<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 May 4, 2002

                                      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
           ST. LOUIS, MISSOURI                                  63132
(Address of principal executive offices)                      (Zip Code)

                                (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 5, 2002, the registrant had 8,892,636 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                  Twenty-Six
                                                                  Weeks Ended                 Weeks Ended
                                                          --------------------------   -------------------------
                                                             May 4,       April 28,       May 4,      April 28,
(In thousands, except per share data)                         2002          2001           2002          2001
                                                          -----------    -----------   -----------   -----------

<S>                                                       <C>            <C>           <C>           <C>
Net sales                                                 $    66,594    $    77,109   $   130,936   $   153,296

Cost of sales                                                  50,484         58,922        99,917       115,109
                                                          -----------    -----------   -----------   -----------

     Gross margin                                              16,110         18,187        31,019        38,187

Selling, general and administrative expenses                   11,657         14,084        23,187        27,547

Special and nonrecurring items                                      -              -           639             -
                                                          -----------    -----------   -----------   -----------

     Operating profit                                           4,453          4,103         7,193        10,640

Interest expense, net                                           4,303          4,291         8,329         8,580

Minority interest in consolidated subsidiary                        8            (48)           16           (97)
                                                          -----------    -----------   -----------   -----------

     Earnings (loss) before income taxes                          142           (140)       (1,152)        2,157

Income tax expense (benefit)                                       74            252          (341)        1,297
                                                          -----------    -----------   -----------   -----------

     Net earnings (loss)                                  $        68    $      (392)  $      (811)  $       860
                                                          ===========    ===========   ===========   ===========

Basic and diluted earnings (loss) per share               $      0.01    $     (0.04)  $     (0.09)  $      0.10
                                                          ===========    ===========   ===========   ===========

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)
                                                                                        May 4,             November 3,
                                                                                         2002                  2001
                                                                                      ---------            -----------

<S>                                                                                   <C>                   <C>
Assets
------

Current assets:
    Cash and cash equivalents                                                         $   2,854             $   1,670
    Accounts receivable, less allowances
        of $884 and $949, respectively                                                   30,875                35,268
    Inventories                                                                          59,205                49,224
    Prepayments and other current assets                                                  7,345                 6,977
                                                                                      ---------             ---------
           Total current assets                                                         100,279                93,139
                                                                                      ---------             ---------
Property, plant and equipment:
    Land                                                                                  3,438                 3,392
    Buildings and improvements                                                           20,661                20,345
    Machinery and equipment                                                              47,967                44,953
                                                                                      ---------             ---------
                                                                                         72,066                68,690
    Less: accumulated depreciation                                                       28,903                26,156
                                                                                      ---------             ---------
           Net property, plant and equipment                                             43,163                42,534
                                                                                      ---------             ---------
Other assets, net of accumulated amortization:
    Goodwill                                                                            117,474               117,474
    Other                                                                                14,307                14,320
                                                                                      ---------             ---------
           Total other assets                                                           131,781               131,794
                                                                                      ---------             ---------

Total Assets                                                                          $ 275,223             $ 267,467
                                                                                      =========             =========

Liabilities and Stockholders' Equity
------------------------------------
Current liabilities:
    Accounts payable                                                                  $  19,189             $  20,101
    Customer deposits                                                                    10,701                10,953
    Accrued liabilities                                                                  14,687                18,303
    Current maturities of long-term debt                                                 13,875                11,510
                                                                                      ---------             ---------
           Total current liabilities                                                     58,452                60,867
Long-term obligations:
    Long-term debt                                                                      145,190               136,461
    Minority interest in consolidated subsidiary                                            693                   677
    Other                                                                                10,392                 9,421
                                                                                      ---------             ---------
           Total liabilities                                                            214,727               207,426
                                                                                      ---------             ---------
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 (1,022,481 and 1,117,151 shares, respectively)              (12,094)              (13,468)
    Accumulated other comprehensive loss                                                 (5,699)               (6,460)
    Retained earnings                                                                    30,715                32,395
                                                                                      ---------             ---------
           Total stockholders' equity                                                    60,496                60,041
                                                                                      ---------             ---------

Total Liabilities and Stockholders' Equity                                            $ 275,223             $ 267,467
                                                                                      =========             =========

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)                                                                     May 4,          April 28,
                                                                                    2002             2001
                                                                                ------------     ------------
<S>                                                                             <C>              <C>
Cash flows from operating activities:
    Net earnings (loss)                                                         $       (811)    $        860
    Adjustments to reconcile net earnings (loss) to net cash
     provided by operating activities:
       Depreciation and amortization                                                   4,384            5,664
       Minority interest in consolidated subsidiary                                       16              (97)
       Change in assets and liabilities:
                  Accounts receivable                                                  4,451            5,006
                  Inventories                                                         (9,638)          (8,224)
                  Prepayments and other current assets                                  (368)             (78)
                  Other assets                                                        (1,376)          (2,162)
                  Accounts payable and customer deposits                              (1,174)           4,977
                  Accrued liabilities                                                 (3,448)          (5,217)
                  Other liabilities                                                    1,002               60
                                                                                ------------     ------------
               Cash provided by (used in) operating activities                        (6,962)             789
                                                                                ------------     ------------
Cash flows from investing activities:
    Additions to property, plant and equipment                                        (2,967)          (3,552)
                                                                                ------------     ------------
               Cash used in investing activities                                      (2,967)          (3,552)
                                                                                ------------     ------------
Cash flows from financing activities:
    Common stock issuances                                                               379              479
    Cash dividends                                                                         -             (703)
    Repayment of long-term debt                                                       (4,090)          (1,441)
    Proceeds from long-term debt                                                      14,824            4,842
                                                                                ------------     ------------
               Cash provided by financing activities                                  11,113            3,177
                                                                                ------------     ------------
Increase in cash and cash equivalents                                                  1,184              414
Cash and cash equivalents-beginning of period                                          1,670            3,929
                                                                                ------------     ------------
Cash and cash equivalents-end of period                                         $      2,854     $      4,343
                                                                                ============     ============

Supplemental cash flow information:
    Cash paid for interest                                                      $      8,170     $      8,314
                                                                                ============     ============
    Cash paid for taxes                                                         $        273     $        729
                                                                                ============     ============

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 May 4, 2002
           -------------------------------------------------------

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 November 3,
2001, filed with the Securities and Exchange Commission.

Note 2 - Special and Nonrecurring Items

     During the first quarter of 2002, the Company recorded a pre-tax charge
of $0.6 million, $0.4 million after-tax, for special and nonrecurring items.
This charge is a result of the Company executing its strategic initiative to
close its Statesville, North Carolina facility and transfer production into
the Company's other plants. The initiative was announced during the third
quarter of 2001 and was completed in February 2002.

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

<TABLE>
<CAPTION>
In thousands
<S>                                         <C>
Liability, November 3, 2001                 $ 2,836
Charges to operations:
      Facility shut-down costs                  639
Cash paid:
      Facility shut-down costs               (1,394)
      Severance and other costs              (1,260)
                                            -------
Liability, May 4, 2002                      $   821
                                            =======
</TABLE>


Note 3 - Inventories

     Inventories consisted of the following:

                                         May 4,       November 3,
In thousands                              2002           2001
                                        -------       -----------
Raw materials ...................       $41,029         $33,501
Work in process .................        10,864           9,054
Finished goods ..................         7,312           6,669
                                        -------         -------
                                        $59,205         $49,224
                                        =======         =======


                                     5

<PAGE>
<PAGE>

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       Twenty-Six Weeks Ended
                                               ----------------------      ----------------------
In thousands,                                    May 4,     April 28,       May 4,      April 28,
except per-share data                             2002        2001           2002         2001
                                                -------     ---------      -------      ---------
<S>                                             <C>          <C>           <C>           <C>
Net earnings (loss) ......................      $    68      $  (392)      $  (811)      $   860

Weighted average shares outstanding.......        8,938        8,832         8,937         8,822
Assumed exercise of options ..............           20            -             -           102
                                                -------      -------       -------       -------
Weighted average diluted shares
       outstanding .......................        8,958        8,832         8,937         8,924
                                                =======      =======       =======       =======
Basic earnings (loss) per share ..........      $  0.01      $ (0.04)      $ (0.09)      $  0.10
                                                =======      =======       =======       =======
Diluted earnings (loss) per share ........      $  0.01      $ (0.04)      $ (0.09)      $  0.10
                                                =======      =======       =======       =======
</TABLE>

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

Note 5 - Comprehensive Income

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

<TABLE>
<CAPTION>
                                                 Thirteen Weeks Ended      Twenty-Six Weeks Ended
                                                ---------------------      ----------------------
                                                May 4,      April 28,      May 4,       April 28,
                                                 2002          2001         2002           2001
                                                ------      ---------      ------       ---------
<S>                                             <C>          <C>           <C>           <C>
Net earnings (loss)                             $   68       $ (392)       $ (811)       $   860
Translation adjustments                            564         (211)          521            454
Cash flow hedge                                    155            -           240              -
                                                ------       ------        ------        -------
Comprehensive income (loss)                     $  787       $ (603)       $  (50)       $ 1,314
                                                ======       ======        ======        =======
</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


                                     6

<PAGE>
<PAGE>

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. The Company adopted SFAS No. 142 on November 4, 2001. Upon adoption,
the Company did not have an impairment charge and eliminated the
amortization of goodwill, which totaled $0.9 million and $1.7 million during
the second quarter of 2001 and the first half of 2001, respectively.
Adjusted for the elimination of goodwill, basic and diluted earnings per
share for the second quarter and twenty-six weeks ended April 28, 2001,
would have been $0.05 and $0.28, respectively.

Note 7 - Derivative Instruments

     The Company uses interest rate swap agreements to manage the relative
mix of the Company's debt between fixed and variable rate instruments. The
Company has two interest rate swap agreements that modify the interest rate
characteristics without changing the underlying principal amount. At May 4,
2002, 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
May 4, 2002, 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.

     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 is assessing the Company and its Guarantor Subsidiaries.



                                     7

<PAGE>
<PAGE>

<TABLE>
<CAPTION>
                                                Falcon Products, Inc.
                                         Consolidating Statement of Earnings
                                      For the Thirteen Weeks Ended May 4, 2002

                                                   Parent       Total         Total
                                                  Company     Guarantor   Non-Guarantor  Eliminations       Total
                                                --------------------------------------------------------------------
<S>                                               <C>          <C>           <C>           <C>            <C>
Net sales                                         $     -      $ 63,851      $ 6,513       $ (3,770)      $ 66,594
Cost of sales                                           -        48,273        5,981         (3,770)        50,484
Selling, general and administrative expenses            -        10,858          799              -         11,657
                                                --------------------------------------------------------------------
      Operating profit (loss)                           -         4,720         (267)             -          4,453
Equity in earnings of subsidiary                       68             -            -            (68)             -
Interest expense, net                                   -         4,273           30              -          4,303
Minority interest in consolidated subsidiary            -             8            -              -              8
                                                --------------------------------------------------------------------
      Earnings (loss) before income taxes              68           439         (297)           (68)           142
Income tax expense (benefit)                            -           206         (132)             -             74
                                                --------------------------------------------------------------------
      Net earnings (loss)                         $    68      $    233      $  (165)      $    (68)      $     68
                                                ====================================================================


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


                                                   Parent       Total         Total
                                                  Company     Guarantor   Non-Guarantor  Eliminations       Total
                                                --------------------------------------------------------------------
<S>                                               <C>          <C>           <C>           <C>            <C>
Net sales                                         $     -      $ 74,752      $ 4,882       $ (2,525)      $ 77,109
Cost of sales                                           -        57,074        4,373         (2,525)        58,922
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)
                                                ====================================================================



                                     8

<PAGE>
<PAGE>

<CAPTION>
                                                Falcon Products, Inc.
                                         Consolidating Statement of Earnings
                                     For the Twenty-Six Weeks Ended May 4, 2002


                                                   Parent       Total         Total
                                                  Company     Guarantor   Non-Guarantor  Eliminations       Total
                                                --------------------------------------------------------------------
<S>                                               <C>          <C>           <C>           <C>            <C>
Net sales                                         $     -      $125,312      $14,486       $ (8,862)      $130,936
Cost of sales                                           -        95,625       13,154         (8,862)        99,917
Selling, general and administrative expenses            -        21,769        1,418              -         23,187
Special and nonrecurring items                          -           639            -              -            639
                                                --------------------------------------------------------------------
      Operating profit (loss)                           -         7,279          (86)             -          7,193
Equity in earnings (loss) of subsidiary              (811)            -            -            811              -
Interest expense, net                                   -         8,270           59              -          8,329
Minority interest in consolidated subsidiary            -            16            -              -             16
                                                --------------------------------------------------------------------
      Earnings (loss) before income taxes            (811)       (1,007)        (145)           811         (1,152)
Income tax expense (benefit)                            -          (348)           7              -           (341)
                                                --------------------------------------------------------------------
      Net earnings (loss)                         $  (811)     $   (659)     $  (152)      $    811       $   (811)
                                                ====================================================================


<CAPTION>

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


                                                   Parent       Total         Total
                                                  Company     Guarantor   Non-Guarantor  Eliminations       Total
                                                --------------------------------------------------------------------
<S>                                               <C>          <C>           <C>           <C>            <C>
Net sales                                         $     -      $148,908      $ 9,456       $ (5,068)      $153,296
Cost of sales                                           -       111,751        8,426         (5,068)       115,109
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 (loss) 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
                                                ====================================================================



                                     9

<PAGE>
<PAGE>

<CAPTION>
                                                Falcon Products, Inc.
                                             Consolidating Balance Sheet
                                                  As of May 4, 2002


                                                   Parent       Total         Total
                                                  Company     Guarantor   Non-Guarantor  Eliminations       Total
                                                --------------------------------------------------------------------
<S>                                               <C>          <C>           <C>           <C>            <C>
Assets
         Cash and cash equivalents                $     -      $  1,619      $ 1,235       $      -       $  2,854
         Accounts receivable                            -        27,067        3,808              -         30,875
         Inventories                                    -        49,756        9,449              -         59,205
         Other current assets                           -         6,613          732              -          7,345
                                                --------------------------------------------------------------------
               Total current assets                     -        85,055       15,224              -        100,279
         Property, plant and equipment, net             -        29,223       13,940              -         43,163
         Investment in subsidiaries                60,496             -            -        (60,496)             -
         Goodwill and other assets                      -       131,781            -              -        131,781
                                                --------------------------------------------------------------------
Total assets                                      $60,496      $246,059      $29,164       $(60,496)      $275,223
                                                ====================================================================

Liabilities and Stockholders' Equity
         Current liabilities                      $     -      $ 53,565      $ 4,887       $      -       $ 58,452
         Long-term debt                                 -       143,869        1,321              -        145,190
         Other long-term liabilities                    -        10,930          155              -         11,085
         Intercompany payable (receivable)              -       (12,231)      12,231              -              -
                                                --------------------------------------------------------------------
Total liabilities                                       -       196,133       18,594              -        214,727
Total stockholders' equity                         60,496        49,926       10,570        (60,496)        60,496
                                                --------------------------------------------------------------------
Total liabilities and stockholders' equity        $60,496      $246,059      $29,164       $(60,496)      $275,223
                                                ====================================================================


                                     10

<PAGE>
<PAGE>

<CAPTION>
                                                Falcon Products, Inc.
                                             Consolidating Balance Sheet
                                               As of November 3, 2001


                                                   Parent       Total         Total
                                                  Company     Guarantor   Non-Guarantor  Eliminations       Total
                                                --------------------------------------------------------------------
<S>                                               <C>          <C>           <C>           <C>            <C>
Assets
         Cash and cash equivalents                $     -      $  1,505      $   165       $      -       $  1,670
         Accounts receivable                            -        32,740        2,528              -         35,268
         Inventories                                    -        44,532        4,692              -         49,224
         Other current assets                           -         6,068          909              -          6,977
                                                --------------------------------------------------------------------
               Total current assets                     -        84,845        8,294              -         93,139
         Property, plant and equipment, net             -        30,460       12,074              -         42,534
         Investment in subsidiaries                60,041             -            -        (60,041)             -
         Goodwill and other assets                      -       131,794            -              -        131,794
                                                --------------------------------------------------------------------
Total assets                                      $60,041      $247,099      $20,368       $(60,041)      $267,467
                                                ====================================================================

Liabilities and Stockholders' Equity
         Current liabilities                      $     -      $ 57,284      $ 3,583       $      -       $ 60,867
         Long-term debt                                 -       135,110        1,351              -        136,461
         Other long-term liabilities                    -        10,098            -              -         10,098
         Intercompany payable (receivable)              -        (4,712)       4,712              -              -
                                                --------------------------------------------------------------------
Total liabilities                                       -       197,780        9,646              -        207,426
Total stockholders' equity                         60,041        49,319       10,722        (60,041)        60,041
                                                --------------------------------------------------------------------
Total liabilities and stockholders' equity        $60,041      $247,099      $20,368       $(60,041)      $267,467
                                                ====================================================================


                                     11

<PAGE>
<PAGE>

<CAPTION>
                                                       Falcon Products, Inc.
                                               Consolidating Statement of Cash Flows
                                            For the Twenty-Six Weeks Ended May 4, 2002


                                                                 Parent       Total         Total
                                                                Company     Guarantor   Non-Guarantor  Eliminations       Total
                                                              --------------------------------------------------------------------
<S>                                                             <C>          <C>           <C>           <C>            <C>
Cash provided by (used in) operating activities                 $     -      $ (9,353)     $ 2,391       $      -       $ (6,962)

Cash flows from investing activities
           Additions to property, plant and equipment, net            -        (1,676)      (1,291)             -         (2,967)
           Cash received from (contributed to) subsidiary          (379)          379            -              -              -
                                                              --------------------------------------------------------------------
Cash used in investing activities                                  (379)       (1,297)      (1,291)             -         (2,967)

Cash flows from financing activities
           Common stock issuances                                   379             -            -              -            379
           Additions to (repayment of) long-term debt, net            -        10,764          (30)             -         10,734
                                                              --------------------------------------------------------------------
Cash provided by (used in) financing activities                     379        10,764          (30)             -         11,113
                                                              --------------------------------------------------------------------
Net change in cash and cash equivalents                         $     -      $    114      $ 1,070       $      -       $  1,184
                                                              ====================================================================



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


                                                                 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 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>


                                     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             Twenty-Six
                                                              Weeks Ended           Weeks Ended
                                                          -------------------   -------------------
                                                          May 4,    April 28,   May 4,    April 28,
                                                           2002        2001      2002       2001
                                                          ------    ---------   ------    ---------
<S>                                                       <C>         <C>       <C>         <C>
Net sales                                                 100.0%      100.0%    100.0%      100.0%
Cost of sales                                              75.8        76.4      76.3        75.1
                                                          -----       -----     -----       -----
Gross margin                                               24.2        23.6      23.7        24.9
Selling, general and administrative expenses               17.5        18.3      17.7        18.0
Special and nonrecurring items                               -           -        0.5          -
                                                          -----       -----     -----       -----
Operating profit                                            6.7         5.3       5.5         6.9
Interest expense, net                                       6.5         5.6       6.4         5.6
Minority interest in consolidated subsidiary                 -         (0.1)       -         (0.1)
                                                          -----       -----     -----       -----
Earnings (loss) before income taxes                         0.2        (0.2)     (0.9)        1.4
Income tax expense                                          0.1         0.3      (0.3)        0.8
                                                          -----       -----     -----       -----
Net earnings (loss)                                         0.1%       (0.5)%    (0.6)%       0.6%
                                                          =====       =====     =====       =====
</TABLE>

Thirteen weeks ended May 4, 2002, compared to the thirteen weeks ended April
28, 2001

     Net earnings were $68 thousand in the second quarter of 2002 compared
to a net loss of $0.4 million in the same period of 2001. Net earnings
(loss) per share were $0.01 in 2002, and $(0.04) in 2001. Weighted average
shares outstanding were 9.0 million and 8.8 million shares in the second
quarter of 2002 and 2001, respectively.

     Net sales for the second quarter of 2002 were $66.6 million, a decrease
of 13.6% from the 2001 second quarter net sales of $77.1 million. The
decrease is a result of the continuation of the soft hospitality market,
which has led to a decline in new construction and a deferral of hotel
refurbishments. The decrease is also a result of a decline in sales to the
contract office market related to weak market conditions.


                                     13

<PAGE>
<PAGE>

     Cost of sales was $50.5 million in the second quarter of 2002, a
decrease of 14.3% from $58.9 million in the second quarter of 2001. Gross
margin decreased to $16.1 million for the second quarter of 2002, from
$18.2 million in the same quarter of 2001. Gross margin as a percentage of
net sales increased to 24.2% in 2002, from 23.6% in 2001. The improvement
in gross margin as a percentage of net sales is a result of the implemented
cost reduction activities at the manufacturing plants, including the closing
of the Statesville, NC facility, which was completed during February 2002.
The improvement in gross margin as a percentage of net sales was negatively
impacted by the decline in sales, which reduced fixed overhead absorption at
the manufacturing plants and by product mix and pricing pressures, primarily
in the hospitality market.

     Selling, general and administrative expenses were $11.7 million in the
second quarter of 2002, compared to $14.1 million in the second quarter of
2001. Selling, general and administrative expenses as a percentage of net
sales were 17.5% for the second quarter of 2002, compared to 18.3% for the
second quarter of 2001. The reduction of selling, general and administrative
expenses was a result of cost reduction activities, the elimination of
goodwill amortization and lower variable selling costs due to lower sales.

Twenty-six weeks ended May 4, 2002, compared to the twenty-six weeks ended
April 28, 2001

     The Company reported a net loss of $0.8 million in the first half of
2002, and net earnings of $0.9 million in the first half of 2001. Net
earnings (loss) per share were $(0.09) and $0.10 in the first twenty-six
weeks of 2002 and 2001, respectively. Weighted average shares outstanding
were 8.9 million shares in both the first half of 2002 and 2001.

     During the first quarter of 2002, the Company recorded a pre-tax charge
of $0.6 million, $0.4 million after-tax, for special and nonrecurring items.
This charge is a result of the Company executing its strategic initiative to
close its Statesville, North Carolina facility and transfer production into
the Company's other plants.

     Net sales for the first half of 2002 were $130.9 million, a decrease of
14.6% from the first half of 2001 net sales of $153.3 million. The decrease
is a result of the continuation of the soft hospitality market, which has
led to a decline in new construction and a deferral of hotel refurbishments.
The decrease is also a result of a decline in sales to the contract office
market related to weak market conditions.

     Cost of sales was $99.9 million in the first half of 2002, a decrease
of 13.2% from $115.1 million in the first half of 2001. Gross margin
decreased to $31.0 million for the first half of 2002, from $38.2 million in
the first half of 2001. Gross margin as a percentage of net sales decreased
to 23.7% in 2002, compared to 24.9% in 2001. The decrease in gross margin as
a percentage of net sales is mainly the result of the decline in sales,
which reduced fixed overhead absorption at the manufacturing plants.

     Selling, general and administrative expenses were $23.2 million in the
first half of 2002, compared to $27.5 million in the first half of 2001.
Selling, general and administrative expenses as a percentage of net sales
were 17.7% for the first half of 2002, compared to 18.0% for the first half
of 2001. The reduction of selling, general and administrative expenses was a
result of cost reduction activities, the elimination of goodwill
amortization and lower variable selling costs due to lower sales.

                                     14

<PAGE>
<PAGE>

LIQUIDITY AND CAPITAL RESOURCES

     The Company's working capital at May 4, 2002, was $41.8 million
compared with $32.3 million at November 3, 2001. The Company's ratio of
current assets to current liabilities was 1.7 to 1.0 at May 4, 2002,
compared with 1.5 to 1.0 at November 3, 2001.

     Inventories were $59.2 million at May 4, 2002, compared to $49.2
million at November 3, 2001, a 20.3% increase. The increase in inventories
is primarily the result of inventories being at their lowest level at
year-end due to the timing of the business cycle and seasonal purchases of
raw lumber.

     Cash flow activity for the first half of fiscal 2002 is presented in
the Consolidated Statements of Cash Flows. During the twenty-six weeks ended
May 4, 2002, the Company used $7.0 million of cash in its operating
activities. Cash used in operating activities during the first half of 2002
primarily relates to a seasonal increase in inventories and a reduction of
accrued liabilities related to a semi-annual interest payment for the
Company's Senior Subordinated Notes, partially offset by a reduction in the
level of accounts receivable balances. During the first half of 2002, the
Company invested $3.0 million for capital expenditures, primarily for
equipment replacement and investment in productivity improvement programs.

     The Company has a $25.0 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 May 4, 2002, the Company borrowed against the
revolver and had $14.2 million outstanding at May 4, 2002.

     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.

     As reported in the Company's 10-Q filing for the first quarter of 2002,
the Company was not in compliance with certain financial covenants as
defined in its Credit Agreement as of the end of the Company's first quarter
of the fiscal year, February 2, 2002. The Lenders' Agent and the Requisite
Lenders waived compliance with these certain financial covenants until March
31, 2002, pursuant to the terms contained in the Limited Waiver Regarding
Financial Covenants dated January 25, 2002. On March 29, 2002, the Lenders'
Agent and Requisite Lenders approved the Fourth Amendment to Credit
Agreement ("Agreement"). At May 4, 2002, the Company is in compliance with
all financial covenants.

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 $11.7
million for the first half of 2002, a 26.5% decrease from $16.0 million, for
the first half of 2001. EBITDA margins decreased to 9.0% of net sales for
the first half of 2002 from 10.4% for the first half of 2001.

                                     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 14, 2002, for the purposes of electing three Class C
          directors for a term expiring in 2005.

               The number of votes for and withheld for each nominee for
          director are as follows:

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

                Franklin A. Jacobs          7,537,119             16,589

                Donald P. Gallop            7,529,562             24,146

                S. Lee Kling                7,527,562             26,146

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

          None.

                                     16

<PAGE>
<PAGE>

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

          (a) Exhibits

              None.

          (b) Reports on Form 8-K

              Fourth Amendment to Credit Agreement.


                                     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 5, 2002                               /s/ Franklin A. Jacobs
                                                 ----------------------
                                                 Franklin A. Jacobs
                                                 Chief Executive Officer
                                                 and Chairman of the Board


Date: June 5, 2002                               /s/ Michael J. Dreller
                                                 ----------------------
                                                 Michael J. Dreller
                                                 Vice President and
                                                 Chief Financial Officer



                                     18