<PAGE>

              UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20549

                                  FORM 10-Q

                                 (Mark one)

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

                For the quarterly period ended July 28, 2001

                                     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 1-11577

                            FALCON PRODUCTS, INC.
           (Exact name of registrant as specified in its charter)

                DELAWARE                                       43-0730877
    (State or other jurisdiction of                         (I.R.S. Employer
     incorporation or organization)                      Identification Number)

     9387 DIELMAN INDUSTRIAL DRIVE                               63132
          ST. LOUIS, MISSOURI                                 (Zip Code)
(Address of principal executive offices)

                               (314) 991-9200
            (Registrant's telephone number, including area code)

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 twelve months, and (2) has been subject to such
filing requirements for the past 90 days. YES X  NO
                                             ---   ---

As of September 10, 2001, the registrant had 8,797,966 shares of common
stock, $.02 par value, outstanding.

                                      1





<PAGE>
<PAGE>

PART I - FINANCIAL INFORMATION
Item 1. - Financial Statements
          --------------------

<TABLE>
                                               Falcon Products, Inc. and Subsidiaries
                                               --------------------------------------
                                                Consolidated Statements of Earnings
                                                -----------------------------------
                                                           (Unaudited)


<CAPTION>
                                                                   Thirteen Weeks                    Thirty-Nine Weeks
                                                                       Ended                               Ended
                                                          --------------------------------    -------------------------------
                                                             July 28,          July 29,          July 28,         July 29,
(In thousands, except per share data)                          2001              2000              2001             2000
                                                          -------------     --------------    -------------    --------------

<S>                                                       <C>               <C>               <C>              <C>
Net sales                                                 $      73,231     $       78,104    $     218,841    $      232,724

Cost of sales, including nonrecurring items                      60,785             56,754          168,208           168,764
                                                          -------------     --------------    -------------    --------------

     Gross margin                                                12,446             21,350           50,633            63,960

Selling, general and administrative expenses                     13,958             12,420           41,505            38,686

Special and nonrecurring items                                   12,000                  -           12,000                 -
                                                          -------------     --------------    -------------    --------------

     Operating profit (loss)                                    (13,512)             8,930           (2,872)           25,274

Interest expense, net                                             4,180              4,251           12,760            12,815

Minority interest in consolidated subsidiary                        (13)                37             (110)               23
                                                          -------------     --------------    -------------    --------------

     Earnings (loss) before income taxes                        (17,679)             4,642          (15,522)           12,436

Income tax expense (benefit)                                     (6,607)             1,955           (5,310)            5,337
                                                          -------------     --------------    -------------    --------------

     Net earnings (loss)                                  $     (11,072)    $        2,687    $     (10,212)   $        7,099
                                                          =============     ==============    =============    ==============

Basic and diluted earnings (loss) per share               $       (1.25)    $         0.31    $       (1.16)   $         0.81
                                                          =============     ==============    =============    ==============

See accompanying notes to consolidated financial statements.
</TABLE>

                                      2




<PAGE>
<PAGE>


<TABLE>
                                   Falcon Products, Inc. and Subsidiaries
                                   --------------------------------------
                                         Consolidated Balance Sheets
                                         ---------------------------
                                                 (Unaudited)

<CAPTION>
(In thousands, except share data)
                                                                                 July 28,         October 28,
                                                                                   2001              2000
                                                                                ----------        -----------
<S>                                                                             <C>               <C>
Assets
------
Current assets:
    Cash and cash equivalents                                                   $    2,958        $     3,929
    Accounts receivable, less allowances
        of $1,602 and $1,256, respectively                                          35,768             40,113
    Inventories                                                                     51,804             49,867
    Prepayments and other current assets                                             3,456              2,978
                                                                                ----------        -----------
           Total current assets                                                     93,986             96,887
                                                                                ----------        -----------
Property, plant and equipment:
    Land                                                                             3,373              3,332
    Buildings and improvements                                                      19,962             26,124
    Machinery and equipment                                                         44,217             40,715
                                                                                ----------        -----------
                                                                                    67,552             70,171
    Less: accumulated depreciation                                                  24,634             20,274
                                                                                ----------        -----------
           Net property, plant and equipment                                        42,918             49,897
                                                                                ----------        -----------
Other assets, net of accumulated amortization:
    Goodwill                                                                       118,390            120,982
    Other                                                                           11,910             11,259
                                                                                ----------        -----------
           Total other assets                                                      130,300            132,241
                                                                                ----------        -----------

Total Assets                                                                    $  267,204        $   279,025
                                                                                ==========        ===========

Liabilities and Stockholders' Equity
------------------------------------
Current liabilities:
    Accounts payable                                                            $   17,355        $    15,730
    Customer deposits                                                               12,490             10,289
    Accrued liabilities                                                              9,327             19,079
    Current maturities of long-term debt                                            10,458              8,468
                                                                                ----------        -----------
           Total current liabilities                                                49,630             53,566
Long-term obligations:
     Long-term debt                                                                148,135            145,940
     Minority interest in consolidated subsidiary                                      700                810
     Other                                                                           4,400              4,032
                                                                                ----------        -----------
           Total liabilities                                                       202,865            204,348
                                                                                ----------        -----------
Stockholders' equity:
    Common stock, $.02 par value:  authorized 20,000,000 shares;
        issued 9,915,117 shares                                                        198                198
    Additional paid-in capital                                                      47,376             47,376
    Treasury stock, at cost (1,117,151 and 1,193,343 shares, respectively)         (13,468)           (14,481)
    Accumulated other comprehensive loss                                            (2,721)            (3,175)
    Retained earnings                                                               32,954             44,759
                                                                                ----------        -----------
           Total stockholders' equity                                               64,339             74,677
                                                                                ----------        -----------

Total Liabilities and Stockholders' Equity                                      $  267,204        $   279,025
                                                                                ==========        ===========

See accompanying notes to consolidated financial statements.
</TABLE>

                                     3


<PAGE>
<PAGE>

<TABLE>

                                      Falcon Products, Inc. and Subsidiaries
                                      --------------------------------------
                                       Consolidated Statements of Cash Flows
                                       -------------------------------------
                                                    (Unaudited)

<CAPTION>
                                                                                     Thirty-Nine Weeks Ended
                                                                                ---------------------------------
(In thousands)                                                                      July 28,          July 29,
                                                                                      2001              2000
                                                                                ---------------   ---------------
<S>                                                                             <C>               <C>
Cash flows from operating activities:
    Net earnings (loss)                                                         $       (10,212)  $         7,099
    Adjustments to reconcile net earnings (loss) to net cash
     provided by operating activities:
       Depreciation and amortization                                                      8,548             7,245
       Minority interest in consolidated subsidiary                                        (110)               23
       Special and nonrecurring items, net of tax benefit                                11,160                 -
       Change in assets and liabilities:
                       Accounts receivable                                                4,414             9,562
                       Inventories                                                       (7,611)           (5,096)
                       Prepayments and other current assets                                (549)           (1,112)
                       Other assets                                                      (2,327)             (765)
                       Accounts payable and customer deposits                             3,757            (6,927)
                       Accrued liabilities                                               (6,889)           (2,315)
                       Other liabilities                                                    372               412
                                                                                ---------------   ---------------
               Cash provided by operating activities                                        553             8,126
                                                                                ---------------   ---------------
Cash flows from investing activities:
    Additions to property, plant and equipment                                           (4,891)           (4,994)
                                                                                ---------------   ---------------
               Cash used in investing activities                                         (4,891)           (4,994)
                                                                                ---------------   ---------------
Cash flows from financing activities:
    Common stock issuances                                                                  475               532
    Cash dividends                                                                       (1,055)           (1,045)
    Repayment of long-term debt                                                          (2,816)           (3,338)
    Proceeds from long-term debt                                                          6,763                 -
                                                                                ---------------   ---------------
               Cash provided by (used in) financing activities                            3,367            (3,851)
                                                                                ---------------   ---------------
Decrease in cash and cash equivalents                                                      (971)             (719)
Cash and cash equivalents-beginning of period                                             3,929             2,878
                                                                                ---------------   ---------------
Cash and cash equivalents-end of period                                         $         2,958   $         2,159
                                                                                ===============   ===============

Supplemental cash flow information:
    Cash paid for interest                                                      $        14,993   $        15,080
                                                                                ===============   ===============
    Cash paid for taxes                                                         $           220   $         2,090
                                                                                ===============   ===============

See accompanying notes to consolidated financial statements.
</TABLE>

                                     4



<PAGE>
<PAGE>

                   Falcon Products, Inc. and Subsidiaries
                   --------------------------------------
                 Notes to Consolidated Financial Statements
                 ------------------------------------------
                For the Thirty-Nine Weeks Ended July 28, 2001
                ---------------------------------------------

Note 1 - Interim Results

     The financial statements contained herein are unaudited. In the
opinion of management, these financial statements reflect all adjustments,
consisting only of normal recurring adjustments, which are necessary for a
fair presentation of the results of the interim periods presented. Reference
is made to the footnotes to the consolidated financial statements contained
in the Company's Annual Report on Form 10-K for the year ended October 28,
2000, filed with the Securities and Exchange Commission.

Note 2 - Special and Nonrecurring Items

     During the third quarter of 2001, the Company recorded a pre-tax charge
of $18.0 million, $11.2 million after-tax, for special and nonrecurring
items. The charges are a result of the Company's strategic initiatives to
consolidate its manufacturing operations and eliminate several duplicative
and non-performing product lines. The Company will close its Statesville,
North Carolina facility and significantly downsize its Zacatecas, Mexico
facility and transfer production into the Company's other plants. This
charge includes costs associated with asset write-downs and dispositions,
real estate holding exit costs, employee severance and other related costs
associated with exiting the closed facilities. Cost of sales includes a
$6.0 million charge to write-down the carrying value of inventory.

A summary of activity related to the strategic initiatives is as follows:

<TABLE>
<CAPTION>
                                                                 Thirteen Weeks Ended              Thirty-Nine Weeks Ended
                                                           --------------------------------    --------------------------------
                                                              July 28,          July 29,          July 28,           July 29,
                                                                2001              2000              2001               2000
                                                           -------------     --------------    -------------      -------------
<S>                                                        <C>               <C>               <C>                <C>
Balance, beginning of period                               $           -     $            -    $           -      $           -
Charges to operations:
      Facility shut-down costs                                     7,967                  -            7,967                  -
      Product pruning costs                                        6,000                  -            6,000                  -
      Real estate exit costs                                       1,213                  -            1,213                  -
      Severance and other costs                                    2,820                  -            2,820                  -
                                                           -------------     --------------    -------------      -------------
                                                                  18,000                  -           18,000                  -

Asset write-down or cash paid:
      Facility shut-down costs                                     7,967                  -            7,967                  -
      Product pruning costs                                        6,000                  -            6,000                  -
      Real estate exit costs                                          33                  -               33                  -
      Severance and other costs                                      415                  -              415                  -
                                                           -------------     --------------    -------------      -------------
                                                                  14,415                  -           14,415                  -

                                                           -------------     --------------    -------------      -------------
Balance, end of period                                     $       3,585     $            -    $       3,585      $           -
                                                           =============     ==============    =============      =============
</TABLE>

                                     5


<PAGE>
<PAGE>

Note 3 - Inventories

     Inventories consisted of the following:

<TABLE>
<CAPTION>
                                                     July 28,               October 28,
In thousands                                           2001                    2000
                                                    ---------               -----------
<S>                                                 <C>                      <C>
Raw materials....................................   $  31,714                $  32,932
Work in process..................................       9,462                    9,094
Finished goods...................................      10,628                    7,841
                                                    ---------                ---------
                                                    $  51,804                $  49,867
                                                    =========                =========
</TABLE>

Note 4 - Earnings Per Share

     The following table reconciles net earnings (loss) and weighted average
shares outstanding to the amounts used to calculate basic and diluted
earnings per share:

<TABLE>
<CAPTION>
                                                               Thirteen Weeks Ended              Thirty-Nine Weeks Ended
                                                           ----------------------------       -----------------------------
In thousands,                                                July 28,        July 29,           July 28,         July 29,
except per-share data                                          2001            2000               2001             2000
                                                           ------------    ------------       ------------     ------------
<S>                                                        <C>             <C>                <C>              <C>
Net earnings (loss)..........................              $    (11,072)   $      2,687       $    (10,212)    $      7,099

Weighted average shares outstanding..........                     8,842           8,715              8,828            8,710
Assumed exercise of options..................                         -              50                  -               62
                                                           ------------    ------------       ------------     ------------
Weighted average diluted shares
       outstanding...........................                     8,842           8,765              8,828            8,772
                                                           ============    ============       ============     ============
Basic earnings (loss) per share..............              $      (1.25)   $       0.31       $      (1.16)    $       0.81
                                                           ============    ============       ============     ============
Diluted earnings (loss) per share............              $      (1.25)   $       0.31       $      (1.16)    $       0.81
                                                           ============    ============       ============     ============
</TABLE>

     Basic earnings (loss) per share was computed by dividing net earnings
(loss) by the weighted average shares of common stock outstanding during the
period. Diluted earnings per share was determined assuming the options
issued and outstanding were exercised as of the first day of the respective
year of the grant date. Outstanding options to purchase shares were not
included in the computation of diluted earnings per share if the exercise
price was greater than the average market price of the common stock or if
the inclusion of the shares would be antidilutive.

Note 5 - Comprehensive Income

     Comprehensive income includes, in addition to net earnings, the change
in stockholders' equity during the period from transactions and other events
and circumstances from non-owner sources. It includes all changes in equity
except those resulting from investments by owners and distributions to
owners.

                                     6


<PAGE>
<PAGE>

<TABLE>
<CAPTION>
                                                   Thirteen Weeks Ended           Thirty-Nine Weeks Ended
                                               ----------------------------     ----------------------------
                                                 July 28,        July 29,         July 28,        July 29,
                                                   2001            2000             2001            2000
                                               ------------    ------------     ------------    ------------
<S>                                            <C>             <C>              <C>             <C>
Net earnings (loss)                            $    (11,072)   $      2,687     $    (10,212)   $      7,099
Other comprehensive income (loss)                         -            (304)             454            (234)
                                               ------------    ------------     ------------    ------------
Comprehensive income (loss)                    $    (11,072)   $      2,383     $     (9,758)   $      6,865
                                               ============    ============     ============    ============
</TABLE>

Note 6 - Recently Issued Accounting Standards

     On June 29, 2001, the Financial Accounting Standards Board approved the
issuance of Statements of Financial Accounting Standards ("SFAS") No. 141,
"Business Combinations", and No. 142, "Goodwill and Other Intangible
Assets". SFAS No. 141 eliminates the pooling-of-interests method of
accounting for business combinations except for qualifying business
combinations that were initiated prior to July 1, 2001. SFAS No. 141 also
includes new criteria to recognize intangible assets separately from
goodwill. The requirements of SFAS No. 141 are effective for any business
combination accounted for by the purchase method that is completed after
June 30, 2001. Under SFAS No. 142, goodwill and intangible assets with
indefinite lives are no longer amortized but are reviewed for impairment
annually, or more frequently if impairment indicators arise. Separable
intangible assets that are not deemed to have an indefinite life will
continue to be amortized over their useful lives. The amortization
provisions of SFAS No. 142 requiring nonamortization of goodwill and
indefinite lived intangible assets apply to goodwill and indefinite lived
intangible assets acquired after June 30, 2001. With respect to goodwill and
intangible assets acquired prior to July 1, 2001, the Company is currently
evaluating SFAS No. 142 and has not determined if it will be adopted on
November 4, 2001 or November 3, 2002.

     Emerging Issues Task Force ("EITF") Issue No. 00-10 "Accounting for
Shipping and Handling Fees and Costs" requires that all amounts billed to
customers in sale transactions related to shipping and handling represent
revenues earned for the goods provided and should be classified as such.
Upon adoption, comparative financial statements for the prior periods must
comply with the classification guidelines of the issue. This conclusion
becomes effective for the Company during the fourth quarter of fiscal year
2001. The adoption of EITF Issue No. 00-10 would have increased both net
sales and cost of sales by $3,793 and $3,797 for the thirteen weeks ended
July 28, 2001 and July 29, 2000, respectively, and $11,477 and $11,244 for
the thirty-nine weeks ended July 28, 2001 and July 29, 2000, respectively.

Note 7 - Derivative Instruments

     Statement of Financial Accounting Standards ("SFAS") No. 133
"Accounting for Derivative Instruments and Hedging Activity" provides
standards for the recognition and measurement of derivative and hedging
activities. It requires that derivatives be recorded on the balance sheet at
fair value and establishes criteria for hedges of changes in the fair value
of derivatives of assets, liabilities or firm commitments and certain other
items. Changes in the fair value of derivatives are recorded in earnings or
other comprehensive income depending on whether it is an effective part of a
hedged transaction. Effective October 29, 2000, the Company adopted SFAS No.
133 and the impact to the results of operations was not material.

                                     7


<PAGE>
<PAGE>

      The Company uses interest rate swap agreements to manage the relative
mix of the Company's debt between fixed and variable rate instruments and to
reduce borrowing costs. The Company has two interest rate swap agreements
that modify the interest rate characteristics without changing the
underlying principal amount. At July 28, 2001, the Company has an interest
rate collar agreement with a notional amount of $35 million that provides a
5.25% floor and an 8% cap for LIBOR rates. The Company makes payments when
interest rates fall below the floor level and receives payments when
interest rates rise above the cap. Also at July 28, 2001, the Company has an
interest rate swap agreement with a notional amount of $65 million that has
the Company paying a swap rate of 11.26% and receiving a swap rate of
11.375% through June 2004.

Note 8 - Guarantor Subsidiaries

     In June 1999, the Company entered into a $120 million senior secured
credit facility (the "Senior Secured Credit Facility") with a group of
financial institutions which provided for (1) a six year term loan of $70
million and (2) a six year revolving credit facility of up to $50 million.

     All of the Company's domestic subsidiaries have guaranteed the Senior
Secured Credit Facility. A first priority security interest in substantially
all of the Company's properties and assets of its domestic subsidiaries,
including a pledge of all of the stock of the Company's domestic
subsidiaries and 66% of the stock of its foreign subsidiaries, secures the
Senior Secured Credit Facility.

     The Company's senior subordinated notes are fully and unconditionally
(as well as jointly and severally) guaranteed on an unsecured, senior
subordinated basis by each subsidiary of the Company (the "Guarantor
Subsidiaries") other than Howe Europe a/s, Falcon Products (Shenzhen)
Limited, Falcon Mimon, a.s., Falcon De Juarez, S.A. de C.V. and Industrial
Mueblera Shelby Williams, S.A. de C.V. (the "Non-Guarantor Subsidiaries").
Each of the Guarantor Subsidiaries and Non-Guarantor Subsidiaries is
wholly-owned by the Company, except for Falcon Mimon, a.s., and Epic
Furniture Group which are owned 87.4% and 80%, respectively.

     The following condensed consolidating financial statements of the
Company include the combined accounts of the Company and its Guarantor
Subsidiaries and the combined accounts of the Non-Guarantor Subsidiaries.
Given the size of the Non-Guarantor Subsidiaries, relative to the Company
and its Guarantor Subsidiaries on a consolidated basis, separate financial
statements of the respective Company and its Guarantor Subsidiaries are not
presented because management has determined that such information is not
material in assessing the Company and its Guarantor Subsidiaries.

                                     8



<PAGE>
<PAGE>

<TABLE>
                                                  Falcon Products, Inc.
                                           Consolidating Statement of Earnings
                                       For the Thirteen Weeks Ended July 28, 2001

<CAPTION>
                                                      Parent         Total         Total
                                                      Company      Guarantor   Non-Guarantor Eliminations    Total
                                                   -------------------------------------------------------------------
<S>                                                  <C>           <C>           <C>           <C>         <C>
Net sales                                            $       -     $  71,446     $  4,557      $ (2,772)   $  73,231
Cost of sales, including nonrecurring items                  -        58,701        4,856        (2,772)      60,785
Selling, general and administrative expenses                 -        13,674          284             -       13,958
Special and nonrecurring items                               -        12,000            -             -       12,000
                                                   -------------------------------------------------------------------
      Operating profit (loss)                                -       (12,929)        (583)            -      (13,512)
Equity in earnings (loss) of subsidiary                (11,072)            -            -        11,072            -
Interest expense, net                                        -         4,134           46             -        4,180
Minority interest in consolidated subsidiary                 -           (13)           -             -          (13)
                                                   -------------------------------------------------------------------
      Earnings (loss) before income taxes              (11,072)      (17,050)        (629)       11,072      (17,679)
Income tax expense (benefit)                                 -        (6,349)        (258)            -       (6,607)
                                                   -------------------------------------------------------------------
      Net earnings (loss)                            $ (11,072)    $ (10,701)    $   (371)     $ 11,072    $ (11,072)
                                                   ===================================================================

<CAPTION>

                                                  Falcon Products, Inc.
                                           Consolidating Statement of Earnings
                                       For the Thirteen Weeks Ended July 29, 2000

                                                      Parent         Total         Total
                                                      Company      Guarantor   Non-Guarantor Eliminations    Total
                                                   -------------------------------------------------------------------
<S>                                                  <C>           <C>           <C>           <C>         <C>
Net sales                                            $       -     $  75,481     $  5,500      $ (2,877)   $  78,104
Cost of sales                                                -        54,948        4,683        (2,877)      56,754
Selling, general and administrative expenses                 -        11,941          479             -       12,420
                                                   -------------------------------------------------------------------
      Operating profit                                       -         8,592          338             -        8,930
Equity in earnings of subsidiary                         2,687             -            -        (2,687)           -
Interest expense, net                                        -         4,200           51             -        4,251
Minority interest in consolidated subsidiary                 -            37            -             -           37
                                                   -------------------------------------------------------------------
      Earnings before income taxes                       2,687         4,355          287        (2,687)       4,642
Income tax expense                                           -         1,899           56             -        1,955
                                                   -------------------------------------------------------------------
      Net earnings                                   $   2,687     $   2,456     $    231      $ (2,687)   $   2,687
                                                   ===================================================================
</TABLE>

                                     9


<PAGE>
<PAGE>

<TABLE>
                                                  Falcon Products, Inc.
                                           Consolidating Statement of Earnings
                                      For the Thirty-Nine Weeks Ended July 28, 2001

<CAPTION>
                                                     Parent          Total            Total
                                                     Company       Guarantor      Non-Guarantor   Eliminations   Total
                                                  ------------------------------------------------------------------------
<S>                                                 <C>            <C>               <C>            <C>        <C>
Net sales                                           $       -      $212,668          $ 14,013       $ (7,840)  $ 218,841
Cost of sales, including nonrecurring items                 -       162,766            13,282         (7,840)    168,208
Selling, general and administrative expenses                -        40,194             1,311              -      41,505
Special and nonrecurring items                              -        12,000                 -              -      12,000
                                                  ------------------------------------------------------------------------
      Operating profit (loss)                               -        (2,292)             (580)             -      (2,872)
Equity in earnings (loss) subsidiary                  (10,212)            -                 -         10,212           -
Interest expense, net                                       -        12,626               134              -      12,760
Minority interest in consolidated subsidiary                -          (110)                -              -        (110)
                                                  ------------------------------------------------------------------------
      Earnings (loss) before income taxes             (10,212)      (14,808)             (714)        10,212     (15,522)
Income tax expense (benefit)                                -        (4,961)             (349)             -      (5,310)
                                                  ------------------------------------------------------------------------
      Net earnings (loss)                           $ (10,212)     $ (9,847)         $   (365)      $ 10,212   $ (10,212)
                                                  ========================================================================
</TABLE>


<TABLE>
                                                 Falcon Products, Inc.
                                          Consolidating Statement of Earnings
                                      For the Thirty-Nine Weeks Ended July 29, 2000

<CAPTION>
                                                     Parent          Total            Total
                                                     Company       Guarantor      Non-Guarantor   Eliminations   Total
                                                  ------------------------------------------------------------------------
<S>                                                 <C>            <C>               <C>            <C>        <C>
Net sales                                           $       -      $224,929          $ 15,894       $ (8,099)  $ 232,724
Cost of sales                                               -       163,126            13,737         (8,099)    168,764
Selling, general and administrative expenses                -        37,011             1,675              -      38,686
                                                  ------------------------------------------------------------------------
      Operating profit                                      -        24,792               482              -      25,274
Equity in earnings of subsidiary                        7,099             -                 -         (7,099)          -
Interest expense, net                                       -        12,686               129              -      12,815
Minority interest in consolidated subsidiary                -            23                 -              -          23
                                                  ------------------------------------------------------------------------
      Earnings before income taxes                      7,099        12,083               353         (7,099)     12,436
Income tax expense                                          -         5,137               200              -       5,337
                                                  ------------------------------------------------------------------------
      Net earnings                                  $   7,099      $  6,946          $    153       $ (7,099)  $   7,099
                                                  ========================================================================
</TABLE>

                                     10


<PAGE>
<PAGE>

<TABLE>
                                                      Falcon Products, Inc.
                                                   Consolidating Balance Sheet
                                                       As of July 28, 2001

<CAPTION>
                                                     Parent             Total             Total
                                                     Company          Guarantor       Non-Guarantor    Eliminations       Total
                                                   --------------------------------------------------------------------------------
Assets
<S>                                                  <C>              <C>               <C>              <C>            <C>
         Cash and cash equivalents                   $      -         $   2,622         $     336        $       -      $   2,958
         Accounts receivable                                -            34,233             1,535                -         35,768
         Inventories                                        -            47,006             4,798                -         51,804
         Other current assets                               -             2,793               663                -          3,456
                                                   --------------------------------------------------------------------------------
               Total current assets                         -            86,654             7,332                -         93,986
         Property, plant and equipment, net                 -            30,924            11,994                -         42,918
         Investment in subsidiaries                    64,339                 -                 -          (64,339)            -
         Goodwill and other assets                          -           130,300                 -                -        130,300
                                                   --------------------------------------------------------------------------------
Total assets                                         $ 64,339         $ 247,878         $  19,326        $ (64,339)     $ 267,204
                                                   ================================================================================

Liabilities and Stockholders' Equity
         Current liabilities                         $      -         $  46,319         $   3,311        $       -      $  49,630
         Long-term debt                                     -           146,795             1,340                -        148,135
         Other long-term liabilities                        -             5,100                 -                -          5,100
         Intercompany payable (receivable)                  -            (4,280)            4,280                -              -
                                                   --------------------------------------------------------------------------------
Total liabilities                                           -           193,934             8,931                -        202,865
Total stockholders' equity                             64,339            53,944            10,395          (64,339)        64,339
                                                   --------------------------------------------------------------------------------
Total liabilities and stockholders' equity           $ 64,339         $ 247,878         $  19,326        $ (64,339)     $ 267,204
                                                   ================================================================================
</TABLE>

                                     11


<PAGE>
<PAGE>

<TABLE>

                                                        Falcon Products, Inc.
                                                     Consolidating Balance Sheet
                                                       As of October 28, 2000
<CAPTION>
                                                     Parent             Total             Total
                                                     Company          Guarantor       Non-Guarantor    Eliminations       Total
                                                   -------------------------------------------------------------------------------
<S>                                                  <C>              <C>               <C>              <C>            <C>
Assets
         Cash and cash equivalents                   $      -         $   2,923         $  1,006         $       -      $  3,929
         Accounts receivable                                -            38,145            1,968                 -        40,113
         Inventories                                        -            45,910            3,957                 -        49,867
         Other current assets                               -             2,563              415                 -         2,978
                                                   -------------------------------------------------------------------------------
               Total current assets                         -            89,541            7,346                 -        96,887
         Property, plant and equipment, net                 -            38,273           11,624                 -        49,897
         Investment in subsidiaries                    74,677                -                 -           (74,677)            -
         Goodwill and other assets                          -           132,241                -                 -       132,241
                                                   -------------------------------------------------------------------------------
Total assets                                         $ 74,677         $ 260,055         $ 18,970         $ (74,677)     $279,025
                                                   ===============================================================================

Liabilities and Stockholders' Equity
         Current liabilities                         $      -         $  50,273         $  3,293         $       -      $ 53,566
         Long-term debt                                     -           144,587            1,353                 -       145,940
         Other long-term liabilities                        -             4,842                -                 -         4,842
         Intercompany payable (receivable)                  -            (3,564)           3,564                 -             -
                                                   -------------------------------------------------------------------------------
Total liabilities                                           -           196,138            8,210                 -       204,348
Total stockholders' equity                             74,677            63,917           10,760           (74,677)       74,677
                                                   -------------------------------------------------------------------------------
Total liabilities and stockholders' equity           $ 74,677         $ 260,055         $ 18,970         $ (74,677)     $279,025
                                                   ===============================================================================
</TABLE>

                                     12




<PAGE>
<PAGE>


<TABLE>
                                                       Falcon Products, Inc.
                                               Consolidating Statement of Cash Flows
                                           For the Thirty-Nine Weeks Ended July 28, 2001

<CAPTION>
                                                     Parent             Total             Total
                                                     Company          Guarantor       Non-Guarantor    Eliminations       Total
                                                   -------------------------------------------------------------------------------
<S>                                                  <C>              <C>               <C>              <C>            <C>
Cash provided by (used in) operating activities      $      -         $   1,070         $   (517)        $       -      $    553
                                                   -------------------------------------------------------------------------------

Cash flows from investing activities
     Additions to property, plant and equipment,
       net                                                  -            (4,236)            (655)                -        (4,891)
     Cash received from (contributed to) parent           580              (580)               -                 -             -
                                                   -------------------------------------------------------------------------------
Cash provided by (used in) investing activities           580            (4,816)            (655)                -        (4,891)
                                                   -------------------------------------------------------------------------------

Cash flows from financing activities
     Common stock issuances                               475                 -                -                 -           475
     Cash dividends                                    (1,055)                -                -                 -        (1,055)
     Additions to long-term debt, net                       -             3,445              502                 -         3,947
                                                   -------------------------------------------------------------------------------
Cash provided by (used in) financing activities          (580)            3,445              502                 -         3,367
                                                   -------------------------------------------------------------------------------
Decrease in cash and cash equivalents                $      -         $    (301)        $   (670)        $       -      $   (971)
                                                   ===============================================================================
</TABLE>

<TABLE>
                                                       Falcon Products, Inc.
                                               Consolidating Statement of Cash Flows
                                           For the Thirty-Nine Weeks Ended July 29, 2000

<CAPTION>
                                                     Parent             Total             Total
                                                     Company          Guarantor       Non-Guarantor    Eliminations       Total
                                                   -------------------------------------------------------------------------------
<S>                                                  <C>              <C>               <C>              <C>            <C>
Cash provided by (used in) operating activities      $      -         $  8,206          $    (80)        $       -      $  8,126
                                                   -------------------------------------------------------------------------------

Cash flows from investing activities
     Additions to property, plant and equipment,
       net                                                  -           (4,786)             (208)                -        (4,994)
     Cash received from (contributed to) parent           513             (513)                -                 -             -
                                                   -------------------------------------------------------------------------------
Cash provided by (used in) investing activities           513           (5,299)             (208)                -        (4,994)
                                                   -------------------------------------------------------------------------------

Cash flows from financing activities
     Common stock issuances                               532                -                  -                -           532
     Cash dividends                                    (1,045)               -                  -                -        (1,045)
     Repayment of long-term debt, net                       -           (3,216)             (122)                -        (3,338)
                                                   -------------------------------------------------------------------------------
Cash used in financing activities                        (513)          (3,216)             (122)                -        (3,851)
                                                   -------------------------------------------------------------------------------
Decrease in cash and cash equivalents                $      -         $   (309)         $   (410)        $       -      $   (719)
                                                   ===============================================================================
</TABLE>

                                     13



<PAGE>
<PAGE>


Item 2. - Management's Discussion and Analysis of Results of Operations and
          -----------------------------------------------------------------
          Financial Condition
          -------------------

     Certain information presented herein includes "forward-looking
statements" within the meaning of the Private Securities Litigation Reform
Act of 1995. However, there can be no assurance that the Company's actual
results will not differ materially from its expectations. The matters
referred to in forward-looking statements may be affected by risks and
uncertainties affecting the Company's business.

RESULTS OF OPERATIONS

General

     The following table sets forth, for the periods presented, certain
information relating to the operating results of the Company, expressed as a
percentage of net sales:

<TABLE>
<CAPTION>
                                                                            Thirteen Weeks              Thirty-Nine Weeks
                                                                                Ended                         Ended
                                                                      -------------------------     ------------------------
                                                                       July 28,       July 29,       July 28,       July 29,
                                                                         2001           2000           2001           2000
                                                                       --------       --------       --------       --------

<S>                                                                    <C>            <C>            <C>            <C>
Net sales                                                              100.0 %        100.0 %        100.0 %        100.0 %
Cost of sales, including nonrecurring items                             83.0           72.7           76.9           72.5
                                                                       -------        -------        -------        -------
Gross margin                                                            17.0           27.3           23.1           27.5
Selling, general and administrative expenses                            19.1           15.9           18.9           16.6
Special and nonrecurring items                                          16.4             -             5.5              -
                                                                       -------        -------        -------        -------
Operating profit (loss)                                                (18.5)          11.4           (1.3)          10.9
Interest expense, net                                                    5.7            5.5            5.8            5.5
                                                                       -------        -------        -------        -------
Earnings (loss) before income taxes                                    (24.2)           5.9           (7.1)           5.4
Income tax expense (benefit)                                            (9.1)           2.5           (2.4)           2.3
                                                                       -------        -------        -------        -------
Net earnings (loss)                                                    (15.1)%          3.4 %         (4.7)%          3.1 %
                                                                       =======        =======        =======        =======
</TABLE>

Thirteen weeks ended July 28, 2001, compared to the thirteen weeks ended
July 29, 2000

     During the third quarter of 2001, the Company recorded a pre-tax charge
of $18.0 million, $11.2 million after-tax, for special and nonrecurring
items. The charges are a result of the Company's strategic initiatives to
consolidate its manufacturing operations and eliminate several duplicative
and non-performing product lines. The Company will close its Statesville,
North Carolina facility and significantly downsize its Zacatecas, Mexico
facility and transfer production into the Company's other plants. This
charge includes costs associated with asset write-downs and dispositions,
real estate holding exit costs, employee severance and other related costs
associated with exiting the closed facilities. Cost of sales includes a $6.0
million charge to write-down the carrying value of inventory.

     The Company reported a net loss of $11.1 million in the third quarter
of fiscal 2001 compared to $2.7 million of net earnings in the same period
of 2000. Net earnings (loss) per share were $(1.25) in 2001, and $0.31 in
2000. The decrease in net earnings is primarily attributable to the special
and nonrecurring charge. Net earnings, before the special and nonrecurring
item, were $88,000 or $0.01 per share, in the third quarter of 2001,
compared with $2.7 million, or $0.31 per share for 2000. The

                                     14


<PAGE>
<PAGE>

decrease in net earnings is discussed in the following paragraphs. Weighted
average shares outstanding was 8.8 million shares in both the third quarter
of 2001 and 2000.

     Net sales for the third quarter of 2001 were $73.2 million, a decrease
of 6.2% from the 2000 third quarter net sales of $78.1 million. The decrease
is primarily the result of a decline in sales in the hospitality market
related to a softening in the hospitality market due to a decline in new
construction and a deferral of hotel refurbishments.

     Cost of sales was $60.8 million for the 2001 third quarter, an increase
of 7.1% from $56.8 million in the third quarter of 2000. Excluding the
special and nonrecurring charge, cost of sales was $54.8 million for the
2001 third quarter, a 3.5% decrease from $56.8 million in the third quarter
of 2000. Gross margin decreased to $12.4 million for the third quarter of
2001, from $21.4 million in the same quarter of 2000. Gross margin as a
percentage of net sales decreased to 17.0% in 2001, compared to 27.3% in
2000. Excluding the special and nonrecurring charge, gross margin and gross
margin as a percentage of net sales were $18.4 million and 25.2%,
respectively, in the third quarter of 2001 and $21.4 million and 27.3%,
respectively, in the third quarter of 2000. The decrease in gross margin as
a percentage of net sales is mainly the result of the decline in sales,
which reduced fixed overhead adsorption at the manufacturing plants. In
addition, gross margin was negatively affected by product mix and pricing
pressures, primarily in the hospitality market.

     Selling, general and administrative expenses were $14.0 million in the
third quarter of 2001, compared to $12.4 million in the third quarter of
2000. Selling, general and administrative expenses as a percentage of net
sales were 19.1% for the third quarter of 2001, compared to 15.9% for the
third quarter of 2000. The increase is a result of the addition of Epic
Furniture Group and increased spending for marketing programs and
information systems infrastructure support, partially offset by a reduction
in variable selling expenses related to the decline in sales.

     The effective income tax rate for both quarters includes non
tax-deductible goodwill amortization associated with prior acquisitions.

Thirty-nine weeks ended July 28, 2001, compared to the thirty-nine weeks
ended July 29, 2000

     As previously reported, during the third quarter of 2001, the Company
recorded a pre-tax charge of $18.0 million, $11.2 million after-tax, for
special and nonrecurring items. Cost of sales includes a $6.0 million charge
to write-down the carrying value of inventory.

     Net earnings (loss) were $(10.2) million in the first nine months of
fiscal 2001, and $7.1 million in 2000. Net earnings per share decreased to
$(1.16) in 2001 from $0.81 in 2000. The decrease in net earnings is
primarily attributable to the special and nonrecurring charge. Net earnings,
before the special and nonrecurring item, were $0.9 million, or $0.11 per
share, for the thirty-nine weeks ended July 28, 2001, and $7.1 million, or
$0.81 per share for the thirty-nine weeks ended July 29, 2000, a decrease of
86.7% and 86.4% respectively. The decrease in net earnings is discussed in
the following paragraphs. Weighted average shares outstanding was 8.8
million shares in both the first nine months of 2001 and 2000.

                                     15


<PAGE>
<PAGE>

     Net sales for the first nine months of 2001 were $218.8 million, a
decrease of 6.0% from the 2000 first nine months net sales of $232.7
million. The decrease is a result of a softening in the hospitality market
and a decrease in sales to quick service restaurants.

     Cost of sales was $168.2 million for the 2001 first nine months, a
decrease of 0.3% from $168.8 million in the first nine months of 2000. Cost
of sales, excluding the special and nonrecurring charge, was $162.2 million
for the first nine months of 2001, a 3.9% decrease from $168.8 million for
the first nine months of 2000. Gross margin decreased to $50.6 million for
the first nine months of 2001, from $64.0 million in the first nine months
of 2000. Gross margin as a percentage of net sales decreased to 23.1% in
2001, compared to 27.5% in 2000. Excluding the special and nonrecurring
charge, gross margin and gross margin as a percentage of net sales were
$56.6 million and 25.9%, respectively, in the first nine months of 2001 and
$64.0 million and 27.5% respectively, in the first nine months of 2000. The
decrease in gross margin as a percentage of net sales is mainly the result
of the decline in sales, which reduced fixed overhead adsorption at the
manufacturing plants. In addition, gross margin was negatively impacted by
product mix and pricing pressures, primarily in the hospitality market.

     Selling, general and administrative expenses were $41.5 million in the
first nine months of 2001, compared to $38.7 million in the first nine
months of 2000. Selling, general and administrative expenses as a percentage
of net sales were 18.9% for the first nine months of 2001, compared to 16.6%
for the first nine months of 2000. The increase is a result of the addition
of Epic Furniture Group and increased spending for marketing programs and
information systems infrastructure support, partially offset by a reduction
in variable selling expenses related to the decline in sales.

     The effective income tax rate for both the first nine months of 2001
and 2000 includes non tax-deductible goodwill amortization associated with
prior acquisitions.

                                     16


<PAGE>
<PAGE>


LIQUIDITY AND CAPITAL RESOURCES

     The Company's working capital at July 28, 2001, was $44.4 million
compared with $43.3 million at October 28, 2000. The Company's ratio of
current assets to current increased 1.9 to 1.0 at July 28, 2001 from 1.8 to
1.0 at October 28, 2000.

     Inventories were $51.8 million at July 28, 2001, compared to $49.9
million at October 28, 2000, a 3.9% increase. Inventories increased for
several reasons: inventories are typically at their lowest level at fiscal
year-end due to the timing of the business cycle; seasonal purchases of raw
lumber; an investment in inventory to support a new joint venture, Epic
Furniture Group; and a decision to in-source some of the manufacturing that
had previously been performed by outside vendors.

     Cash flow activity for the first nine months of fiscal 2001 is
presented in the Consolidated Statements of Cash Flows. During the
thirty-nine weeks ended July 28, 2001, the Company provided $0.6 million of
cash from its operating activities. During the first nine months of 2001,
the Company incurred $4.9 million in capital expenditures.

     The Company has a $30.0 million revolving line of credit agreement with
a group of financial institutions. The revolving line of credit bears
interest at the Company's option, at the Prime Rate, Federal Funds Rate or
LIBOR adjusted for a spread based on the Company's leverage ratio. During
the thirty-nine weeks ended July 28, 2001, the Company borrowed against the
revolver and had $6.3 million outstanding at July 28, 2001.

     The Company expects that it will meet its ongoing working capital and
capital requirements from a combination of existing cash, internally
generated funds and available borrowings under its revolving credit
facility. The Company's operating cash flows constitute its primary internal
source of liquidity.

OTHER DATA

     EBITDA is defined as earnings before interest, income taxes,
depreciation and amortization. EBITDA is commonly used to analyze companies
on the basis of operating performance, leverage and liquidity. EBITDA is not
intended to represent cash flow for the period, nor has it been presented as
an alternative to operating income as an indicator of operating performance
and should not be considered in isolation or as a substitute for measures of
performance prepared in accordance with generally accepted accounting
principles.

     EBITDA, excluding the special and nonrecurring charge, was $23.1
million for the first nine months of 2001, a 27.4 % decrease from $31.9
million, for the first nine months of 2000. EBITDA margins decreased to
10.6% of sales for the first nine months of 2001 from 13.7% the first nine
months of 2000.

                                     17


<PAGE>
<PAGE>


Item 3. - Quantitative and Qualitative Disclosures About Market Risk
          ----------------------------------------------------------

     The Company is exposed to market risk from changes in interest rates
and foreign exchange rates. To modify the risk from interest rate
fluctuations, the Company enters into interest rate swap transactions that
have been authorized pursuant to the Company's policies and procedures. The
Company does not use financial instruments for trading purposes. The
interest rate swaps are used to modify the Company's exposure to interest
rate movements and to reduce borrowing costs. The Company's net exposure to
interest rate risk consists of floating-rate instruments based on LIBOR
rates.

PART II - OTHER INFORMATION

Item 1. - Legal Proceedings
          -----------------

     From time to time, the Company is subject to legal proceedings and
other claims arising in the ordinary course of its business. The Company
maintains insurance coverage against potential claims in an amount it
believes to be adequate. There are no material pending legal proceedings,
other than routine litigation incidental to the business, to which the
Company is a party or of which any of the Company's property is the subject.

Item 2. -  Changes in Securities
           ---------------------

           None.

Item 3. -  Defaults Upon Senior Securities
           -------------------------------

           None.

Item 4. -  Submission of Matters to a Vote of Security Holders
           ---------------------------------------------------

           None.

Item 5. -  Other Information
           -----------------

           None.

Item 6. -  Exhibits and Reports on Form 8-K
           --------------------------------

           (a) Exhibits

               Third Amendment to the Credit Agreement.

           (b) Reports on Form 8-K

               None.

                                     18


<PAGE>
<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.

                                                 FALCON PRODUCTS, INC.

Date: September 10, 2001                         /s/ Franklin A. Jacobs
                                                 ----------------------
                                                 Franklin A. Jacobs
                                                 Chief Executive Officer
                                                 and Chairman of the Board


Date: September 10, 2001                         /s/ Michael J. Dreller
                                                 ----------------------
                                                 Michael J. Dreller
                                                 Vice President and
                                                 Chief Financial Officer

                                     19