TABLE  OFCONTENTS

**UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, D.C.    20549**

**FORM 10-Q**

| ý | **QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934** |
|--------|--------------------------------------------------------------------------------------------|

**For the quarterlyperiod ended September 27, 2003**

**OR**

|  ̈ | **TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934** |
|--------|---------------------------------------------------------------------------------------------|

**For the transition period from _____ to  _____**

**Commission File No. 0-8544**

**SPEIZMAN INDUSTRIES, INC.***(Exact name of registrant as specified in its charter)*

| Delaware                                                                  |       | 56-0901212                               |
|---------------------------------------------------------------------------|------------|------------------------------------------|
| **(State or other jurisdiction of   incorporation or organization)** | ** ** | **(I.R.S. Employer Identification No.)** |
|                                                                      |       |                                          |
| 701 Griffith Road Charlotte, North Carolina                               |       | 28217                                    |
| **(Address of principal executive offices)**                              | ** ** | **(Zip Code)**                           |

**(704) 559-5777(Registrant's telephone number, including area code)**

**Not Applicable(Former name, former address and former fiscal year, if changed since last report)**

Indicate by check mark whether the registrant (1) has filed all reports required to befiled by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months, and (2) has been subject tosuch filing requirements for the past 90 days.

** YES ****þ**                  **NO **** ̈**

Indicate the number of shares outstanding of each of the issuer's classes of common stockas of the latest practicable date.

| **Class of Common Stock** | **Outstanding atNovember 7, 2003** |
|---------------------------|------------------------------------|
| Par value $.10 per share  | 3,255,428                          |

 

----

**AND SUBSIDIARIES**

**INDEX**

| PART I.  FINANCIAL INFORMATION:                                                                                                                                                        | **Page No.** |
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------------|
|                                                                                                                                                                                        |         |
|       Item 1.  Financial Statements:                                                                                                                          |         |
|                                                                                                                                                                                        |         |
|            Condensed ConsolidatedBalance Sheets                                                                                 | 3-4          |
|                                                                                                                                                                                        |         |
|            Condensed ConsolidatedStatements of Operations                                                                       | 5            |
|                                                                                                                                                                                        |         |
|            Condensed ConsolidatedStatements of Cash Flows                                                                            | 6            |
|                                                                                                                                                                                        |         |
|            Condensed ConsolidatedStatements of Stockholders’ Equity                                                            | 7            |
|                                                                                                                                                                                        |         |
|            Notes to CondensedConsolidated Financial Statements                                                                       | 8-11         |
|                                                                                                                                                                                        |         |
|       Item 2.Management's Discussion and Analysis of FinancialCondition            and Results ofOperations | 12-20        |
|                                                                                                                                                                                        |         |
|       Item 3. Quantitative and Qualitative Disclosure about Market Risk                                                                                       | 20           |
|                                                                                                                                                                                        |         |
|       Item 4. Controls and Procedures                                                                                                                         | 21           |
|                                                                                                                                                                                        |         |
| PART II. OTHERINFORMATION                                                                                                                                                                   | 22           |
|                                                                                                                                                                                        |         |
|       Item 6. Exhibits and reports on Form 8-K                                                                                                                | 22           |

Page 2
TABLE  OFCONTENTS

**SPEIZMAN INDUSTRIES, INC. AND SUBSIDIARIESCONDENSED CONSOLIDATED BALANCE SHEETS**

** **
  
September 27,
 
June 28,
  
2003
 
2003

  
(unaudited)
  **ASSETS**    
CURRENT:
   
   Cash and cash equivalents

 $

358,000  

 $

217,000    

   Accounts receivable, less allowances of      $1,002,000 and $942,000

10,286,000  
 
 12,074,000    

   Inventories
 
10,514,000  
 
11,329,000    

   Deferred tax asset, current
 
1,752,000  
 
1,432,000    

   Prepaid expenses and other current assets
 
958,000  
 
964,000    

         TOTAL CURRENT ASSETS
 
23,868,000  
 
26,016,000    
               
PROPERTY AND EQUIPMENT:
    
   Building and leasehold improvements
 
6,890,000  
 
6,890,000    

   Machinery and equipment
 
1,402,000  
 
1,380,000    

   Furniture, fixtures and transportation equipment
 
1,550,000  
 
1,550,000    

        Total
 
9,842,000  
 
9,820,000    

   Less accumulated depreciation and amortization
 
(3,899,000) 
 
(3,728,000)   
     
         NET PROPERTY AND EQUIPMENT
 
5,943,000  
 
6,092,000    
     
DEFERRED TAX ASSET, LONG TERM
 
1,733,000  
 
1,832,000    

OTHER LONG-TERM ASSETS
 
565,000  
 
673,000    

GOODWILL, NET OF ACCUMULATED AMORTIZATION
 
3,790,000  
 
3,790,000    
      
$

35,899,000  

$

38,403,000    

See accompanying notes to condensedconsolidated financial statements.

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TABLE  OFCONTENTS

**SPEIZMAN INDUSTRIES, INC. AND SUBSIDIARIESCONDENSED CONSOLIDATED BALANCE SHEETS**
  
September 27,
 
June 28,
  
2003
 
2003
  
(unaudited)
  **LIABILITIES AND STOCKHOLDERS’ EQUITY**         
CURRENT LIABILITIES:
    
   Accounts payable

$

5,231,000    

$

8,601,000    

   Customers’ deposits
 
1,156,000    
 
1,175,000    

   Accrued expenses
 
100,000    
 
356,000    

   Revolving line of credit
 
9,366,000    
 
7,301,000    

   Current maturities of long-term debt
 
1,445,000    
 
1,078,000    

   Current maturity of obligation under capital lease
 
146,000    
 
141,000    
     
         TOTAL CURRENT LIABILITIES
 
17,444,000    
 
18,652,000    
    
 

Long-term debt
 
2,992,000    
 
3,520,000    

Obligation under capital lease
 
4,201,000    
 
4,239,000    

          TOTAL LIABILITIES
 
24,637,000    
 
26,411,000    
          
STOCKHOLDERS’ EQUITY:
    
**  ** Common stock – par value $0.10; authorized12,000,000      shares, issued 3,396,228, outstanding 3,255,428
 
340,000    
 
 340,000    

   Additional paid-in capital
 
13,047,000    
 
13,047,000    

   Accumulated deficit
 
(1,538,000)   
 
(808,000)   

        Total
 
11,849,000    
 
12,579,000    

   Treasury stock, at cost, 140,800 shares
 
(587,000)   
 
(587,000)   

         TOTAL STOCKHOLDERS’EQUITY
 
11,262,000    
 
11,992,000    
      
$

35,899,000    

$

38,403,000    

 

See accompanying notes to condensedconsolidated financial statements.

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TABLE  OFCONTENTS

**SPEIZMAN INDUSTRIES, INC. AND SUBSIDIARIESCONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS**
 
For the Three Months Ended
 
September 27, 2003

September 28, 2002
 
(13 Weeks)

(13 Weeks)

 
 
(unaudited)

(unaudited)

 
     
  

REVENUES

$

9,665,000   

$

16,828,000 

 
     
 

COST OF SALES
 
8,347,000   
 
14,218,000 

 
     
 

GROSS PROFIT
 
1,318,000   
 
2,610,000 

 
     
 

SELLING EXPENSES
 
741,000   
 
1,010,000 

 
     
 

GENERAL AND ADMINISTRATIVE EXPENSES
 
1,092,000   
 
1,374,000 

 
     
 

OPERATING INCOME (LOSS)
 
(515,000)  
 
226,000 

 
     
 

NET INTEREST EXPENSE
 
436,000   
 
400,000 

 
     
 

LOSS BEFORE TAX BENEFIT
 
(951,000)  
 
(174,000)

 
     
 

TAX BENEFIT
 
(221,000)  
 
(47,000)

 
     
 

NET LOSS

$

(730,000)  

$

(127,000)

 
     
 

Basic loss per share

$

(0.22)  

$

(0.04)

 

Diluted loss per share

$

(0.22)  

$

(0.04)

 
     
 

Weighted average shares     Outstanding:
    
 

     Basic
 
3,255,428   
 
3,255,428 

 

     Diluted
 
3,255,428   
 
3,255,428 

See accompanying notes to condensedconsolidated financial statements.

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TABLE  OFCONTENTS

**  SPEIZMAN INDUSTRIES, INC. AND SUBSIDIARIESCONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS**

(Unaudited)
For the Three Months Ended 
September 27, 2003

September 28, 2002
  
13 weeks 
13 weeks
CASH FLOWS FROM OPERATING ACTIVITIES:
    
      Net (loss)

$

(730,000) 

$

(127,000)
Adjustments to reconcile net (loss) to cash used in      operating activities:
 
 
 
 
          Depreciation
 
171,000  
 
164,000 

          Provision for inventoryobsolescence
 
60,000  
 
- 

          Provision for losses on accountsreceivable
 
60,000  
 
- 
          Deferred income taxes
 
(221,000) 

 
(47,000)

          (Increase) decrease in:

 
 
 
 
              Accounts receivable
 
1,728,000  

 
(1,431,000)

              Inventories
 
755,000  

 
1,789,000 

              Prepaidexpenses and other current assets
 
6,000  
 
(618,000)

              Other assets
 
108,000  

 
(279,000)

          Increase (decrease) in:
    
              Accountspayable
 
(3,370,000) 
 
(445,000)

              Trade notespayable
 
(161,000) 
 
- 

              Accruedexpenses and customers’ deposits
 
(275,000) 
 
(9,000)

          Net cash (used in) operatingactivities
 
(1,869,000) 
 
(1,003,000)

CASH FLOWS FROM INVESTING ACTIVITIES:
    
      Capital expenditures
 
(22,000) 
 
(6,000)

          Net cash (used in) investingactivities
 
(22,000) 
 
(6,000)

CASH FLOWS FROM FINANCING ACTIVITIES:
    
      Net borrowings on line of credit agreement
 
2,065,000  
 
500,000 

      Principal payments on capital lease obligation
 
(33,000) 
 
(28,000)

      Principal payments on long-term debt
 
-  
 
(585,000)

      Proceeds from notes payable
 
-  

 
153,000 

          Net cash provided by financing activities 
2,032,000  
 
40,000 
     
NET INCREASE (DECREASE) IN CASH
 
141,000  
 
(969,000)

CASH AND CASH EQUIVALENTS at beginning of period
 
217,000  

 
970,000 

CASH AND CASH EQUIVALENTS at end of period

$

358,000  

$

1,000 
     
Supplemental Disclosures:
    
      Cash paid (refunded) during period for:
    
          Interest

$

347,000  

$

493,000 

          Income taxes
 
94,000  
 
64,000 

See accompanying notes to condensed consolidated financialstatements.

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TABLE  OFCONTENTS

**SPEIZMAN INDUSTRIES, INC. AND SUBSIDIARIESCONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY**

 
 
CommonShares

Common Stock

AdditionalPaid-In  Capital

RetainedEarnings(accumulated deficit)

AccumulatedOther ComprehensiveLoss

TreasuryStock

Comprehensive Loss

 

 
            
 

BALANCE, JUNE 30, 2001

3,396,228 

$

340,000 

$

13,047,000 

$

4,830,000 

$
(264,000)
$

(587,000)
  
Net loss

- 
 
- 
 
- 
 
(5,342,000)
 
- 
 
- 

$

(5,342,000)

Accumulated Comprehensive loss   – Interest rate swap, net of tax

 - 
 
- 
 
 - 
 
 - 
 
95,000 
 
 - 
 
 95,000 

   Comprehensive Loss 

- 
 
- 
 
- 
 
- 
 
- 
 
- 

$

(5,247,000)

BALANCE, JUNE 29, 2002

3,396,228 
 
340,000 
 
13,047,000 
 
(512,000)
 
(169,000)
 
(587,000)
  
Net loss

          - 
 
- 
 
- 
 
(296,000) 
- 
 
- 

$

(296,000) 

Accumulated Comprehensive income   – Interest rate swap, net of tax

- 
 
 - 
 
 - 
 
 - 

 

 169,000
 
 - 
 
169,000 

   Comprehensive income

- 
 
- 
 
- 
 
- 
 
- 
 
- 

$

(127,000) 

BALANCE, JUNE 38, 2003

3,396,228 

$

340,000 

$

13,047,000 

$

(808,000)

 

- 
$

(587,000)
  
Net loss

- 
 
- 
 
- 
 
(730,000)
 
 - 
 
- 
 
 

BALANCE,  SEPTEMBER 27, 2003 (unaudited)

3,396,228 

$

340,000 

$

13,047,000 

$

(1,538,000)

  

 
- 
$

(587,000)
  
See accompanying notes to condensed consolidated financialstatements.

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TABLE  OFCONTENTS

**SPEIZMAN INDUSTRIES, INC. AND SUBSIDIARIESNOTES TO CONDENSED CONSOLIDATED FINANCIALSTATEMENTS**

Note 1.    Interim Financial Statements

Inthe opinion of management, the accompanying unaudited consolidated financial statements contain all adjustments necessary topresent the Registrant's financial position, the results of operations and changes in cash flow for the periods indicated. Any interim adjustments are of a normal recurring nature unless otherwise indicated in the Notes to the Condensed Consolidated Financial Statements.

The accounting policies followed by the Registrant are set forth in the Registrant's Form10-K for the fiscal year ended June 28, 2003, which is incorporated by reference.

Note 2.    Deferred Revenue

The Company, insome instances with its laundry equipment and services business, is engaged ininstallation projects for customers on a contract basis.  Some contractscall for progress billings.  In such cases, the Company uses the percentageof completion method to recognize revenue whereby sales are recorded based uponthe ratio of costs incurred to total estimated costs at completion.  TheCompany had no deferred revenue at September 27, 2003 and June 28, 2003.

Note 3.    Inventories

Inventoriesconsisted of the following:
 
 
September 27,
 
June 28,
  
2003
 
2003
  
(unaudited)
  
Machines

$

5,669,000

$

6,470,000

Parts and supplies
 
4,845,000

 
4,859,000

         Total

$

10,514,000

$

11,329,000

Note 4.    Taxes on Income

Taxeson income are allocated to interim periods on the basis of an estimated annual effective tax rate.  Other comprehensive income(losses), if any, are net of an estimated deferred tax expense (benefit).  Deferred income taxes at September 27, 2003 andJune 28, 2003 consisted primarily of net operating loss carryforwards. 

Note 5.    Net Income (Loss) Per Share

Basic net income (loss) per share includes no dilution and is calculated by dividing netincome (loss) by the weighted average number of common shares outstanding for the period.  Diluted net loss per share reflectsthe potential dilution of securities that could share in the net income of the Company, which consists of stock options using thetreasury stock method.  In a period with a net loss, the weighted average shares outstanding will be the same for basic anddiluted net loss per share.

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TABLE  OFCONTENTS

Note 6.    Long-Term Debt

The Company has a revolving credit facility and a line of credit for issuance ofDocumentary Letters of Credit with SouthTrust Bank, N.A.  Effective March 31, 2003, the Company entered into a Sixth Amendmentand Forbearance Agreement relating to its credit facility with SouthTrust Bank, extending the maturity date until December 31,2003.  The credit facility, as amended, provides a revolving credit facility up to $10.0 million and an additional line ofcredit for issuance of documentary letters of credit up to $7.5 million.  The availability under the combined facility islimited to a borrowing base as defined by the bank.  The Company, as of September 27, 2003, had borrowings with SouthTrustBank of $9.4 million under the revolving credit facility and had unused availability of $600,000.  Effective July 1, 2003,interest for all borrowings accrues at prime plus 3.0%.  The facility is secured by substantiallyallthe assets of the Company.

Other long-term obligations primarily include trade debt with payment dates beyond oneyear.  Effective February 2002, the Company restructured its payment terms with Lonati S.p.A., its largest supplier, oncurrent trade obligations amounting to $5.2 million, less $1.0 million owed to the Company.  The net balance of $4.2 millionis payable over a 24-month period commencing March 1, 2004.  The restructured terms also include an interest charge at 6% perannum, payable quarterly commencing September 2002.  The agreement also provides the Company through February 2006 withexclusive distribution rights for Lonati’s product line and the ability to purchase inventory in U.S. dollars.  AtSeptember 27, 2003, the Company was in compliance with all of its covenants related to the Lonati agreement.

In fiscal 2002, the Company restructured a refundable customer deposit in the amount of$1.2 million included in trade notes payable below, to a two-year period, payable monthly commencing January 31, 2002.  Theamount of this obligation bears no interest.

Long-term debt consists of:
  
September 27,
 
June 28,
  
2003
 
2003
  
(unaudited)
  
Trade notes payable

$

4,437,000 

$

4,598,000 

Current maturities.
 
(1,445,000)
 
(1,078,000)
 
$

2,992,000 

$ 

3,520,000 

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Note 7. Segment Information

The Company operates primarily in two segments of business, textile equipment(“textile”) and laundry equipment and services (“laundry”).  Corporate operations include generalcorporate expenses, amortization of debt issuance costs, interest expense related to the Company’s credit facility andelimination of intersegment balances.  The table below summarizes financial data by segment. 

Segment Information

Three Months

Total Textile

Total Laundry
  
 

Ended September

 

Segment

 

 Segment

 

 Corporate

 

Total 
          
Net Revenues

2003

$

5,427,000 
$

4,238,000 
$

- 

$

9,665,000 
 
2002
 
8,487,000  
8,341,000  
-   
 
16,828,000 
          
Earnings (Loss) before Interest       &Taxes

2003

$

(177,000)

$

(98,000)

$

(240,000)

$

(515,000)
 
2002
 
237,000  
252,000 
(263,000)
 
226,000           
Capital Expenditures

2003

$ 

22,000 
$

- 
$

- 

$

22,000 
 
2002
 
6,000  
-  
- 
 
6,000 
          
Depreciation and Amortization 

2003

$ 

91,000 
$

51,000 
$

28,000 

$

170,000 
 
2002
 
156,000  
8,000  
-  
164,000 
          
Interest Expense

2003

$ 

255,000 
$

134,000 
$

47,000 

$

436,000 
 
2002
 
171,000    
1,000  
228,000 
 
400,000 
          Total Assets              September 27, 2003 (unaudited) $
27,362,000 $ 8,537,000  $-  $35,899,000      June 28, 2003 $
28,788,000 $ 9,615,000  $-   $38,403,000 
Goodwill
 
 
 
 
 
 
 
 
     September 27, 2003 (unaudited) $
622,000 $ 3,168,000  $-   $3,790,000    June 28, 2003 $
622,000 $ 3,168,000  $-   $3,790,000
Note 8.    Accounting for Stock-Based Compensation

The Company adopted the disclosure only provisions of Statement of Financial Standards No.123, *Accounting for Stock-Based Compensation*.  In addition, the Company adopted the disclosure provisions of SFAS No.148, *Accounting for Stock-Based Compensation*, which amends the disclosure requirements of SFAS No. 123.  SFAS No. 148had no impact on net income (loss) or stockholders’ equity.  The Company uses the intrinsic value method of accountingfor the plan in accordance with Accounting Principle Board Opinion No. 25, and, therefore, recognizes no compensation expense forstock options.  No stock options were issued for the three months ended September 27, 2003 and September 28, 2002.  Proforma net income and earnings per share, as if the fair value method in SFAS No. 123 had been used to account for stock-basedcompensation, and the assumptions used for three months ended September 27, 2003 and September 28, 2002 are as follows:

 
For the Three Months ended

 
     
September 27, 2003

          
September 28, 2002

Income (Loss):

 
 
 
 As reported
$

(730,000)

$

(127,000)
Compensation expense
 
(6,000)

 
(6,000)
Pro forma
$

(736,000)

$

(133,000)

 
 
 
 
Basic income (loss) earnings per share:

 
 
 
 As reported
$

(0.22)

$

(0.04)
Compensation expense
 
- 

 
-  
Pro forma
$

(0.22)

$

(0.04)

 

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Note 9.    Commitments And Contingencies

The Company has outstanding commitments backed by letters of credit of approximately$2,073,000 and $4,180,000 at September 27, 2003 and June 28, 2003 respectively, relating to the purchase of machine inventory fordelivery to customers.

The Company filed a lawsuit with one of its customers for nonperformance associated withcertain sales contracts.  On July 30, 2001, the defendant filed a counterclaim alleging damages due to delay in delivery ofmachines and defects in operation in the amount of $6.8 million (Canadian) or approximately U.S. $4.3 million, plus interest andpenalties in an unspecified amount.  Based upon discussions with its legal counsel, the Company believes the counterclaim iswithout merit and intends to defend its position vigorously.

In the normal course of business, the Company is named in various other lawsuits. TheCompany vigorously defends such lawsuits, none of which are expected to have a material impact on operations, either individuallyor in the aggregate.

Note 10. Operations

As shown in the accompanying financial statements, the Company’s sales havedecreased to $9.7 million in fiscal 2004 from $16.8 million in fiscal 2003.  In addition, the Company incurred net losses of$730,000 in fiscal 2004 and $127,000 in fiscal 2003. 

The Company has responded to the decrease in sales by reducing its personnel in alldepartments, restructuring its commission arrangement with sales personnel, and reducing general and administrative expenses,including a reduction of the lease payments for its main facility.  The Company is currently in discussions with potentiallenders regarding refinancing its credit facility, which is scheduled to expire on December 31, 2003.  There can be noassurances the Company will be able to refinance this debt with another lender on a timely basis, on commercially reasonable terms,or at all.

 

 

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**MANAGEMENT'SDISCUSSION AND ANALYSIS OFFINANCIAL CONDITION AND RESULTS OF OPERATIONS**

NOTE REGARDING PRIVATE SECURITIES LITIGATION REFORM ACT

This report contains forward-looking statements that have been made pursuant to theprovisions of the Private Securities Litigation Reform Act of 1995.  Such forward-looking statements are based on currentexpectations, estimates, and projections about Speizman's industry, management beliefs, and certain assumptions made by Speizman'smanagement.  Words such as "anticipates," "expects," "intends," "plans," "believes,” "seeks," "estimates," variations ofsuch words, and similar expressions are intended to identify such forward-looking statements.  These statements are notguarantees of future performance and are subject to certain risks, uncertainties, and assumptions that are difficult to predict;therefore, actual results may differ materially from those expressed or forecasted in any such forward-looking statements. Such risks and uncertainties include those set forth herein under the caption "Other Risk Factors.”  Unless required bylaw, the Company undertakes no obligation to update publicly any forward-looking statements, whether as a result of newinformation, future events, or otherwise.  However, readers should carefully review the risk factors set forth in otherreports and documents that the Company files from time to time with the Securities and Exchange Commission.
**GENERAL**
 Speizman Industries, Inc. is a major distributor of specialized industrial machinery,parts and equipment.  The Company operates primarily in two segments, textile equipment (“textile segment”) andlaundry equipment and services (“laundry segment”).  In the textile segment, the Company distributes sock-knittingmachines, other knitting equipment, automated boarding, finishing and packaging equipment used in the sock industry, and relatedparts.  In the laundry segment, the Company sells commercial and industrial laundry equipment, including the distribution ofmachines and parts as well as providing installation and after sales service.  The Company refers to its operations in thetextile segment as Speizman Industries, and the laundry segment as Wink Davis Equipment Co., Inc. (“WinkDavis”).
**RESULTS OF OPERATIONS**
Revenues decreased by 43.0% to $9.7 million for the first quarter of fiscal 2004 from$16.8 million in the first quarter of fiscal 2003.  Revenues for the textile division decreased to $5.4 million for the firstquarter of fiscal 2004 from $8.5 million in the first quarter of fiscal 2003.  The decrease in revenue is due primarily to a39.0% decrease in the sales of sock knitting equipment as domestic manufacturers continue to have concerns about the impact offoreign made goods on the U.S. market.  Revenues for the laundry division decreased to $4.3 million from $8.3 million lastyear.  The decline in revenue reflects a 55.0% reduction in sales of new machines in the first quarter of 2004 and reflectsthe inclusion of two large projects in the first quarter of fiscal 2003.  The Company had no large project sales in the firstquarter of 2004.

First quarter gross profit decreased to $1.3 million in fiscal 2004 from $2.6 million infiscal 2003.  As a percent of revenues, gross margin decreased to 13.6% from 15.5%.  Gross margin decreased in thetextile division from 18.1% in 2003 to 12.2% in 2004.  The decrease is due to the reduced shipments of sock knittingequipment, noted above, that have a higher margin than other textile equipment.  The decrease is also due to an increase of$60,000 in inventory reserves for textile equipment.  Gross margins increased in the laundry division from 12.9% in 2003 to15.5% in 2004.  The increase is due to increased sales of white machines and improved margins for parts and servicesales.  The first quarter of fiscal 2004 did not include any sales of large projects as compared to the first quarter offiscal 2003.  The larger projects typically have a lower gross margin due to the increased competition for thoseprojects. 

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TABLE  OFCONTENTS

Selling expenses decreased 26.6% to $741,000 in the first quarter of fiscal 2004 from $1.0million in the same period last year.  As a percentage of sales, selling expenses increased from 6.0% in the first quarter offiscal 2003 to 7.7% in the first quarter of fiscal 2004.  The decrease in selling expenses for the quarter reflects lowercommissions due to lower sales and lower travel expenses as compared to prior years.  The increase as a percent of salesreflects the fixed nature of certain selling expenses.

General and administrative expenses decreased 20.5% to $1.1 million (11.3% of sales) inthe first quarter of fiscal 2004 from $1.4 million (8.2% of sales) in the same period last year.  The reduction of $300,000reflects management’s continued emphasis on cost control, primarily in payroll, professional services, travel andinsurance.  The increase as a percentage of sales reflects the reduction in revenues noted above and the fixed nature ofcertain general and administrative expenses.

Interest expense increased $36,000 in the first quarter of fiscal 2004 as compared to thefirst quarter of fiscal 2003 due to increased average borrowings on the Company’s revolving credit line and an increase inthe interest rate charged on the revolving line of credit.

Benefit for income tax in the current quarter was $221,000 or 23.2% of the current pre-taxloss. This compared to a benefit of $47,000 for income tax for the same period last year or 27% of the current pre-tax loss. Thedifference between the effective tax rates and the statutory tax rates are due to non-deductible expenses for tax purposes and dueto the Company reducing its deferred tax asset by $199,000 as noted in the Critical Accounting Policies.

Net loss for the quarter ended September 27, 2003 was $730,000 or $0.22 per basic anddiluted share, compared to a net loss of $127,000 or $0.04 per basic and diluted share for the quarter ended September 28,2002.
**LIQUIDITY AND CAPITAL RESOURCES**
The Company has historically satisfied its cash requirements for operations fromborrowings under credit facility arrangements, and by negotiating extended terms of trade debt. The Company has a revolving creditfacility with SouthTrust Bank, N.A. The agreement with SouthTrust as amended on March 31, 2003, expires on December 31, 2003, andprovides a revolving line of credit up to $10.0 million and an additional line of credit for issuance of Documentary Letters ofCredit up to $7.5 million. The availability under the combined lines of credit is limited by the percentage of accounts receivableand inventory advance rates determined from time to time by SouthTrust. As of September 27, 2003, the Company’s revolvingline of credit was $9.4 million and the usage for documentary letters of credit was $2.1 million. Amounts outstanding under theline of credit for direct borrowings bear interest at a rate of prime plus 3% until the expiration of the agreement. In connectionwith the SouthTrust facility, the Company granted a security interest in all assets of the Company.

Working capital at September 27, 2003 was $6.4 million, a decrease of $940,000 from $7.3million at June 28, 2003. The working capital ratio at September 27, 2003 was 1.37 compared with 1.39 at June 28, 2003. Net cashused in operating activities was $1.9 million for the three months ended September 27, 2003 compared with $1.0 million used inoperating activities during the same period in fiscal 2003. Net cash used in operating activities for the three months endedSeptember 27, 2003 was primarily due to a significant reduction in sales, decrease in accounts payable of $3.4 million along with adecrease in trade notes payable of $161,000 and a decrease in accrued expenses of $275,000. The cash decreases were offset by adecrease in accounts receivable and inventory of $1.7 million and $755,000 respectively. TheCompany typicallyexperiences a net use of cash from operations in its first fiscal quarter as its largest textile equipment vendor, Lonati, closesits plants for the month of August resulting in lower equipment sales in August and thus lower cash collections inSeptember.

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Cash used in investing activities was $22,000 and related to capital expenditures forcomputer software.

The decrease in accounts receivable of $1.7 million during the first quarter of fiscal2004 relates to the reduction in revenues experienced during the first quarter of fiscal 2004.

The decrease in inventory was primarily due to sales of equipment held forresale.

The Company’s credit facility with SouthTrust matures December 31, 2003. The Companycurrently does not have the financial resources to repay this debt when it becomes due and will therefore need to refinance thisdebt prior to maturity. There is no assurance that the Company will be able to refinance this debt with another lender on a timelybasis, on commercially reasonable terms, or at all.  Additionally, the textile industry has continued to experience tightenedlending practices from traditional financial institutions which may further hinder Speizman’s ability to refinance this debt,especially in light of Speizman’s recent financial losses. If Speizman is unable to refinance this debt or obtain neededadditional capital, it would be required to significantly reduce its operations, dispose of assets and/or sell additionalsecurities on terms that could be dilutive to current stockholders.  There is no assurance that additional financing will beavailable to the Company.

*Contractual Obligations and Commitments*

The following table presents our long-term contractual obligations:
 
Payments Due by Periods
 
        Total     

Less Than   One Year  

      1-3 Years   

     4-5 Years   

  After 5 Years

Notes payable and long-term debt 

$
13,803,000
$
10,811,000
$
2,992,000
$  

-
$  
-
Capital lease obligations 

9,333,000
800,000
2,400,000
1,600,000
4,533,000
Irrevocable letters of credit 

2,073,000
2,073,000
-

-

-

Operating leases 

   

1,039,000
   

489,000
   

545,000
 

5,000
  

-
Deferred compensation

 
1,181,000
   

104,000
   

311,000
 

208,00
  

558,000
Total 

$
27,429,000
$
14,277,000
$
6,248,000
$  
1,813,000
$ 
5,091,000
The Company did not have any material commitments for capital expenditures or othernoncancelable purchase commitments as of September 27, 2003.  The Company had no off balance sheet commitments as of September27, 2003.
Critical Accounting Policies
The Company’s discussion and analysis of its financial condition and results ofoperations are based upon our consolidated financial statements, which have been prepared in accordance with accounting principlesgenerally accepted in the United States. The preparation of these financial statements requires management to make estimates andjudgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingentassets and liabilities. Management bases its estimates and judgments on historical experience and on various other factors that arebelieved to be reasonable under the circumstances, the results of which form the basis for making judgments about the carryingvalues of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimatesunder different assumptions or conditions.  Management believes the following critical accounting policies, among others,affect its more significant judgments and estimates used in the preparation of its consolidated financial statements.

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*Revenue Recognition*

The Company applies the provisions of Securities and Exchange Commission (SEC) StaffAccounting Bulletin No. 101, *Revenue Recognition* (SAB 101) to all revenue transactions.  The major portion of theCompany’s revenues consists of sales and commissions on sales of machinery and equipment. The revenue derived from thetextile segment is recognized in full at the time of shipment, and for the laundry segment, at time of installation. In someinstances the laundry equipment and services business is engaged in installation projects for customers on a contract basis. Somecontracts call for progress billings. In such cases, the Company uses the percentage of completion method to recognize revenuewhereby sales are recorded based upon the ratio of costs incurred to total estimated costs at completion. Shipping and handlingcharges to customers are included in revenues. Costs associated with shipping are included in cost of sales.

*Impairment of Goodwill*

In assessing the value of the Company’s goodwill, management must make assumptionsregarding estimated future cash flows and other factors to determine the carrying amount of the assets.  If these estimates ortheir related assumptions change in the future, the Company may be required to record impairment charges for these assets. Effective July 1, 2001, the Company adopted Statement of Financial Standards No. 142, *"Goodwill and Other Intangible Assets"*and is now required to analyze goodwill for impairment issues on an annual basis.

The Company performs its annual impairment test of goodwill on the last day of its fiscalyear and more often if circumstances surrounding its business dictate that it do so.  For purposes of determining the fairvalue of its goodwill, the Company computes the net present value of its future cash flows using the five-year average return oninvestment earned by comparable companies in its industry and compares that to the book value of the reporting segment.

*Inventory and Bad Debt Reserves*

In assessing the value of the Company’s accounts receivable and inventory,management must make assumptions regarding the collectibility of accounts receivable and the market value of the Company’sinventory.  In the case of accounts receivable, the Company records an allowance for doubtful accounts based on specificallyidentified amounts that management believes to be uncollectible.  Management also records an additional allowance based oncertain percentages of its aged receivables over 90 days old, which are determined based on historical experience andmanagement’s assessment of the general financial conditions affecting its customer base.  If actual collectionsexperience changes, revisions to the allowance may be required.  After all attempts to collect a receivable have failed, thereceivable is written off against the allowance.  In the case of inventory, the Company considers recent sales of similarproducts, trends in the industry and other factors when establishing an inventory reserve for a specificproduct.  

*Deferred Tax Assets*

The Company has recorded a deferred tax benefit associated with its net operating lossesand other timing differences associated with tax regulations and generally accepted accounting principles, because managementbelieves these assets will be recoverable by offsetting future taxable income.  If the Company does not return toprofitability, or if the loss carryforwards cannot be utilized within federal statutory deadlines (currently 20 years), the assetmay be impaired.  Consequently, during the first quarter of 2004, the Company reduced its deferred tax asset by $199,000 inlight of these uncertainties.

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**OUTLOOK**

Fiscal 2004 Equipment Bookings – The Company experienced a decline in equipmentbookings in the textile and laundry divisions during the fourth quarter of fiscal 2003 that continued to the first quarter offiscal 2004.  Management expects weak equipment bookings will continue through the second quarter of 2004.  Consistentwith the cost saving initiatives that began several years ago, the Company continues to look for ways to control its expenses tohelp mitigate the adverse effects from the decline in bookings. 

Hosiery Equipment – Shipments of the new generation closed toe sock knitting machineproduced by Lonati, S.p.A. of Brescia, Italy, the world’s largest manufacturer of hosiery knitting machines, began inmid-March 2001.  The new generation closed toe machines have been commercially accepted and the Company anticipates they couldgradually replace most of the conventional athletic sock machines in the United States and Canada over the next four to sixyears.

Knitted Fabric Equipment – Although the Company experienced an increase in demand inthe fourth quarter of fiscal 2003, the overall market demand for seamless actionwear machines has decreased significantly since itspeak two years ago.  It now appears that only the large, well-capitalized underwear and lingerie firms who have significantresources with brand names and direct relationships with major retail outlets will have the ability to purchase significantquantities of additional seamless garment machines.

Wink Davis – The Company, through Wink Davis, maintains a strong presence in theUnited States industrial laundry segment through its sale of new equipment, parts and services.  Due to the continuedsluggishness and overcapacity, the demand for on premise laundry equipment within the hospitality industry has declinedsignificantly in the past 18 – 24 months. 

Other Areas of Development – The Company continually explores opportunities foradditional growth including new relationships with manufacturers that have competitive product offerings in its existing marketchannels.  The Company has begun several initiatives geared toward increasing parts sales and service revenues in both textileand laundry divisions.

**EMPLOYEES**

As of September 27, 2003, the Company had 98 full-time domestic employees.  TheCompany’s employees are not represented by a labor union, and the Company has never suffered an interruption of business as aresult of a labor dispute.  The Company considers its relations with its employees to be good.

**BACKLOG**

As of November 10, 2003, the Company’s firm backlog of unfilled equipment orders wasapproximately $7.7 million.  The period of time required to fill orders varies depending on the model ordered,manufacturers’ production capabilities, and availability of overseas shippers.  The Company typically fills its backlogwithin 12 months; however, orders constituting the current backlog are subject to customer cancellation, changes in delivery andmachine performance.  As a result, the Company’s backlog may not necessarily be indicative of future revenue and willnot necessarily lead to revenues in any future period.  Any cancellation, delay or change in orders which constitute ourcurrent or future backlog may result in lower than expected revenues.

**SEASONALITY AND OTHER FACTORS**

There are certain seasonal factors that may affect the Company’s business. Traditionally, manufacturing businesses in Italy close for the month of August, and the Company’s hosiery customers close forone week in July.  Consequently, no shipments or deliveries, as the case may be, of machines distributed by the Company thatare manufactured in Italy are made during these periods which fall in the Company’s first quarter.  In addition,manufacturing businesses in Italy generally close for two weeks in December, during the Company’s second quarter. Fluctuations of customer orders or other factors may result in quarterly variations in net revenues from year to year.

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**EFFECTS OF INFLATION AND CHANGING PRICES**

Management believes that inflation has not had a material effect on the Company’soperations.

**OTHER RISK FACTORS **

*Risks Related to Speizman’s Bank Debt*

As of October 31, 2003, Speizman had $8.0 million in borrowings under its line of creditfacility with SouthTrust Bank.  The scheduled maturity date for this facility is December 31, 2003.  The Companycurrently does not have the financial resources to repay this debt when it becomes due and will therefore need to refinance thisdebt prior to the maturity date.  There is no assurance that the Company will be able to refinance this debt with anotherlender on a timely basis, on commercially reasonable terms, or at all.  Additionally, the textile industry has continued toexperience tightened lending practices from traditional financial institutions which may further hinder Speizman’s ability torefinance this debt, especially in light of Speizman’s recent financial losses.  If Speizman is unable to refinance thisdebt or obtain needed additional capital, it would be required to significantly reduce its operations, dispose of assets and/orsell additional securities on terms that could be dilutive to current stockholders.

*Risks Related to Lonati Agreement*

In May 2002, the Company and Lonati S.p.A. entered into an agreement, effective February2002, providing for the amendment of their agreement under which Speizman distributes Lonati sock-knitting machines in the UnitedStates and Canada, and Lonati’s forbearance and payment restructuring with respect to $4.2 million of trade debt owed bySpeizman to Lonati.  This amendment and forbearance agreement provides that the following events, among others, willconstitute an event of default under Speizman’s distribution agreement with Lonati, as amended:
- failure to pay any amounts owed Lonati when due, which failure continues for 10 daysafter written notice; 
- an event of default occurring under Speizman’s existing credit facility withSouthTrust; or 
- failure to pay other debts when due.

Upon the occurrence of an event of default, Lonati can terminate its distributionagreement with Speizman and can declare all amounts then due Lonati payable in full.

The Lonati and Santoni agreements allow Lonati to make sales directly to customers locatedin the Company’s distribution territories and pay the Company a commission as determined on a case by case basis.  Ifdirect sales to customers became material, it would have an adverse effect on the Company’s profits since the commissionsreceived by Speizman are typically less than the profits generated by equipment sales.

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*Risks Related to Wink Davis Contracts*

The Company’s distributor agreements with Pellerin Milnor and Chicago Dryer arerenewed on an annual basis.  If the Company lost the distribution rights to either of these product lines, it would have amaterial adverse impact on the revenues of the Company.

*Speizman’s Ability to Return to Profitability*

Speizman incurred a net loss of $730,000 in the first quarter of fiscal 2004.  Inaddition, Speizman incurred net losses of $296,000 in fiscal 2003, $5.3 million in fiscal 2002 and $5.9 million in fiscal2001.  The Company will need to generate increases in revenues to return to profitability and in order to generate cash flowfrom future operating activities.  

*Speizman’s Large Amount of Debt Could Negatively Impact its Business and itsStockholders*

Principally as a result of losses funded over the past three fiscal years, the Company isburdened with a large amount of debt.  Speizman’s large amount of debt could negatively impact its stockholders in manyways, including:
- reducing funds available to support its business operations and for other corporatepurposes because portions of cash flow from operations must be dedicated to the payment of its existing debt; 
- impairing its ability to obtain additional financing for working capital, capitalexpenditures, acquisitions or general corporate purposes; 
- increasing vulnerability to increases in interest rates; 
- hindering its ability to adjust rapidly to changing market conditions; and 
- making it more vulnerable to a further downturn in general economic conditions or in itsbusiness.

*Relationship with Foreign Suppliers*

The majority of Speizman Industries’ suppliers for textile parts and textileequipment are based in foreign countries, primarily Italy.  There can be no assurance that Speizman will not encountersignificant difficulties in any attempt to enforce any provisions of the agreements with foreign manufacturers, or any agreementthat may arise in connection with the placement and confirmation of orders for the machines manufactured by foreign manufacturersor obtain an adequate remedy for a breach of any such provision, due principally that they are foreign companies.

*Dependence on Lonati*

The Company's operations are substantially dependent on the net revenues generated fromthe sale of sock knitting and other machines manufactured by both Lonati S.p.A. and Santoni, S.p.A., Brescia, Italy, one ofLonati's subsidiaries, and the Company expects this dependence to continue. Sales of sock knitting and other machines manufacturedby Lonati and Santoni generated an aggregate of approximately 30.1% and 31.9% of the Company's net revenues in fiscal 2003 andfiscal 2002, respectively.  The Company amended its agreement with Lonati for the sale of its machines effective February 2002to be the exclusive agent through February 2006.  The Company has acted as the United States sales agent and distributor forcertain machines manufactured by Lonati continuously since 1982.  The cost to the Company of Lonati machines, as well as thedelivery schedule of these machines, are at the discretion of Lonati.  Management believes that the Company’srelationship with Lonati will continue to be strong as long as the Company generates substantial sales of Lonati machines; however,there can be no assurance that the Company will be able to do so or that the Company's relationship with Lonati will continue orwill continue on its present terms.  Any decision by Lonati to sell machines through another distributor or directly topurchasers would have a material adverse effect on the Company.

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*Machine Performance and Delayed Deliveries*

During fiscal 2000 and the early part of fiscal year 2001, the Company experienced issueswith machine performance and delays from Lonati.  The Company experienced material cancellations or postponements of ordersdue to these delays and performance issues.  There can be no assurance that delayed deliveries in the future or issues withmachine performance on newer technology will not result in the loss or cancellation of significant orders.  The Company alsocannot predict situations in Italy such as potential employee strikes or political developments which could further delaydeliveries or have other adverse effects on the business of Lonati and the other Italian manufacturers represented by theCompany.

*Foreign Currency Risk*

Prior to November 2000, Speizman Industries’ purchases of foreign manufacturedmachinery and spare parts for resale were denominated in Italian lira.  For purchases of machines that were denominated inItalian lira or Euro dollars, Speizman generally purchased hedging contracts to compensate for anticipated dollar fluctuations;however, during fiscal year 2001, the Company experienced significant adverse effects utilizing lira hedging contracts for ordersthat were postponed or delayed.  Prior to fiscal year 2001 and for approximately 30 years, the Company did not experience anyadverse effects from utilizing lira hedging contracts.  During fiscal year 2001, the Company arranged with Lonati and itsaffiliates to purchase its products for resale in U.S. dollars through April 2002.  As of May 2002, Lonati can requirepurchases to be in either Euro dollars or U.S. dollars.  For purchases of machines that are denominated in Euro dollars,Speizman Industries feels its current practices enable the Company to adjust sales prices, or to commit to hedging contracts thateffectively compensate for anticipated dollar fluctuations.  There were no foreign currency hedging contracts in place as ofSeptember 27, 2003 and June 28, 2003.

Additionally, international currency fluctuations that result in substantial price levelchanges could impede or promote import/export sales and substantially impact profits.  Speizman is not able to assess thequantitative effect that such international price level changes could have upon Speizman Industries’ operations.  Therecan be no assurance that fluctuations in foreign exchange rates will not have an adverse effect on Speizman Industries’future operations as such fluctuations have in the past.  All of Speizman Industries’ export sales originating from theUnited States are made in U.S. dollars.

*Industry Conditions*

The Company's business is subject to all the risks inherent in acting as a distributorincluding competition from other distributors and other manufacturers of both textile and laundry equipment, as well as thetermination of profitable distributor-manufacturer relationships.

The Company's laundry equipment segment is subject to the risks associated with newconstruction in the hospitality industry. Currently, there is a slowdown in construction of new hotels due to excess roomavailability as a whole.

The textile segment is subject to the risks associated with certain categories in thetextile industry, specifically, for socks, underwear, and actionwear garments.  The textile industry risks relating to socks,underwear, and actionwear garments include the impact of style, consumer preference changes and shipments from foreignproducers.  These factors may contribute to fluctuations in the demand for the Company's sock knitting and packaging equipmentand knitted fabric equipment products. 

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*Nasdaq Listing*

The Company’s Common stock has been listed on the Nasdaq SmallCap Market since March20, 2001 and was listed on the Nasdaq National Market System from October 1993 to March 19, 2001.  The Company’scontinued listing of its common stock on the Nasdaq SmallCap Market is subject to certain criteria which include a minimum bid of$1.00 as well as maintaining a minimum market value of public float of $1.0 million.  Since January 2002, the Company’sstock has been trading below $1.00.  The Company has been notified by Nasdaq that it must evidence a closing bid price in itscommon stock of at least $1.00 by December 12, 2003 and immediately thereafter a closing bid price of at least $1.00 per share fora minimum of ten consecutive days or the Company’s common stock will be delisted. 

On October 28, 2003, the Company filed a proxy statement seeking stockholder approval fora reverse stock split of the Company’s outstanding shares on a 3 for 1, 4 for 1, or 5 for 1 basis.  The reverse stocksplit will be voted on at the Company’s Annual Stockholders’ Meeting on November 24, 2003.

Nasdaq notified the Company that it may, in its discretion, require that the Companymaintain a closing bid price of at least $1.00 per share for a period of time greater than 10 days before determining that theCompany has demonstrated the ability to maintain long-term compliance with the $1.00 minimum bid requirement.  The factorsNasdaq has advised the Company it will consider in making such a determination are (1) the amount by which the bid price is above$1.00, (2) trading volume (a lack of which may indicate a lack of market interest at the posted bid price), (3) the market makermontage, and (4) the trend of the stock price.

If the Company is delisted, its common stock might trade in the OTC – BulletinBoard, which is viewed by most investors as a less desirable marketplace.  In such event, the market price of the common stockmay be adversely impacted and a stockholder may find it difficult to dispose, or obtain accurate quotations as to the market value,of the Company’s common stock.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKETRISK

The Company is exposed to market risks, which include changes in U.S. and internationalinterest rates as well as changes in foreign currency exchange rates as measured against the U.S. dollar and each other.  TheCompany attempts to reduce these risks by utilizing financial instruments, pursuant to Company policies.

The value of the U.S. dollar affects the Company’s financial results.  Changesin exchange rates may positively or negatively affect the Company’s revenues (as expressed in U.S. dollars), cost of sales,gross margins, operating expenses, and retained earnings.  Where the Company deems it prudent, it engages in hedging thosetransactions aimed at limiting in part the impact of currency fluctuations.  The Company has historically entered into forwardexchange contracts to protect against currency exchange risks associated with the Company’s anticipated and firm commitmentsof euro-denominated purchases for resale.  The Company had no foreign currency hedging contracts as of September 27,2003.

These hedging activities provide only limited protection against currency exchangerisks.  Factors that could impact the effectiveness of the Company’s programs include volatility of the currencymarkets, and availability of hedging instruments.  All currency contracts that are entered into by the Company are componentsof hedging programs and are entered into for the sole purpose of hedging an existing or anticipated currency exposure, not forspeculation.  Although the Company maintains these programs to reduce the impact of changes in currency exchange rates, whenthe U.S. dollar sustains a strengthening position against the Euro in which the Company has anticipated purchase commitments, theCompany’s earnings could be adversely affected if future sale prices cannot be increased because of marketpressures.

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ITEM 4. CONTROLS AND PROCEDURES

Within 90 days prior to the filing of this report, under the supervision and with theparticipation of the Company’s management, including the Company’s chief executive and chief financial officers, anevaluation of the effectiveness of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) under theSecurities Exchange Act of 1934) was performed.  Based on this evaluation, such officers have concluded that theCompany’s disclosure controls and procedures were effective as of the date of that evaluation in alerting them in a timelymanner to material information relating to the Company required to be included in this report and the Company’s other reportsthat it files or submits under the Securities Exchange Act of 1934.  There were no significant changes in the Company’sinternal controls or in other factors that could significantly affect these controls subsequent to the date of theirevaluation.
 
 

 

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PART II.    OTHER INFORMATION

Item 6.  Exhibits and reports on Form 8-K
  
(a)

Exhibits:
     
31.1

Certification of Robert S. Speizman, President and Chief Executive Officer of SpeizmanIndustries, Inc., pursuant to 13a-14(a) or 15d-14(a) of the Exchange Act, as adopted pursuant to Section 302 of the Sarbanes-OxleyAct of 2002.
     
31.2

Certification of Paul R.M. Demmink, Executive Vice President andChief Financial Officer of Speizman Industries, Inc., pursuant to 13a-14(a) or 15d-14(a) of the Exchange Act, as adopted pursuant to Section 302 of theSarbanes-Oxley Act of 2002.
     
32.1

Certification of Robert S. Speizman, President and Chief Executive Officer of SpeizmanIndustries, Inc., pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of2002.
     
32.2

Certification of Paul R.M. Demmink, Executive Vice President and Chief Financial Officerof Speizman Industries, Inc., pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of2002.
     
(b)

Reports on Form 8-K:
     
Current Report on Form 8-K: Press release announcing extension from Nasdaq ListingQualifications Panel, dated August 7, 2003.

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**SIGNATURES**

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant hasduly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 
SPEIZMAN INDUSTRIES, INC.
 
            (Registrant)
  
Date:  November 12, 2003

/s/    *Robert S. Speizman                             *
 
By:  Robert S. Speizman
 
Title:  President
    
Date:  November 12, 2003

/s/    *Paul R.M. Demmink                              *
 
By:  Paul R.M. Demmink
 
Title:  CFO/Secretary-Treasurer