##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, DC 20549
 FORM 10-Q
 þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the quarterly period ended June 27, 2010
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the transition period from  to
 Commission File No. 1-7604
 CROWN CRAFTS, INC.
  Delaware
    
    58-0678148(State or other jurisdiction of
    
    (I.R.S. Employer Identification No.)incorporation or organization)
 916 South Burnside Avenue, Gonzales, Louisiana 70737
 (Registrants telephone number, including area code)
 þ o
 o o
  Large accelerated filer o
    
    Accelerated filer o
    
    Non-Accelerated filer o
    
    Smaller Reporting Company þ(Do not check if a smaller reporting company)
 o þ




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TABLE OF CONTENTS  PART I  FINANCIAL INFORMATIONITEM 1. FINANCIAL STATEMENTSCONSOLIDATED BALANCE SHEETSCONSOLIDATED STATEMENTS OF INCOMECONSOLIDATED STATEMENTS OF CASH FLOWSNOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTSITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSITEM 4. CONTROLS AND PROCEDURESPART II  OTHER INFORMATIONITEM 1. LEGAL PROCEEDINGSITEM 1A. RISK FACTORSITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDSITEM 3. DEFAULTS UPON SENIOR SECURITIESITEM 4. (REMOVED AND RESERVED)ITEM 5. OTHER INFORMATIONITEM 6. EXHIBITSSIGNATUREIndex to ExhibitsExhibit 31.1Exhibit 31.2Exhibit 32.1Exhibit 32.2    Table of Contents  
  
   
 
 June 27, 2010(Unaudited)
    
    
    March 28, 2010(amounts in thousands, exceptshare and per share amounts)ASSETSCurrent assets:Cash and cash equivalents
    
    $
    918
    
    
    $
    75Accounts receivable (net of allowances of
$1,015 at June 27, 2010 and $1,238 at March
28, 2010):Due from factor
    
    
    12,890
    
    
    
    17,633Other
    
    
    252
    
    
    
    388Inventories
    
    
    16,717
    
    
    
    10,453Prepaid expenses
    
    
    1,439
    
    
    
    1,625Temporary investments  restricted
    
    
    
    
    
    
    505Assets held for sale
    
    
    396
    
    
    
    396Deferred income taxes
    
    
    460
    
    
    
    399Total current assets
    
    
    33,072
    
    
    
    31,474Property, plant and equipment  at cost:Vehicles
    
    
    58
    
    
    
    58Land, buildings and improvements
    
    
    215
    
    
    
    212Machinery and equipment
    
    
    2,568
    
    
    
    2,537Furniture and fixtures
    
    
    764
    
    
    
    7643,605
    
    
    
    3,571Less accumulated depreciation
    
    
    3,064
    
    
    
    3,020Property, plant and equipment  net
    
    
    541
    
    
    
    551Intangible assets  at cost:Goodwill
    
    
    1,154
    
    
    
    864Customer relationships
    
    
    5,411
    
    
    
    5,083Other intangible assets
    
    
    6,686
    
    
    
    5,49613,251
    
    
    
    11,443Less accumulated amortization
    
    
    4,375
    
    
    
    4,086Intangible assets  net
    
    
    8,876
    
    
    
    7,357Other assets:Deferred income taxes
    
    
    1,943
    
    
    
    1,904Other
    
    
    107
    
    
    
    106Total other assets
    
    
    2,050
    
    
    
    2,010Total Assets
    
    $
    44,539
    
    
    $
    41,392LIABILITIES AND SHAREHOLDERS EQUITYCurrent liabilities:Accounts payable
    
    $
    9,526
    
    
    $
    5,563Accrued wages and benefits
    
    
    1,158
    
    
    
    838Accrued royalties
    
    
    1,208
    
    
    
    1,051Income taxes currently payable
    
    
    430
    
    
    
    1,048Other accrued liabilities
    
    
    177
    
    
    
    205Current maturities of long-term debt
    
    
    1,988
    
    
    
    1,952Total current liabilities
    
    
    14,487
    
    
    
    10,657Non-current liabilities:Long-term debt
    
    
    1,849
    
    
    
    3,238Commitments and contingencies
    
    
    
    
    
    
    Shareholders equity:Preferred stock  $0.01 par value per share;
Authorized 1,000,000 shares; No shares issued
at June 27, 2010 and March 28, 2010
    
    
    
    
    
    
    Common stock  $0.01 par value per share;
Authorized 74,000,000 shares; Issued
10,719,272 shares at June 27, 2010 and
10,288,940 shares at March 28, 2010
    
    
    107
    
    
    
    103Additional paid-in capital
    
    
    41,335
    
    
    
    41,007Treasury stock  at cost - 1,116,582 shares at
June 27, 2010 and 1,074,025 shares at March
28, 2010
    
    
    (3,747
    )
    
    
    (3,580
    )Accumulated deficit
    
    
    (9,492
    )
    
    
    (10,033
    )Total shareholders equity
    
    
    28,203
    
    
    
    27,497Total Liabilities and Shareholders Equity
    
    $
    44,539
    
    
    $
    41,392
 See notes to unaudited condensed consolidated financial statements.
  1




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Three-Month Periods EndedJune 27, 2010
    
    
    June 28, 2009(amounts in thousands,except per share amounts)Net sales
    
    $
    17,167
    
    
    $
    17,735Cost of products sold
    
    
    12,876
    
    
    
    13,760Gross profit
    
    
    4,291
    
    
    
    3,975Marketing and administrative expenses
    
    
    3,015
    
    
    
    2,886Income from operations
    
    
    1,276
    
    
    
    1,089Other income (expense):Interest and amortization of debt discount and
expense
    
    
    (97
    )
    
    
    (196
    )Other  net
    
    
    7
    
    
    
    6Income before income tax expense
    
    
    1,186
    
    
    
    899Income tax expense
    
    
    455
    
    
    
    340Income from continuing operations
    
    
    731
    
    
    
    559Loss from discontinued operations  net of income taxes
    
    
    (5
    )
    
    
    (21
    )Net income
    
    $
    726
    
    
    $
    538Weighted average shares outstanding  basic
    
    
    9,246
    
    
    
    9,209Weighted average shares outstanding  diluted
    
    
    9,349
    
    
    
    9,379Basic earnings per share:Income from continuing operations
    
    $
    0.08
    
    
    $
    0.06Loss from discontinued operations  net of income taxes
    
    
    
    
    
    
    Total basic earnings per share
    
    $
    0.08
    
    
    $
    0.06Diluted earnings per share:Income from continuing operations
    
    $
    0.08
    
    
    $
    0.06Loss from discontinued operations  net of income taxes
    
    
    
    
    
    
    Total diluted earnings per share
    
    $
    0.08
    
    
    $
    0.06Cash dividends declared per share
    
    $
    0.02
    
    
    $
    
 See notes to unaudited condensed consolidated financial statements.
  2




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Three-Month Periods EndedJune 27, 2010
    
    
    June 28, 2009(amounts in thousands)Operating activities:Net income
    
    $
    726
    
    
    $
    538Adjustments to reconcile net income to net cash
provided by operating activities:Depreciation of property, plant and equipment
    
    
    64
    
    
    
    73Amortization of intangibles
    
    
    289
    
    
    
    434Deferred income taxes
    
    
    (100
    )
    
    
    (221
    )Gain on sale of property, plant and equipment
    
    
    (2
    )
    
    
    Accretion of interest expense to original issue discount
    
    
    69
    
    
    
    64Stock-based compensation
    
    
    163
    
    
    
    178Changes in assets and liabilities:Accounts receivable
    
    
    4,879
    
    
    
    5,415Inventories
    
    
    (5,992
    )
    
    
    (4,538
    )Prepaid expenses
    
    
    186
    
    
    
    228Other assets
    
    
    (9
    )
    
    
    Accounts payable
    
    
    3,962
    
    
    
    2,198Accrued liabilities
    
    
    (169
    )
    
    
    373Net cash provided by operating activities
    
    
    4,066
    
    
    
    4,742Investing activities:Capital expenditures
    
    
    (54
    )
    
    
    (69
    )Maturity (purchase) of temporary investments
    
    
    505
    
    
    
    (500
    )Proceeds from disposition of assets
    
    
    2
    
    
    
    Payment to acquire the Bibsters product line
    
    
    (2,072
    )
    
    
    Net cash used in investing activities
    
    
    (1,619
    )
    
    
    (569
    )Financing activities:Payments on long-term debt
    
    
    
    
    
    
    (625
    )Repayments under revolving line of credit, net
    
    
    (1,422
    )
    
    
    (3,914
    )Purchase of treasury stock
    
    
    (167
    )
    
    
    Issuance of common stock
    
    
    65
    
    
    
    Excess tax benefit from stock-based compensation
    
    
    104
    
    
    
    Dividends paid
    
    
    (184
    )
    
    
    Net cash used in financing activities
    
    
    (1,604
    )
    
    
    (4,539
    )Net increase (decrease) in cash and cash equivalents
    
    
    843
    
    
    
    (366
    )Cash and cash equivalents at beginning of period
    
    
    75
    
    
    
    15,249Cash and cash equivalents at end of period
    
    $
    918
    
    
    $
    14,883Supplemental cash flow information:Income taxes paid
    
    $
    1,065
    
    
    $
    758Interest paid, net of interest received
    
    
    33
    
    
    
    127Noncash financing activity:Dividends declared but unpaid
    
    
    (185
    )
    
    
    
 See notes to unaudited condensed consolidated financial statements.
  3




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Note 1  Summary of Significant Accounting Policies
 Basis of Presentation:
 Fiscal Year:
 Use of Estimates:
 Cash and Cash Equivalents:
 Financial Instruments:
 
    
    Cash and cash equivalents, accounts receivable and accounts payable  For those
short-term instruments, the carrying value is a reasonable estimate of fair value.
    
    Long-term debt  The carrying value of the Companys long-term debt approximates fair
value because interest rates under the Companys borrowings are variable, based on
prevailing market rates.
 Royalty Payments:
 Segment and Related Information:
  4




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Revenue Recognition:
 Allowances Against Accounts Receivable
  Inventory Valuation:
   5




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Depreciation and Amortization:
 Valuation of Long-Lived Assets, Identifiable Intangible Assets and Goodwill:
  Provisions for Income Taxes:
  Earnings Per Share:
  6




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Three-Month Periods EndedJune 27, 2010
    
    
    June 28, 2009(Amounts in thousands, except per share data)Income from continuing operations
    
    $
    731
    
    
    $
    559Loss from discontinued operations
    
    
    (5
    )
    
    
    (21
    )Net income
    
    $
    726
    
    
    $
    538Weighted average number of common shares
outstanding:Basic
    
    
    9,246
    
    
    
    9,209Effect of dilutive securities
    
    
    103
    
    
    
    170Diluted
    
    
    9,349
    
    
    
    9,379Basic earnings per common share:Continuing operations
    
    $
    0.08
    
    
    $
    0.06Discontinued operations
    
    
    
    
    
    
    Total
    
    $
    0.08
    
    
    $
    0.06Diluted earnings per common share:Continuing operations
    
    $
    0.08
    
    
    $
    0.06Discontinued operations
    
    
    
    
    
    
    Total
    
    $
    0.08
    
    
    $
    0.06
 Recently Issued Accounting Standards: The FASB Accounting Standards Codification and the Hierarchy of
Generally Accepted Accounting Principles Generally Accepted
Accounting Principles.
  Fair Value Measurements and
Disclosures,
 Fair Value Measurements and
Disclosures (Topic 820): Improving Disclosures about Fair Value Measurements.
  7




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Business Combinations ®
 
    
    $195,000 of direct costs associated with the acquisition of Neat Solutions during
fiscal year 2010, $44,000 of which were recognized during the three-month period ended
June 28, 2009, and
    
    $60,000 of direct costs associated with the acquisition of Bibsters®
during the three-months ended June 27, 2010.
  Subsequent Events Subsequent Events (Topic 855): Amendments to Certain Recognition and
Disclosure Requirements
 Revenue Recognition (Topic 605):
Multiple-Deliverable Revenue Arrangements
 Receivables (Topic 310): Disclosures
about the Credit Quality of Financing Receivables and the Allowance for Credit Losses
 Note 2  Discontinued Operations
   8




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Note 3  Subsequent Events
   Note 4  Acquisitions
 Neat Solutions: ® ®
   AmountTangible assets:Accounts receivable
    
    $
    837Inventory
    
    
    548Prepaid expenses
    
    
    52Fixed assets
    
    
    12Other assets
    
    
    2Total tangible assets
    
    
    1,451Amortizable intangible assets:Trademarks
    
    
    892Designs
    
    
    33Non-compete covenant
    
    
    241Customer relationships
    
    
    1,302Total amortizable intangible assets
    
    
    2,468Goodwill
    
    
    864Total acquired assets
    
    
    4,783Liabilities assumed  accounts payable
    
    
    349Net acquisition cost
    
    $
    4,434
  9




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Bibsters ® : ® ® ® ®
 ® ® ®
  AmountAmortizable intangible assets:Trademarks
    
    $
    629Patents
    
    
    553Customer relationships
    
    
    328Total amortizable intangible assets
    
    
    1,510Goodwill
    
    
    290Total intangible assets
    
    
    1,800Tangible assets  inventory
    
    
    272Total acquisition cost
    
    $
    2,072
 Note 5  Stock-based Compensation
   Compensation 
Stock Compensation,
  10




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Stock Options:
 Weighted-Average
    
    
    Number of OptionsExercise Price
    
    
    OutstandingOutstanding at March 28, 2010
    
    $
    2.94
    
    
    
    825,832Granted
    
    
    4.23
    
    
    
    110,000Exercised
    
    
    (0.77
    )
    
    
    (85,332
    )Forfeited
    
    
    (3.62
    )
    
    
    (4,000
    )Outstanding at June 27, 2010
    
    
    3.32
    
    
    
    846,500Exercisable at June 27, 2010
    
    
    3.24
    
    
    
    566,500
   Options issued
    
    
    110,000Grant Date
    
    
    June 23, 2010Dividend yield
    
    
    1.89
    %Expected volatility
    
    
    55.00
    %Risk free interest rate
    
    
    2.17
    %Expected life in years
    
    
    5.75Forfeiture rate
    
    
    5.00
    %Exercise price (grant-date closing price)
    
    $
    4.23Fair value
    
    $
    1.88
  Three-month Periods EndedJune 27, 2010
    
    
    June 28, 2009Cost of
    
    
    Marketing &
    
    
    
    
    
    
    Cost of
    
    
    Marketing &Products
    
    
    Administrative
    
    
    Total
    
    
    Products
    
    
    Administrative
    
    
    TotalOptions Granted in Fiscal Year
    
    Sold
    
    
    Expenses
    
    
    Expense
    
    
    Sold
    
    
    Expenses
    
    
    Expense2008
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    9
    
    
    $
    22
    
    
    $
    312009
    
    
    13
    
    
    
    38
    
    
    
    51
    
    
    
    15
    
    
    
    44
    
    
    
    592010
    
    
    8
    
    
    
    21
    
    
    
    29
    
    
    
    
    
    
    
    
    
    
    
    2011
    
    
    
    
    
    
    1
    
    
    
    1
    
    
    
    
    
    
    
    
    
    
    
    Total stock option compensation
    
    $
    21
    
    
    $
    60
    
    
    $
    81
    
    
    $
    24
    
    
    $
    66
    
    
    $
    90
  Non-vested Stock:
  11




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Note 6  Inventories
  June 27, 2010
    
    
    March 28, 2010Raw Materials
    
    $
    52
    
    
    $
    66Finished Goods
    
    
    16,665
    
    
    
    10,387Total inventory
    
    $
    16,717
    
    
    $
    10,453
  12




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Note 7  Financing Arrangements
 Factoring Agreement:
 Notes Payable and Other Credit Facilities:
 June 27, 2010
    
    
    March 28, 2010Revolving line of credit
    
    $
    
    
    
    $
    1,422Non-interest bearing notes
    
    
    4,000
    
    
    
    4,000Original issue discount
    
    
    (163
    )
    
    
    (232
    )3,837
    
    
    
    5,190Less current maturities
    
    
    1,988
    
    
    
    1,952$
    1,849
    
    
    $
    3,238
  Revolving Line of Credit
  Subordinated Notes
  FiscalYear
    
    Sub Notes2011
    
    $
    2,0002012
    
    
    2,0002013
    
    
    2014
    
    
    Total
    
    $
    4,000
  13




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Note 8  Goodwill, Customer Relationships and Other Intangible Assets
 Goodwill:
 ®
 Customer Relationships and Other Intangible Assets:
 Estimated
    
    
    
    
    
    
    Amortization ExpenseCarrying
    
    
    Useful
    
    
    Accumulated
    
    
    Three-month periods endedAmount
    
    
    Life
    
    
    Amortization
    
    
    June 27, 2010
    
    
    June 28, 2009Kimberly Grant Acquisition on December 29, 2006:Tradename
    
    $
    466
    
    
    15 years
    
    $
    109
    
    
    $
    8
    
    
    $
    8Existing designs
    
    
    36
    
    
    1 year
    
    
    36
    
    
    
    
    
    
    
    Non-compete covenant
    
    
    98
    
    
    15 years
    
    
    23
    
    
    
    2
    
    
    
    1Total Kimberly Grant Acquisition
    
    
    600
    
    
    
     14 years*
    
    

    168
    
    
    
    10
    
    
    
    9Springs Baby Products Acquisition on November 5, 2007:Licenses & existing designs
    
    
    1,655
    
    
    2 years
    
    
    1,655
    
    
    
    
    
    
    
    207Licenses & future designs
    
    
    1,847
    
    
    4 years
    
    
    1,231
    
    
    
    115
    
    
    
    115Non-compete covenant
    
    
    115
    
    
    4 years
    
    
    76
    
    
    
    7
    
    
    
    7Customer relationships
    
    
    3,781
    
    
    10 years
    
    
    1,009
    
    
    
    95
    
    
    
    95Total Springs Baby Acquisition
    
    
    7,398
    
    
    
     7 years*
    
    

    3,971
    
    
    
    217
    
    
    
    424Neat Solutions Acquisition on July 2, 2009:Trademarks
    
    
    892
    
    
    15 years
    
    
    60
    
    
    
    15
    
    
    
    Designs
    
    
    33
    
    
    4 years
    
    
    8
    
    
    
    2
    
    
    
    Non-compete covenant
    
    
    241
    
    
    5 years
    
    
    48
    
    
    
    12
    
    
    
    Customer relationships
    
    
    1,302
    
    
    16 years
    
    
    81
    
    
    
    20
    
    
    
    Total Neat Solutions Acquisition
    
    
    2,468
    
    
    
    14 years*
    
    

    197
    
    
    
    49
    
    
    
    Bibsters® Acquistion on May 27, 2010:Trademarks
    
    
    629
    
    
    15 years
    
    
    4
    
    
    
    4
    
    
    
    Patents
    
    
    553
    
    
    10 years
    
    
    5
    
    
    
    5
    
    
    
    Customer relationships
    
    
    328
    
    
    14 years
    
    
    2
    
    
    
    2
    
    
    
    Total Bibsters® Acquistion
    
    
    1,510
    
    
    
    13 years*
    
    

    11
    
    
    
    11
    
    
    
    Internally developed intangible assets
    
    
    121
    
    
    10 years
    
    
    28
    
    
    
    2
    
    
    
    1Total other intangible assets
    
    $
    12,097
    
    
    
    
    
    
    $
    4,375
    
    
    $
    289
    
    
    $
    434
 *Weighted-Average
  14




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Three-Month Periods EndedJune 27, 2010
    
    
    June 28, 2009
    
    
    Change
    
    
    ChangeNet sales by categoryBedding, blankets and accessories
    
    $
    12,547
    
    
    $
    14,573
    
    
    $
    (2,026
    )
    
    
    -13.9
    %Bibs, bath and disposable products
    
    
    4,620
    
    
    
    3,162
    
    
    
    1,458
    
    
    
    46.1
    %Total net sales
    
    
    17,167
    
    
    
    17,735
    
    
    
    (568
    )
    
    
    -3.2
    %Cost of products sold
    
    
    12,876
    
    
    
    13,760
    
    
    
    (884
    )
    
    
    -6.4
    %Gross profit
    
    
    4,291
    
    
    
    3,975
    
    
    
    316
    
    
    
    7.9
    %% of net sales
    
    
    25.0
    %
    
    
    22.4
    %Marketing and administrative expenses
    
    
    3,015
    
    
    
    2,886
    
    
    
    129
    
    
    
    4.5
    %% of net sales
    
    
    17.6
    %
    
    
    16.3
    %Interest expense
    
    
    97
    
    
    
    196
    
    
    
    (99
    )
    
    
    -50.5
    %Other income
    
    
    7
    
    
    
    6
    
    
    
    1
    
    
    
    16.7
    %Income tax expense
    
    
    455
    
    
    
    340
    
    
    
    115
    
    
    
    33.8
    %Income from continuing operations after taxes
    
    
    731
    
    
    
    559
    
    
    
    172
    
    
    
    30.8
    %Discontinued operations  net of taxes
    
    
    (5
    )
    
    
    (21
    )
    
    
    16
    
    
    
    -76.2
    %Net income
    
    
    726
    
    
    
    538
    
    
    
    188
    
    
    
    34.9
    %% of net sales
    
    
    4.2
    %
    
    
    3.0
    %
  15




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##### Table of Contents



Net Sales:
 ®
 Gross Profit:
 Marketing and Administrative Expenses: ®
 Interest Expense:
   ®
   16




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##### Table of Contents



17




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##### Table of Contents



Total Number of
    
    
    Approximate DollarShares Purchased as
    
    
    Value of Shares ThatTotal Number
    
    
    
    
    
    
    Part of Publicly
    
    
    May Yet be Purchasedof Shares
    
    
    Average Price
    
    
    Announced Plans or
    
    
    Under the Plans orPeriod
    
    Purchased (1)
    
    
    Paid Per Share
    
    
    Programs
    
    
    ProgramsMarch 29, 2010 through May 2, 2010
    
    
    4,453
    
    
    $
    3.23
    
    
    
    0
    
    
    $
    0May 3, 2010 through May 30, 2010
    
    
    35,308
    
    
    $
    4.02
    
    
    
    0
    
    
    $
    0May 31, 2010 through June 27, 2010
    
    
    2,796
    
    
    $
    3.90
    
    
    
    0
    
    
    $
    0Total
    
    
    42,557
    
    
    $
    3.93
    
    
    
    0
    
    
    $
    0
 (1)
    
    The shares purchased from March 29, 2010 through June 27, 2010 consist of
shares of common stock surrendered to the Company in payment of the exercise price and
income tax withholding obligations relating to the exercise of stock options. 
   
  
    18




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##### Table of Contents



ExhibitNo.
    
    Exhibit2.1
    
    
    Purchase Agreement for Bibsters Intellectual Property dated as of May 27, 2010 by
and between Hamco., Inc. and The Procter & Gamble Company. (1)4.1
    
    
    Amendment No. 4 to Amended and Restated Rights Agreement dated as of July 27, 2010
between the Company and Computershare Trust Company, N.A. (2)10.1
    
    
    Seventh Amendment to Financing Agreement dated as of May 27, 2010 by and among
Crown Crafts, Inc., Churchill Weavers, Inc., Hamco, Inc., Crown Crafts Infant
Products, Inc. and The CIT Group/Commercial Services, Inc. (1)31.1
    
    
    Rule 13a-14(a)/15d-14(a) Certification by the Companys Chief Executive Officer (3)31.2
    
    
    Rule 13a-14(a)/15d-14(a) Certification by the Companys Chief Financial Officer (3)32.1
    
    
    Section 1350 Certification by the Companys Chief Executive Officer (3)32.2
    
    
    Section 1350 Certification by the Companys Chief Financial Officer (3)
 (1)
    
    Incorporated herein by reference to Registrants Current Report on Form 8-K dated
May 27, 2010.(2)
    
    Incorporated herein by reference to Registrants Current Report on Form 8-K dated
July 27, 2010.(3)
    
    Filed herewith. 
   CROWN CRAFTS, INC.Date: August 11, 2010
    /s/ Olivia W. ElliottOLIVIA W. ELLIOTTChief Financial Officer
(Principal Financial
Officer and 
Principal
Accounting Officer)  19




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##### Table of Contents



Index to Exhibits
 ExhibitNo.
    
    Exhibit2.1
    
    
    Purchase Agreement for Bibsters Intellectual Property dated as of May 27, 2010 by
and between Hamco., Inc. and The Procter & Gamble Company. (1)4.1
    
    
    Amendment No. 4 to Amended and Restated Rights Agreement dated as of July 27, 2010
between the Company and Computershare Trust Company, N.A. (2)10.1
    
    
    Seventh Amendment to Financing Agreement dated as of May 27, 2010 by and among
Crown Crafts, Inc., Churchill Weavers, Inc., Hamco, Inc., Crown Crafts Infant
Products, Inc. and The CIT Group/Commercial Services, Inc. (1)31.1
    
    
    Rule 13a-14(a)/15d-14(a) Certification by the Companys Chief Executive Officer (3)31.2
    
    
    Rule 13a-14(a)/15d-14(a) Certification by the Companys Chief Financial Officer (3)32.1
    
    
    Section 1350 Certification by the Companys Chief Executive Officer (3)32.2
    
    
    Section 1350 Certification by the Companys Chief Financial Officer (3)
 (1)
    
    Incorporated herein by reference to Registrants Current Report on Form 8-K
dated May 27, 2010.(2)
    
    Incorporated herein by reference to Registrants Current Report on Form 8-K
dated July 27, 2010.(3)
    
    Filed herewith.  20