---

SECURITIES AND EXCHANGE COMMISSIONWashington, D.C.  20549

FORM 10-Q

|QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)OF THE SECURITIES EXCHANGE ACT OF 1934
|---------------------------------------------------------------------------------
|                                                                                 
|                                                                                 
|FOR THE QUARTER ENDED JUNE 30, 2002                                              
|                                                                                 
|Commission file number 1-9875                                                    
|                                                                                 

STANDARD COMMERCIAL CORPORATION

|Incorporated under the laws ofNorth Carolina    |  | I.R.S. EmployerIdentification No. 13-1337610
|----------------------------------------------- |  | --------------------------------------------
|                                               
|2201 MILLER ROAD, WILSON, NORTH CAROLINA  27893
|                                               
|Telephone Number 252-291-5507                  

On August 2, 2002 the registrant had
outstanding 13,482,682 shares of Common Stock ($.20 par value).

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 12 months and (2) had been subject to such filing requirements for the past 90 days.

| | YES  x     NO  o
| | ----------------
|

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---

|PART I FINANCIAL INFORMATION     
|---------------------------------
|ITEM 1 FINANCIAL STATEMENTS      
|STANDARD COMMERCIAL CORPORATION  
|CONSOLIDATED BALANCE SHEET       
|(In thousands, except share data)

|                                                                                                                           |                              | June  30    |         | March 31 |  
|-------------------------------------------------------------------------------------------------------------------------- | ---------------------------- | ----------- | ------- | -------- | -
|                                                                                                                           |                              |             |         |          |  
|                                                                                                                           |                              | 2002        |         | 2001     |  
|                                                                                                                           |                              |             |         |          |  
|ASSETS                                                                                                                     |                              | (unaudited) |         |          |  
|Cash                                                                                                                       |                              | $           | 24,980  |          | $
|Receivables                                                                                                                |                              |             | 167,277 |          |  
|Inventories                                                                                                                |                              |             | 293,230 |          |  
|Assets of discontinued operations                                                                                          |                              |             | 16,604  |          |  
|Prepaid expenses                                                                                                           |                              |             | 6,495   |          |  
|Marketable securities                                                                                                      |                              |             | 1,032   |          |  
|                                                                                                                           |                              |             |         |          |  
|Current assets                                                                                                             |                              |             |         | 509,618  |  
|Property, plant and equipment                                                                                              |                              |             | 150,218 |          |  
|Investment in affiliates                                                                                                   |                              |             | 9,651   |          |  
|Other assets                                                                                                               |                              |             | 39,543  |          |  
|                                                                                                                           |                              |             |         |          |  
|                                                                                                                           | Total assets                 |             | $       | 709,030  |  
|                                                                                                                           |                              |             |         |          |  
|LIABILITIES                                                                                                                |                              |             |         |          |  
|Short-term borrowings                                                                                                      |                              | $           | 164,611 |          | $
|Current portion of long-term debt                                                                                          |                              |             | 10,289  |          |  
|Accounts payable                                                                                                           |                              |             | 143,633 |          |  
|Liabilities of discontinued operations                                                                                     |                              |             | 5,635   |          |  
|Taxes accrued                                                                                                              |                              |             | 9,808   |          |  
|                                                                                                                           |                              |             |         |          |  
|                                                                                                                           | Current liabilities          |             |         | 333,976  |  
|Long-term debt                                                                                                             |                              |             | 97,731  |          |  
|Convertible subordinated debentures                                                                                        |                              |             | 47,129  |          |  
|Retirement and other benefits                                                                                              |                              |             | 20,989  |          |  
|Deferred taxes                                                                                                             |                              |             | 5,206   |          |  
|                                                                                                                           |                              |             |         |          |  
|                                                                                                                           | Total liabilities            |             |         | 505,031  |  
|                                                                                                                           |                              |             |         |          |  
|MINORITY INTERESTS                                                                                                         |                              |             | 30      |          |  
|                                                                                                                           |                              |             |         |          |  
|SHAREHOLDERS EQUITY                                                                                                       |                              |             |         |          |  
|Preferred stock, $1.65 par value; authorized shares 1,000,000 Issued none                                                  |                              |             |         |          |  
|Common stock, $0.20 par value; authorized shares 100,000,000 Issued 15,986,670 (June 01 - 15,880,322; Mar 02 - 15,985,848) |                              |             | 3,197   |          |  
|Additional paid-in capital                                                                                                 |                              |             | 106,090 |          |  
|Unearned restricted stock plan compensation                                                                                |                              |             | (1,815  | )        |  
|Treasury shares, 2,617,707 (June 01 - 2,617,707; Mar 02 - 2,617,707)                                                       |                              |             | (4,250  | )        |  
|Retained earnings                                                                                                          |                              |             | 136,888 |          |  
|Accumulated other comprehensive income                                                                                     |                              |             | (36,141 | )        |  
|                                                                                                                           |                              |             |         |          |  
|                                                                                                                           | Total shareholders equity   |             |         | 203,969  |  
|                                                                                                                           |                              |             |         |          |  
|                                                                                                                           | Total liabilities and equity |             | $       | 709,030  |  
|                                                                                                                           |                              |             |         |          |  
|                                                                                                                           |                              |             |         |          |  

The accompanying notes are an integral part of these financial statements.

-2-



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|STANDARD COMMERCIAL CORPORATION                       
|------------------------------------------------------
|CONSOLIDATED STATEMENT OF INCOME AND RETAINED EARNINGS
|(In thousands, except per share data; unaudited)      

|                                                      |                                    | Three months ended June 30 |        
|----------------------------------------------------- | ---------------------------------- | -------------------------- | -------
|                                                      |                                    |                            |        
|                                                      |                                    | 2002                       |        
|                                                      |                                    |                            |        
|Sales - tobacco                                       |                                    | $                          | 153,189
|- nontobacco                                          |                                    |                            | 45,007 
|                                                      |                                    |                            |        
|                                                      | Total sales                        |                            |        
|Cost of sales                                         |                                    |                            |        
|- Materials, services and supplies                    |                                    |                            | 163,363
|- Interest                                            |                                    |                            | 3,353  
|                                                      |                                    |                            |        
|                                                      | Gross profit                       |                            |        
|Selling, general and administrative expenses          |                                    |                            | 19,396 
|Other interest expense                                |                                    |                            | 1,272  
|Other income (expense) - net                          |                                    |                            | 865    
|                                                      |                                    |                            |        
|                                                      | Income before taxes                |                            |        
|Income taxes                                          |                                    |                            | 6,042  
|                                                      |                                    |                            |        
|                                                      | Income after taxes                 |                            |        
|Equity in earnings of affiliates                      |                                    |                            | (73    
|                                                      |                                    |                            |        
|                                                      | Income from continuing operations  |                            |        
|Loss from discontinued operations, net of tax.        |                                    |                            | (923   
|Extraordinary gain due to buyback of debt, net of tax |                                    |                            | 105    
|                                                      |                                    |                            |        
|                                                      | Net income                         |                            |        
|Retained earnings at beginning of period              |                                    |                            | 132,812
|Common stock dividends                                |                                    |                            | (668   
|                                                      |                                    |                            |        
|Retained earnings at end of period                    |                                    | $                          | 136,888
|                                                      |                                    |                            |        
|Earnings per common share                             |                                    |                            |        
|Basic:                                                |                                    |                            |        
|                                                      | From continuing operations         |                            | $      
|                                                      | From discontinued operations       |                            |        
|                                                      | Extraordinary item                 |                            |        
|                                                      | Net                                |                            | $      
|                                                      | Average shares outstanding         |                            |        
|Diluted:                                              |                                    |                            |        
|                                                      | From continuing operations         |                            | $      
|                                                      | From discontinued operations       |                            |        
|                                                      | Extraordinary item                 |                            |        
|                                                      | Net                                |                            | $      
|                                                      | Average shares outstanding         |                            |        
|                                                      | Dividend declared per common share |                            | $      
|                                                      |                                    |                            |        

The accompanying notes are an integral part of these financial statements.

-3-



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|STANDARD COMMERCIAL CORPORATION     
|------------------------------------
|CONSOLIDATED STATEMENT OF CASH FLOWS
|(In thousands; unaudited)           

|                                               |                                                                | Three months ended |        
|---------------------------------------------- | -------------------------------------------------------------- | ------------------ | -------
|                                               |                                                                | June 30            |        
|                                               |                                                                |                    |        
|                                               |                                                                | 2002               |        
|                                               |                                                                |                    |        
|CASH FLOWS FROM OPERATING ACTIVITIES           |                                                                |                    |        
|Net income                                     |                                                                | $                  | 4,744  
|                                               | Depreciation and amortization                                  |                    |        
|                                               | Deferred income taxes                                          |                    |        
|                                               | Undistributed earnings of affiliates net of dividends received |                    |        
|                                               | (Gain)/loss on buyback of debt                                 |                    |        
|                                               | (Gain)/loss on disposition of fixed assets                     |                    |        
|                                               | Other                                                          |                    |        
|                                               |                                                                |                    |        
|                                               |                                                                |                    | 10,373 
|Net changes in working capital other than cash |                                                                |                    |        
|                                               | Receivables                                                    |                    |        
|                                               | Inventories                                                    |                    |        
|                                               | Current payables                                               |                    |        
|                                               | Discontinued operations                                        |                    |        
|                                               |                                                                |                    |        
|CASH USED FOR OPERATING ACTIVITIES             |                                                                |                    | (17,157
|                                               |                                                                |                    |        
|CASH FLOWS FROM INVESTING ACTIVITIES           |                                                                |                    |        
|Property, plant and equipment - additions      |                                                                |                    | (16,762
|- dispositions                                 |                                                                |                    | 113    
|                                               |                                                                |                    |        
|CASH USED FOR INVESTING ACTIVITIES             |                                                                |                    | (16,649
|                                               |                                                                |                    |        
|CASH FLOWS FROM FINANCING ACTIVITIES           |                                                                |                    |        
|Net change in short-term borrowings            |                                                                |                    | 32,232 
|Proceeds from long-term borrowings             |                                                                |                    | 4,496  
|Repayment of long-term borrowings              |                                                                |                    | (4,188 
|Buyback of debt                                |                                                                |                    | (2,754 
|Other                                          |                                                                |                    |       
|                                               |                                                                |                    |        
|CASH PROVIDED BY FINANCING ACTIVITIES          |                                                                |                    | 29,786 
|                                               |                                                                |                    |        
|Decrease in cash for period                    |                                                                |                    | (4,020 
|Cash at beginning of period                    |                                                                |                    | 29,000 
|                                               |                                                                |                    |        
|CASH AT END OF PERIOD                          |                                                                | $                  | 24,980 
|                                               |                                                                |                    |        
|Cash payments for - interest                   |                                                                | $                  | 2,654  
|- income taxes                                 |                                                                | $                  | 7,271  

The accompanying notes are an integral part of these financial statements.

-4-



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|STANDARD COMMERCIAL CORPORATION           
|------------------------------------------
|NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1.BASIS OF PRESENTATION

The interim statements presented herein should be read in conjunction with the audited financial statements and notes thereto included in the Companys latest Annual Report on Form 10-K. The interim period financial
statements have been prepared by the Company without audit and contain all of the adjustments which are, in the opinion of the management, necessary for a fair statement of the results of operations. All such adjustments are of normal, recurring
nature and there were no material changes in accounting policies during the period ended June 30, 2002. Because of the nature of the Companys businesses, fluctuations in results for interim periods are not necessarily indicative of business
trends or results to be expected for other interim periods or a full year.

2.INVENTORIES

|               |  | June 30 |         | March 31 |  
|-------------- |  | ------- | ------- | -------- | -
|               |  |         |         |          |  
|(In thousands) |  | 2002    |         | 2001     |  
|               |  |         |         |          |  
|Tobacco        |  | $       | 241,436 |          | $
|Nontobacco     |  |         | 51,794  |          |  
|               |  |         |         |          |  
|Total          |  | $       | 293,230 |          | $
|               |  |         |         |          |  

3.COMPREHENSIVE INCOME

The components of comprehensive income were as follows:

|                                                                               |  | June 30 |       
|------------------------------------------------------------------------------ |  | ------- | ------
|                                                                               |  |         |       
|(In thousands)                                                                 |  | 2002    |       
|                                                                               |  |         |       
|Net income                                                                     |  | $       | 4,744 
|Other comprehensive income:                                                    |  |         |       
|Translation adjustment                                                         |  |         | 8,825 
|Cumulative effect of change in accounting for derivative financial instruments |  |         |      
|Decrease in derivative financial instruments                                   |  |         | 217   
|                                                                               |  |         |       
|Total comprehensive income                                                     |  | $       | 13,786
|                                                                               |  |         |       

4.EARNINGS PER SHARE

Earnings per share has been presented in conformity with Statement
of Financial Accounting Standards 128. In computing the June 30, 2001 diluted per-share amounts, the incremental shares from assumed conversion of 7 1/4% Convertible Subordinated Debentures and the exercise of outstanding stock options were not
included because they would have been antidilutive.

5.SEGMENT INFORMATION

The Company is engaged in purchasing, processing and selling leaf
tobacco and wool. Its activities other than these are minimal. Segment revenue and net income were as follows:

|               |  | June 30 |        
|-------------- |  | ------- | -------
|               |  |         |        
|(In thousands) |  | 2002    |        
|               |  |         |        
|Sales          |  |         |        
|Tobacco        |  | $       | 153,189
|Nontobacco     |  |         | 45,007 
|               |  |         |        
|               |  | $       | 198,196
|               |  |         |        
|Net income     |  |         |        
|Tobacco        |  | $       | 6,518  
|Nontobacco     |  |         | (1,774 
|               |  |         |        
|               |  | $       | 4,744  
|               |  |         |        

-5-



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|STANDARD COMMERCIAL CORPORATION                     
|----------------------------------------------------
|NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Continued

6.DERIVATIVE FINANCIAL
INSTRUMENTS

On April 1, 2001 the Company adopted Statement of Financial Accounting Standards 133 (SFAS 133), Accounting for Derivative Instruments and Hedging Activities, as amended by
SFAS 137 and SFAS 138. SFAS 133 establishes new accounting and disclosure requirements for most derivative instruments and hedge transactions involving derivatives. SFAS 133 also requires formal documentation procedures for hedging relationships and
effectiveness testing when hedge accounting is to be applied.

In accordance with the transition provisions of SFAS 133, in the quarter ended June 30, 2001 the Company recorded a cumulative effect
loss adjustment of $2,067, net of applicable taxes, in other comprehensive income to recognize the fair value of all derivatives designated as cash flow hedging instruments.

The Companys
derivative usage is principally foreign currency forwards. These contracts typically have maturities of less than one year. As a matter of policy, the Company does not use derivative instruments unless there is an underlying exposure. The
Companys foreign currency forwards have been designated and qualify as cash flow hedges under the criteria of SFAS 133. SFAS 133 requires that changes in fair value of derivatives that qualify as cash flow hedges be recognized in other
comprehensive income, while the ineffective portion of change in derivatives in fair value be recognized immediately in earnings. The fair value of the Companys foreign currency forward contracts at June 30, 2002 was $22.5 million with a
notional value of $22.4 million.

7. GOODWILL AND OTHER INTANGIBLE ASSETS

The Financial Accounting Standards Board (FASB) issued Statement of
Financial Accounting Standards (SFAS) 141, Business Combinations and 142 Goodwill and Other Intangible Assets. SFAS 141 requires the purchase method of accounting be used for all business combinations initiated after June 30,
2001. SFAS 142 requires that upon adoption, amortization of goodwill cease and instead, the carrying value of goodwill be evaluated for impairment on an annual basis. Identifiable intangible assets will continue to be amortized over their useful
lives and reviewed for impairment in accordance with SFAS 121 Accounting for Impairment of Long-Lived Assets and for Long Lived Assets to be Disposed Of. SFAS 142 is effective for fiscal years beginning after December 15, 2001. The
Company adopted SFAS 142 on April 1, 2002.

In accordance with SFAS 142 the Company discontinued the amortization of goodwill effective April 1, 2002. A reconciliation of previously reported net
income and earnings per share to the amounts adjusted for the exclusion of goodwill amortization follows:

|                                  |  | June 30 |      
|--------------------------------- |  | ------- | -----
|                                  |  |         |      
|(In thousands)                    |  | 2002    |      
|                                  |  |         |      
|Reported net income               |  | $       | 4,744
|Add: Goodwill amortization        |  |         |     
|                                  |  |         |      
|Adjusted net income               |  | $       | 4,744
|                                  |  |         |      
|Reported basic income per share   |  | $       | 0.35 
|Add: Goodwill amortization        |  |         |     
|                                  |  |         |      
|Adjusted basic income per share   |  | $       | 0.35 
|                                  |  |         |      
|Reported diluted income per share |  | $       | 0.35 
|Add: Goodwill amortization        |  |         |     
|                                  |  |         |      
|Adjusted diluted income per share |  | $       | 0.35 
|                                  |  |         |      

The carrying amount of goodwill and other intangible assets for the quarter ended June 30, 2002 by operating segments, are as
follows:

GOODWILL

|(In thousands)                     |  | Tobacco |       | Wool |   | Total | 
|---------------------------------- |  | ------- | ----- | ---- | - | ----- | 
|                                   |  |         |       |      |   |       | 
|At April 1, 2002 and June 30, 2002 |  | $       | 9,003 |      | $ | 2,286 | 
|                                   |  |         |       |      |   |       | 

-6-



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|STANDARD COMMERCIAL CORPORATION                     
|----------------------------------------------------
|NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Continued

INTANGIBLES

|(In thousands)              |  | Tobacco |       | Wool |   | Total | 
|--------------------------- |  | ------- | ----- | ---- | - | ----- | 
|                            |  |         |       |      |   |       | 
|At April 1, 2002            |  | $       | 2,614 |      | $ |      | 
|Less amortized              |  |         | 297   |      |   |      | 
|                            |  |         |       |      |   |       | 
|Balance as of June 30, 2002 |  | $       | 2,317 |      | $ |      | 
|                            |  |         |       |      |   |       | 

8.DISCONTINUED OPERATIONS In August 2001, the FASB, issued Statement of Financial Accounting Standards 144, Accounting for Impairment or Disposal of
Long-Lived Assets. Under SFAS 144 a component of business that is held for sale is reported in discontinued operations if the operations and cash flows will be, or have been eliminated from the on-going operations of the Company and the Company will
not have any significant continuing involvement in such operations. The Company adopted the provisions of SFAS 144 in the quarter ended March 31, 2002. During the same period the Company decided to close and dispose of wool units in South Africa,
New Zealand, Argentina and the specialty fibers business in Holland. Efforts to sell the operations in South Africa and New Zealand and the trade assets of Argentina and specialty fibers units are progressing. The Company currently believes these
transactions will be completed by March 31, 2003.

Revenues and the assets and liabilities for these units, other than debt guaranteed by the Company are as follows:

|                                                                          |  | June 30 |        |          |   |       
|------------------------------------------------------------------------- |  | ------- | ------ | -------- | - | ------
|                                                                          |  |         |        |          |   |       
|(In thousands)                                                            |  | 2002    |        | 2001     |   |       
|                                                                          |  |         |        |          |   |       
|Revenues                                                                  |  | $       | 9,932  |          | $ | 10,071
|                                                                          |  |         |        |          |   |       
|                                                                          |  | June 30 |        | March 31 |  
|                                                                          |  |         |        |          |  
|(In thousands)                                                            |  | 2002    |        | 2001     |   | 2002  
|                                                                          |  |         |        |          |   |       
|Inventory                                                                 |  | $       | 7,169  |          | $ | 11,512
|Receivables                                                               |  |         | 8,012  |          |   | 12,111
|Other assets                                                              |  |         | 1,423  |          |   | 2,473 
|                                                                          |  |         |        |          |   |       
|Assets                                                                    |  |         | 16,604 |          |   | 26,096
|Accounts payables and other liabilities                                   |  |         | 5,635  |          |   | 2,389 
|                                                                          |  |         |        |          |   |       
|Net assets available for sale                                             |  | $       | 10,969 |          | $ | 23,707
|                                                                          |  |         |        |          |   |       
|Debt guaranteed by the Company  (not included in discontinued operations) |  | $       | 12,153 |          | $ | 13,713
|                                                                          |  |         |        |          |   |       

9. ACCOUNTING PROUNOUNCEMENTS

In April 2002, the FASB issued SFAS 145, Rescission of FASB
Statements 4, 44 and 64, Amendment to FASB Statement 13, and Technical Corrections. One of the major changes of this statement is to change the accounting for the classification of gains and losses from the extinguishment of debt. Upon adoption, the
Company will follow APB 30, Reporting the Results of Operations-Reporting the Effects of Disposal of a Segment of a Business, and Extraordinary, Unusual and Infrequently Occurring Events and Transactions in determining whether such extinguishment of
debt may be classified as extraordinary. The provision of this statement related to the rescission of FASB Statement 4 shall be applied in fiscal years beginning after May 15, 2002 with early application encouraged. The Company is currently
evaluating the impact of this Statement.

10.SENIOR NOTES

The 8 7/8 % Senior Notes due 2005 were issued by Standard Commercial Tobacco Co., Inc.
(the Issuer), a wholly owned subsidiary of the Company. The Company and Standard Wool, Inc., a wholly owned subsidiary of the Company (the Guarantors), jointly and severally, guarantee on a senior basis, the full and prompt
performance of the issuers obligations under the terms of the indenture. Management has determined that full financial statements of the Guarantors would not be material to investors and such financial statements are not provided. The
following supplemental combining financial statements present information regarding the issuer and the Guarantors.

-7-



---

STANDARD COMMERCIAL CORPORATION SUPPLEMENTAL COMBINING BALANCE SHEETJune 30, 2002 (In
thousands.)

|                                            |                              |   | Standard Commercial Tobacco Co. Inc. (Issuer) |         |   | Standard Commercial Corporation (Guarantor) |         |   | Standard Wool Inc. (Guarantor) |        |   | Other Subsidiaries (Non- Guarantors) |         |   | Eliminations |          |   | Total   |        
|------------------------------------------- | ---------------------------- | - | --------------------------------------------- | ------- | - | ------------------------------------------- | ------- | - | ------------------------------ | ------ | - | ------------------------------------ | ------- | - | ------------ | -------- | - | ------- | -------
|                                            |                              |   |                                               |         |   |                                             |         |   |                                |        |   |                                      |         |   |              |          |   |         |        
|Assets                                      |                              |   |                                               |         |   |                                             |         |   |                                |        |   |                                      |         |   |              |          |   |         |        
|Cash                                        |                              | $ | 3,280                                         |         | $ |                                            |         | $ |                               |        | $ | 21,700                               |         | $ |             |          |   | 24,980  |        
|Receivables                                 |                              |   | 15,842                                        |         |   | 18                                          |         |   |                               |        |   | 151,417                              |         |   |             |          |   | 167,277 |        
|Intercompany receivables                    |                              |   | 149,240                                       |         |   | 34,730                                      |         |   |                               |        |   | 10,698                               |         |   | (194,668     | )        |   |        |        
|Inventories                                 |                              |   | 57,517                                        |         |   |                                            |         |   |                               |        |   | 235,713                              |         |   |             |          |   | 293,230 |        
|Assets of discontinued operations           |                              |   |                                              |         |   |                                            |         |   |                               |        |   | 16,604                               |         |   |             |          |   | 16,604  |        
|Prepaids expenses                           |                              |   | 2,204                                         |         |   |                                            |         |   |                               |        |   | 4,291                                |         |   |             |          |   | 6,495   |        
|Marketable securities                       |                              |   |                                              |         |   | 1                                           |         |   |                               |        |   | 1,031                                |         |   |             |          |   | 1,032   |        
|                                            |                              |   |                                               |         |   |                                             |         |   |                                |        |   |                                      |         |   |              |          |   |         |        
|                                            | Current assets               |   |                                               | 228,083 |   |                                             | 34,749  |   |                                |       |   |                                      | 441,454 |   |              | (194,668 | ) |         | 509,618
|Property, plant and equipment               |                              |   | 33,303                                        |         |   |                                            |         |   |                               |        |   | 116,915                              |         |   |             |          |   | 150,218 |        
|Investment in subsidiaries                  |                              |   | 127,819                                       |         |   | 214,327                                     |         |   | 16,045                         |        |   | 153,214                              |         |   | (511,405     | )        |   |        |        
|Investment in affiliates                    |                              |   |                                              |         |   |                                            |         |   |                               |        |   | 9,651                                |         |   |             |          |   | 9,651   |        
|Other noncurrent assets                     |                              |   | (1,108                                        | )       |   | 14,442                                      |         |   |                               |        |   | 26,209                               |         |   |             |          |   | 39,543  |        
|                                            |                              |   |                                               |         |   |                                             |         |   |                                |        |   |                                      |         |   |              |          |   |         |        
|                                            | Total assets                 |   | $                                             | 388,097 |   | $                                           | 263,518 |   | $                              | 16,045 |   | $                                    | 747,443 |   | $            | (706,073 | ) | $       | 709,030
|                                            |                              |   |                                               |         |   |                                             |         |   |                                |        |   |                                      |         |   |              |          |   |         |        
|Liabilities                                 |                              |   |                                               |         |   |                                             |         |   |                                |        |   |                                      |         |   |              |          |   |         |        
|Short-term borrowings                       |                              | $ | 24,140                                        |         | $ | 94                                          |         | $ |                               |        | $ | 140,377                              |         | $ |             |          | $ | 164,611 |        
|Current portion of long-term debt           |                              |   |                                              |         |   |                                            |         |   |                               |        |   | 10,289                               |         |   |             |          |   | 10,289  |        
|Accounts payable                            |                              |   | 17,780                                        |         |   | 1,878                                       |         |   |                               |        |   | 123,975                              |         |   |             |          |   | 143,633 |        
|Liabilities of discontinued operations      |                              |   |                                              |         |   |                                            |         |   |                                |        |   | 5,635                                |         |   |             |          |   | 5,635   |        
|Intercompany accounts payable               |                              |   | 41,170                                        |         |   | 19,311                                      |         |   | 1,505                          |        |   | 132,682                              |         |   | (194,668     | )        |   |        |        
|Taxes accrued                               |                              |   | 15,296                                        |         |   | (10,886                                     | )       |   |                               |        |   | 5,398                                |         |   |             |          |   | 9,808   |        
|                                            |                              |   |                                               |         |   |                                             |         |   |                                |        |   |                                      |         |   |              |          |   |         |        
|                                            | Current liabilities          |   |                                               | 98,386  |   |                                             | 10,397  |   |                                | 1,505  |   |                                      | 418,356 |   |              | (194,668 | ) |         | 333,976
|Long-term debt                              |                              |   | 84,000                                        |         |   |                                            |         |   |                               |        |   | 13,731                               |         |   |             |          |   | 97,731  |        
|Convertible subordinated debentures         |                              |   |                                              |         |   | 47,129                                      |         |   |                               |        |   |                                     |         |   |             |          |   | 47,129  |        
|Retirement and other benefits               |                              |   | 9,864                                         |         |   | 938                                         |         |   |                               |        |   | 10,187                               |         |   |             |          |   | 20,989  |        
|Deferred taxes                              |                              |   | (1,710                                        | )       |   | (376                                        | )       |   |                               |        |   | 7,292                                |         |   |             |          |   | 5,206   |        
|                                            |                              |   |                                               |         |   |                                             |         |   |                                |        |   |                                      |         |   |              |          |   |         |        
|                                            | Total liabilities            |   |                                               | 190,540 |   |                                             | 58,088  |   |                                | 1,505  |   |                                      | 449,566 |   |              | (194,668 | ) |         | 505,031
|                                            |                              |   |                                               |         |   |                                             |         |   |                                |        |   |                                      |         |   |              |          |   |         |        
|Minority interests                          |                              |   |                                              |         |   |                                            |         |   |                               |        |   | 30                                   |         |   |             |          |   | 30      |        
|                                            |                              |   |                                               |         |   |                                             |         |   |                                |        |   |                                      |         |   |              |          |   |         |        
|Shareholders' equity                        |                              |   |                                               |         |   |                                             |         |   |                                |        |   |                                      |         |   |              |          |   |         |        
|Common stock                                |                              |   | 993                                           |         |   | 3,197                                       |         |   | 32,404                         |        |   | 166,374                              |         |   | (199,771     | )        |   | 3,197   |        
|Additional paid-in capital                  |                              |   | 130,860                                       |         |   | 106,090                                     |         |   |                               |        |   | 60,564                               |         |   | (191,424     | )        |   | 106,090 |        
|Unearned restricted stock plan compensation |                              |   | (485                                          | )       |   | (354                                        | )       |   |                               |        |   | (976                                 | )       |   |             |          |   | (1,815  | )      
|Treasury stock at cost                      |                              |   |                                              |         |   | (4,250                                      | )       |   |                               |        |   |                                     |         |   |             |          |   | (4,250  | )      
|Retained earnings                           |                              |   | 83,799                                        |         |   | 136,888                                     |         |   | (12,241                        | )      |   | 108,746                              |         |   | (180,304     | )        |   | 136,888 |        
|Accumulated other comprehensive income      |                              |   | (17,610                                       | )       |   | (36,141                                     | )       |   | (5,623                         | )      |   | (36,861                              | )       |   | 60,094       |          |   | (36,141 | )      
|                                            |                              |   |                                               |         |   |                                             |         |   |                                |        |   |                                      |         |   |              |          |   |         |        
|                                            | Total shareholders' equity   |   |                                               | 197,557 |   |                                             | 205,430 |   |                                | 14,540 |   |                                      | 297,847 |   |              | (511,405 | ) |         | 203,969
|                                            |                              |   |                                               |         |   |                                             |         |   |                                |        |   |                                      |         |   |              |          |   |         |        
|                                            | Total liabilities and equity |   | $                                             | 388,097 |   | $                                           | 263,518 |   | $                              | 16,045 |   | $                                    | 747,443 |   | $            | (706,073 | ) | $       | 709,030
|                                            |                              |   |                                               |         |   |                                             |         |   |                                |        |   |                                      |         |   |              |          |   |         |        

-8-



---

STANDARD COMMERCIAL CORPORATION SUPPLEMENTAL COMBINING STATEMENT OF INCOME AND RETAINED EARNINGSThree months
ended June 30, 2002 (In thousands.)

|                                                           |                            |   | Standard Commercial Tobacco Co. Inc. (Issuer) |       |   | Standard Commercial Corporation (Guarantor) |        |   | Standard Wool Inc. (Guarantor) |        |   | Other Subsidiaries (Non- Guarantors) |        |   | Eliminations |        |   | Total   |       
|---------------------------------------------------------- | -------------------------- | - | --------------------------------------------- | ----- | - | ------------------------------------------- | ------ | - | ------------------------------ | ------ | - | ------------------------------------ | ------ | - | ------------ | ------ | - | ------- | ------
|                                                           |                            |   |                                               |       |   |                                             |        |   |                                |        |   |                                      |        |   |              |        |   |         |       
|Sales                                                      |                            | $ | 34,150                                        |       | $ |                                            |        | $ |                               |        | $ | 236,907                              |        | $ | (72,861      | )      | $ | 198,196 |       
|Cost of sales:                                             |                            |   |                                               |       |   |                                             |        |   |                                |        |   |                                      |        |   |              |        |   |         |       
|Materials, services and supplies                           |                            |   | 26,754                                        |       |   |                                            |        |   |                               |        |   | 209,470                              |        |   | (72,861      | )      |   | 163,363 |       
|Interest                                                   |                            |   | 48                                            |       |   |                                            |        |   |                               |        |   | 3,305                                |        |   |             |        |   | 3,353   |       
|                                                           |                            |   |                                               |       |   |                                             |        |   |                                |        |   |                                      |        |   |              |        |   |         |       
|                                                           | Gross profit               |   |                                               | 7,348 |   |                                             |       |   |                                |       |   |                                      | 24,132 |   |              |       |   |         | 31,480
|Selling, general and administrative expenses               |                            |   | 2,354                                         |       |   | 1,340                                       |        |   | 1                              |        |   | 15,701                               |        |   |             |        |   | 19,396  |       
|Other interest expense                                     |                            |   | 1,864                                         |       |   | 877                                         |        |   |                               |        |   | (1,469                               | )      |   |             |        |   | 1,272   |       
|Other income (expense) - net                               |                            |   | 1,955                                         |       |   | (40                                         | )      |   |                               |        |   | (1,050                               | )      |   |             |        |   | 865     |       
|                                                           |                            |   |                                               |       |   |                                             |        |   |                                |        |   |                                      |        |   |              |        |   |         |       
|                                                           | Income (loss) before taxes |   |                                               | 5,085 |   |                                             | (2,257 | ) |                                | (1     | ) |                                      | 8,850  |   |              |       |   |         | 11,677
|Income taxes                                               |                            |   | 1,729                                         |       |   | (767                                        | )      |   |                               |        |   | 5,080                                |        |   |             |        |   | 6,042   |       
|                                                           |                            |   |                                               |       |   |                                             |        |   |                                |        |   |                                      |        |   |              |        |   |         |       
|                                                           | Income (loss) after taxes  |   |                                               | 3,356 |   |                                             | (1,490 | ) |                                | (1     | ) |                                      | 3,770  |   |              |       |   |         | 5,635 
|Minority interests                                         |                            |   |                                              |       |   |                                            |        |   |                               |        |   |                                     |        |   |             |        |   |        |       
|Equity in earnings of affiliates                           |                            |   |                                              |       |   |                                            |        |   |                               |        |   | (73                                  | )      |   |             |        |   | (73     | )     
|Equity in earnings of subsidiaries                         |                            |   | 4,548                                         |       |   | 7,052                                       |        |   | (851                           | )      |   |                                     |        |   | (10,749      | )      |   |        |       
|                                                           |                            |   |                                               |       |   |                                             |        |   |                                |        |   |                                      |        |   |              |        |   |         |       
|Income from continuing operations                          |                            |   | 7,904                                         |       |   | 5,562                                       |        |   | (852                           | )      |   | 3,697                                |        |   | (10,749      | )      |   | 5,562   |       
|Discontinued operations                                    |                            |   |                                              |       |   | (923                                        | )      |   | (923                           | )      |   | (923                                 | )      |   | 1,846        |        |   | (923    | )     
|Extraordinary gain (loss) due to buyback of long-term debt |                            |   |                                              |       |   | 105                                         |        |   |                               |        |   |                                     |        |   |             |        |   | 105     |       
|                                                           |                            |   |                                               |       |   |                                             |        |   |                                |        |   |                                      |        |   |              |        |   |         |       
|                                                           | Net income                 |   |                                               | 7,904 |   |                                             | 4,744  |   |                                | (1,775 | ) |                                      | 2,774  |   |              | (8,903 | ) |         | 4,744 
|Retained earnings at beginning of period                   |                            |   | 75,895                                        |       |   | 132,812                                     |        |   | (10,466                        | )      |   | 106,426                              |        |   | (171,855     | )      |   | 132,812 |       
|Common stock dividends                                     |                            |   |                                              |       |   | (668                                        | )      |   |                               |        |   | (454                                 | )      |   | 454          |        |   | (668    | )     
|                                                           |                            |   |                                               |       |   |                                             |        |   |                                |        |   |                                      |        |   |              |        |   |         |       
|Retained earnings at end of period                         |                            | $ | 83,799                                        |       | $ | 136,888                                     |        | $ | (12,241                        | )      | $ | 108,746                              |        |   | (180,304     | )      | $ | 136,888 |       
|                                                           |                            |   |                                               |       |   |                                             |        |   |                                |        |   |                                      |        |   |              |        |   |         |       

-9-



---

STANDARD COMMERCIAL CORPORATION SUPPLEMENTAL COMBINING STATEMENT OF CASH FLOWSThree months ended June 30,
2002 (In thousands.)

|                                                                   |  |   | Standard Commercial Tobacco Co. Inc. (Issuer) |   |   | Standard Commercial Corporation (Guarantor) |   |   | Standard Wool Inc. (Guarantor) |   |   | Other Subsidiaries (Non- Guarantors) |   |   | Eliminations |  |   | Total   |  
|------------------------------------------------------------------ |  | - | --------------------------------------------- | - | - | ------------------------------------------- | - | - | ------------------------------ | - | - | ------------------------------------ | - | - | ------------ |  | - | ------- | -
|                                                                   |  |   |                                               |   |   |                                             |   |   |                                |   |   |                                      |   |   |              |  |   |         |  
|Cash provided by (used in) operating activities                    |  | $ | 2,861                                         |   | $ | 2,581                                       |   | $ | (123                           | ) |   | (22,476                              | ) | $ |             |  | $ | (17,157 | )
|Cash flows from investing activities Property, plant and equipment |  |   |                                               |   |   |                                             |   |   |                                |   |   |                                      |   |   |              |  |   |         |  
|- additions                                                        |  |   | (14,336                                       | ) |   |                                            |   |   |                               |   |   | (2,426                               | ) |   |             |  |   | (16,762 | )
|- disposals                                                        |  |   |                                              |   |   |                                            |   |   |                               |   |   | 113                                  |   |   |             |  |   | 113     |  
|Business (acquisitions) dispositions                               |  |   |                                              |   |   |                                            |   |   |                               |   |   |                                     |   |   |             |  |   |        |  
|                                                                   |  |   |                                               |   |   |                                             |   |   |                                |   |   |                                      |   |   |              |  |   |         |  
|Cash provided by (used in) investing activities                    |  |   | (14,336                                       | ) |   |                                            |   |   |                               |   |   | (2,313                               | ) |   |              |  |   | (16,649 | )
|Cash flows from financing activities:                              |  |   |                                               |   |   |                                             |   |   |                                |   |   |                                      |   |   |              |  |   |         |  
|Proceeds from long-term borrowings                                 |  |   |                                              |   |   |                                            |   |   |                               |   |   | 4,496                                |   |   |             |  |   | 4,496   |  
|Repayment of long-term borrowings                                  |  |   |                                              |   |   |                                            |   |   |                               |   |   | (4,188                               | ) |   |             |  |   | (4,188  | )
|Net change in short-term borrowings                                |  |   | 12,220                                        |   |   | 94                                          |   |   |                               |   |   | 19,918                               |   |   |             |  |   | 32,232  |  
|Buyback of long-term debt                                          |  |   |                                              |   |   | (2,754                                      | ) |   |                               |   |   |                                     |   |   |             |  |   | (2,754  | )
|Dividends received /(paid)                                         |  |   |                                              |   |   |                                            |   |   |                               |   |   |                                     |   |   |             |  |   |        |  
|Other                                                              |  |   |                                              |   |   |                                            |   |   |                               |   |   |                                     |   |   |             |  |   |        |  
|                                                                   |  |   |                                               |   |   |                                             |   |   |                                |   |   |                                      |   |   |              |  |   |         |  
|Cash provided by (used in) financing activities                    |  |   | 12,220                                        |   |   | (2,660                                      | ) |   |                               |   |   | 20,226                               |   |   |             |  |   | 29,786  |  
|Increase (decrease) in cash for period                             |  |   | 745                                           |   |   | (79                                         | ) |   | (123                           | ) |   | (4,563                               | ) |   |             |  |   | (4,020  | )
|Cash at beginning of period                                        |  |   | 2,535                                         |   |   | 79                                          |   |   | 123                            |   |   | 26,263                               |   |   |             |  |   | 29,000  |  
|                                                                   |  |   |                                               |   |   |                                             |   |   |                                |   |   |                                      |   |   |              |  |   |         |  
|Cash at end of period                                              |  | $ | 3,280                                         |   | $ |                                            |   | $ |                               |   | $ | 21,700                               |   |   |             |  | $ | 24,980  |  
|                                                                   |  |   |                                               |   |   |                                             |   |   |                                |   |   |                                      |   |   |              |  |   |         |  
|Interest                                                           |  | $ | 69                                            |   | $ |                                            |   | $ |                               |   | $ | 2,585                                |   |   |              |  | $ | 2,654   |  
|Income taxes                                                       |  |   | 510                                           |   |   | 2,936                                       |   |   |                               |   |   | 3,825                                |   |   |              |  |   | 7,271   |  
|                                                                   |  |   |                                               |   |   |                                             |   |   |                                |   |   |                                      |   |   |              |  |   |         |  

-10-



---

STANDARD COMMERCIAL CORPORATION SUPPLEMENTAL COMBINING BALANCE SHEETJune 30, 2001(In thousands.)

|                                            |                              |   | Standard Commercial Tobacco Co. Inc. (Issuer) |         |   | Standard Commercial Corporation (Guarantor) |         |   | Standard Wool Inc. (Guarantor) |        |   | Other Subsidiaries (Non- Guarantors) |         |   | Eliminations |          |   | Total   |        
|------------------------------------------- | ---------------------------- | - | --------------------------------------------- | ------- | - | ------------------------------------------- | ------- | - | ------------------------------ | ------ | - | ------------------------------------ | ------- | - | ------------ | -------- | - | ------- | -------
|                                            |                              |   |                                               |         |   |                                             |         |   |                                |        |   |                                      |         |   |              |          |   |         |        
|Assets                                      |                              |   |                                               |         |   |                                             |         |   |                                |        |   |                                      |         |   |              |          |   |         |        
|Cash                                        |                              | $ | 12,000                                        |         | $ | 12                                          |         | $ | 48                             |        | $ | 25,222                               |         | $ |             |          |   | 37,282  |        
|Receivables                                 |                              |   | 15,870                                        |         |   | 17                                          |         |   | 7                              |        |   | 166,142                              |         |   |             |          |   | 182,036 |        
|Intercompany receivables                    |                              |   | 157,879                                       |         |   | 2,619                                       |         |   | 36                             |        |   | 18,519                               |         |   | (179,053     | )        |   |        |        
|Inventories                                 |                              |   | 62,658                                        |         |   |                                            |         |   |                               |        |   | 202,008                              |         |   |             |          |   | 264,666 |        
|Assets of discontinued operations           |                              |   |                                              |         |   |                                            |         |   |                               |        |   | 26,096                               |         |   |             |          |   | 26,096  |        
|Prepaid expenses                            |                              |   | 285                                           |         |   |                                            |         |   | 1                              |        |   | 3,094                                |         |   |             |          |   | 3,380   |        
|Marketable securities                       |                              |   |                                              |         |   | 1                                           |         |   |                               |        |   | 516                                  |         |   |             |          |   | 517     |        
|                                            |                              |   |                                               |         |   |                                             |         |   |                                |        |   |                                      |         |   |              |          |   |         |        
|                                            | Current assets               |   |                                               | 248,692 |   |                                             | 2,649   |   |                                | 92     |   |                                      | 441,597 |   |              | (179,053 | ) |         | 513,977
|Property, plant and equipment               |                              |   | 20,207                                        |         |   |                                            |         |   | 12                             |        |   | 112,015                              |         |   |             |          |   | 132,234 |        
|Investment in subsidiaries                  |                              |   | 93,383                                        |         |   | 204,679                                     |         |   | 26,322                         |        |   | 149,260                              |         |   | (473,644     | )        |   |        |        
|Investment in affiliates                    |                              |   |                                              |         |   |                                            |         |   |                               |        |   | 9,896                                |         |   |             |          |   | 9,896   |        
|Other noncurrent assets                     |                              |   | 295                                           |         |   | 9,730                                       |         |   |                               |        |   | 30,160                               |         |   |             |          |   | 40,185  |        
|                                            |                              |   |                                               |         |   |                                             |         |   |                                |        |   |                                      |         |   |              |          |   |         |        
|                                            | Total assets                 |   | $                                             | 362,577 |   | $                                           | 217,058 |   | $                              | 26,426 |   | $                                    | 742,928 |   | $            | (652,697 | ) | $       | 696,292
|                                            |                              |   |                                               |         |   |                                             |         |   |                                |        |   |                                      |         |   |              |          |   |         |        
|Liabilities                                 |                              |   |                                               |         |   |                                             |         |   |                                |        |   |                                      |         |   |              |          |   |         |        
|Short-term borrowings                       |                              | $ | 542                                           |         | $ |                                            |         | $ |                               |        | $ | 168,282                              |         | $ |             |          | $ | 168,824 |        
|Current portion of long-term debt           |                              |   |                                              |         |   |                                            |         |   |                               |        |   | 9,601                                |         |   |             |          |   | 9,601   |        
|Accounts payable                            |                              |   | 15,056                                        |         |   | 2,145                                       |         |   | 7                              |        |   | 110,291                              |         |   |             |          |   | 127,499 |        
|Liabilities of discontinued operations      |                              |   |                                              |         |   |                                            |         |   |                               |        |   | 2,389                                |         |   |             |          |   | 2,389   |        
|Intercompany accounts payable               |                              |   | 28,998                                        |         |   | 627                                         |         |   | 1,551                          |        |   | 147,877                              |         |   | (179,053     | )        |   |        |        
|Taxes accrued                               |                              |   | 17,675                                        |         |   | (7,854                                      | )       |   |                               |        |   | (3,762                               | )       |   |             |          |   | 6,059   |        
|                                            |                              |   |                                               |         |   |                                             |         |   |                                |        |   |                                      |         |   |              |          |   |         |        
|                                            | Current liabilities          |   |                                               | 62,271  |   |                                             | (5,082  | ) |                                | 1,558  |   |                                      | 434,678 |   |              | (179,053 | ) |         | 314,372
|Long-term debt                              |                              |   | 115,000                                       |         |   |                                            |         |   |                               |        |   | 20,270                               |         |   |             |          |   | 135,270 |        
|Convertible subordinated debentures         |                              |   |                                              |         |   | 51,652                                      |         |   |                               |        |   |                                     |         |   |             |          |   | 51,652  |        
|Retirement and other benefits               |                              |   | 9,532                                         |         |   | 848                                         |         |   |                               |        |   | 9,423                                |         |   |             |          |   | 19,803  |        
|Deferred taxes                              |                              |   | (1,302                                        | )       |   | (1,619                                      | )       |   |                               |        |   | 8,969                                |         |   |             |          |   | 6,048   |        
|                                            |                              |   |                                               |         |   |                                             |         |   |                                |        |   |                                      |         |   |              |          |   |         |        
|                                            | Total liabilities            |   |                                               | 185,501 |   |                                             | 45,799  |   |                                | 1,558  |   |                                      | 473,340 |   |              | (179,053 | ) |         | 527,145
|Minority interests                          |                              |   |                                              |         |   |                                            |         |   |                               |        |   | 60                                   |         |   |             |          |   | 60      |        
|Shareholders' equity                        |                              |   |                                               |         |   |                                             |         |   |                                |        |   |                                      |         |   |              |          |   |         |        
|Common stock                                |                              |   | 993                                           |         |   | 3,188                                       |         |   | 32,404                         |        |   | 155,220                              |         |   | (188,617     | )        |   | 3,188   |        
|Additional paid-in capital                  |                              |   | 130,860                                       |         |   | 105,271                                     |         |   |                               |        |   | 60,564                               |         |   | (191,424     | )        |   | 105,271 |        
|Unearned restricted stock plan compensation |                              |   | (751                                          | )       |   | (428                                        | )       |   | (14                            | )      |   | (1,407                               | )       |   |             |          |   | (2,600  | )      
|Treasury stock at cost                      |                              |   |                                              |         |   | (4,250                                      | )       |   |                               |        |   |                                     |         |   |             |          |   | (4,250  | )      
|Retained earnings                           |                              |   | 69,434                                        |         |   | 118,107                                     |         |   | 6,244                          |        |   | 105,780                              |         |   | (181,458     | )        |   | 118,107 |        
|Accumulated other comprehensive income      |                              |   | (23,460                                       | )       |   | (50,629                                     | )       |   | (13,766                        | )      |   | (50,629                              | )       |   | 87,855       |          |   | (50,629 | )      
|                                            |                              |   |                                               |         |   |                                             |         |   |                                |        |   |                                      |         |   |              |          |   |         |        
|                                            | Total shareholders' equity   |   |                                               | 177,076 |   |                                             | 171,259 |   |                                | 24,868 |   |                                      | 269,528 |   |              | (473,644 | ) |         | 169,087
|                                            |                              |   |                                               |         |   |                                             |         |   |                                |        |   |                                      |         |   |              |          |   |         |        
|                                            | Total liabilities and equity |   | $                                             | 362,577 |   | $                                           | 217,058 |   | $                              | 26,426 |   | $                                    | 742,928 |   | $            | (652,697 | ) | $       | 696,292
|                                            |                              |   |                                               |         |   |                                             |         |   |                                |        |   |                                      |         |   |              |          |   |         |        

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STANDARD COMMERCIAL CORPORATION SUPPLEMENTAL COMBINING STATEMENT OF INCOME AND RETAINED EARNINGSThree months ended June 30, 2001(In thousands.)

|                                                           |                                    | Standard Commercial Tobacco Co. Inc. (Issuer) |        | Standard Commercial Corporation (Guarantor) |   | Standard Wool Inc. (Guarantor) |         | Other Subsidiaries (Non-Guarantors) |       | Eliminations |   | Total   |        
|---------------------------------------------------------- | ---------------------------------- | --------------------------------------------- | ------ | ------------------------------------------- | - | ------------------------------ | ------- | ----------------------------------- | ----- | ------------ | - | ------- | -------
|                                                           |                                    |                                               |        |                                             |   |                                |         |                                     |       |              |   |         |        
|Sales                                                      |                                    | $                                             | 47,651 |                                             | $ |                               |         | $                                   | 45    |              | $ | 228,577 |        
|Cost of sales:                                             |                                    |                                               |        |                                             |   |                                |         |                                     |       |              |   |         |        
|Materials, services and supplies                           |                                    |                                               | 39,446 |                                             |   |                               |         |                                     |      |              |   | 205,647 |        
|Interest                                                   |                                    |                                               | 1,564  |                                             |   |                               |         |                                     |      |              |   | 3,662   |        
|                                                           |                                    |                                               |        |                                             |   |                                |         |                                     |       |              |   |         |        
|                                                           | Gross profit                       |                                               |        | 6,641                                       |   |                                |        |                                     |       | 45           |   |         | 19,268 
|                                                           |                                    |                                               |        |                                             |   |                                |         |                                     |       |              |   |         |        
|Selling, general and administrative expenses               |                                    |                                               | 2,658  |                                             |   | 1,431                          |         |                                     | 51    |              |   | 13,831  |        
|Other interest expense                                     |                                    |                                               | 1,886  |                                             |   | 1,005                          |         |                                     |      |              |   | (988    | )      
|Other income (expense) - net                               |                                    |                                               | 2,281  |                                             |   | 389                            |         |                                     |      |              |   | (1,496  | )      
|                                                           |                                    |                                               |        |                                             |   |                                |         |                                     |       |              |   |         |        
|                                                           | Income (loss) before taxes         |                                               |        | 4,378                                       |   |                                | (2,047  | )                                   |       | (6           | ) |         | 4,929  
|Income taxes                                               |                                    |                                               | 1,489  |                                             |   | (700                           | )       |                                     |      |              |   | 2,728   |        
|                                                           |                                    |                                               |        |                                             |   |                                |         |                                     |       |              |   |         |        
|                                                           | Income (loss) after taxes          |                                               |        | 2,889                                       |   |                                | (1,347  | )                                   |       | (6           | ) |         | 2,201  
|Minority interests                                         |                                    |                                               |       |                                             |   |                               |         |                                     |      |              |   |        |        
|Equity in earnings of affiliates                           |                                    |                                               |       |                                             |   |                               |         |                                     |      |              |   | 14      |        
|Equity in earnings of subsidiaries                         |                                    |                                               | 2,057  |                                             |   | 5,098                          |         |                                     | 158   |              |   |        |        
|                                                           |                                    |                                               |        |                                             |   |                                |         |                                     |       |              |   |         |        
|                                                           | Income from continuing operations  |                                               |        | 4,946                                       |   |                                | 3,751   |                                     |       | 152          |   |         | 2,215  
|Discontinued operations                                    |                                    |                                               |       |                                             |   | (661                           | )       |                                     | (661  | )            |   | (661    | )      
|Extraordinary gain (loss) due to buyback of long-term debt |                                    |                                               |       |                                             |   |                               |         |                                     |      |              |   |        |        
|                                                           |                                    |                                               |        |                                             |   |                                |         |                                     |       |              |   |         |        
|                                                           | Net income                         |                                               |        | 4,946                                       |   |                                | 3,090   |                                     |       | (509         | ) |         | 1,554  
|Retained earnings at beginning of period                   |                                    |                                               | 64,488 |                                             |   | 115,680                        |         |                                     | 6,753 |              |   | 104,226 |        
|Common stock dividends                                     |                                    |                                               |       |                                             |   | (663                           | )       |                                     |      |              |   |        |        
|                                                           |                                    |                                               |        |                                             |   |                                |         |                                     |       |              |   |         |        
|                                                           | Retained earnings at end of period |                                               | $      | 69,434                                      |   | $                              | 118,107 |                                     | $     | 6,244        |   | $       | 105,780
|                                                           |                                    |                                               |        |                                             |   |                                |         |                                     |       |              |   |         |        

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STANDARD COMMERCIAL CORPORATION SUPPLEMENTAL COMBINING STATEMENT OF CASH FLOWSThree months ended June 30, 2001(In thousands.)

|                                                |             | Standard Commercial Tobacco Co. Inc. (Issuer) |        | Standard Commercial Corporation (Guarantor) |   | Standard Wool Inc. (Guarantor) |   | Other Subsidiaries (Non- Guarantors) |    | Eliminations |   | Total   |       
|----------------------------------------------- | ----------- | --------------------------------------------- | ------ | ------------------------------------------- | - | ------------------------------ | - | ------------------------------------ | -- | ------------ | - | ------- | ------
|                                                |             |                                               |        |                                             |   |                                |   |                                      |    |              |   |         |       
|Cash provided by (used in) operating activities |             | $                                             | 11,717 |                                             | $ | 45                             |   | $                                    | 4  |              |   | (28,911 | )     
|                                                |             |                                               |        |                                             |   |                                |   |                                      |    |              |   |         |       
|Cash flows from investing activities            |             |                                               |        |                                             |   |                                |   |                                      |    |              |   |         |       
|Property, plant and equipment                   |             |                                               |        |                                             |   |                                |   |                                      |    |              |   |         |       
|                                                | - additions |                                               |        | (1,237                                      | ) |                                |  |                                      |    |             |   |         | (2,406
|                                                | - disposals |                                               |        |                                            |   |                                |  |                                      |    |             |   |         | 208   
|Business (acquisitions) dispositions            |             |                                               |       |                                             |   |                               |   |                                      |   |              |   |        |       
|                                                |             |                                               |        |                                             |   |                                |   |                                      |    |              |   |         |       
|Cash provided by (used in) investing activities |             |                                               | (1,237 | )                                           |   |                               |   |                                      |   |              |   | (2,198  | )     
|Cash flows from financing activities:           |             |                                               |        |                                             |   |                                |   |                                      |    |              |   |         |       
|Proceeds from long-term borrowings              |             |                                               |       |                                             |   |                               |   |                                      |   |              |   | 4,136   |       
|Repayment of long-term borrowings               |             |                                               |       |                                             |   |                               |   |                                      |   |              |   | (2,854  | )     
|Net change in short-term borrowings             |             |                                               | (114   | )                                           |   | (33                            | ) |                                      |   |              |   | 17,369  |       
|Other                                           |             |                                               | 1,086  |                                             |   |                               |   |                                      |   |              |   | (1      | )     
|                                                |             |                                               |        |                                             |   |                                |   |                                      |    |              |   |         |       
|Cash provided by (used in) financing activities |             |                                               | 972    |                                             |   | (33                            | ) |                                      |   |              |   | 18,650  |       
|                                                |             |                                               |        |                                             |   |                                |   |                                      |    |              |   |         |       
|Increase (decrease) in cash for period          |             |                                               | 11,452 |                                             |   | 12                             |   |                                      | 4  |              |   | (12,459 | )     
|Cash at beginning of period                     |             |                                               | 548    |                                             |   |                               |   |                                      | 44 |              |   | 37,681  |       
|                                                |             |                                               |        |                                             |   |                                |   |                                      |    |              |   |         |       
|Cash at end of period                           |             | $                                             | 12,000 |                                             | $ | 12                             |   | $                                    | 48 |              | $ | 25,222  |       
|                                                |             |                                               |        |                                             |   |                                |   |                                      |    |              |   |         |       
|Interest                                        |             | $                                             | 37     |                                             | $ |                               |   | $                                    |   |              | $ | 3,529   |       
|Income taxes                                    |             |                                               | 280    |                                             |   | 1,870                          |   |                                      |   |              |   | 3,202   |       

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ITEM 2MANAGEMENTS DISCUSSION AND ANALYSIS OFRESULTS OF OPERATIONS AND FINANCIAL CONDITION

Results of OperationsSales for the quarter ended June 30, 2002 were
$198 million, a decrease of 6% from $211 million a year earlier. Sales of $153 million for the tobacco division were down 10% from the corresponding period sales of $170 million in 2001. Both volumes and values per kilo were 6% lower than last year.
This was mainly due to shipment delays from Far East, Africa and Europe. In addition the shipments of higher value U.S. tobaccos were down from prior year. Wool sales of $45 million were 10% higher and the volume and value per kilo sold also
increased by 10%. This was due to increased delivery of carpet wool in Europe.

Gross profit for the quarter of $31.5 million improved 21% from the 2001 quarter due primarily to the mix of
sales  in the tobacco segment. The wool division gross profits and margins were lower than the corresponding prior year period. Gross margins in the current quarter benefited from increased processing revenues in the tobacco division whereas
the prior years fiscal included deliveries of low margin tobacco. Selling, general and administrative expenses increased due to the first time inclusion of the recently acquired tobacco leaf processing facilities in the USA and Argentina and
normal inflationary increases. Other income in the current quarter included a small loss on disposition of assets and interest income of $0.3 million versus insurance recoveries of  $0.5 million, gain on disposition of assets of $0.1 million
and interest income of $0.6 million in the prior year quarter.

The effective tax rate was 52% in the current quarter versus 48% in the June 2001 quarter. This was mainly due to differences in tax
rates and tax credits not utilizable in certain areas where losses are incurred and the payment of with-holding taxes on dividends from subsidiary companies.

Income from continuing operations was
$5.6 million, or $0.42 per share versus $3.8 million, or $0.28 per share for the June 2001. Net income for the current period was $4.7 million or $0.35 per share versus $3.1 million or $0.23 per share in the prior year period. The average shares
outstanding, increased from 13,261 in 2001 to 13,370 in 2002. The diluted net earnings per share also increased from $0.23 per share to $0.35 per share.

Liquidity and Capital
Resources

Working capital at June 30, 2002 was $175.6 million, compared to $199.4 million a year earlier. The decrease was due to the buy back of $36 million of publicly traded debt and a net
reduction of $6 million in the other long term borrowings. Capital expenditures during the 2002 quarter of $16.8 million consisted of $16.5 million in the tobacco division and $0.3 million in the wool division. The tobacco division expenditure
consisted of the purchase of the leaf processing assets of Export Leaf Tobacco in the United States and routine capital expenditures. Cash used in operating activities during the first fiscal quarter totaled $17.2 million mainly due to increases in
inventories of $44 million. This increase to a certain extent was offset by reduction in receivables and the net assets of discontinued operations of $6 million and $2 million respectively and increase in payables of $8 million. The Company
continues to closely monitor its inventory levels, which fluctuate, depending on seasonal factors and timing of deliveries to customers.

On June 7, 2001, the Companys major tobacco
subsidiaries amended their global revolving bank credit facility. The amount of the facility was decreased from $250.0 million to $230.0 million. The maturity date was extended to July 31, 2002 to July 31, 2003. Financial covenants and other terms
and conditions are essentially unchanged. Borrowings under the facility continue to be guaranteed by the Company and are secured by substantially all of the assets of the borrowers. Debt agreements to which the Company and its subsidiaries are
parties contain financial covenants, that could restrict payment of cash dividends. Under its most restrictive covenant, the Company had approximately $19.6 million of retained earnings available for distribution as dividends at June 30,
2002.

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Quantitative and Qualitative Disclosures About Market Risk

As
disclosed in our Annual Report on Form 10-K for the year ended March 31, 2002 the Company is exposed to market risk primarily related to foreign exchange and interest rates. These exposures are actively monitored by management. To manage the
volatility relating to these exposures, the Company enters into derivative financial instruments. The objective is to reduce, where we deem appropriate, fluctuations in earnings and cash flows associated with changes in interest rates and foreign
currency rates. It is the Companys policy and practice to use derivative financial instruments only to the extent necessary to manage exposures. The Companys market risk has not changed substantially since March 31, 2002.

Forward-Looking Statements

Statements in this report that are not purely statements of historical fact may be deemed to be forward-looking. 
Readers are cautioned that any such forward-looking statements are based upon managements current knowledge and assumptions, and actual results could be affected in a material way by many factors, including ones over which the Company has
little or no control, e.g. unforeseen changes in shipping schedules; the balance between supply and demand; and market, economic, political and weather conditions.  More information regarding these factors is contained in the Companys
other SEC filings, copies of which are available upon request from the Company.  The Company assumes no obligation to update any of these forward-looking statements.

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PART II - OTHER INFORMATION

Item 3 LEGAL
PROCEEDINGS

On February 26, 2001, the Company was served with a Third Amended Complaint, naming the Company and other leaf merchants as defendants in Deloach, et al. V. Phillip Morris Inc., et al.,
a suit originally filed against U.S. cigarette manufacturers in the United States District Court for the District of Columbia and now pending in the United States District Court for the Middle District of North Carolina, Greensboro Division (Case
No. 00-CV-1235) (Deloach Suit). The Deloach suit is a class action claim brought on behalf of U.S. tobacco growers and quota holders alleging that defendants violated antitrust laws by bid-rigging at tobacco auctions and by conspiring to
undermine the tobacco quota and price support program administered by the federal government. Plaintiffs seek injunctive relief, trebled damages in an unspecified amount, pre-and post-judgement interest, attorneys fees and costs of litigation.
On April 3, 2002 the Court granted the plaintiffs motion for class action certification. The Company intends to vigorously defend the Deloach Suit, including joining a petition to the United States Court of Appeals for the Fourth Circuit for
appeal of the class certification. Because the suit is still in its initial stages, the Company cannot estimate the amount or range of loss that could result from an unfavorable outcome.

In October
2001, the Director General-Competition of the European Commission (the DG Comp.), began conducting an administrative investigation of certain selling and buying practices alleged to have occurred within the leaf tobacco industry in some countries
within the European Union, including Spain, Italy and Greece. The Company, through its local subsidiaries, is cooperating fully with the investigation and has discovered and voluntarily disclosed information which tends to establish that a number of
leaf dealers, including the Companys subsidiaries, have jointly agreed with respect to green tobacco prices and purchase quantities. The Company believes, however, that there are significant mitigating circumstances relating to structure of
these markets, their historical conduct and the prominence of sellers cooperatives. The investigation is in its very early stages and although the fines, if any that the DG Comp may assess on the Companys subsidiaries could be material,
the Company is not able to make an accurate assessment of the amount of any such fines at this time.

Except for the above neither the Company nor any of its subsidiaries are currently involved in
any litigation that it believes would, individually or in the aggregate, have a material adverse effect on its consolidated position, consolidated results of operation or liquidity nor, to its knowledge, is any such litigation currently threatened
against it or its subsidiaries.

|Item 6. | EXHIBITS AND REPORTS ON FORM 8-K
|------- | --------------------------------
|        |                                 
|        | a.                              
|        |                                 
|        |                                 
|        |                                 
|        | b.                              

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SIGNATURES AND CERTIFICATION

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, who certify that, to their knowledge, this report fully complies with the requirements of section 13 (a) or 15 (d) of that Act and the information contained in this report fairly presents, in all material respects, the
financial condition and results of operations of the Registrant as of and for the period ended June 30, 2002.

|Dated: August 13, 2002 |                                 |                                           
|---------------------- | ------------------------------- | ------------------------------------------
|                       | STANDARD COMMERCIAL CORPORATION
|                       | (Registrant)                   
|                       |                                
|                       | By                              | /s/ Robert
E Harrison                     
|                       |                                 |                                           
|                       |                                 | Robert E Harrison                         
|                       |                                 | President, Chief Executive Officer        
|                       |                                 |                                           
|                       | By                              | /s/ Robert
A Sheets                       
|                       |                                 |                                           
|                       |                                 | Robert A Sheets                           
|                       |                                 | Vice President and Chief Financial Officer

-17-