<PAGE>


                       SECURITIES AND EXCHANGE COMMISSION

                              WASHINGTON, DC 20549

                                    FORM 10-K

 (Mark           ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
  One)      OF THE SECURITIES EXCHANGE ACT OF 1934 (FEE REQUIRED)
   X            FOR THE FISCAL YEAR ENDED DECEMBER 31, 1999.
------
                TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
            OF THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
------         FOR THE TRANSITION PERIOD FROM _______ TO _______.

                          Commission File Number 0-5555
                               LIBERTY HOMES, INC.
             (Exact name of registrant as specified in its charter)

Indiana                                                             35-1174256
(State of Incorporation)                        IRS Employer Identification No.

PO Box 35, Goshen, Indiana                                           46527-0035
(Address of Principal Executive Offices)                             (ZIP Code)

Registrant's telephone number                                    (219) 533-0431

Securities registered pursuant to Section 12 (g) of the Act:

                                                           Name of Each Exchange
TITLE OF EACH CLASS                                         ON WHICH REGISTERED
-------------------                                         -------------------
Class A Common Stock                                               NASDAQ
Class B Common Stock                                               NASDAQ

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 (229.405 of this chapter) is not contained herein, and will
not be contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-K
or any amendment to this form 10-K                                          /X/

As of March 20, 2000, the aggregate market value of the voting Common Stock
Class B, held by nonaffiliates (based upon the closing price on such date) was
approximately $1,700,000. Number of shares outstanding of each of the
registrant's classes of common stock

                                                        Shares of Outstanding
               CLASS                                      AT MARCH 20, 2000
               -----                                      -----------------
Class A Common Stock, $1.00 par value                          2,197,908

Class B Common Stock, $1.00 par value                          1,706,247

The Exhibit Index is located on page 12.


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                                     PART I

     FORWARD LOOKING INFORMATION - The discussion below contains forward looking
statements within the meaning of the Private Securities Litigation Reform Act of
1995. These statements include statements regarding industry and company
outlooks and risk factors. The Company may make other forward looking statements
orally or in writing from time to time. All such forward looking statements are
not guaranties of future events or performance and involve risks and
uncertainties. Actual results may differ materially from those in the forward
looking statements as the result of a number of material factors. These factors
include without limitation, the availability of financing credit at both the
wholesale and retail level, the availability of a competent workforce, the
regulation of the industry at the federal, state and local levels, changes in
interest rates, unanticipated results in pending legal proceedings and the
condition of the economy and its effect on consumer confidence.

ITEM 1. BUSINESS

     Liberty Homes, Inc. (the "Company") was organized as an Indiana corporation
in 1970 as the successor to a business founded in 1941. The Company designs,
manufactures and sells at wholesale throughout most of the United States a broad
line of manufactured homes under various trade names. Additionally, it sells at
retail in two Company-owned retail centers in Indiana and North Carolina.
Constructed on a wheel-mounted under-carriage, a manufactured home is a
relocatable factory-built dwelling which, when moved to a location, properly set
up and connected to utilities, provides permanent housing. A manufactured home
may also consist of two or more units which are moved separately and when
securely joined together are called multi-sectional housing.

     A manufactured home is to be distinguished from a travel trailer, motor
home or other recreational vehicle which is generally used for living
accommodations during relatively short periods, primarily for vacation and
recreational purposes.

         The Company's typical manufactured home contains a living room, dining
area, kitchen



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equipped with range and refrigerator, two, three, four or five bedrooms, and one
or more baths complete with tub and/or shower, flush toilet and lavatory. The
homes are equipped with central heating, carpeting, a choice of coordinated
colors and interior decoration, and a wide range of floor plans. Single section
homes are 12, 14 or 16 feet wide and vary in overall length from 36 to 80 feet
(including about 4 feet for the hitch). Multi-section homes are two or more 12,
14, 15 or 16 foot wide sections, with overall lengths ranging from 36 to 80 feet
(including about 4 feet for the hitch).

     The Company utilizes assembly line techniques in the production of its
homes. Lumber for walls, roofs, ceilings and floors, steel, wood or vinyl
siding, ceiling materials, windows, furniture, electrical and plumbing fixtures,
and many other items are purchased from numerous suppliers for fabrication or
assembly. Sources of material are readily available and the Company is not
dependent upon any particular supplier for its raw materials or component parts.

     Aside from sales at its two retail centers, the Company sells its products
to numerous independent dealers, most of whom also sell competing products. In
the year ended December 31, 1999, the Company's largest dealer accounted for
approximately three percent of the Company's sales. The Company generally
manufactures its homes only after receipt of orders from its dealers, and sales
backlogs in the manufactured housing industry are traditionally short.

     Retail prices for the Company's single section homes typically range from
approximately $25,000 to $50,000 and from approximately $35,000 to $100,000 for
multi-sections. The Company's homes generally fall within the low to mid price
range of the industry.

     Manufactured homes were sold by the Company during 1999 to dealers in most
of the continental United States. Transportation charges from the point of
manufacture to the dealer are an important factor in the cost of a manufactured
home and often influence a dealer's preference for similar products. In general,
most retail outlets are located within a 500 mile radius of the manufacturing
facility serving the dealer.

     In each of the geographical areas in which the Company operates, it faces
direct competition



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from other manufacturers, some of whom are larger than the Company and possess
greater financial resources. This group of competitors consists of manufacturers
who compete with the Company on a national level as well as many others who are
only regional in scope. According to data from the National Conference of States
on Building Codes and Standards (NCSBCS) at the end of 1999, there were 71
companies operating 323 facilities producing manufactured housing in the United
States. Due to transportation complexities, none of the Company's products, and
very little of the industry's products are shipped outside the United States.
Since the manufactured homes sold by the Company are a form of housing, changes
in factors which influence the national housing market usually affect the
Company's business, either beneficially or adversely.

     In addition, the quality and number of manufactured home developments with
space available for new homes sometimes affect the market for manufactured
homes. Manufactured home parks and placement of manufactured homes on
real-estate type scattered sites or subdivisions are generally subject to local
zoning ordinances and other local regulations. Any limitation of the
availability of space for manufactured homes due to any cause, including such
local ordinances, could adversely affect the Company's business.

     In 1999, Irish Homes, Inc., a wholly-owned subsidiary of the Company, began
a retail center in Elkhart, Indiana. Irish Homes, Inc., commenced operations in
1988 to develop subdivisions using the Company's manufactured homes. The homes
located within subdivisions include a garage and are placed on a foundation with
landscaping, concrete and other work, performed on site by independent
contractors.

     In 1998, Statesville Housing Center, Inc. was formed as a wholly-owned
subsidiary of the Company and began operations as a retail dealer of the
Company's homes. This retail center is located in Statesville, North Carolina
within a mile of one of the Company's manufacturing plants.

     During 1997, the Company formed Gipper Development Company, LLC, a majority
owned entity, which is developing a manufactured housing community in Northern
Indiana. The



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development includes only homes manufactured by the Company.

     In 1994, the Company formed Waverlee Homes, Inc., a majority owned
subsidiary, which operates production facilities in Hamilton and Tuscumbia,
Alabama. This operation incorporates many state-of-the-art manufacturing
concepts and enhances the Company's ability to serve the market in the South
Central United States.

     The Company's ability to sell is dependent to a considerable degree upon
the availability and terms of financing both to its dealers and to retail
customers. Consequently, increases in interest rates or tightening of credit
through governmental action or otherwise could adversely affect the Company's
business. Conversely, a lowering of interest rates or relaxation of credit
restraints could improve the Company's business.

     Because of their size and weight, manufactured homes are generally
transported by specially modified trucks. Most states require special permits
for the movement of such homes. Typically, these permits prescribe the roads to
be used, speed limits, hours during which travel is permitted, types of
signaling devices which must be used, and other such restrictions, primarily for
safety purposes. Seasonal weather conditions can also be a factor for
transportation.

     The construction of manufactured homes, and the plumbing, heating and
electrical systems installed therein, are subject to the National Manufactured
Home Construction and Safety Standards promulgated by the U.S. Department of
Housing and Urban Development (HUD) pursuant to authority granted them by the
National Manufactured Home Construction and Safety Standards Act of 1974. HUD
has also promulgated lengthy and complex regulations to implement and enforce
the construction standards, and there are substantial penalties for deviations
from the regulations.

     Dealers who purchase from the Company generally obtain inventory financing
from financial institutions (usually banks or finance companies) on a "floor
plan" basis whereby the financial institution obtains a lien upon, or title to,
all or part of a dealer's inventory. To assist dealers in obtaining such
financing, the Company, in accordance with trade practice, generally enters into


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repurchase agreements with lending institutions whereby the Company, during the
period (generally not in excess of one year) pending sale to a retail customer,
agrees to repurchase a home so financed in the event of the dealer's default and
subsequent inability to repay the amount borrowed from the financial
institution. In the event of repurchase, the Company will experience a loss if
the repurchase price paid to the financial institution plus any related costs of
repossession (e.g., freight, repairs) exceed the proceeds received by the
Company from resale of the home repurchased. The Company's losses under these
dealer repurchase agreements have not been significant.

     Retail customers often finance their purchases with funds borrowed from
banks, finance companies and savings and loan associations. Such retail finance
arrangements sometimes call for an effective interest rate considerably higher
than that imposed for conventional home mortgage financing.

EMPLOYEES

     As of March 13, 2000, the Company had approximately 1,350 full-time
     employees.

ITEM 2. PROPERTIES.

Syracuse, Indiana                                 Sheridan, Oregon
Yoder, Kansas                                     Ocala, Florida
Dorchester, Wisconsin                             Statesville, North Carolina
 Plant #1                                         Hamilton, Alabama
 Plant #2                                         Tuscumbia, Alabama
Leola, Pennsylvania                               Goshen, Indiana

     The Company's executive office and engineering and design center is located
in Goshen, Indiana. The remaining locations are manufacturing facilities.

     The Company owns all of its properties in fee simple and believes that its
facilities and equipment contained therein are well maintained and in good
condition. All of the Company's manufacturing facilities are intended for the
manufacture of manufactured homes, and in the Company's judgment, all are
adequate for their current use.

     The Company's plants are utilized during one shift per day.



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ITEM 3. LEGAL PROCEEDINGS.

     The Company is party to various legal proceedings from the normal course of
operations. The Company has provided for anticipated losses resulting from the
litigation. In management's opinion, the Company has adequate legal defenses and
does not believe these suits will materially affect the Company's operations or
financial position.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

     There were no matters submitted to a vote of security holders for the three
months ended December 31, 1999.

                                     PART II

ITEM 5. MARKET FOR THE COMPANY'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.

     The Company's 1999 Annual Report to Shareholders is an exhibit of this
filing. The information under the caption "Capital Stock" on page four of the
report is incorporated by reference as Item 5 of this filing.

ITEM 6. SELECTED FINANCIAL DATA.

     The Company's 1999 Annual Report to Shareholders is an exhibit of this
filing. The information under the caption "Selected Financial Data" on page one
of the report is incorporated by reference as Item 6 of this filing.

ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS.

     The Company's 1999 Annual Report to Stockholders is an exhibit of this
filing. The information contained on pages one through three of the report under
the caption "Management's Discussion and Analysis of Financial Condition and
Results of Operations" is incorporated by reference as Item 7 of this filling.

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

     Not applicable.



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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.

     The Company's 1999 Annual Report to Stockholders is an exhibit of this
filing. The 1999, 1998 and 1997 consolidated financial statements and footnotes
thereto, together with the report thereon of Crowe, Chizek and Company LLP dated
February 15, 2000, on pages six through fourteen of the report are incorporated
by reference as Item 8 of this filing.

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE.

     None.

                                    PART III

ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT.

     Edward J. Hussey, age 82, has been President, Chairman of the Board and a
Director of the Company (or it predecessors) since 1960, and is the father of
Edward Joseph Hussey and Michael F. Hussey.

     Edward Joseph Hussey, age 52, is an attorney and a son of Edward J. Hussey.
He has been a Director of the Company since 1981, Secretary of the Company since
1985 and was named Vice President of the Company in 1990. In September, 1987, he
began employment with the Company on a full time basis. Since 1975, he has been
associated with the law firm of Hodges & Davis P.C., where he is still a
shareholder.

     Michael F. Hussey, age 43, has been employed by the Company since 1980. He
was named Vice President of Finance in 1984 and became a Director in 1988. He is
the son of Edward J. Hussey.

     David M. Huffine, age 51, has been a Director of the Company since 1988. He
has also held the position of President of I.M. Homes, Inc., Rocky Ford,
Colorado since 1997. Prior thereto, he was President of Sky View Homes, Inc.,
Chairman of the Board of Rampart Investigations, and Vice President of Calumet
Securities Corporation.

     Mitchell Day, age 44, has been a Director since 1995. He has also been
President of Day



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Equipment Corporation, Goshen, Indiana since 1984.

     Ralph D. Ray, age 67, has been employed in various management positions
with the Company for 30 years. He has been Treasurer of the Company since 1984.

     Dorothy L. Peterson, age 88, has been employed with the Company since 1952.
She was appointed Assistant Treasurer in 1985.

     Marc A. Dosmann, age 47, joined the Company in February, 1995 as Vice
President and Chief Financial Officer. From January, 1990 to February, 1995, he
was Corporate Controller of Leer, Inc.

     Bruce A. McMillan, age 48, has served the Company in various capacities for
25 years. He was appointed to the position of Vice President of Sales in 1994.

     Ronald Atkins, age 49, has served the Company in manufacturing and
purchasing functions since 1981. During 1996, he was appointed to the position
of Vice President of Purchasing.

         Nader Tomasbi, age 40, joined the Company in July 1994. In 1998, he was
appointed as Vice President of Engineering and Design.

     Brian L. Christner, age 40, joined the Company in December 1994 as
Controller. Previously he was Controller at Life Treatment Centers, Inc.

ITEM 11. EXECUTIVE COMPENSATION.

     The Company's Proxy Statement for the Annual Meeting of Shareholders to be
held on April 27, 2000 includes information under the captions "Executive
Compensation and Shareowner Return Performance Presentation" on pages six
through eight. Those sections are exhibits of this filing and are incorporated
by reference as Item 11 of this filing.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.

     The Company's Proxy Statement for the Annual Meeting of Shareholders to be
held on April 27, 2000 includes information under the caption "Shares
Outstanding and Voting Rights" on pages two and three. This section is an
exhibit of this filing and is incorporated by reference as Item 12



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of this filing.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

     The Company's Proxy Statement for the Annual Meeting of Shareholders to be
held April 27, 2000 includes information in footnotes four and seven on page
five. This information is incorporated by reference as item 13 of this filing.

                                     PART IV

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

     (a) The following documents are filed as part of this report on Form 10-K:

<TABLE>
<CAPTION>

     1.   FINANCIAL STATEMENTS
<S>                                                              <C>
     Consolidated Balance Sheet at December 31, 1999 and 1998   See Shareholder Annual Report
                                                                    Page 6

     Consolidated Statements of Income                          See Shareholder Annual Report
       for Years Ended December 31, 1999, 1998 and 1997             Page 8

     Consolidated   Statements  of  Changes  in  Shareholders'  See Shareholder Annual Report
       Equity for the Years Ended  December 31, 1999,  1998         Page 8
       and 1997

     Consolidated  Statements  of Cash  Flows  for  the  Years  See Shareholder Annual Report
       Ended December 31, 1999, 1998 and 1997                       Page 9

     Notes to Consolidated Financial Statements                 See Shareholder Annual Report
                                                                    Page 10

     Report of Independent Auditors                             See Shareholder Annual Report
      (Crowe, Chizek and Company LLP)                               Page 14

</TABLE>

     (a) 3. EXHIBITS

     The exhibits filed with this Form 10-K are listed in the exhibit index
     located on page 12.

     (b) REPORTS ON FORM 8-K

     No reports on Form 8-K were filed during the three months ended December
     31, 1999.



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                                   SIGNATURES

     Following 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.

                                              LIBERTY HOMES, INC.
                                                 (Registrant)

March 29, 2000                              By: /S/ MARC A. DOSMANN
                                            -----------------------
                                                Marc A. Dosmann
                                                Vice President - CFO
                                    (Principal Financial and Accounting Officer)

     Following the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the dates indicated.

        /s/ Edward J. Hussey
 ------------------------------------
            Edward J. Hussey               President, Director, Chairman of
                                                the Board of Directors
                                             (Principal Executive Officer)
                                                     March 29, 2000

       /s/ Edward Joseph Hussey            Director, Vice President, Secretary
 -------------------------------------            & Assistant Treasurer
           Edward Joseph Hussey                        March 29, 2000

       /s/ Michael F. Hussey               Director and Vice President - Finance
 --------------------------------------              March 29, 2000
           Michael F. Hussey



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<TABLE>
<CAPTION>

                                  EXHIBIT INDEX

                                                                                               PAGE

<S>                                                                                              <C>
 3(a)    Articles of Incorporation of the Company.                                                *
         (File #0-5555, Form 10-K for the year ended December 31, 1984)

 3(b)    Amendment to Articles of Incorporation.                                                  *
         (File #0-5555, Form 10-Q for the quarter ended March 31, 1985, Exhibit 4).

 3(c)    By-laws of the Company.                                                                  *
         (File #0-5555, Form 10-K for the year ended December 31, 1987)

10(a)    Employment Agreement between the Company                                                 *
         and Edward Joseph Hussey dated September 14, 1993
         (File #0-5555, Form 10-K for the year ended December 31, 1993).

10(b)    Employment Agreement between the Company and Michael F. Hussey                           *
         dated September 14, 1993 (File #0-5555, Form 10-K for the year
         ended December 31, 1993).

10(c)    Split-Dollar Insurance Plan effective June 11, 1993 between the                          *
         Company and Nancy A. Parrish and Michael F. Hussey, Trustees for
         the Edward Joseph Hussey 1993 Irrevocable Trust (File #0-5555,
         Form 10-K for the year ended December 31, 1993)

10(d)    Split-Dollar Insurance Plan effective June 11, 1993 between                              *
         the Company and Nancy A. Parrish and John P. Hussey, Trustees
         for the Michael F. Hussey 1993 Irrevocable Trust (File #0-55555,
         Form 10-K for the year ended December 31, 1993)

13       Annual Report to Shareholders for 1999

         (Except for those portions of this report which are expressly
         incorporated by reference in this Form 10-K, the information contained
         in such 1999 Annual Report to Shareholders is not deemed "filed" as
         part of this Form 10-K).

</TABLE>

21       List of Subsidiaries

27       Financial Data Schedule

*  Incorporated by reference



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