UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM 10-K

               [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d)

                     OF THE SECURITIES EXCHANGE ACT OF 1934

                   For the Fiscal Year Ended December 31, 1999

              [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)

                     OF THE SECURITIES EXCHANGE ACT OF 1934

                For the Transition Period From ______ to _______

                        COMMISSION FILE NUMBER 000-25939

                     THE KELLER MANUFACTURING COMPANY, INC.

             (Exact name of registrant as specified in its charter)

INDIANA                                                   35-0435090
-------                                                   ----------
(State or other jurisdiction of                           (I.R.S. Employer
incorporation or organization)                            identification No.)

701 N. WATER ST.
CORYDON, INDIANA                                          47112
----------------                                          -----
(Address of principal executive offices)                  (Zip Code)

Registrant's telephone number, including area code   812-738-2222
                                                     ------------

Securities registered pursuant to Section 12(b) of the Act: None

Securities  registered  pursuant to Section 12(g) of the Act:
Common Stock - No 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 (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days.

                  Yes [X]             No   [ ]

Indicate by check mark if disclosure of delinquent  filers  pursuant to Item 405
of Regulation  S-K is not contained  herein,  and will not be contained,  to the
best of registrant's  knowledge,  in definitive proxy or information  statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K [ ]

The  aggregate  market  value  of  common  stock,  (the  only  class  of  equity
outstanding),  held by  non-affiliates of the registrant as of February 29, 2000
was $28,046,330.

The number of shares outstanding of the registrant's common stock as of February
29, 2000 was 5,609,266.

                       DOCUMENTS INCORPORATED BY REFERENCE

Portions of the 1999 Annual Report to Shareholders are incorporated by reference
into Parts I, II and IV. Portions of the definitive  Proxy Statement dated March
24, 2000 to be delivered to  shareholders  in connection with the Annual Meeting
of  Shareholders  to be held April 28, 2000 are  incorporated  by reference into
Part III.
<PAGE>

                                TABLE OF CONTENTS
                                -----------------

Number                                                                      Page
------                                                                      ----

PART I

ITEM 1        Business                                                        3

ITEM 2        Properties                                                      7

ITEM 3        Legal Proceedings                                               7

ITEM 4        Submission of Matters to a Vote of Security Holders             7


PART II

ITEM 5        Market for Registrant's Common Stock and Related Stockholder    8
                  Matters

ITEM 6        Selected Financial Data                                         8

ITEM 7        Management's Discussion and Analysis of Financial Conditions
                       and Results of Operations                              8

ITEM 8        Financial Statements and Supplementary Data                     8

ITEM 9         Changes in and Disagreements with Accounts on Accounting
                       and Financial Disclosures                              8

PART III

ITEM 10        Directors and Executive Officers of the Registrant             9

ITEM 11        Executive Compensation                                         9

ITEM 12        Security Ownership of Certain Beneficial Owners and            9
                       Management

ITEM 13  Certain Relationships and Related Transactions                       9


PART IV

ITEM 14   Exhibits, Financial Statement Schedules and Reports                10
                  on Form 8-K

Signatures                                                                   11

                                       2
<PAGE>

                                     PART I

         This Form 10-K Annual Report (the "Report") contains certain statements
         that are "forward-looking statements" within the meaning of Section 27A
         of the  Securities  Act  of  1933  and  Section  21E of the  Securities
         Exchange Act of 1934, as amended.  Those statements  appear in a number
         of places in this  Report  and may  include  statements  regarding  the
         intent,  belief or current  expectations of the Company or its officers
         with respect to (i) the Company's strategic plans, (ii) the policies of
         the  Company  regarding  capital  expenditures,   financing  and  other
         matters,  and (iii) industry trends  affecting the Company's  financial
         condition  or  results  of  operations.  Readers  of  this  Report  are
         cautioned that reliance on any forward-looking statement involves risks
         and uncertainties. Although The Keller Manufacturing Company, Inc. (the
         "Company")  believes that the assumptions on which the  forward-looking
         statements  contained  herein  are based are  reasonable,  any of those
         assumptions   could  prove  to  be   inaccurate   given  the   inherent
         uncertainties  as to the occurrence or  nonoccurrence of future events.
         There can be no assurance that the forward looking statements contained
         in  this  Report  will  prove  to  be  accurate.  The  inclusion  of  a
         forward-looking   statement   herein   should  not  be  regarded  as  a
         representation  by the Company that the  Company's  objectives  will be
         achieved.

Item 1.           Business

General Development of Business

The  Company's  history  dates back to 1866 when the "Keller  Store" in Corydon,
Indiana was  established.  From that time,  the  operation  entered into various
businesses,  including running an electrical light plant,  manufacturing  spokes
for farm wagons, operation in a hub-mill, farm wagon production, building barns,
producing wooden porch furniture, wooden truck bodies and refrigerator boxes, as
well as making end tables,  magazine  racks,  chair parts - and by 1933,  a drop
leaf table.  The Company was incorporated in 1906 under the laws of the State of
Indiana.

Over 300,000 wagons were built from 1901 - 1912. In 1942, however, the invention
of the farm tractor made the Keller wagon obsolete  thereby  causing the Company
to end its wagon  production.  In late 1943,  the  Company  developed  household
furniture,  including  breakfast room suites and dinettes.  In the early 1960's,
Keller  introduced  its first bedroom  group. A new plant was built at Culpeper,
Virginia in 1965 and a third plant was built in 1973 at New Salisbury,  Indiana.
In 1979,  the  Company  leased four  trucks and  trailers  to deliver  furniture
directly  to  their  furniture  dealers.  In 1996,  the  Company  formed  Keller
Dedicated Trucking,  Inc. ("Keller Trucking"),  a wholly owned subsidiary of the
Company.  Its primary function is to provide delivery  services for the Company.
Keller Trucking also transfers  materials between plants,  provides delivery for
some purchased  merchandise and provides  backhaul  services for other companies
when  available.  Keller  Trucking  operated  22 trucks in 1999 which  delivered
approximately 80% of the Company's finished products.

Narrative Description of Business

The Company  designs and  manufactures  various styles of solid wood dining room
and bedroom  furniture  using lumber which it has kiln dried at its  facilities.
The Company  dedicates certain  production  facilities to specific product lines
and generally  manufactures  products in response to customer orders. The dining
room furniture consists of chairs, tables,  chinas,  buffet/hutches and servers.
The primary  items  manufactured  for the bedroom  are chests,  dressers,  night
stands, beds,  entertainment decks, mirrors and entertainment centers. There are
eight different  product lines made of oak, one line made of cherry,  and one of
maple (the Company  commonly  refers to product  lines as "groups" and the terms
will be used interchangeably herein). Another new product line was introduced in
the Fall of 1998.  This new line is a product  licensed by the PGA TOUR(R) ("PGA
TOUR") and is marketed as such. The licensing agreement between the PGA TOUR and
the Company gives the Company an exclusive  license with respect to its bedroom,
dining room and casual dining furniture and a nonexclusive  license with respect
to its occasional furniture to use the verbiage "PGA TOUR" and "SENIOR PGA TOUR"
and the graphics  associated with this verbiage in the design of said furniture.
The  sale  of the  licensed  products  is  limited  to the  United  States,  its
territories and possessions and the Commonwealth of Puerto Rico. The term of the
license extends to December 3, 2001,  subject to certain events of default which
will grant the PGA TOUR the right of  termination  and subject to the  Company's
option for an additional three year term subject to agreement of the parties and
the Company's  satisfactory  performance under the terms of the license. The PGA
TOUR group is an  antique  English  style  made of oak.  The new group is priced
slightly  higher than other groups  offered due to the royalty fees required for
the PGA  TOUR  licensing.  The  signature  product  for the new  group is a golf
locker.

                                       3
<PAGE>

The Company's  products are sold primarily in the middle to  upper-middle  price
range. Net sales from bedroom  furniture have recently begun to exceed net sales
from dining room furniture.  Bedroom furniture sales increased from 51.1% of net
sales in 1997 to 51.5% in 1998 and 51.6% in 1999. Sales for occasional furniture
were  approximately  3.6% of  total  net  sales in 1999.  In 1999,  the  bedroom
furniture  ranged in price from  $1,599 to $4,099.  Dining room sets ranged from
$1,099 to $4,999.

The Company sells its products  nationwide  through an exclusive  sales force of
commissioned  employees  to  approximately  1,600  national,  regional and local
furniture  chains,  independent  furniture  retailers and  warehouse  showrooms.
According to Furniture Design & Manufacturing Magazine,  Keller Manufacturing is
ranked  106th in sales  among  furniture  manufacturers  in North  America.  The
Company's  Multi-Media  Plan is a  pre-established  fund used to  advertise  and
promote the Company's products.  The Multi-Media Plan is budgeted for $1,200,000
in 2000 and is included in the Company's  advertising  budget.  The Company also
promotes  its  products at the  International  Home  Furnishings  Center at High
Point,  North Carolina by leasing showroom space to display its products at home
furnishings trade shows. The Company also enhances its name recognition  through
its sponsorship of the PGA TOUR.

Raw Materials

The Company  purchases  lumber from  approximately  50 suppliers  with no single
supplier  representing  over 10% of  purchases.  There  has  been no  difficulty
experienced in obtaining  lumber.  Material prices had declined in 1999 compared
to 1998.  The usage of #2 grade lumber,  the Company's  primary grade of lumber,
has  continued to  increase,  causing its overall  costs to increase.  There are
three primary grades of hardwood;  #1, #2 and #3. #1 is the highest quality with
the least  defects  while #3 has the  greatest  number of  defects.  The Company
purchases #2 grade lumber,  cuts out any defects and uses this refined #2 in its
manufacturing process. This practice allows the Company to manufacture furniture
of comparable  quality to furniture made from #1 grade lumber but on a more cost
efficient basis.

Patents, Trademarks, Licenses or Franchises

The Company currently holds no patents, licenses or franchises. The company logo
has been used for approximately forty years, but it is not considered to provide
any financial benefit to the Company.

Seasonal Effects

In the previous three years the Company has experienced some seasonal effects on
sales. The slowest period for sales has  traditionally  been the second quarter.
In 1999, the third and fourth quarters were approximately  equal with the lowest
sales.  This was due to the shipments being lower than the previous year and the
backlog increasing as a result. The third quarter is traditionally the strongest
quarter for sales.  In 1999, the first quarter was the highest for orders.  This
was due in part to the PGA orders taken, and the highest  shipments for the year
occurred in the first quarter.

                                       4
<PAGE>

Working Capital

The  furniture  manufacturing  industry has no standard  guideline  for carrying
working  capital and the Company  does not  require  its  retailers  to maintain
minimum working capital.  The Company meets dealer demand by scheduling packages
based on current and estimated  sales mixes with high volume  dealers  receiving
priority on quick shipment of merchandise.

The Company  offers  extended  payment terms to customers for damaged items that
are  repairable.  Each  retailer  is  provided  a list of items  that are deemed
replaceable and will be given an allowance for shop time to repair. Usually, any
defect to  merchandise  that would  require  larger than a 25% discount  will be
returned to the Company.  Since the Company has its own trucking subsidiary,  it
is better equipped than the industry in general to receive returned  merchandise
on a  cost-effective  basis.  Due to the high shipping costs by outside sources,
most of the industry offers discounts for dealers to keep defective merchandise.

Customers

 The Company's ten largest customers  accounted for approximately 38% of its net
sales in 1999. The Company's largest customer,  Havertys Furniture ("Havertys"),
accounted for  approximately 16% of the Company's net sales in 1999. The loss of
Havertys or another large customer  could have a material  adverse effect on the
Company.  Havertys  orders  increased  $1,124,507  in 1999  due to a  change  in
advertising circulars from individual stores to a corporate level program.

Backlog

Backlog  orders  believed to be firm as of December 31, 1999 were  approximately
$8,508,000 compared to $6,286,000 in 1998. The Company expects the backlog to be
reduced to previous  levels or less in 2000.  Currently,  all orders placed with
the Company are expected to be filled and shipped as ordered and are  considered
firm. The Company does, however,  allow modifications or cancellations of orders
up to the time the product is loaded for shipment. A cancellation at such a late
stage is subject to a monetary penalty and occurs only infrequently.

Competition

 As the Company  continues to expand its product line, it becomes more difficult
to identify a specific  competitive  market. The Company currently  manufactures
and  competes in lines of bedroom,  dining room and  occasional  furniture,  and
sells to retailers  nationwide.  The  Company's  products  fall in the middle to
upper-middle  price line.  The  Company's  direct  competitors  include  Kincaid
Furniture Co. ("Kincaid"),  Cochrane Furniture ("Cochrane"),  Sumter Cabinet Co.
("Sumter"), Mobel, Inc. ("Mobel"), Durham Furniture Inc. ("Durham"),  Richardson
Brothers Co. ("Richardson Brothers") and Kimball Furniture ("Kimball").  Kincaid
is considered the Company's most direct competitor,  and its dining, bedroom and
occasional  groups are the strongest  competing  products  against the Company's
product lines. Cochrane and Sumter are the next most competitive companies. They
both compete in the dining and bedroom categories.  Cochrane is strongest in the
dining room lines and Sumter is strongest in the bedroom  lines.  Both Mobel and
Durham compete directly with the Company in bedroom lines.  Richardson  Brothers
and Kimball  both offer lines in dining  room and bedroom  categories  but don't
offer the number of products  within these groups as the  aforementioned  direct
competitors.

There are three primary  methods of competition  in the furniture  manufacturing
industry:

         1.       Product Quality;
         2.       Price; and
         3.       Customer Service.


The Company has several attributes which it believes, when combined, afford it a
competitive  advantage.  The  Company  specializes  in dining  room and  bedroom
furniture made of solid wood. Solid wood furniture is considered  higher quality
than furniture made from composite materials.  This is a valuable marketing tool
in selling to consumers.  Moreover,  the Company applies a protective  finish to
its products  which is more durable  than that of most of its  competitors.  The
Company's  products are priced  competitively for high quality furniture and the
range of retail prices  available  for various  product lines makes its products
available  to a wide  range  of  customers.  The  Company  also  believes  it is
positioned  to  effectively  compete in customer  service  areas.  The Company's
entire product lines may be made  available in six to eight weeks.  Products are
cut based on demand,  which also improves the average  delivery time.  Moreover,
the Company  manufactures most of its own parts and dries all of its own lumber.
All  bendings  for chairs,  headrests  and bows are also  processed  internally.
Finally,  Keller  Trucking  delivers 80% of the Company's  merchandise  which is
shipped.  This allows the  furniture to be delivered  faster and at a lower cost
than using outside resources. These factors allow the Company to produce quality
furniture at competitive prices.

                                       5
<PAGE>

Research and Technical Development

The Company's  expenditures on research and development activities can be broken
down into two categories,  product development and tooling.  Product development
consists of research  and design,  with some design  being  outsourced.  Tooling
entails the purchase of tools, patterns, equipment and labor associated with the
introduction of a new group.  Product  Development  expenses  decreased slightly
from $56,756 in 1996 to $54,171 in 1997, and tooling decreased considerably from
$396,756 in 1996 to $272,700 in 1997. In 1998, product development cost remained
relatively stable, at $52,125,  and tooling cost increased to $386,471.  Tooling
costs in 1999  consisted  of $91,897 for  occasional  items and $294,574 for the
introduction  of the PGA TOUR group.  Product  development  costs  increased  to
$99,000  for 1999 due to an  arrangement  for the product  designer  receiving a
percentage for all PGA TOUR group orders. Tooling costs decreased to $275,310 in
1999, all for the PGA TOUR group.

Environmental Matters

The Company has made no material expenditures in 1999 due to fines or corrective
actions for  environmental  violations at any of its facilities  through 1999. A
project was nearly completed in 1999 to install a new dust collection  system at
the  Corydon,  Indiana  facility  intending  to  eliminate  any  potential  OSHA
violations for dust particles in the Mill  Departments.  This system reduces the
amount of solids found in the water  drainage,  and keeps the Company within the
City of  Corydon's  Water  Department's  standards.  Both  the  Corydon  and New
Salisbury facilities have been granted air permits from the state of Indiana and
the Culpeper facility has applied for an air permit from Virginia.

Employees

The Company employed 718 individuals as of December 31, 1999,  consisting of 615
hourly  employees,  69  salaried  employees,  25  salesmen  and  nine  executive
officers.  None of the employees  belong to a labor union.  The Company believes
its relations with its employees are good.

                                       6
<PAGE>

Item 2.           Properties

The following  table sets forth  certain  information  concerning  the Company's
manufacturing  facilities:  All  manufacturing  facilities and properties listed
below are owned by the Company.

                                                         Approximate Size
 Location                   Description             In Sq. Ft.        Acres
 --------                   -----------             ----------        -----
 Corydon, Indiana           Corporate Office        236,681           63.07
                            & Manufacturing

 New Salisbury, Indiana     Manufacturing           185,004           91.39

 Culpeper, Virginia         Manufacturing           185,660           60.18

The  Corydon,  Indiana  plant is the  original  facility  that the  Company  has
operated since its incorporation in 1906. In 1966, the Culpeper,  Virginia plant
was built,  and its twin plant in New Salisbury,  Indiana was built in 1974. The
two newest  locations have not had any  significant  changes to the structure or
size of the  buildings.  The  Company  , as a  whole,  at the end of  1999,  was
estimated to be at 100% capacity for a single shift, 65% for a double shift.

Item 3.           Legal Proceedings

Clark v. The Keller Manufacturing Company, Inc. and Ray Menefee;  pending in the
United  States  District  Court for the Eastern  District of Virginia,  Richmond
Division. The plantiff claims race discrimination in an action filed on December
29, 1998. The plaintiff  seeks relief in the amount of $100,000 in  compensatory
damages  and  $1,000,000  in  punitive  damages,  together  with all  costs  and
attorney's  fees.  The complaint  was  dismissed by order of the District  Court
dated February 17, 2000.  Plaintiff has  approximately  30 days from the date of
dismissal within which to appeal.

Oakes v. The Keller Manufacturing  Company,  Inc., in the United States District
Court for the  Southern  District of Indiana.  This is an action which was filed
June 9, 1999 in which the plaintiff  claims she was wrongfully  terminated  from
her employment with the Company in violation of the Americans with  Disabilities
Act of 1990, as amended.  The plaintiff's  counsel agreed to voluntarily dismiss
the  complaint  and the parties have filed a joint  stipulation  of dismissal to
this effect,  file stamped on January 19, 2000.  We are now awaiting the Court's
order of dismissal.

Brown v. The Keller Manufacturing  Company,  Inc., in the United States District
Court for the Southern District of Indiana,  New Albany Division.  The plaintiff
claimed  sexual  harassment  by a  Company  employee,  negligent  retention  and
supervision of such employee by the Company,  negligent  inflection of emotional
stress,  constructive  discharge  and  retaliatory  action  by  the  Company  in
violation  of her rights under state law and under Title VII of the Civil Rights
Act of 1964, as amended by the Civil Rights Act of 1991.  The  plaintiff  sought
compensatory damages, consequential damages and punitive damages in such amounts
as might be determined at trial,  together  with costs and attorneys  fees.  The
parties filed their joint  stipulation for dismissal on January 25, 2000 and the
court issued its order of Dismissal on January 28, 2000.

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

No matters were  submitted to a vote of security  holders of the Company  during
the fourth quarter of 1999.

                                       7
<PAGE>

                                     Part II

Item 5.           Market for  Registrants Common Equity and Related
                  Stockholder Matters

The Company's Common Stock has been traded  over-the-counter  through Hilliard &
Lyons, Inc. in Louisville,  Kentucky. The following prices have been provided by
Hilliard & Lyons,  Inc.  based upon  actual  trades  (selling  price  during the
applicable period).

        1st Qtr            2nd Qtr.            3rd Qtr.      4th Qtr.
        High      Low      High      Low       High  Low     High      Low
        ---------------    ---------------     -----------   ----------------
 1999   13 9/16   9 3/8     9 7/8    8 5/8      9    8        8 1/8     5 1/4
 1998   18 2/3   16 1/2    18       14 5/8     15   11 1/2   12 5/8    10 1/4

         As of December 31, 1999,  there were 533 record  shareholders of the
Company's Common Stock.

                           Quarterly Dividends Per Share

                 1st Qtr   2nd Qtr.   3rd Qtr.   4th Qtr.  Special    Total
                 --------  -------    ---------  --------  --------   -----

 1999           .035       .035       .035       .035                 .14
 1998           .03        .03        .03        .03       .06        .18

         Dividends are determined on an annual basis by Board Approval.

         The  Board  of  Directors  have  decided  to only  pay  four  quarterly
         dividends  in December  1999.  The  Company  expects  this  practice to
         continue, although these dividends are payable at the discretion of the
         Board of Directors.

Item 6.           Selected Financial Data and Supplementary Data

The information set forth on Page 1 of the 1999 Annual Report to Shareholders is
incorporated herein by reference and is filed herewith as Exhibit 13-01.

Item 7.           Management's Discussion and Analysis of Financial Condition
                  and Results of Operations

The information set forth on pages 2-8 of the 1999 Annual Report to Shareholders
is incorporated herein by reference as filed herewith as Exhibit 13.02.

Item 8.           Financial Statements

The following  financial  statements  for the Company and  independent  auditors
report  set forth on pages 9-19 of the 1999  Annual  Report to  Shareholders  is
incorporated herein by reference and is filed herewith as Exhibit 13.03.

        o         Independent Auditor's Report

        o         Consolidated Balance Sheets as of December 31, 1999 and 1998

        o         Consolidated  Statements  of Income for the three  years ended
                  December 31, 1999

        o         Consolidated  Statements of Stockholders' Equity for the three
                  years ended  December 31, 1999

        o         Consolidated  Statements  of Cash  Flows for the  three  years
                  ended December 31, 1999

        o         Notes to Consolidated Financial Statements

Item 9.           Changes in  Disagreements with Accounts on Accounting and
                  Financial Disclosure
None.

                                       8
<PAGE>

                                    PART III

Item 10. Directors and Executive Officers of the Registrant

Information with respect to Directors may be found under the caption  "Directors
& Executive  Officers" on pages 4 and 5 of the Company's  Proxy  Statement dated
March 24, 2000, for the Annual Meeting of  Shareholders  to be held on April 28,
2000  (the  "Proxy  Statement").  Such  information  is  incorporated  herein by
reference and is filed herewith as Exhibit 19.01.

Item 11. Executive Compensation

The  information in the Proxy  Statement set forth under the caption  "Executive
Compensation"  on  page 6 is  incorporated  herein  by  reference  and is  filed
herewith as Exhibit 19.02.

Item 12. Security Ownership of Certain Beneficial Owners and Management

The information  set forth in the Proxy  Statement  under the caption  "Security
Ownership  of Certain  Beneficial  Owners and  Management"  on pages 2 and 3 are
incorporated herein by reference and is filed herewith as Exhibit 19.03.

Item 13. Certain Relationships and Related Transactions

None.

                                       9
<PAGE>


                                     PART IV

Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K

(a)      The financial  statements set forth under Item 8 of this report on Form
         10-K are incorporated herein by reference.

(b)      Reports on Form 8-K filed in fourth quarter of 1999.

         Press Release issued on December 21,1999,  by The Keller  Manufacturing
         Company,  Inc.  announcing  that Steven W. Robertson has been named the
         Company's new President and Chief Executive  Officer,  replacing Robert
         W. Byrd who will remain as Chairman of the Board

(c)      Financial Statement Schedule

         Schedules  for the year ended  December  31,  1999 & 1998 are  included
         herein.

         II.      Valuation and Qualifying Accounts

                  All other schedules are omitted,  as the required  information
                  is  inapplicable  or  the  information  is  presented  in  the
                  consolidated financial statements or the related notes.

                                       10
<PAGE>

         Pursuant to the  requirements  of Section 13 or 15(d) 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.

THE KELLER MANUFACTURING COMPANY,  INC.

By       /s/Steven W. Robertson
         ----------------------
         Steven W. Robertson
         President and Chief Executive Officer

Date     March 27, 2000
         --------------

         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
this  report has been  signed  below by the  following  persons on behalf of the
registrant and in the capacities and on the dates indicated.

By       /s/Steven W. Robertson
         -----------------------------------------------
         Steven W. Robertson
         President, Chief Executive Officer and Director
Date     March 27, 2000
         --------------

By       /s/Robert W. Byrd
         --------------------------------------
         Robert W. Byrd - Chairman and Director
Date     March 23, 2000
         --------------

By       /s/Danny L. Utz
         ------------------------------------------
         Danny L. Utz - Vice President-Finance
         (Principal Executive Officer) and Director
Date     March 23, 2000
         --------------

By       ______________________________________
         Gregory E. Fischer - Director
Date     ______________________________________


By       /s/Ronald W. Humin
         --------------------------
         Ronald W. Humin - Director
Date     March 24, 2000
         --------------


By       ______________________________________
         Philip L. Jacobs - Director
Date     ______________________________________

By       ______________________________________
         Marvin C. Miller - Director
Date     ______________________________________


By       /s/John C. Schenkenfelder
         ---------------------------------
         John C. Schenkenfelder - Director
Date     March 24, 2000
         --------------

                                       11
<PAGE>


SCHEDULE  II -  VALUATION  AND  QUALIFYING  ACCOUNTS  THE  KELLER  MANUFACTURING
COMPANY, INC.

<TABLE>
<CAPTION>

                  Col. A                     Col. B           Col. C                           Col. D           Col.E

                                           BALANCE AT       CHARGED TO      COLLECTION ON
                                          BEGINNING OF       COSTS &         WRITTEN OFF    DEDUCTIONS (BAD   BALANCE AT
               DESCRIPTION                   PERIOD          EXPENSES          ACCTS.      DEBTS WRITE OFFS) END OF PERIOD
               -----------                   ------          --------          ------      ----------------- -------------

YEAR ENDED DECEMBER 31, 1999
<S>                                         <C>              <C>            <C>              <C>              <C>
Deducted from asset accts ................  $291,450         $ --           $  2,875         $ 37,207         $257,118
Allowance for doubtful accounts

YEAR ENDED DECEMBER 31, 1998
Deducted from asset accts ................  $336,716         $ --           $    119         $ 45,385         $291,450
Allowance for doubtful accounts
</TABLE>

                                       12
<PAGE>


(d)      Exhibit Listing

<TABLE>
<CAPTION>
                                                                                                   Sequential Numbering
Number Assigned in                                                                                  System Page Number
Regulation S-K Item 601    Description of Exhibit                                                      of Exhibit
-----------------------    ----------------------                                                      ----------
<S>             <C>        <C>
(2)                        No Exhibit
(3)             3.01       Restated Articles of Incorporation of the Company (Incorporated by
                           reference to Exhibit 3.01 to the Company's Amendment number 2 Form
                           10 filed July 23, 1999, File No. 000-25939).
                3.02       Articles of Amendment of the Restated Articles of Incorporation of
                           the Company (Incorporated by reference to Exhibit 3.02 to the
                           Company's Amendment number 2 Form 10, filed July 23, 1999, File
                           No. 000-25939).
                3.03       Articles of Amendment of the Restated Articles of Incorporation of
                           the Company (Incorporated by reference to Exhibit 3.03 to the
                           Company's Amendment number 2 Form 10, filed July 23, 1999, File
                           No. 000-25939).
                3.04       Bylaws of the Company (Incorporated by reference to Exhibit 3.04
                           to the Company's Amendment number 2 Form 10, filed July 23, 1999,
                           File No. 000-25939).
(4)             4.01       Form of Shareholders Rights Agreement, dated as of December 18,
                           1998, by and between the Company and J.J.B. Hilliard, W.L. Lyons,
                           Inc. as Rights Agent (Incorporated by reference to Exhibit 4.01 to
                           the Company's Amendment number 2 Form 10, filed July 23, 1999,
                           File No. 000-25939).
                4.02       See Article IV of the Restated Articles of Incorporation of the
                           Company found in Exhibit 3.01 (Incorporated by reference to
                           Exhibit 4.02 to the Company's Amendment number 2 Form 10, filed
                           July 23, 1999, File No. 000-25939).
                4.03       See Article II of the Bylaws of the Company found in Exhibit 3.04
                           (Incorporated by reference to Exhibit 4.03 to the Company's
                           Amendment number 2 Form 10, filed July 23, 1999, File No.
                           000-25939).


                                       13
<PAGE>

(9)                        No Exhibit
(10)            10.01      Form of "Lease of Space in International Home Furnishings Center"
                           dated as of May 1, 1999, by and between the Company and
                           International Home Furnishings Center, Inc. (Incorporated by
                           reference to Exhibit 10.01 to the Company's Amendment number 2
                           Form 10, filed July 23, 1999, File No. 000-25939).
                10.02      Form of Lease Agreement by and between 1355 Market Street
                           Associates, L.P. d/b/a San Francisco Mart and the Company.
                           (Incorporated by reference to Exhibit 10.02 to the Company's
                           Amendment number 2 Form 10, filed July 23, 1999, File no.
                           000-25939).
                10.03      Form of "Effective Management Systems, Inc. Software License,
                           Professional Services and Support Purchase Agreement" dated as of
                           July 6, 1998, by and between the Company and Effective Management
                           Systems, Inc. (Incorporated by reference to Exhibit 10.03 to the
                           Company's Amendment number 2 Form 10, Filed July 23, 1999, File
                           No. 000-25939).
                10.04      Form of  "Extended  Hour  Support  Agreement"  by and  between the
                           Company and Effective  Management Systems,  Inc.  (Incorporated by
                           reference to Exhibit  10.04 to the  Company's  Amendment  number 2
                           Form 10, filed July 23, 1999, File No. 000-25939).
                10.05      Form of "Lease Agreement" by and between the Company and Trailer
                           Leasing Company.  (Incorporated by reference to Exhibit 10.05 to
                           the Company's Amendment number 2 Form 10, filed July 23, 1999,
                           File No. 000-25939).
                10.06      Form of "Ryder Truck Rental, Inc. Truck Lease and Service
                           Agreement" by and between the Company and Ryder Truck Rental, Inc.
                           with accompanying schedules (Incorporated by reference to Exhibit
                           10.06 to the Company's Amendment number 2 Form 10, filed July 23,
                           1999, File No. 000-25939).
                10.07      Schedules to Exhibits 10.04 and 10.05.  (Incorporated by reference
                           to Exhibit 10.07 to the Company's Amendment number 2 Form 10,
                           filed July 23, 1999, File No. 000-25939).
                10.08      The Keller Manufacturing Company, Inc. Craftsman Stock Option Plan
                           (Incorporated by reference to Exhibit 10.08 to the Company's
                           Amendment number 2 Form 10, filed July 23, 1999, File No.
                           000-25939).
                10.09      The Keller Manufacturing Company, Inc. Board of Directors' Stock
                           Bonus Awards Plan (Incorporated by reference to Exhibit 10.09 to
                           the Company's Amendment number 2 Form 10, filed July 23, 1999,
                           File No. 000-25939).
                10.10      The Keller Manufacturing Company, Inc. Incentive Program for
                           Executive Personnel (Incorporated by reference to Exhibit 10.10 to
                           the Company's Amendment number 2 Form 10, filed July 23, 1999,
                           File No. 000-25939).


                                       14
<PAGE>

                10.11      License Agreement by and between the Company and PGA TOUR
                           Licensing (Incorporated by reference to Exhibit 10.11 to the
                           Company's Amendment number 2 Form 10, filed July 23, 1999, File
                           No. 000-25939).
                10.12      Sponsorship Agreement by and between the Company and PGA TOUR,
                           Inc. (Incorporated by reference to Exhibit 10.12 to the Company's
                           Amendment number 2 Form 10, filed July 23, 1999, File No.
                           000-25939).
(11)                       No Exhibit
(12)                       No Exhibit
(13)            13.01      Selected Financial Data Incorporated by Reference to Page 1 of
                           1999 Annual Report to Shareholders ("1999 Annual Report")
                13.02      Management's Discussion and Analysis of Financial Condition and
                           Results of Operations Incorporated by Reference to Pages 2-8 of
                           1999 Annual Report.
                13.03      Financial Statements Incorporated by Reference to pages 9-19 of
                           1999 Annual Report
(15)                       No Exhibit
(18)                       No Exhibit
(21)                       Subsidiaries of Company
(22)                       No Exhibit
(23)            23.01      Consent of Deloitte & Touche  LLP Independent Auditors
(24)                       No Exhibit
(27)            27.01      Financial Data Schedule
(99)                       No Exhibit
</TABLE>