, January 31, 2002; and
         January 31, 2001

         Consolidated Statement of Cash Flows, Year Ended January
         31, 2002; Year Ended January 31, 2001; and 9 Months Ended
         January 31, 2000

         Consolidated Statement of Shareowners' Equity, Year Ended
         January 31, 2002; Year Ended January 31, 2001; and 9
         Months Ended January 31, 2000

         Notes to Consolidated Financial Statements

   (iii) Exhibits:

         Exhibits filed as part of this report are listed below.
         Certain exhibits have been previously filed with the
         Commission and are incorporated herein by reference.

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S.E.C. EXHIBIT
REFERENCE NO.                DESCRIPTION
--------------               -----------
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2.1          -   Agreement and Plan of Merger, dated December 1, 1998, as amended
                 among Kellwood Company and Koret, Inc., incorporated herein by
                 reference to Form S-4 dated March 25, 1999, SEC File No. 333-74967.

3.1          -   Restated Certificate of Incorporation of Kellwood Company, as
                 amended, incorporated herein by reference to Form 10-Q for the
                 quarter ended July 31, 1987, SEC File No. 1-7340.
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3.2          -   By-Laws, as amended May 31, 2001, incorporated herein by reference
                 to Form 10-Q for the period ended April 30, 2001, SEC File No.
                 1-7340.

4.1          -   Indenture for senior debt securities dated as of September 30, 1997
                 between Kellwood Company and JPMorgan Chase Bank, formerly known as
                 the Chase Manhattan Bank, as Trustee, under which certain of the
                 Company's debt securities are outstanding, incorporated herein by
                 reference to Form S-3 dated October 24, 1997, SEC File No.
                 333-36559.

4.3          -   Note Agreement dated July 1, 1993, incorporated herein by reference
                 to Form 10-Q for the quarter ended July 31, 1993, SEC File No. 1-7340.

4.4          -   Rights to Acquire Series A Junior Preferred Stock, pursuant to a
                 Rights Agreement between the registrant and Centerre Trust Company
                 of St. Louis, incorporated herein by reference to Registration
                 Statement on Form 8-A, effective June 24, 1986 and Amendment dated
                 August 21, 1990, incorporated herein by reference to Form 10-Q for
                 the quarter ended October 31, 1990, and Amendment dated May 31,
                 1996 incorporated herein by reference to Form 8-A/A effective June
                 3, 1996, SEC File No. 1-7340, and Amendment dated November 21, 2000
                 incorporated herein by reference to Form 10-K for the fiscal year
                 ended January 31, 2001, SEC File No. 1-7340.

4.5          -   Note Purchase Agreement dated December 1, 1987, with exhibits,
                 incorporated herein by reference to Form 10-Q for the quarter ended
                 January 31, 1988, SEC File No. 1-7340.

4.6          -   Note Purchase Agreement dated December 15, 1989, with exhibits,
                 incorporated herein by reference to the Form 10-Q for the quarter
                 ended January 31, 1990, SEC File No. 1-7340.

4.7          -   Credit Agreement dated as of August 31, 1999 among Kellwood Company,
                 certain commercial lending institutions, and Bank of America, as
                 Administrative Agent, The Chase Manhattan Bank as Syndication Agent,
                 and The Bank of Nova Scotia, as documentation Agent, incorporated
                 herein by reference to Form 8-K filed April 23, 2001, SEC File No. 1-7340.

10.3*        -   Form of Employment Agreement dated November 30, 1984, between
                 Kellwood Company and executive officers, incorporated herein by
                 reference to Form 10-K for the fiscal year ended April 30, 1985, SEC
                 File No. 1-7340.

10.4*        -   1995 Stock Option Plan For Nonemployee Directors and 1995 Omnibus
                 Incentive Stock Option Plan, incorporated herein by reference to
                 Appendixes A & B to the Company's definitive Proxy Statement dated
                 July 13, 1995, SEC File No. 1-7340.

10.5*        -   Executive Deferred Compensation Plan, adopted and effective as of
                 January 1, 1997; and Executive Deferred Compensation Plan Amendment,
                 adopted March 18, 1997, incorporated herein by reference to Form 10-K
                 for the fiscal year ended April 30, 1997, SEC File No. 1-7340.

10.6**       -   Information Technology Service Agreement between Kellwood
                 Company and Electronic Data Systems Corporation dated March
                 31, 2002, filed herewith.

10.7*        -   Corporate Development Incentive Plan of 1986 (As Amended),
                 formerly the Key Executive Long-Term Incentive Plan of 1983,
                 incorporated
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<S>              <C>
                 herein by reference to Form 10-K for the fiscal year ended
                 April 30, 1994, SEC File No. 1-7340; and Amendment dated May
                 29, 1997, incorporated herein by reference to Exhibit A to the
                 Company's definitive Proxy Statement dated July 17, 1997, SEC
                 File No. 1-7340.

10.8*        -   Employment Agreement dated December 1, 1999, between Kellwood Company
                 and Hal J. Upbin, incorporated herein by reference to Form 10-K for
                 the Transition Period ended January 31, 2000, SEC File No. 1-7340.

13+          -   Portions of the Annual Report to Shareowners for the fiscal year
                 ended January 31, 2002, which are incorporated by reference in this
                 Form 10-K.

18           -   Letter from Independent Accountants regarding Change in Accounting
                 Principles, incorporated herein by reference to Form 10-Q for the
                 quarter ended April 30, 2001, SEC File No. 001-07340.

21+          -   Subsidiaries of the Company, appearing at page 12 of this report.

22           -   Joint Proxy Statement/Prospectus dated March 25, 1999, incorporated
                 herein by reference to Form S-4 dated March 25, 1999, SEC File No.
                 333-74967.

23+          -   Consents of Independent Accountants, appearing at page 11 of this report.

24+          -   Powers of Attorney: Ms. Dickerson and Page and Messrs. Bentele,
                 Bloom, Bottum, Genovese, Granoff, Hunter, and Upbin.
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* Denotes management contract or compensatory plan.

** Pursuant to the Securities Exchange Act of 1934, Rule 24b-2, confidential
portions of Exhibit 10.6 have been deleted and filed separately with the
Commission pursuant to a request for confidential treatment.

+    Previously filed.

     (b) REPORTS ON FORM 8-K:

     No reports were filed on Form 8-K during the three months ended January 31,
2002. Subsequent to the fiscal year end, on April 17, 2002, a Form 8-K was filed
reporting a Press Release issued on April 17, 2002 announcing the implementation
of facilities realignment and an estimated $15 million (pretax) special charge.

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                                   SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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.

                                                KELLWOOD COMPANY

Dated:  June 21, 2002                           /s/ Thomas H. Pollihan
                                                -----------------------
                                                Thomas H. Pollihan
                                                Senior Vice President, Secretary
                                                and General Counsel

Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following on behalf of Kellwood Company and in the
capacities and on the date indicated.

               Signature                             Title
               ---------                             -----

                   *                     Director, Chairman of the Board
------------------------------------     President and Chief Executive Officer
              Hal J. Upbin               (Principal Executive Officer)


                   *                     Senior Vice President Finance and
------------------------------------     Chief Financial Officer
           W. Lee Capps, III             (Principal Financial and Accounting
                                         Officer)


                   *                     Director
------------------------------------
           Raymond F. Bentele

                   *                     Director
------------------------------------
              Martin Bloom

                   *                     Director
------------------------------------
           Kitty G. Dickerson

                   *                     Director

------------------------------------
          Leonard A. Genovese

                   *                     Director
------------------------------------
           Martin J. Granoff

                   *                     Director
------------------------------------
            Jerry M. Hunter

                   *                     Director
------------------------------------
             Janice E. Page


*     Pursuant to Power of Attorney

      /s/  Thomas H. Pollihan
      -----------------------
      Attorney-in-fact

      June 21, 2002