===============================================================================

                                 UNITED STATES

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

                                   FORM 10-Q

            [x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF
                      THE SECURITIES EXCHANGE ACT OF 1934

                    FOR THE PERIOD ENDED SEPTEMBER 28, 1997

                                      OR

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

                FOR THE TRANSITION PERIOD FROM ______ TO ______.

                          COMMISSION FILE NUMBER 1-52


                              SUNBEAM CORPORATION
            (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)


DELAWARE                                                       25-1638266
(STATE OR OTHER JURISDICTION OF                             (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION)                             IDENTIFICATION NO.)

1615 SOUTH CONGRESS AVENUE                                       33445
SUITE 200                                                      (ZIP CODE)
DELRAY BEACH, FLORIDA
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)

                                (561) 243-2100
             (REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)

                                NOT APPLICABLE
(FORMER NAME, FORMER ADDRESS AND FORMER FISCAL YEAR, IF CHANGED SINCE LAST
                                    REPORT)

     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| |

     On October 15, 1997 there were 85,471,151 shares of the registrant's Common
Stock ($.01 par value) outstanding.

===============================================================================
<PAGE>

                     SUNBEAM CORPORATION AND SUBSIDIARIES

                               QUARTERLY REPORT
                                  ON FORM 10-Q

                               TABLE OF CONTENTS

<TABLE>
<CAPTION>
                                                                                             PAGE
                                                                                            -----
<S>          <C>                                                                            <C>
PART I.      FINANCIAL INFORMATION

             Item 1. Financial Statements

                 Condensed Consolidated Statements of Operations (Unaudited) for the three
                 and nine months ended Septembeer 29, 1996 and September 28, 1997  ........    2
                 Condensed Consolidated Balance Sheets as of December 29, 1996 and
                 September 28, 1997 (Unaudited)   .........................................    3
                 Condensed Consolidated Statements of Cash Flows (Unaudited) for the nine
                 months ended September 29, 1996 and September 28, 1997   .................    4
                 Notes to Condensed Consolidated Financial Statements (Unaudited) .........    5
             Item 2.  Management's Discussion and Analysis of Financial Condition and
             Results of Operations   ......................................................    8
PART II.     OTHER INFORMATION

             Item 6. Exhibits and Reports on Form 8-K  ....................................   11
SIGNATURES    ...........................................................................     12
</TABLE>

<PAGE>

PART I. FINANCIAL INFORMATION

                      SUNBEAM CORPORATION AND SUBSIDIARIES

                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                    (IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

<TABLE>
<CAPTION>

                                                             THREE MONTHS ENDED                  NINE MONTHS ENDED
                                                      ---------------------------------   --------------------------------
                                                       SEPTEMBER 29,     SEPTEMBER 28,     SEPTEMBER 29,     SEPTEMBER 28,
                                                           1996              1997              1996              1997
                                                      ---------------   ---------------   ---------------   --------------
                                                                 (UNAUDITED)                        (UNAUDITED)
<S>                                                   <C>               <C>               <C>               <C>
Net sales   .......................................     $ 231,770          $289,033          $715,375         $ 830,092
Cost of goods sold   ..............................       202,998           200,242           591,291           599,021
Selling, general and administrative expense  ......        49,441            33,863           120,080            98,430
                                                        ---------          ---------         --------         ---------
Operating earnings (loss)  ........................       (20,669)           54,928             4,004           132,641
Interest expense and other net   ..................         4,424             1,503            13,123             6,098
                                                        ---------          ---------         --------         ---------
Earnings (loss) from continuing operations
  before income taxes   ...........................       (25,093)           53,425            (9,119)          126,543
Income taxes (benefit):
 Current ..........................................        (7,898)           17,136            (4,954)           11,430
 Deferred   .......................................        (1,425)            1,717             2,223            33,746
                                                        ---------          ---------         --------         ---------
                                                           (9,323)           18,853            (2,731)           45,176
                                                        ---------          ---------         --------         ---------
Earnings (loss) from continuing operations   ......       (15,770)           34,572            (6,388)           81,367

Earnings (loss) from discontinued operations,
  net of taxes ....................................        (2,318)               --            12,866           (13,713)
                                                        ---------          ---------         --------         ---------
Net earnings (loss)  ..............................     $ (18,088)         $ 34,572          $  6,478         $  67,654
                                                        =========          =========         ========         =========
Net earnings (loss) per share of common
  stock from continuing operations  ...............     $   (0.19)         $   0.39          $  (0.08)        $    0.93
                                                        =========          =========         ========         =========
Net earnings (loss) per share of
  common stock    .................................     $   (0.22)         $   0.39          $   0.08         $    0.77
                                                        =========          =========         ========         =========
Average number of common and common
  equivalent shares outstanding  ..................        83,578            88,233            83,793            87,884

Dividends declared per share of
  common stock ....................................     $     .01          $    .01          $    .03         $     .03
</TABLE>

                   See Notes to Condensed Consolidated Financial Statements.

                                       -2-

<PAGE>

                     SUNBEAM CORPORATION AND SUBSIDIARIES

                     CONDENSED CONSOLIDATED BALANCE SHEETS
                            (DOLLARS IN THOUSANDS)

<TABLE>
<CAPTION>

                                                                          DECEMBER 29,     SEPTEMBER 28,
                                                                              1996             1997
                                                                         --------------   --------------
                                                                                           (UNAUDITED)

<S>                                                                      <C>              <C>

ASSETS
Current assets:
 Cash and cash equivalents  ..........................................    $   11,526       $   22,811
 Receivables, net  ...................................................       213,438          309,095
 Inventories .........................................................       162,252          290,876
 Net assets of discontinued operations and other assets held for sale        102,847            2,900
 Deferred income taxes   .............................................        93,689           56,854
 Prepaid expenses and other current assets ...........................        40,411           10,016
                                                                          ----------       ----------
    Total current assets .............................................       624,163          692,552
Property, plant and equipment, net   .................................       220,088          229,152
Trademarks and trade names, net   ....................................       200,262          195,851
Other assets .........................................................        28,196           27,516
                                                                          ----------       ----------
                                                                          $1,072,709       $1,145,071
                                                                          ==========       ==========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
 Short-term debt and current portion of long-term debt ...............    $      921       $      668
 Accounts payable  ...................................................       107,319          132,686
 Restructuring accrual   .............................................        63,834           20,068
 Other current liabilities  ..........................................        99,509           92,575
                                                                          ----------       ----------
    Total current liabilities  .......................................       271,583          245,997
Long-term debt  ......................................................       201,115          199,855
Non-operating and other long-term liabilities ........................       152,451          145,509
Deferred income taxes ................................................        52,308           55,894
Shareholders' equity:
 Common stock (issued 88,441,479 and 89,925,359 shares)   ............           884              899
 Other shareholders' equity ..........................................       457,756          560,048
 Treasury stock, at cost (4,478,814 and 4,460,485)  ..................       (63,388)         (63,131)
                                                                          ----------       ----------
    Total shareholders' equity .......................................       395,252          497,816
                                                                          ----------       ----------
                                                                          $1,072,709       $1,145,071
                                                                          ==========       ==========
</TABLE>

                   See Notes to Condensed Consolidated Financial Statements.

                                      -3-

<PAGE>

                     SUNBEAM CORPORATION AND SUBSIDIARIES

                CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                             (DOLLARS IN THOUSANDS)

<TABLE>
<CAPTION>

                                                                             NINE MONTHS ENDED
                                                                      --------------------------------
                                                                       SEPTEMBER 29,     SEPTEMBER 28,
                                                                           1996              1997
                                                                      ---------------   --------------
                                                                                (UNAUDITED)
<S>                                                                   <C>               <C>
OPERATING ACTIVITIES:
 Net earnings   ...................................................     $   6,478        $   67,654
 Adjustments to reconcile net earnings to net cash used in
   operating activities:
  Depreciation and amortization   .................................        34,576            29,770
  Loss on sale of discontinued operations, net of taxes   .........            --            13,713
  Deferred income taxes  ..........................................         2,223            33,746
 Changes in working capital and other, including
   restructuring spending   .......................................       (62,045)         (205,655)
                                                                        ---------        ----------
   Net cash used in operating activities   ........................       (18,768)          (60,772)
                                                                        ---------        ----------
INVESTING ACTIVITIES:
 Capital expenditures    ..........................................       (54,985)          (40,124)
 Proceeds from sale of divested operations and other assets  ......            --            90,922
                                                                        ---------        ----------
   Net cash provided by (used in) investing activities ............       (54,985)           50,798
                                                                        ---------        ----------
FINANCING ACTIVITIES:
 Net borrowings under revolving credit facility  ..................        55,000            10,000
 Issuance of long-term debt .......................................        11,500                --
 Payments of debt obligations  ....................................        (1,383)          (11,882)
 Proceeds from exercise of stock options   ........................         3,286            25,453
 Sale of treasury stock  ..........................................         4,437                --
 Other ............................................................        (2,722)           (2,312)
                                                                        ---------        ----------
   Net cash provided by financing activities  .....................        70,118            21,259
                                                                        ---------        ----------
Net increase (decrease) in cash and cash equivalents   ............        (3,635)           11,285
Cash and cash equivalents at beginning of period ..................        28,273            11,526
                                                                        ---------        ----------
Cash and cash equivalents at end of period ........................     $  24,638        $   22,811
                                                                        =========        ==========
</TABLE>

                   See Notes to Condensed Consolidated Financial Statements.

                                       -4-

<PAGE>

                     SUNBEAM CORPORATION AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  (UNAUDITED)

1. OPERATIONS AND BASIS OF PRESENTATION

     Sunbeam Corporation (the "Company") is a leading designer, manufacturer,
and marketer of consumer branded products. The Sunbeam/registered trademark/ and
Oster/registered trademark/ brands have been household names for generations,
and the Company is a market share leader in many of its product categories.

     The Company markets its products through virtually every category of
retailer including mass merchandisers, catalog showrooms, warehouse clubs,
department stores, catalogs, Company-owned outlet stores, television shopping
channels, hardware stores, home centers, drug and grocery stores, pet supply
retailers, as well as independent distributors and the military. The Company
also sells its products to commercial consumers such as hotels and other
institutions.

     In the opinion of management, the unaudited condensed consolidated
financial statements furnished herein include all adjustments (consisting only
of normal recurring adjustments with the exception of the loss from discontinued
operations in the first quarter of 1997) necessary for a fair presentation of
the results of operations for the interim periods presented. These interim
results of operations are not necessarily indicative of results for the entire
year. Certain prior year amounts have been reclassified to reflect discontinued
operations as described in Note 4. The condensed consolidated financial
statements contained herein should be read in conjunction with the consolidated
financial statements and related notes contained in the Company's 1996 Annual
Report on Form 10-K ("Form 10-K").

2. SUPPLEMENTAL FINANCIAL STATEMENT DATA
   (IN THOUSANDS)

<TABLE>
<CAPTION>

                                                         DECEMBER 29,     SEPTEMBER 28,
                                                             1996             1997
                                                        --------------   --------------
<S>                                                     <C>              <C>
   Inventories:
    Finished goods  .................................    $   84,813        $ 179,573
    Work in process .................................        25,167           37,530
    Raw materials and supplies  .....................        52,272           73,773
                                                         ----------        ---------
                                                         $  162,252        $ 290,876
                                                         ==========        =========
   Property, plant and equipment:
    Land   ..........................................    $    2,524        $   1,793
    Buildings and improvements  .....................        95,619           86,602
    Machinery and equipment  ........................       258,199          238,653
                                                         ----------        ---------
                                                            356,342          327,048
    Accumulated depreciation and amortization  ......      (136,254)         (97,896)
                                                         ----------        ---------
                                                         $  220,088        $ 229,152
                                                         ==========        =========
   Trademarks and trade names:
    Gross  ..........................................    $  237,054        $ 237,054
    Accumulated amortization ........................       (36,792)         (41,203)
                                                         ----------        ---------
                                                         $  200,262        $ 195,851
                                                         ==========        =========
</TABLE>

                                       -5-

<PAGE>

                     SUNBEAM CORPORATION AND SUBSIDIARIES
       NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS--(CONTINUED)
                                  (UNAUDITED)

2. SUPPLEMENTAL FINANCIAL STATEMENT DATA--(CONTINUED)
  (IN THOUSANDS)

<TABLE>
<CAPTION>

                                                                   NINE MONTHS ENDED
                                                            --------------------------------
                                                             SEPTEMBER 29,     SEPTEMBER 28,
                                                                 1996              1997
                                                            ---------------   --------------
<S>                                                         <C>               <C>
   Cash paid during the period for:
   Interest, net of $350 and $559 interest capitalized in
    1996 and 1997, respectively  ........................       $8,249          $   8,385
                                                                ======          =========
   Income tax refunds   .................................       $ (540)         $ (44,595)
                                                                ======          =========
</TABLE>

Non-Cash Transaction:

     In connection with a warehouse expansion, the Company entered into a $5.0
million capital lease obligation in 1996.

3. RESTRUCTURING

     During the fourth quarter of 1996, the Company initiated a restructuring
and growth plan. As a result, the Company recorded a pre-tax special charge to
earnings of approximately $337.6 million in the fourth quarter of 1996 of which
approximately 20% was for cash items.

     During the nine months ended September 28, 1997, the restructuring accrual
was reduced by $43.7 million as a result of cash and non-cash charges. The
following table sets forth the details and the cumulative activity in the
restructuring accrual as of September 28, 1997 (in millions):

<TABLE>
<CAPTION>

                                     ACCRUAL BALANCE           CASH         NON-CASH        ACCRUAL BALANCE
                                   AT DECEMBER 29, 1996     REDUCTIONS     REDUCTIONS     AT SEPTEMBER 28, 1997
                                  ----------------------   ------------   ------------   ----------------------
<S>                               <C>                      <C>            <C>            <C>
   Severance and other
    employee costs ............           $ 36.9            $  (15.9)       $ (5.5)              $ 15.5
   Closure and consolidation of
    facilities and related exit
    costs .....................             26.9               (20.6)         (1.7)                 4.6
                                          -------           --------        ------               -------
   Total  .....................           $ 63.8            $  (36.5)       $ (7.2)              $ 20.1
                                          =======           ========        ======               =======
</TABLE>

4. DISCONTINUED OPERATIONS AND OTHER ASSETS HELD FOR SALE

     In March 1997, the Company completed the sale of its furniture business (by
a sale of assets) to a subsidiary of U.S. Industries, Inc. The Company initially
recorded a provision for estimated losses to be incurred on the sale of the
furniture business of $32.4 million, net of applicable income tax benefits, for
the fiscal year ended December 29, 1996. During the first quarter of 1997, upon
the completion of the sale, the Company provided for additional losses on
disposal of the furniture business in the amount of $13.7 million, net of
applicable income tax benefits as a result of lower than anticipated sales
proceeds.

     In March 1997, the Company completed the sale of its time and temperature
product line and in May 1997, the Company completed the sale of its Biddeford,
Maine textile facility to an employee led investment group.

                                       -6-

<PAGE>

                     SUNBEAM CORPORATION AND SUBSIDIARIES
       NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS--(CONTINUED)
                                  (UNAUDITED)

5. CREDIT FACILITIES AND LONG-TERM DEBT

     In July 1997, the Company reduced the amount of available borrowings under
its September 1996 unsecured five year revolving credit facility from $500
million to $250 million. At September 28, 1997, the Company had $115 million of
borrowings outstanding under the revolving credit facility. During 1997, the
Company also repaid $11.9 million of other long-term borrowings related to the
divested furniture operations and other assets sold.

6. EARNINGS PER SHARE

     During the first quarter of 1997, the Financial Accounting Standards Board
issued Statement of Financial Accounting Standard ("SFAS") No. 128, "Earnings
Per Share", which supersedes Accounting Principles Board Opinion No. 15,
"Earnings Per Share". SFAS No. 128 is effective for financial statements for
both interim and annual periods after December 15, 1997. Early application is
prohibited; although, footnote disclosure of proforma earnings per share ("EPS")
amounts computed under SFAS No. 128 is permitted, as follows:

<TABLE>
<CAPTION>

                                                  THREE MONTHS ENDED                  NINE MONTHS ENDED
                                           ---------------------------------   --------------------------------
                                            SEPTEMBER 29,     SEPTEMBER 28,     SEPTEMBER 29,     SEPTEMBER 28,
                                                1996              1997              1996              1997
                                           ---------------   ---------------   ---------------   --------------
<S>                                        <C>               <C>               <C>               <C>
   Primary EPS as reported  ............        (.22)              .39               .08                    .78
   Effect of SFAS No. 128   ............          --               .02                --                    .02
                                               -----               ----              ----                   ---
   Basic EPS as restated ...............        (.22)              .41               .08                    .80
                                               =====               ====              ====                   ===
   Fully diluted EPS as reported  ......        (.22)              .39               .08                    .77
   Effect of SFAS No. 128   ............          --                --                --                    .01
                                               -----               ----              ----                   ---
   Diluted EPS as restated  ............        (.22)              .39               .08                    .78
                                               =====               ====              ====                   ===
</TABLE>

                                       -7-

<PAGE>

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
   OF OPERATIONS

     The following discussion should be read in conjunction with the
accompanying condensed consolidated financial statements for the three and nine
months ended September 29, 1996 and September 28, 1997 and the 1996 Form 10-K.

RESULTS OF OPERATIONS

     The table below sets forth selected operating data of the Company for the
three and nine months ended September 29, 1996 and September 28, 1997:

<TABLE>
<CAPTION>

                                                THREE MONTHS ENDED                  NINE MONTHS ENDED
                                         ---------------------------------   --------------------------------
                                          SEPTEMBER 29,     SEPTEMBER 28,     SEPTEMBER 29,     SEPTEMBER 28,
                                              1996              1997              1996              1997
                                         ---------------   ---------------   ---------------   --------------
<S>                                      <C>               <C>               <C>               <C>
   Net sales  ........................        100.0%            100.0%            100.0%            100.0%
   Cost of goods sold  ...............         87.6              69.3              82.7              72.2
                                           ----------         -------           -------           -------
   Gross margin  .....................         12.4              30.7              17.3              27.8
   Selling, general and administrative
    expense ..........................         21.3              11.7              16.8              11.8
                                           ----------         -------           -------           -------
   Operating earnings (loss)..........         (8.9)%            19.0%              0.5%             16.0%
                                           ==========         =======           =======           =======
</TABLE>

     Net sales from continuing operations for the three and nine months ended
September 28, 1997, were $289.0 million and $830.1 million, respectively, an
increase of $57.3 million (24.7%) and an increase of $114.7 million (16.0%) over
the comparable periods in the prior year. Net sales on a normalized basis, after
excluding divested product lines which are not classified as discontinued
operations (time and temperature products, decorative bedding and
Counselor/registered trademark/ & Borg/registered trademark/ branded scales),
increased 28.3% and 19.4% for the three and nine months ended September 28,
1997, respectively.

     Global sales, on a normalized basis, increased during the third quarter and
nine months ended September 28, 1997 in all five of the Company's product
categories (Appliances, Health Care, Personal Care and Comfort, Outdoor Cooking,
and Away From Home) primarily from new product introductions, improved
distribution (particularly with the Company's top ten customers), international
geographic expansion and improved price realization for certain products. Global
sales growth on a normalized basis exceeded 30% during the third quarter of 1997
in the Appliance and Personal Care and Comfort categories and sales grew over
26% in the Outdoor Cooking category. Sales for the third quarter of 1997 in the
Health at Home and Away From Home categories increased 13% and 2%, respectively.
For the nine months ended September 28, 1997, sales growth in excess of 20% on a
normalized basis was experienced in the Appliances (24%), Personal Care and
Comfort (31%) and Away From Home (22%) product categories while sales for
Outdoor Cooking and Health at Home products increased 10% and 6%, respectively.
Also contributing to the Company's sales growth in 1997 were its new retail
outlet stores, of which 18 were open by September 1997. International sales on a
normalized basis grew over 51% during the third quarter and 31% for the nine
months ended September 28, 1997, driven primarily by 50 new 220 volt product
introductions and the execution of 20 new international distribution and license
agreements during the past nine months. Domestic sales on a normalized basis
increased 24% during the third quarter and 17% for the nine months ended
September 28, 1997, primarily from new product introductions and the improved
distribution with the Company's top customers discussed above.

     The gross margin percentage for the third quarter of 1997 increased 18.3
percentage points, to 30.7%, while the gross margin percentage for the first
nine months of 1997 increased 10.5 percentage points to 27.8%. These increases
reflect the results of many cost savings and margin enhancement initiatives
undertaken as part of the Company's restructuring plan announced in November
1996 coupled with the incremental margin attributable to new products and higher
revenues associated with the Company's growth plan. The Company's cost reduction
initiatives included reducing the number of manufacturing facilities from 26 to
9 currently (with one additional manufacturing facility scheduled to be closed
later in 1997). 

                                       -8-

<PAGE>

In addition, the Company has taken other actions to enhance margins, including
the elimination of low margin and/or unprofitable products/stock keeping units
(SKU'S) and the consolidation of the Company's purchasing activities and
re-negotiation of supply contracts resulting in procurement savings for raw
materials and products. The third quarter 1997 gross margin was also positively
impacted by improved product mix, including fewer sales of lower margin Outdoor
Cooking Products compared to the first half of 1997.

     The Company has essentially completed its restructuring plan and initiated
a refinement program in the second quarter of 1997 targeted at aggressively
improving factory productivity at all of its remaining operations, including the
Neosho, Missouri Outdoor Cooking Products facility which suffered from poor
productivity and operating inefficiencies during the 1997 grill season. The
benefits of the refinement program began to favorably impact productivity in
several factories during the third quarter of 1997. The refinement of the Neosho
facility, which will be completed prior to the initiation of production for the
1998 grill season, includes a re-layout to improve material flow, increased
usage of common parts in the manufacturing process and modifications to the
paint system to increase capacity and throughput. These initiatives coupled with
the re-negotiation of customer contracts for the 1998 grill season are expected
to improve Outdoor Cooking gross margins in 1998.

     Operating earnings for the quarter ended September 28, 1997 increased $75.6
million over the prior year to $54.9 million. For the nine months ended
September 28, 1997, operating earnings were $132.6 million, an increase of
$128.6 million over the comparable prior year period. As a percentage of sales,
the operating margin of 19.0% increased 27.9 percentage points above last year's
third quarter. For the nine month period of 1997, the operating margin was
16.0%, an increase of 15.5 percentage points over the comparable prior year
period. The operating margin improvements for 1997 were the result of the
improved gross margin discussed above and lower selling, general and
administrative ("SG&A") costs in 1997 associated with the consolidation of six
divisional and regional headquarters into one, reduced staffing levels, the
outsourcing of certain back-office functions and a reduction in the number of
warehouses. In addition, SG&A during the third quarter of 1996 included
compensation costs of $7.4 million associated with restricted stock awards and
other costs related to the employment of a new senior management team and bad
debt expense of $3.2 million associated with the bankruptcy filings of certain
of the Company's retail customers and the third quarter and nine months of 1997
included higher media advertising spending. The cost reduction initiatives and
one time items in 1996 coupled with increased sales in 1997 resulted in SG&A
decreasing as a percentage of sales from 21.3% and 16.8% for the three month and
nine month periods ended September 29, 1996 to 11.7% and 11.9% for the
comparable periods of 1997, respectively.

     Interest expense and other, net decreased for the three and nine months
ended September 28, 1997 by $2.9 million and $7.0 million, respectively,
primarily as a result of lower borrowing levels in 1997 and higher foreign
exchange losses in 1996 associated with a Venezuelan currency devaluation.

     The overall effective income tax rate (related to both earnings from
continuing and discontinued operations) for the nine months ended September 28,
1997 was 35.7%, a 1.3 percentage point decrease from the overall prior year
effective tax rate. This decrease reflects lower foreign taxes from the
utilization of foreign tax credits and loss carryforwards and lower state income
taxes.

     For the three months ended September 28, 1997, the Company's earnings from
continuing operations were $34.6 million, an increase of $50.4 million over a
loss from continuing operations of $15.8 million in 1996. For the nine months
ended September 28, 1997 earnings from continuing operations increased $87.8
million to $81.4 million. Earnings per share from continuing operations for the
third quarter of 1997 of $.39 per share was $.58 per share better than the loss
of $.19 per share reported during the third quarter of 1996. On a year to date
basis, earnings per share from continuing operations of $.93 per share was $1.01
greater than the $.08 loss per share reported in the first nine months of 1996.
The Company's share base utilized in the earnings per share calculation
increased approximately 5% for both the three and nine month periods ended
September 28, 1997 as a result of an increase in the number of shares of common
stock and common stock equivalents outstanding due to exercises and grants of
stock options and a higher market value of the Company's common stock in 1997.

                                       -9-

<PAGE>

     The Company's discontinued furniture operations, which were sold in March
1997, reflect a net loss of $13.7 million in 1997 on revenues of $51.6 million.
In 1996, the discontinued furniture operations experienced a net loss of $2.3
million for the third quarter and net income of $12.8 million for the nine
months ended September 29, 1996, on revenues of $13.1 million and $215.3 million
for the three and nine months periods, respectively. During the first quarter of
1997, upon completion of the sale of the furniture business, the Company
provided for additional losses on the disposal in the amount of $13.7 million,
net of applicable tax benefits, as a result of lower than anticipated sales
proceeds. Including the operating results of the discontinued furniture business
and the additional loss provision on the disposal recorded in the first quarter
of 1997, the Company's net earnings for the nine months ended September 28, 1997
were $67.7 million, an increase of $61.2 million from the net earnings of $6.5
million in the first nine months of 1996.

LIQUIDITY AND CAPITAL RESOURCES

     At September 28, 1997, the Company had cash and cash equivalents of $22.8
million and total debt of $200.5 million. Cash used in operating activities for
the nine months ended September 28, 1997 was $60.8 million compared to $18.8
million for the comparable period of 1996. This decrease is primarily
attributable to an increase in earnings before non-cash charges in 1997, offset
by higher accounts receivable due to increased sales in 1997, increased 1997
inventory levels necessary to support anticipated fourth quarter sales growth
and cash expenditures in 1997 under the Company's restructuring plan. In
addition, cash used in operating activities in 1997 was favorably impacted
by.higher income tax refunds due to the carryback of 1996 operating losses to
obtain refunds of prior year tax payments.

     Capital spending totaled $40.1 million for the first nine months of 1997
and was primarily for new products, cost reduction and capacity expansion
initiatives. Cash provided by investing activities reflects $90.9 million in
proceeds from sales of businesses, assets, and product categories determined to
be non-core to the Company's ongoing operations in conjunction with the 1996
restructuring plan. Cash provided by financing activities totaled $21.3 million
in 1997 and reflects $10.0 million of borrowings under the Company's revolving
credit facility, $11.9 million of debt repayments related to the divested
furniture operations and other assets sold, and $25.5 million in cash proceeds
from the exercise of stock options in 1997, substantially all by former
employees of the Company. In 1996, cash provided by financing activities of
$70.1 million was primarily from increased borrowings to support working capital
and capital spending requirements. In July 1997, the Company reduced the amount
of available borrowings under its September 1996 unsecured five year revolving
credit facility from $500 million to $250 million.

     The Company believes that its cash flow from operations, existing cash and
cash equivalent balances as well as its revolving credit facility will be
sufficient to finance its requirements to support working capital needs, capital
expenditures, restructuring expenditures and debt service in the foreseeable
future.

CAUTIONARY STATEMENTS

     Certain of the information contained herein may contain "forward-looking"
information, as such term is defined by the Private Securities Litigation Reform
Act of 1995 and in releases made by the Securities and Exchange Commission
("SEC" ). Actual results could differ materially from those projected in the
forward-looking statements as a result of various factors, including those set
forth in Part 1, Item 1 under the heading "Cautionary Statements" in the 1996
Form 10-K, which cautionary statements are incorporated herein by reference.

                                      -10-

<PAGE>

PART II. OTHER INFORMATION

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.

(a)  Exhibits

11  Calculation of Earnings Per Share of Common Stock.

27  Financial Data Schedule, submitted electronically to the Securities and
    Exchange Commission for information only and not filed.

99.1 Press Release dated October 13, 1997, regarding 1997 new product
     introductions.

99.2 Press Release dated October 22, 1997, regarding third quarter 1997
     earnings.

99.3 Press Release dated October 23, 1997, announcing retention of Morgan 
     Stanley.

(b)  Reports on Form 8-K

The Company has not filed any reports on Form 8-K during the third quarter of
1997.

                                      -11-

<PAGE>

                                   SIGNATURES

     Pursuant to the requirements 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.

                                            SUNBEAM CORPORATION

Date: October 24, 1997                   By: /s/ RUSSELL A. KERSH
                                            -----------------------------------
                                            Russell A. Kersh
                                            Executive Vice President, Finance
                                            and Administration (Principal
                                            Financial Officer and duly
                                            authorized to sign on behalf of the
                                            Registrant)

                                      -12-

<PAGE>

                                 EXHIBIT INDEX


EXHIBIT                       DESCRIPTION
-------                       -----------


11       Calculation of Earnings Per Share of Common Stock.

27       Financial Data Schedule

99.1     Press Release dated October 13. 1997, regarding 1997 new product
         introductions.

99.2     Press Release dated October 22, 1997, regarding third quarter 1997
         third quater earnings.

99.3     Press Release dated October 23, 1997, announcing retention of Morgan
         Stanley.