<PAGE>   1
                                                               EXHIBIT 13(a)(x)

FINANCIAL REVIEW
--------------------------------------------------------------------------------
(Dollars in millions except per share data

CLARCOR's operating results for fiscal 2000 were at record levels for sales,
cash flow (EBITDA) and earnings. Fiscal 2000 included the full-year results from
three industrial filtration companies (hereafter, the Industrial Filtration
Acquisitions) that were acquired at the beginning of the fourth quarter 1999.
These acquisitions increased CLARCOR's sales and operating profit, and after
related interest and amortization expenses, also increased net earnings and
diluted earnings per share in fiscal 2000, one year earlier than originally
anticipated. Purchase accounting adjustments for the acquisitions were completed
in the fourth quarter of fiscal 2000 as described in Note B to the Consolidated
Financial Statements. The Company also made several smaller acquisitions in
fiscal 2000 that were not material to the Company's results of operations in
2000. The Industrial Filtration Acquisitions and other fiscal 2000 acquisitions
are included in the Industrial/Environmental Filtration segment.

The information presented in this financial review should be read in conjunction
with other financial information provided throughout this 2000 Annual Report.
The following discussion of operating results focuses on the Company's three
reportable business segments: Engine/Mobile Filtration, Industrial/
Environmental Filtration and Packaging. Fiscal 2000 was a fifty-three week year
for the Company and fiscal years 1999 and 1998 were fifty-two week years.

OPERATING RESULTS

SALES

Record net sales in fiscal 2000 of $652.1 million increased 36.5% from $477.9
million in fiscal 1999. Approximately $120 million of the increase from 1999 was
due to the sales from the Industrial Filtration Acquisitions for the first nine
months of fiscal 2000. In addition, each of the Company's segments reported
increased sales from fiscal 1999. As a result, the 2000 sales increase was the
14th consecutive year of sales growth for the Company. Total net sales grew
12.0% in 1999 over the 1998 level of $426.8 million; 1999 sales included the
Industrial Filtration Acquisitions for the fourth quarter only.

Comparative net sales information related to CLARCOR's operating segments is
shown in the tables below.


<TABLE>
<CAPTION>
                                                                     2000 VS. 1999
                                                                         CHANGE
                                                                     -------------
NET SALES                                   2000     % TOTAL    $          %
----------------------------------------------------------------------------------
<S>                                        <C>        <C>     <C>       <C>
ENGINE/MOBILE FILTRATION ...............   $259.8     39.9%   $ 21.1      8.8%
INDUSTRIAL/ENVIRONMENTAL FILTRATION ....    319.7     49.0%    144.8     82.8%
PACKAGING ..............................     72.6     11.1%      8.3     12.9%
                                           ---------------------------------------
   TOTAL ...............................   $652.1    100.0%   $174.2     36.5%
                                           =====================================
</TABLE>


<TABLE>
<CAPTION>
                                                                     1999 vs. 1998
                                                                         Change
                                                                     ------------
NET SALES                                   1999    % TOTAL     $           %
---------------------------------------------------------------------------------
<S>                                        <C>        <C>     <C>        <C>
Engine/Mobile Filtration ...............   $238.7     49.9%   $ 14.9       6.7%
Industrial/Environmental Filtration ....    174.9     36.6%     39.1      28.8%
Packaging ..............................     64.3     13.5%     (2.9)     -4.3%
                                           -------------------------------------
   Total ...............................   $477.9    100.0%   $ 51.1      12.0%
                                           =====================================
</TABLE>


The Engine/Mobile Filtration sales growth of 8.8% in 2000 from 1999 included
increases for heavy-duty, light-duty and railroad filter products from both
domestic and international markets. The segment's sales rose 6.7% in 1999 over
the 1998 level. Sales increased in 2000 and 1999 primarily from new product
introductions, additional OEM sales, and penetration into new domestic and
international distribution channels, primarily through sales to quick lube and
truck service centers, fleets and automotive parts buying groups. As a result,
unit volumes increased in 2000 and 1999 and price increases were mostly offset
by competitive discounts.

The Company's Industrial/Environmental Filtration segment recorded an 82.8%
increase in sales over 1999. Excluding acquisitions, the segment's sales
increased in 2000 approximately 11% over fiscal 1999. This sales increase
resulted from higher volumes for environmental air filtration products and
electrostatic air quality products. The segment recorded a 28.8% increase in
sales in 1999 over 1998. Excluding the Industrial Filtration Acquisitions, the
1999 sales increase over 1998 was less than 1%. Increased sales in 1999 for
environmental air filtration products were offset in part by reduced sales for
electrostatic air quality products. The additional growth in 2000 was
anticipated for this segment as a result of increased customer demand for
industrial and indoor air filtration products and from additional acquisitions,
including the acquisition of two small distributors in the first quarter 2000.

Sales for the Packaging segment increased 12.9% in fiscal 2000 from 1999
primarily as a result of increased demand for non-promotional metal packaging
products and flat sheet decorating. The segment's focus on non-promotional
packaging products includes metal closures for food and beverage containers,
wire spools, and film and battery cartridges. The Packaging segment's sales
decrease of 4.3% in 1999 was principally the result of lower promotional
container sales and was offset in part by increased sales of plastic closures
and containers. In fiscal 2001, the Packaging segment's sales are expected to
reflect a continued increase in metal packaging and increased revenue from a
settlement payment arising from the early termination of a supply and license
agreement by a customer.

OPERATING PROFIT

The Company reported its eighth consecutive year of growth in operating profit
for fiscal 2000 as operating profit increased 35.5% over 1999. Excluding the
Industrial Filtration Acquisitions, operating profit increased approximately $11
million or 19% over fiscal 1999. Operating margin was 11.7% of sales in both
fiscal 2000 and 1999 and reflects improved margins from 1999 for each of the
business segments. Due to the significant increase in sales and operating profit
from the Industrial/Environmental Filtration segment, the Company's overall
margin remained constant at 11.7% because of the lower margin from that segment
as compared to the Company's




                                                                               7
<PAGE>   2
FINANCIAL REVIEW
--------------------------------------------------------------------------------
(Dollars in millions except per share data)

other segments. The Company's operating profit increased 8.5% in 1999 over 1998.
Excluding the Industrial Filtration Acquisitions, operating profit increased
approximately 6% in 1999 from 1998. Operating margin of 11.7% of sales in 1999
was lower than the 1998 level of 12.1% primarily as a result of lower margins
from the Industrial/Environmental segment, due in part to the 1999 acquisitions.

Gross margin in 2000 of 30.4% was lower than the 31.1% in 1999 and 31.7% in 1998
primarily as a result of the Industrial Filtration Acquisitions. In both 2000
and 1999, cost reductions, improved manufacturing productivity and the
integration of acquired businesses positively impacted gross margin. These
profit improvements offset, in part, cost increases the Company experienced for
certain raw materials, competitive pricing pressure, and, particularly in fiscal
2000, energy and employee insurance costs. Selling and administrative expenses
increased to $122.3 million from $92.5 million in 1999 primarily due to the 1999
acquisitions and related amortization charges and also new product development
programs and sales activities. Selling and administrative expenses were $83.6
million in 1998, which included a $2.1 million charge related to an
uncollectible customer account. Although foreign currency fluctuations reduced
sales and operating profit in fiscal 2000, currency adjustments did not have a
material impact on consolidated operating profit in 2000, 1999 or 1998.

Comparative operating profit information related to the Company's business
segments is as follows.

                                                                 2000 VS. 1999
                                                                    CHANGE
                                                                 -------------
OPERATING PROFIT                           2000     % TOTAL       $         %
--------------------------------------------------------------------------------
ENGINE/MOBILE FILTRATION ..............    $49.2      64.7%     $ 5.6      12.8%
INDUSTRIAL/ENVIRONMENTAL FILTRATION ...     18.4      24.3%      13.3     260.0%
PACKAGING .............................      8.4      11.0%       1.0      13.9%
                                           -------------------------------------
   TOTAL ..............................    $76.0     100.0%     $19.9      35.5%
                                           =====================================

                                                                 1999 VS. 1998
                                                                    CHANGE
                                                                 --------------
OPERATING PROFIT                           1999     % TOTAL       $         %
--------------------------------------------------------------------------------
Engine/Mobile Filtration ..............    $43.6      77.7%     $ 4.6      11.8%
Industrial/Environmental Filtration ...      5.1       9.1%      (1.9)    -26.5%
Packaging .............................      7.4      13.2%       1.7      28.9%
                                           -------------------------------------
   Total ..............................    $56.1     100.0%     $ 4.4       8.5%
                                           =====================================

OPERATING MARGIN
AS A PERCENT OF NET SALES                  2000            1999            1998
--------------------------------------------------------------------------------
Engine/Mobile Filtration ..............     18.9%          18.3%           17.4%
Industrial/Environmental Filtration ...      5.8%           2.9%            5.1%
Packaging .............................     11.6%          11.5%            8.5%
                                           -------------------------------------
   Total ..............................     11.7%          11.7%           12.1%
                                           =====================================

Operating profit for the Engine/Mobile Filtration segment increased to $49.2
million in 2000 from $43.6 million in 1999, an increase of 12.8%. Operating
margin as a percent of sales improved to 18.9% from 18.3% in 1999 and 17.4% in
1998. In fiscal 2000, operating profit was negatively impacted by increased
energy, labor and raw material costs and was favorably impacted compared to 1999
by reduced legal costs. In addition, the segment's increase in operating profit
in both 2000 and 1999 resulted primarily from higher sales volumes, cost
reductions, and productivity improvements that more than offset competitive
pricing discounts and other cost increases. The segment's light- duty filter
manufacturing facility has continued to improve each year and in 2000 operated
at its highest levels of productivity since it was acquired in 1995.

The Industrial/Environmental Filtration segment's operating profit of $18.4
million in 2000 increased significantly from $5.1 million in 1999. Approximately
$9 million of the increase was due to the Industrial Filtration Acquisitions.
The remaining increase of $4.3 million, or an increase of approximately 90%, was
due to improvements in previously existing businesses. The increased profit in
these businesses reflected a significantly higher sales volume of industrial and
environmental air filtration products, improved manufacturing operations and
significant overhead and administrative cost reductions, many of which were
implemented beginning in fiscal 1999. These operating profit improvements in
2000 more than offset increased raw material, labor and energy costs and
start-up costs related to a new facility. The segment's 1999 operating profit of
$5.1 million was a decrease from the prior year level of $7.0 million. The 1999
operating profit included the fourth quarter 1999 acquisitions, but that
increase was more than offset by lower profit due to manufacturing
inefficiencies resulting from labor shortages and competitive pricing discounts.
During fiscal 2000 and 1999, production was moved between plants that resulted
in productivity improvements beginning in the fourth quarter of 1999. As a
result of increased customer demand, an additional manufacturing facility for
air filtration products began operations in Rockford, Illinois in August 2000
and early in fiscal 2001, another in Campbellsville, Kentucky.

The Packaging segment's operating profit in fiscal 2000 increased to $8.4
million from $7.4 million in 1999, a 13.9% increase. This increase resulted from
better capacity utilization, a significant increase in sales volume and reduced
discretionary spending. The segment's 1999 operating profit of $7.4 million
improved from $5.7 million in 1998. The segment's operating margin in 2000 was
11.6% and compares to 11.5% in 1999 and 8.5% in 1998. The 1998 level was reduced
principally due to a $2.1 million charge for the write-off of an uncollectible
customer account. Operating profit for the segment in fiscal 2001 will increase
due to a settlement payment arising from the early termination of a supply and
license agreement by a customer that is expected to more than offset reduced
profit due to the shift in sales to



8 CLARCOR
<PAGE>   3
--------------------------------------------------------------------------------

additional metal packaging products, reduced sales of plastic products and
start-up costs associated with the addition of new lithography equipment. This
equipment is expected to be fully operational by the third quarter of 2001 at
which time sales and profits are expected to improve. In addition, the segment's
operating profit will be reduced as a result of increased pension costs in 2001
of approximately $0.7 million due to the completion in fiscal 2000 of the
amortization of a gain on transition assets.

OTHER INCOME & EXPENSE

Net other expense totaled $12.5 million in 2000, $0.5 million in 1999 and $0.3
million in 1998. Interest expense increased in 2000 and 1999 due to the
additional borrowings in the fourth quarter of 1999 for the Industrial
Filtration Acquisitions. Interest expense totaled $11.5 million in 2000, $3.7
million in 1999 and $2.3 million in 1998. Interest income of $0.7 million in
2000 was reduced from $1.5 million in 1999 and $1.3 million in 1998 as a result
of lower average cash and short-term cash investment balances primarily due to
the use of cash for acquisitions in 1999. Currency losses increased to $1.2
million in 2000 from $0.1 million in 1999 primarily as a result of strengthening
European currency exchange rates against the U.S. dollar throughout fiscal 2000.
There were no significant gains or losses on the disposition of plant assets in
fiscal 2000; however, gains of $1.7 million in 1999 and $1.3 million in 1998
were primarily from the sale of a building in each of the years.

PROVISION FOR INCOME TAXES

The provision for income taxes in 2000 of $23.2 million resulted in an effective
tax rate of 36.5% which was just slightly higher than the effective tax rate of
36.2% in 1999. The effective rate was lower in 1999 than the rate of 37.5% in
1998 principally due to reduced state income taxes. The effective tax rate in
2001 is expected to be approximately the same rate as recorded in 2000.

NET EARNINGS AND EARNINGS PER SHARE

Net earnings were a record $40.2 million in 2000, or diluted earnings per share
of $1.64, compared to $35.4 million, or $1.46 per diluted share in 1999. Net
earnings and diluted earnings per share for fiscal 1999 included a gain from the
sale of a building of $1.1 million, or $0.04, respectively. Diluted average
shares outstanding for fiscal 2000 were 24,506,171 compared to 24,313,607 for
1999, an increase of 0.8%. Net earnings in 1999 of $35.4 million increased from
the 1998 level of $32.1 million, or $1.30 diluted earnings per share based on
24,648,623 diluted average shares outstanding.

FINANCIAL CONDITION

CORPORATE LIQUIDITY

The Consolidated Statements of Cash Flows are shown on page 15, and this
discussion of corporate liquidity should be read in conjunction with information
presented in those statements.

Cash and short-term cash investments decreased to $10.9 million at year-end 2000
from $14.7 million at year-end 1999. Cash provided by operating activities
totaled $54.1 million in 2000 compared to $38.6 million in 1999 and $42.3
million in 1998. Increased cash flow from net earnings, depreciation and
amortization in 2000 was used for investment in assets, net of liabilities,
which totaled $7.3 million. Accounts receivable and inventories increased during
2000 due to the higher level of business activity throughout the Company. Other
current assets and pension liabilities were reduced in 2000 as restricted trust
assets were used for the payment of nonqualified pension liabilities.
Depreciation and amortization increased in fiscal 2000 and 1999 primarily due to
the fourth quarter 1999 Industrial Filtration Acquisitions.

The Company used cash of $42.1 million for investing activities in 2000, $160.7
million in 1999 and $19.3 million in 1998. Cash used for the acquisition of
several small filtration businesses in 2000 totaled $12.7 million. In fiscal
1999, $142.7 million, net of cash acquired, was used for acquisitions, primarily
the Industrial Filtration Acquisitions. In 1998, cash of $8.0 million was
invested in several small acquisitions. Additions to plant assets in 2000
totaled $29.0 million and included payments on new state-of-the-art lithography
equipment, the purchase and refurbishment of a manufacturing building in
Campbellsville, Kentucky, and additional manufacturing capacity throughout the
Company. Additions to plant assets in 1999 increased to $21.8 million from $15.8
million in 1998 as a result of adding plant capacity and the completion of an
expansion to a manufacturing and distribution facility in Kearney, Nebraska.
Cash of $3.9 million and $2.5 million was received in 1999 and 1998,
respectively, from the disposition of plant assets, primarily from the sale of a
building in each year. In 1998, cash of $2.5 million was received as payment on
a note receivable.

Net cash used in financing activities totaled $15.9 million in 2000. The Company
borrowed a net additional $1.0 million against a revolving credit agreement
during 2000. Net cash provided by financing activities in fiscal 1999 totaled
$103.5 million and included $115.0 million in borrowings used for the Industrial
Filtration Acquisitions. During 2000, the Company did not repurchase any shares
under the remaining authorization of approximately 920,000 shares from the
December 1997 Board of Directors' approved stock repurchase plan. However, the
Company purchased 50,000 shares of CLARCOR common stock for $0.9 million in 1999
and 528,691 shares for $8.4 million in 1998. Dividend payments totaled $11.2
million, $10.8 million and $10.7 million in 2000, 1999 and 1998, respectively.
Payments on long-term debt were $7.0 million in 2000, $0.5 million in 1999 and
$2.7 million in 1998.

CLARCOR's current operations continue to generate cash and sufficient lines of
credit remain available to fund current operating needs, to pay dividends, to
provide for additions and
                                                                               9
<PAGE>   4

FINANCIAL REVIEW
--------------------------------------------------------------------------------
(Dollars in millions accept per share data)


the replacement of necessary plant facilities, and to service and repay
long-term debt. EBITDA cash flow, or operating profit before depreciation and
amortization, increased to $97.1 million in 2000 compared to $71.4 million in
1999. EBITDA is expected to increase to over $100.0 million in 2001 and capital
expenditures are expected to be approximately $25.0 million. Due to the
September 1999 Industrial Filtration Acquisitions, a $185.0 million
multicurrency revolving credit facility was established with several financial
institutions. Of the $185.0 million, a total of $116.0 million of the credit
facility had been used as of year-end 2000 and $10.8 million was outstanding for
letters of credit. Principal payments on long-term debt will be approximately
$5.5 million in 2001 based on scheduled payments in current debt agreements. No
payments are required in fiscal 2001 on the multicurrency revolving credit
facility and the Company is in compliance with restrictive covenants related to
the credit facility, as described in Note G to the Consolidated Financial
Statements. It is possible that business acquisitions or dispositions could be
made in the future that may require changes in the Company's debt and
capitalization.

CAPITAL RESOURCES

The Company's financial position at November 30, 2000 continued to be
sufficiently liquid to support current operations. Total assets increased to
$501.9 million at the end of fiscal 2000, an increase of 6.1% from the year-end
1999 level of $473.0 million. Total current assets increased to $230.5 million
from $227.7 million at year-end 1999 and total current liabilities increased to
$97.8 million from $97.5 million at year-end 1999. The current ratio was 2.4 at
year-end 2000 compared to 2.3 at year-end 1999. Accounts receivable and
inventories increased during fiscal 2000 as a result of the increase in business
and sales levels. Plant assets increased to $140.1 million as a result of
additional capacity additions made during the year. Acquired intangibles
increased to $101.9 million due to the acquisition of several filtration
businesses during fiscal 2000. Current liabilities include accruals for costs
related to litigation matters arising in the normal course of business. See Note
K in the Notes to Consolidated Financial Statements for further information on
these matters.

Long-term debt of $141.5 million at year-end 2000 included the borrowing against
the revolving credit facility, primarily for the Industrial Filtration
Acquisitions. Shareholders' equity increased to $242.1 million from $210.7
million at year-end 1999. The increase in shareholders' equity resulted
primarily from net earnings of $40.2 million offset by dividend payments of
$11.2 million, or $0.4625 per share. The Company issued 160,704 common shares
related to an acquisition in 2000 that increased shareholders' equity by $2.9
million. Long-term debt decreased to 36.9% of total capitalization at year-end
2000, compared to 40.9% at year-end 1999.

At November 30, 2000, CLARCOR had 24,381,307 shares of common stock outstanding
at $1.00 par value, compared to 24,019,722 shares outstanding at the end of
1999.

OTHER MATTERS

MARKET RISK

The Company's market risk is primarily the potential loss arising from adverse
changes in interest rates. The Company's long-term debt obligations are
primarily at variable LIBOR-associated rates and fixed interest rates and are
denominated in U.S. dollars. In order to minimize the long-term costs of
borrowing, the Company manages its interest rate risk by monitoring trends in
rates as a basis for determining whether to enter into fixed rate or variable
rate agreements. In addition, during fiscal 2000 the Company entered into
several interest rate agreements related to the revolving credit agreement as
described in Note G to the Consolidated Financial Statements. Market risk is
estimated as the potential change in fair value of the Company's long-term debt
obligations resulting from a hypothetical 1% increase in interest rates. A
hypothetical 1% increase in interest rates on the Company's variable rate
agreements would adversely affect fiscal 2001 net earnings and cash flows by
approximately $0.3 million and reduce the fair value of fixed rate long-term
debt, as measured at November 30, 2000, by approximately $4.6 million. Last
year, a hypothetical 1% increase in interest rates would have adversely affected
fiscal 2000's net earnings and cash flows by approximately $1.0 million and
reduced the fair value of fixed rate long-term debt by approximately $4.0
million.

The Company places its short-term cash investments in high grade, primarily
tax-exempt municipal securities. For the most part, the interest rates on these
investments are reset weekly and consequently, the cost of these securities
approximates market value.

Although the Company continues to evaluate derivative financial instruments,
including forwards, swaps and purchased options, to manage foreign currency
exchange rate changes, the Company did not hold derivatives for trading purposes
during 2000 or 1999. The company uses forward exchange contracts on a limited
basis to manage foreign currency exchange risk related to certain transactions,
primarily equipment purchases denominated in currencies other than U.S. dollars.
As a result of increased foreign sales and business activities, the Company will
continue to evaluate the use of derivative financial instruments to manage
foreign currency exchange rate changes in the future.

RECENT ACCOUNTING PRONOUNCEMENTS

In June 1998, the Financial Accounting Standards Board (FASB) issued Statement
of Financial Accounting Standards No. 133 (SFAS 133), "Accounting for Derivative
Instruments and Hedging Activities." SFAS 133 requires the recognition of all
derivatives in the balance sheet as either an asset or a liability measured at
fair value. The statement also requires a company to recognize




10 CLARCOR
<PAGE>   5
--------------------------------------------------------------------------------

changes in the derivative's fair value currently in earnings unless it meets
specific hedge accounting criteria. The Company expects to adopt SFAS 133 in the
first quarter of fiscal year 2001. Management does not expect the adoption of
SFAS 133 to have a material impact on the Company's consolidated financial
statements. The fair market value of derivative agreements was a negative $1.2
million at year-end 2000.

In December 1999, the Securities and Exchange Commission issued Staff Accounting
Bulletin No. 101 (SAB 101), "Revenue Recognition in Financial Statements,"
related to revenue recognition under generally accepted accounting principles in
financial statements. The Company has performed a preliminary review of current
revenue recognition practices. Additional review will continue throughout fiscal
2001, as compliance with SAB 101 is required for the Company no later than at
the end of fiscal 2001. Until this review is complete there can be no final
determination of its impact on the Company's future revenue recognition
practices.

OUTLOOK

The Company's long-term objective continues to be to increase diluted earnings
per share by 10% to 15% per year. This objective was achieved in fiscal 2000 and
in 1999, and it remains the objective for fiscal 2001. The Company's Total
Filtration Program that was started in fiscal 2000 is expected to continually
add to sales levels in the Company's two filtration segments over the next
several years. The Total Filtration Program is expected to serve as an added
distribution channel for all of the Company's filtration products.

The Engine/Mobile Filtration segment is expected to continue to increase sales
and profit by providing outstanding customer service, introducing new products
and expanding marketing programs. The Industrial/Environmental Filtration
segment is expected to grow sales and profits as a result of continued expansion
of sales programs throughout various distribution channels and most importantly,
by continuing to achieve synergies and cost savings from integrating production
facilities and processes. This segment continues to have the most potential for
improved operating margins over the next few years although this continues to be
a highly competitive industry. The Packaging segment's focus on non-promotional
metal decorating sales is expected to increase utilization of both the new
lithography equipment and current capacity by the end of fiscal 2001. Due to
increased metal packaging sales and the settlement payment related to the early
termination of a customer agreement, overall sales and operating profit for the
segment are expected to be higher in fiscal 2001 than in 2000.

The Company will continue to implement cost reductions and productivity
improvements, although competitive pricing pressure, increases in raw material,
labor, health care and energy costs, and worldwide business conditions may
reduce the overall profit improvement. Capital investments will continue to be
made in each segment's facilities during 2001 to improve productivity and
support new product introductions. It is expected that the investments made in
fiscal 2000 and additional investments planned in 2001 for new manufacturing
facilities and production lines will become operational quickly and efficiently.
While the Company fully anticipates that sales and profits will improve as a
result of these efforts, the Company has made contingency plans to reduce
discretionary spending if industry and economic conditions change.

The Company continues to look at acquisition opportunities, primarily in related
filtration businesses. It is expected that these acquisitions would expand the
Company's market base, distribution coverage and product offerings. The Company
has established financial standards that will continue to be vigorously applied
in the review of all acquisition opportunities. Additionally, even though debt
was significantly increased in 1999 due to the Industrial Filtration
Acquisitions, the Company believes that it has sufficient additional borrowing
capacity to continue this acquisition program.

FORWARD-LOOKING STATEMENTS

Certain statements quoted in this Annual Report are forward-looking. These
statements involve risk and uncertainty. Actual future results and trends may
differ materially depending on a variety of factors including: the volume and
timing of orders received during the year; the mix of changes in distribution
channels through which the Company's products are sold; the timing and
acceptance of new products and product enhancements by the Company or its
competitors; changes in pricing, labor availability and related costs, product
life cycles, raw material costs, energy costs and purchasing patterns of
distributors and customers; competitive conditions in the industry; business
cycles affecting the markets in which the Company's products are sold; the
effectiveness of plant conversions, plant expansions and productivity
improvement programs; the management of both growth and acquisitions; the
fluctuation in foreign and U.S. currency exchange rates; the fluctuation in
interest rates, primarily LIBOR, which affect the cost of borrowing under the
revolving credit facility; extraordinary events such as litigation, acquisitions
or divestitures including related charges; and economic conditions generally or
in various geographic areas. All of the foregoing matters are difficult to
forecast. The future results of the Company may fluctuate as a result of these
and the other risk factors detailed from time to time in the Company's filings
with the Securities and Exchange Commission.

Due to the foregoing items, it is possible that, in the future, the Company's
operating results will be below the expectations of stock market analysts and
investors. In such event, the price of CLARCOR common stock could be materially
adversely affected.

                                                                              11