<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 April 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 June 12, 2001, the registrant had 8,796,316 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               Twenty-Six Weeks
                                                          Ended                        Ended
                                                --------------------------   -------------------------
                                                 April 28,      April 29,     April 28,     April 29,
(In thousands, except per share data)              2001           2000          2001          2000
                                                ----------     -----------   -----------   -----------
<S>                                             <C>            <C>           <C>           <C>
Net sales                                       $   73,222     $    79,548   $   145,610   $   154,621


Cost of sales                                       55,035          58,248       107,423       112,010
                                                ----------     -----------   -----------   -----------

    Gross margin                                    18,187          21,300        38,187        42,611

Selling, general and administrative expenses        14,084          12,974        27,547        26,267
                                                ----------     -----------   -----------   -----------

    Operating profit                                 4,103           8,326        10,640        16,344

Interest expense, net                                4,291           4,263         8,580         8,564

Minority interest in consolidated subsidiary           (48)            (29)          (97)          (14)
                                                ----------     -----------   -----------   -----------

    Earnings (loss) before income taxes               (140)          4,092         2,157         7,794

Income tax expense                                     252           1,745         1,297         3,382
                                                ----------     -----------   -----------   -----------

    Net earnings (loss)                         $     (392)    $     2,347   $       860   $     4,412
                                                ==========     ===========   ===========   ===========

Basic and diluted earnings (loss) per share     $    (0.04)    $      0.27   $      0.10   $      0.50
                                                ==========     ===========   ===========   ===========

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)
                                                                 April 28,     October 28,
Assets                                                              2001          2000
------                                                           ---------     -----------
<S>                                                              <C>            <C>
Current assets:
   Cash and cash equivalents                                     $   4,343      $   3,929
   Accounts receivable, less allowances
       of $1,408 and $1,246, respectively                           35,185         40,113
   Inventories                                                      59,101         49,867
   Prepayments and other current assets                              3,951          2,978
                                                                 ---------      ---------
         Total current assets                                      102,580         96,887
                                                                 ---------      ---------
Property, plant and equipment:
   Land                                                              3,372          3,332
   Buildings and improvements                                       26,559         26,124
   Machinery and equipment                                          44,270         40,715
                                                                 ---------      ---------
                                                                    74,201         70,171
   Less: accumulated depreciation                                   23,226         20,274
                                                                 ---------      ---------
         Net property, plant and equipment                          50,975         49,897
                                                                 ---------      ---------
Other assets, net of accumulated amortization:
   Goodwill                                                        119,254        120,982
   Other                                                            11,310         11,259
                                                                 ---------      ---------
         Total other assets                                        130,564        132,241
                                                                 ---------      ---------

Total Assets                                                     $ 284,119      $ 279,025
                                                                 =========      =========

Liabilities and Stockholders' Equity
------------------------------------
Current liabilities:
   Accounts payable                                              $  20,421      $  15,730
   Customer deposits                                                10,669         10,289
   Accrued liabilities                                              15,368         19,079
   Current maturities of long-term debt                              9,869          8,468
                                                                 ---------      ---------
         Total current liabilities                                  56,327         53,566
Long-term obligations:
   Long-term debt                                                  148,189        145,940
   Minority interest in consolidated subsidiary                        713            810
   Other                                                             3,123          4,032
                                                                 ---------      ---------
         Total liabilities                                         208,352        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 (1,118,801 and 1,193,343 shares,
       respectively)                                               (13,490)       (14,481)
   Accumulated other comprehensive loss                             (2,721)        (3,175)
   Retained earnings                                                44,404         44,759
                                                                 ---------      ---------
         Total stockholders' equity                                 75,767         74,677
                                                                 ---------      ---------

Total Liabilities and Stockholders' Equity                       $ 284,119      $ 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>
                                                                   Twenty-Six Weeks Ended
                                                                 ----------------------------
(In thousands)                                                     April 28,       April 29,
                                                                     2001            2000
                                                                 -------------   ------------
<S>                                                              <C>             <C>
Cash flows from operating activities:
   Net earnings                                                  $         860   $      4,412
   Adjustments to reconcile net earnings to net cash provided by
     operating activities:
      Depreciation and amortization                                      5,664          4,837
      Minority interest in consolidated subsidiary                         (97)           (14)
      Change in assets and liabilities:
                      Accounts receivable                                5,006          5,874
                      Inventories                                       (8,224)           135
                      Prepayments and other current assets                 (78)          (470)
                      Other assets                                      (2,162)        (1,494)
                      Accounts payable and customer deposits             4,977         (6,182)
                      Accrued liabilities                               (5,217)          (228)
                      Other liabilities                                     60            280
                                                                 -------------   ------------
            Cash provided by operating activities                          789          7,150
                                                                 -------------   -------------
Cash flows from investing activities:
   Additions to property, plant and equipment                           (3,552)        (3,469)
                                                                 -------------   ------------
            Cash used in investing activities                           (3,552)        (3,469)
                                                                 -------------   ------------
Cash flows from financing activities:
   Common stock issuances                                                  479            465
   Cash dividends                                                         (703)          (697)
   Repayment of long-term debt                                          (1,441)        (3,178)
   Proceeds from long-term debt                                          4,842              -
                                                                 -------------   ------------
            Cash provided by (used in) financing activities              3,177         (3,410)
                                                                 -------------   ------------
Increase in cash and cash equivalents                                      414            271
Cash and cash equivalents-beginning of period                            3,929          2,878
                                                                 -------------   ------------
Cash and cash equivalents-end of period                          $       4,343   $      3,149
                                                                 =============   ============

Supplemental cash flow information:
   Cash paid for interest                                        $       8,314   $      8,407
                                                                 =============   ============
   Cash paid for taxes                                           $         729   $      1,949
                                                                 =============   ============

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



                                             4

<PAGE>
<PAGE>

                   Falcon Products, Inc. and Subsidiaries
                   --------------------------------------
                 Notes to Consolidated Financial Statements
                 ------------------------------------------
         For the Thirteen and Twenty-Six Weeks Ended April 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 - Inventories

    Inventories consisted of the following:

<TABLE>
<CAPTION>
                                        April 28,          October 28,
In thousands                              2001                2000
                                     --------------     ----------------
<S>                                      <C>                 <C>
Raw materials.......................     $  38,212           $   32,932
Work in process.....................         9,505                9,094
Finished goods......................        11,384                7,841
                                     --------------     ----------------
                                         $  59,101           $   49,867
                                     ==============     ================
</TABLE>

Note 3 - 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           Twenty-Six Weeks Ended
                                                 ---------------------------    -----------------------------
In thousands,                                     April 28,       April 29,       April 28,        April 29,
except per-share data                               2001            2000            2001             2000
                                                 -----------    ------------    -------------    ------------
<S>                                                <C>             <C>             <C>              <C>
Net earnings (loss)..........................      $ (392)         $2,347          $  860           $4,412

Weighted average shares outstanding..........       8,832           8,713           8,822            8,708
Assumed exercise of options..................         -               126             102               68
                                                 -----------    ------------    -------------    ------------
Weighted average diluted shares
       outstanding...........................       8,832           8,839           8,924            8,776
                                                 ===========    ============    =============    ============
Basic earnings (loss) per share..............      $(0.04)         $ 0.27          $ 0.10           $ 0.50
                                                 ===========    ============    =============    ============
Diluted earnings (loss) per share............      $(0.04)         $ 0.27          $ 0.10           $ 0.50
                                                 ===========    ============    =============    ============
</TABLE>




                                     5

<PAGE>
<PAGE>

    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 4 - 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.

<TABLE>
<CAPTION>
                                         Thirteen Weeks Ended         Twenty-Six Weeks Ended
                                       -------------------------    --------------------------
                                        April 28,      April 29,      April 28,     April 29,
                                          2001           2000           2001          2000
                                       -----------    ----------     -----------   -----------
<S>                                        <C>          <C>              <C>        <C>
Net earnings (loss)                        $(392)       $ 2,347          $  860       $ 4,412
Other comprehensive income (loss)           (211)           (26)            454            70
                                       -----------    ----------     -----------   -----------
Comprehensive income (loss)                $(603)       $ 2,321          $1,314       $ 4,482
                                       ===========    ==========     ===========   ===========
</TABLE>

Note 5 - Recently Issued Accounting Standards

    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 $3,887 and $3,730 for the thirteen weeks ended
April 28, 2001 and April 29, 2000, respectively, and $7,686 and $7,447 for
the twenty-six weeks ended April 28, 2001 and April 29, 2000, respectively.

Note 6 - 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.



                                     6

<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 exchanging the
underlying principal amount. At April 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 April 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 7 - 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., Falcon De Baja
California, 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 is assessing the Company and its Guarantor Subsidiaries.








                                     7

<PAGE>
<PAGE>

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

<CAPTION>
                                            Parent      Total        Total
                                           Company    Guarantor  Non-Guarantor  Eliminations  Total
                                        ---------------------------------------------------------------
<S>                                         <C>        <C>          <C>           <C>        <C>
Net sales                                   $  --      $ 70,865     $ 4,882       $(2,525)   $73,222
Cost of sales                                  --        53,187       4,373        (2,525)    55,035
Selling, general and administrative
  expenses                                     --        13,608         476            --     14,084
                                        ---------------------------------------------------------------
      Operating profit                         --         4,070          33            --      4,103
Equity in earnings (loss) of subsidiary      (392)           --          --           392         --
Interest expense, net                          --         4,242          49            --      4,291
Minority interest in consolidated
  subsidiary                                   --           (48)         --            --        (48)
                                        ---------------------------------------------------------------
      Earnings (loss) before income
        taxes                                (392)         (124)        (16)          392       (140)
Income tax expense (benefit)                   --           285         (33)           --        252
                                        ---------------------------------------------------------------
      Net earnings (loss)                   $(392)     $   (409)    $    17       $   392    $  (392)
                                        ===============================================================
</TABLE>

<TABLE>
                                       Falcon Products, Inc.
                                Consolidating Statement of Earnings
                            For the Thirteen Weeks Ended April 29, 2000

<CAPTION>
                                        Parent     Total        Total
                                       Company   Guarantor  Non-Guarantor  Eliminations   Total
                                    ---------------------------------------------------------------
<S>                                    <C>        <C>           <C>          <C>         <C>
Net sales                              $   --     $76,840       $5,563       $(2,855)    $79,548
Cost of sales                              --      56,493        4,610        (2,855)     58,248
Selling, general and administrative
  expenses                                 --      12,438          536            --      12,974
                                    ---------------------------------------------------------------
      Operating profit                     --       7,909          417            --       8,326
Equity in earnings of subsidiary        2,347          --           --        (2,347)         --
Interest expense, net                      --       4,205           58            --       4,263
Minority interest in consolidated
  subsidiary                               --         (29)          --            --         (29)
                                    ---------------------------------------------------------------
      Earnings before income taxes      2,347       3,733          359        (2,347)      4,092
Income tax expense                         --       1,657           88            --       1,745
                                    ---------------------------------------------------------------
      Net earnings                     $2,347     $ 2,076       $  271       $(2,347)    $ 2,347
                                    ===============================================================
</TABLE>







                                                 8

<PAGE>
<PAGE>

<TABLE>
                                        Falcon Products, Inc.
                                 Consolidating Statement of Earnings
                            For the Twenty-Six Weeks Ended April 28, 2001

<CAPTION>
                                          Parent       Total        Total
                                         Company     Guarantor  Non-Guarantor  Eliminations    Total
                                      -------------------------------------------------------------------
<S>                                       <C>        <C>           <C>           <C>          <C>
Net sales                                 $   -      $141,222      $9,456        $(5,068)     $145,610
Cost of sales                                 -       104,065       8,426         (5,068)      107,423
Selling, general and administrative
  expenses                                    -        26,520       1,027              -        27,547
                                      -------------------------------------------------------------------
      Operating profit                        -        10,637           3              -        10,640
Equity in earnings of subsidiary            860             -           -           (860)            -
Interest expense, net                         -         8,492          88              -         8,580
Minority interest in consolidated
  subsidiary                                  -           (97)          -              -           (97)
                                      -------------------------------------------------------------------
      Earnings before income taxes          860         2,242         (85)          (860)        2,157
Income tax expense (benefit)                  -         1,388         (91)             -         1,297
                                      -------------------------------------------------------------------
      Net earnings                        $ 860      $    854      $    6        $  (860)     $    860
                                      ===================================================================
</TABLE>


<TABLE>
                                       Falcon Products, Inc.
                                Consolidating Statement of Earnings
                           For the Twenty-Six Weeks Ended April 29, 2000

<CAPTION>
                                            Parent       Total        Total
                                           Company     Guarantor  Non-Guarantor  Eliminations    Total
                                       -------------------------------------------------------------------
<S>                                       <C>          <C>          <C>            <C>         <C>
Net sales                                 $     -      $149,449     $  10,394      $(5,222)    $154,621
Cost of sales                                   -       108,178         9,054       (5,222)     112,010
Selling, general and administrative
  expenses                                      -        25,071         1,196            -       26,267
                                       -------------------------------------------------------------------
      Operating profit                          -        16,200           144            -       16,344
Equity in earnings of subsidiary            4,412             -             -       (4,412)           -
Interest expense, net                           -         8,486            78            -        8,564
Minority interest in consolidated
  subsidiary                                    -           (14)            -            -          (14)
                                       -------------------------------------------------------------------
      Earnings before income taxes          4,412         7,728            66       (4,412)       7,794
Income tax expense                              -         3,238           144            -        3,382
                                       -------------------------------------------------------------------
      Net earnings                        $ 4,412      $  4,490     $     (78)     $(4,412)    $  4,412
                                       ===================================================================
</TABLE>

                                     9







<PAGE>
<PAGE>

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

<CAPTION>
                                                  Parent         Total          Total
                                                 Company       Guarantor    Non-Guarantor   Eliminations    Total
                                              ------------------------------------------------------------------------
Assets
<S>                                              <C>           <C>             <C>            <C>          <C>
        Cash and cash equivalents                $     -       $  3,798        $   545        $      -     $  4,343
        Accounts receivable                            -         32,887          2,298               -       35,185
        Inventories                                    -         54,156          4,945               -       59,101
        Other current assets                           -          3,343            608               -        3,951
                                              ------------------------------------------------------------------------
              Total current assets                     -         94,184          8,396               -      102,580
        Property, plant and equipment, net             -         39,066         11,909               -       50,975
        Investment in subsidiaries                75,767              -              -         (75,767)           -
        Goodwill and other assets                      -        130,564              -               -      130,564
                                              ------------------------------------------------------------------------
Total assets                                     $75,767       $263,814        $20,305        $(75,767)    $284,119
                                              ========================================================================

Liabilities and Stockholders' Equity
        Current liabilities                      $     -       $ 52,288        $ 4,039        $      -     $ 56,327
        Long-term debt                                 -        146,813          1,376               -      148,189
        Other long-term liabilities                    -          3,836              -               -        3,836
        Intercompany payable (receivable)              -         (4,124)         4,124               -            -
                                              ------------------------------------------------------------------------
Total liabilities                                      -        198,813          9,539               -      208,352
Total stockholders' equity                        75,767         65,001         10,766         (75,767)      75,767
                                              ------------------------------------------------------------------------
Total liabilities and stockholders' equity       $75,767       $263,814        $20,305        $(75,767)    $284,119
                                              ========================================================================
</TABLE>

                                      10




<PAGE>
<PAGE>

<TABLE>
                                               Falcon Products, Inc.
                                            Consolidating Balance Sheet
                                              As of October 28, 2000

<CAPTION>
                                                Parent          Total          Total
                                               Company        Guarantor    Non-Guarantor Eliminations     Total
                                            -----------------------------------------------------------------------
Assets
<S>                                            <C>            <C>             <C>          <C>          <C>
        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>


                                     11


<PAGE>
<PAGE>

<TABLE>

                                           Falcon Products, Inc.
                                   Consolidating Statement of Cash Flows
                               For the Twenty-Six Weeks Ended April 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      $    -     $  1,380      $  (591)       $     -     $   789

Cash flows from investing activities
         Additions to property, plant and
           equipment, net                                 -       (3,155)        (397)             -      (3,552)
         Cash received from (contributed
           to) subsidiary                               224         (224)           -              -           -
                                                  -----------------------------------------------------------------
Cash provided by (used in) investing activities         224       (3,379)        (397)             -      (3,552)

Cash flows from financing activities
         Common stock issuances                         479            -            -              -         479
         Cash dividends                                (703)           -            -              -        (703)
         Additions to (repayment of) long-term
           debt, net                                      -        2,874          527              -       3,401
                                                  -----------------------------------------------------------------
Cash provided by (used in) financing activities        (224)       2,874          527              -       3,177
                                                  -----------------------------------------------------------------
Net change in cash and cash equivalents              $    -     $    875      $  (461)       $     -     $   414
                                                  =================================================================
</TABLE>


<TABLE>
                                            Falcon Products, Inc.
                                    Consolidating Statement of Cash Flows
                                For the Twenty-Six Weeks Ended April 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     $    -      $  7,434      $    (284)      $   -       $  7,150

Cash flows from investing activities
         Additions to property, plant and
           equipment, net                                -        (3,072)          (397)          -         (3,469)
         Cash received from (contributed
           to) subsidiary                              232          (232)             -           -              -
                                                 --------------------------------------------------------------------
Cash provided by (used in) investing activities        232        (3,304)          (397)          -         (3,469)

Cash flows from financing activities
         Common stock issuances                        465             -              -           -            465
         Cash dividends                               (697)            -              -           -           (697)
         Repayment of long-term debt, net                -        (3,056)          (122)          -         (3,178)
                                                 --------------------------------------------------------------------
Cash used in financing activities                     (232)       (3,056)          (122)          -         (3,410)
                                                 --------------------------------------------------------------------
Net change in cash and cash equivalents             $    -      $  1,074      $    (803)      $   -       $    271
                                                 ====================================================================
</TABLE>

                                        12


<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        Twenty-Six Weeks
                                                                 Ended                   Ended
                                                         ---------------------   ---------------------
                                                         April 28,   April 29,   April 28,   April 29,
                                                            2001        2000        2001        2000
                                                         ---------   ---------   ---------  ----------
<S>                                                       <C>         <C>         <C>         <C>
Net sales                                                 100.0%      100.0%      100.0%      100.0%
Cost of sales                                              75.2        73.2        73.8        72.4
                                                         ---------   ---------   ---------  ----------
Gross margin                                               24.8        26.8        26.2        27.6
Selling, general and administrative expenses               19.2        16.3        18.9        17.0
                                                         ---------   ---------   ---------  ----------
Operating profit                                            5.6        10.5         7.3        10.6
Interest expense, net                                       5.9         5.3         5.9         5.5
Minority interest in consolidated subsidiary               (0.1)          -        (0.1)          -
                                                         ---------   ---------   ---------  ----------
Earnings (loss) before income taxes                        (0.2)        5.2         1.5         5.1
Income tax expense                                          0.3         2.2         0.9         2.2
                                                         ---------   ---------   ---------  ----------
Net earnings (loss)                                        (0.5)%       3.0%        0.6%        2.9%
                                                         =========   =========   =========  ==========
</TABLE>

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

    The Company reported a net loss of $.4 million in the second quarter of
fiscal 2001 compared to $2.3 million of net earnings in the same period of
2000. Net earnings (loss) per share were $(0.04) in 2001, and $0.27 in 2000.
Weighted average shares outstanding was 8.8 million shares in both the
second quarter of 2001 and 2000.

    Net sales for the second quarter of 2001 were $73.2 million, a decrease
of 8.0% from the 2000 second quarter net sales of $79.5 million. The
decrease is a result of a softening in the hospitality market due to a
decline in new construction and a deferral of hotel refurbishments and a
decrease in sales to the quick service restaurant business segment of the
food service market.

    Cost of sales was $55.0 million for the 2001 second quarter, a decrease
of 5.5% from $58.2 million in the second quarter of 2000. Gross margin
decreased to $18.2 million for the second quarter of 2001, from $21.3
million in the same quarter of 2000. Gross margin as a percentage of net
sales decreased to 24.8% in 2001, compared to 26.8% in 2000. The decrease in
gross margin as a percentage of net sales

                                    13


<PAGE>
<PAGE>

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 $14.1 million in the
second quarter of 2001, compared to $13.0 million in the second quarter of
2000. Selling, general and administrative expenses as a percentage of net
sales were 19.2% for the second quarter of 2001, compared to 16.3% for the
second 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.

Twenty-six weeks ended April 28, 2001, compared to the twenty-six weeks
ended April 29, 2000

    Net earnings were $0.9 million in the first half of fiscal 2001, and
$4.4 million in 2000. Net earnings per share decreased to $0.10 in 2001 from
$0.50 in 2000. Weighted average shares outstanding increased to 8.9 million
shares in the first half of 2001, from 8.8 million shares in the first half
of 2000.

    Net sales for the first half of 2001 were $145.6 million, a decrease of
5.8% from the 2000 first half net sales of $154.6 million. The decrease is a
result of a softening in the hospitality market and a decrease in sales to
the quick service restaurant business segment of the food service market.

    Cost of sales was $107.4 million for the 2001 first half, a decrease of
4.1% from $112.0 million in the first half of 2000. Gross margin decreased
to $38.2 million for the first half of 2001, from $42.6 million in the first
half of 2000. Gross margin as a percentage of net sales decreased to 26.2%
in 2001, compared to 27.6% in 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.

    Selling, general and administrative expenses were $27.5 million in the
first half of 2001, compared to $26.3 million in the first half of 2000.
Selling, general and administrative expenses as a percentage of net sales
were 18.9% for the first half of 2001, compared to 17.0% for the first half
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 the first half of 2001 was 60.1%
compared to 43.4% for the first half of 2000. The higher effective income
tax rate is due to the decrease in pre-tax earnings.

                                    14


<PAGE>
<PAGE>

LIQUIDITY AND CAPITAL RESOURCES

    The Company's working capital at April 28, 2001, was $46.3 million
compared with $43.3 million at October 28, 2000. The Company's ratio of
current assets to current liabilities remained stable from October 28, 2000
to April 28, 2001 at 1.8 to 1.0.

    Inventories were $59.1 million at April 28, 2001, compared to $49.9
million at October 28, 2000, an 18.5% 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, Inc.; and a decision to in-source some of the manufacturing
that had previously been performed by outside vendors.

    Cash flow activity for the first half of fiscal 2001 is presented in the
Consolidated Statements of Cash Flows. During the twenty-six weeks ended
April 28, 2001, the Company provided $0.8 million of cash from its operating
activities due to a decrease in accounts receivable and an increase in
accounts payable partially offset by an increase in inventories. During the
first half of 2001, the Company incurred $3.6 million in capital
expenditures.

    The Company has a $50.0 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 twenty-six weeks ended April 28, 2001, the Company borrowed against the
revolver and had $4.3 million outstanding at April 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.

    The Company was not in compliance with one financial covenant for the
second quarter of 2001. The Company obtained a 45-day waiver agreement from
its bank credit group and is currently in the process of amending the credit
facility with an expected amendment date of mid-June.

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 was $16.0 million for the first half of 2001, a 23.1% decrease
from $20.8 million, for the first half of 2000. EBITDA margins decreased to
11.0% of sales for the first half of 2001 from 13.5% the first half of 2000.

                                     15


<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
          ---------------------------------------------------

              The Company held its Annual Meeting of Stockholders on March
          15, 2001, for the purposes of electing one Class B director for a
          term expiring in 2004, and considering and voting upon a proposal
          to amend the Falcon Products, Inc. Amended and Restated 1991
          Stock Option Plan.

              The number of votes for and withheld for each nominee for
          director and the number of votes for, against and abstained for
          the proposal to amend the Falcon Products, Inc. Amended and
          Restated 1991 Stock Option Plan are as follows:

                  Nominee            Votes For               Votes Withheld
                  -------            ---------               --------------

              David L. Morley        6,679,538                  598,722


<TABLE>
<CAPTION>
                                               Votes For    Votes Against     Votes Abstained
                                               ---------    -------------     ---------------

<S>                                            <C>            <C>                <C>
          Amendment to the Falcon
          Products, Inc. Amended and           4,169,932      1,798,324          1,310,004
          Restated 1991 Stock Option Plan
</TABLE>

                                      16

<PAGE>
<PAGE>

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

          None.

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

          (a) Exhibits

              None.

          (b) Reports on Form 8-K

              None.

                                       17


<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: June 12, 2001                                /s/ Franklin A. Jacobs
                                                   ----------------------
                                                   Franklin A. Jacobs
                                                   Chief Executive Officer
                                                   and Chairman of the Board


Date: June 12, 2001                                /s/ Michael J. Dreller
                                                   ----------------------
                                                   Michael J. Dreller
                                                   Vice President and
                                                   Chief Financial Officer


                                       18