UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

           [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE
                         SECURITIES EXCHANGE ACT OF 1934


                For the fiscal quarter ended September 26, 2003
                                  -------------
                                       OR
            [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934

                       For the transition period from to
                                -----------------

                         Commission File Number 0-25246
                                    --------

                        Brown Jordan International, Inc.

             (Exact name of registrant as specified in its charter)


                     FLORIDA                         63-1127982
         --------------------------------       --------------------
           (State or other jurisdiction of       (I.R.S. Employer
           incorporation or organization)        Identification No.)


            1801 NORTH ANDREWS AVENUE, POMPANO BEACH, FLORIDA 33069
          ------------------------------------------------------------
           (Address of principal executive offices)         (Zip Code)

                                 (954) 960-1100
                                 --------------
              (Registrant's telephone number, including Area Code)

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding  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.
[x] Yes [ ] No

Indicate  by  check  mark whether  the registrant  is  an accelerated  filer (as
defined in Rule 12b-2 of the Exchange Act).
[ ] Yes [X] No

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


     Class                   Shares Outstanding at October 31, 2003
----------------              -----------------------------------
$ .01 par value                              1,000

<PAGE>

                        Brown Jordan International, Inc.

                                      INDEX


PART I.  FINANCIAL INFORMATION                                            Page
                                                                          ----

     Item 1.     Financial Statements
                 Consolidated Balance Sheets as of September 26, 2003
                 (unaudited) and December 31, 2002                           3
                 Consolidated Statements of Operations for the three
                 and nine months ended September 26, 2003 and
                 September 27, 2002 (unaudited)                              4

                 Consolidated Statements of Cash Flows for the
                 nine months ended September 26, 2003 and
                 September 27, 2002 (unaudited)                            5-6

                 Notes to Consolidated Financial Statements (unaudited)   7-14

         Item 2.  Management's Discussion and Analysis of
                  Financial Condition and Results of Operations          15-25

         Item 3.  Quantitative and Qualitative Disclosures about
                  Market Risk                                               25

         Item 4.  Controls and Procedures                                   25


PART II. OTHER INFORMATION

         Item 1.  Legal Proceedings                                         26


         Item 6.  Exhibits and Reports on Form 8-K                          26

                  Signatures                                                26


<PAGE>


                          PART I. FINANCIAL INFORMATION

ITEM 1.    Financial Statements

                      Brown Jordan International, Inc. and
                    SubsidiariesConsolidated Balance Sheets
                           ($000's) except share data

<TABLE>
<CAPTION>

<S>                                                         <C>                      <C>

                                                        September 26,            December 31,
                                                             2003                    2002
                                                      -------------------      ------------------
                                                         (unaudited)

Assets
Cash and cash equivalents                                           $649                  $7,927
Accounts receivable, net                                          41,886                  76,379
Refundable income taxes                                                -                   4,012
Inventories, net                                                  34,430                  28,238
Prepaid and other current assets                                  13,086                  10,856
                                                      -------------------      ------------------

Total current assets                                              90,051                 127,412

Property, plant and equipment, net                                25,627                  28,682
Customer relationships, net                                       19,087                  20,504
Trademarks                                                        25,335                  25,335
Goodwill                                                          91,253                  91,253
Other assets, net                                                  7,978                   8,907
                                                      -------------------      ------------------

Total assets                                                    $259,331                $302,093
                                                      ===================      ==================

Liabilities and Stockholder's Deficit

Current portion of long-term debt                                $10,950                  $9,700
Accounts payable                                                   9,714                  18,153
Accrued interest                                                   2,833                   4,917
Other accrued liabilities                                         17,198                  21,223
                                                      -------------------      ------------------

Total current liabilities                                         40,695                  53,993

Long-term debt, net of current portion                           244,485                 273,329
Other non-current liabilities                                      4,805                   6,381
Deferred income taxes                                              4,351                   4,016
                                                      -------------------      ------------------

Total liabilities                                                294,336                 337,719

Commitments and contingencies

Stockholder's Deficit

Common stock -- par value $.01 per share
1,000 shares authorized, issued and outstanding
at September 26, 2003 and December 31, 2002                            -                       -
Additional paid in capital                                       162,041                 162,041
Accumulated deficit                                            (195,409)               (194,638)
Accumulated other comprehensive loss                             (1,637)                 (3,029)
                                                      -------------------      ------------------

Total stockholder's deficit                                     (35,005)                (35,626)
                                                      -------------------      ------------------

Total liabilities and stockholder's deficit                     $259,331                $302,093
                                                      ===================      ==================


</TABLE>






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


<PAGE>


                Brown Jordan International, Inc. and Subsidiaries
                      Consolidated Statements of Operations
                                   (Unaudited)

<TABLE>
<CAPTION>
<S>                                                 <C>                 <C>                      <C>                <C>


                                                    For the Three Months Ended                   For the Nine Months Ended
                                                    --------------------------                   -------------------------
                                                September 26,         September 27,         September 26,         September 27,
($000's)                                            2003                  2002                  2003                  2002
                                              ------------------    ------------------    ------------------    ------------------


Net sales                                      $   54,810            $   52,461            $  247,485            $  251,734
Cost of sales                                      35,801                34,535               183,302               180,898
                                              ------------------    ------------------    ------------------    ------------------
Gross profit                                       19,009                17,926                64,183                70,836

Selling, general and
administrative expense                             11,631                13,451                37,407                40,767
Amortization                                          686                   697                 2,162                 2,092
                                              ------------------    ------------------    ------------------    ------------------

Operating income                                    6,692                 3,778                24,614                27,977

Interest expense                                    8,027                 7,876                25,592                24,404
                                              ------------------    ------------------    ------------------    ------------------


(Loss) income before provision for income taxes and cumulative effect of
change in accounting principle                     (1,335)               (4,098)                 (978)                3,573

(Benefit) provision for income taxes                 (354)               (1,613)                 (207)                1,406
                                              ------------------    ------------------    ------------------    ------------------

(Loss) income before cumulative effect
of change in accounting principle                    (981)               (2,485)                 (771)                2,167

Cumulative effect of change in
accounting principle, net of tax                      -                     -                     -                (201,247)
                                              ------------------    ------------------    ------------------    ------------------

Net loss                                       $     (981)           $   (2,485)           $     (771)           $ (199,080)
                                              ============          ============          ============          ============


</TABLE>


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


<PAGE>

                Brown Jordan International, Inc. and Subsidiaries
                      Consolidated Statements of Cash Flows
                                   (Unaudited)


<TABLE>
<CAPTION>
<S>                                                                                  <C>                          <C>


                                                                                                Nine Months Ended
                                                                                 September 26, 2003       September 27, 2002

Cash flows from operating activities:
Net loss                                                                              $  (771)             $ (199,080)
Adjustments to reconcile net
  loss to net cash provided
  by operating activities:
Cumulative effect of change in accounting principle, net of tax
                                                                                             -                 201,247
Depreciation and amortization                                                            6,665                   6,862
Reduction of allowance
  for doubtful accounts                                                                  (952)                   (537)
Provision for (recovery of) excess
  and obsolete inventory                                                                   442                 (1,666)
Loss on sale of assets                                                                     283                     733
Changes in operating assets and  liabilities
Accounts receivable                                                                     35,445                  47,326
Refundable income taxes                                                                  4,012                       -
Inventories                                                                            (6,634)                   1,524
Prepaid expenses and other current assets                                              (2,230)                     861
Other assets                                                                           (1,168)                 (1,171)
Accounts payable                                                                       (8,439)                (23,641)
Accrued interest                                                                       (2,084)                     575
Other accrued liabilities                                                              (3,284)                   (149)
Deferred income taxes                                                                    (590)                       -
                                                                          ---------------------    --------------------
Net cash provided by operating activities                                               20,695                  32,884

Cash flows from investing activities:
Capital expenditures                                                                   (1,200)                 (1,447)
Cash proceeds from the sale of property, plant and equipment, net                        1,191                   4,949
                                                                          ---------------------    --------------------
Net cash (used in) provided by investing activities                                        (9)                   3,502

Cash flows from financing activities:
Net payments under revolving credit agreements                                        (19,989)                (28,373)
Payments on long-term debt                                                             (7,975)                 (9,950)
                                                                          ---------------------    --------------------
Net cash used in financing activities                                                 (27,964)                (38,323)

Net decrease in cash and cash equivalents                                              (7,278)                 (1,937)

Cash and cash equivalents at beginning of year                                           7,927                   5,107

                                                                          ---------------------    --------------------
Cash and cash equivalents at end of year                                               $   649                $  3,170
                                                                          =====================    ====================



                                                                                          Nine Months Ended
                                                                             September 26, 2003     September 27, 2002


Supplemental disclosures:

Cash paid for interest                                                     $      24,421            $      21,645
Cash (refunded from) paid for income taxes                                 $      (3,965)           $       2,975


</TABLE>



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


<PAGE>



               BROWN JORDAN INTERNATIONAL, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               September 26, 2003


1. ORGANIZATION AND BUSINESS

ORGANIZATION

On April 23, 2002, the  Board of Directors voted to change  the name of WinsLoew
Furniture, Inc. ("WinsLoew")  to Brown Jordan  International, Inc. ("BJI" or the
"Company").

BJI is a wholly-owned subsidiary of a holding company called WLFI Holdings, Inc.
("Holdings"), a Florida corporation.

Affiliates of Trivest  Partners, L. P. ("Trivest") are  majority shareholders of
Holdings. Trivest, Holdings and  the  Company have  certain common shareholders,
officers and directors.


BUSINESS

BJI  is  comprised  of  companies  engaged   in  the  design,  manufacture   and
distribution of casual,  contract and hospitality and ready-to-assemble  ("RTA")
furniture  to the retail and contract  channels.  BJI's  furniture  products are
constructed of extruded and tubular aluminum, wrought iron, cast aluminum, woven
materials and teak and are  distributed  through fine patio  stores,  department
stores,  national accounts and full line furniture stores  nationwide.  Our site
amenity  products are  constructed of expanded mesh and sheet steel and marketed
through representatives and catalog distribution. BJI's contract and hospitality
seating  products are  distributed  through the  contract  channel to a customer
base, which includes  architectural  design firms and restaurant and hospitality
chains.  BJI's RTA products include  promotionally priced coffee and end tables,
wall units and rolling carts.  Distribution of RTA furniture products is through
the retail  channel to national  accounts,  catalog  wholesalers  and  specialty
retailers.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BASIS OF PRESENTATION

The  accompanying  unaudited  consolidated   financial  statements  of  BJI  and
subsidiaries are for interim periods and do not include all disclosures provided
in the annual consolidated  financial statements.  These unaudited  consolidated
financial  statements should be read in conjunction with the annual consolidated
financial  statements and notes thereto contained in the Company's Annual Report
on Form 10-K for the year ended  December 31, 2002, as filed with the Securities
and Exchange Commission.

All  material  intercompany  balances  and  transactions  have  been eliminated.
The preparation of the  consolidated  financial  statements  requires the use of
estimates  in the  amounts  reported.  Actual  results  may  differ  from  those
estimates.

In  the  opinion  of  the  Company,  the  accompanying   unaudited  consolidated
financial  statements  contain all adjustments  (which are of a normal recurring
nature)  necessary  for a fair  presentation  of the  results  for  the  interim
periods.  The results of operations  are  presented for the Company's  three and
nine months ended  September  26, 2003 and  September  27, 2002.  The results of
operations for these periods are not necessarily indicative of the results to be
expected for the full year.


GOODWILL

Under the purchase method of accounting for  acquisitions,   goodwill represents
the  excess  of  the  purchase  price  over  the fair  value of  the  net assets
acquired.  Goodwill is capitalized and  through  December 31, 2001 was amortized
on a straight-line  basis over its estimated  useful life which was 40 years.
Effective  with  the  Company's adoption of  Statement  of  Financial Accounting
Standards  ("SFAS")   No.  142,   "Goodwill  and   Other   Intangible   Assets,"
("SFAS  No.  142"),  on  January  1,  2002,  goodwill  is no longer  subject  to
amortization.   Instead,  goodwill  is  subject  to  an  annual  assessment  for
impairment in value by applying a fair-value based test.

Any impairment loss for goodwill  arising  from the initial adoption of SFAS No.
142 is reported as a change  in  accounting principle. During the fourth quarter
of 2002, the Company completed its Step 2  assessment of goodwill and recorded a
transition impairment adjustment  of $201.2 million, net of tax. The impairment
has  been  accounted for  as a   cumulative  effect  of  a  change in accounting
principle and has been recorded effective January 1, 2002.

RECLASSIFICATION

Certain prior period balances have been reclassified to conform with the current
period presentation.

<PAGE>


STOCK OPTIONS

The  Company  accounts  for stock  compensation arrangements in accordance  with
Accounting Principles Board Opinion ("APB") No. 25, "Accounting for Stock Issued
to  Employees,"  and related  interpretations  and  accordingly,  recognizes  no
compensation  expense for the stock compensation  arrangements with employees or
directors  since the stock options are granted at exercise  prices at or greater
than the fair  market  value of the shares at the date of grant and  follows the
new  disclosure  requirements  of SFAS  No.  148,  "Accounting  for  Stock-Based
Compensation -- Transition and Disclosure."

Pro  forma  information  regarding  net  loss and  loss per share is required by
SFAS No. 123,  "Accounting for Stock Based Compensation," as amended by SFAS No.
148, as if the Company had  accounted  for its granted  employee  stock  options
under the fair value method of SFAS No. 123. The Company  granted no options for
the three months ended March 31, 2003 and 2002.  Had  compensation  cost for all
options  granted  been  determined  based on the fair  value at the  grant  date
consistent  with SFAS No. 123, the  Company's  net loss and loss per share would
have been as follows:

<TABLE>
<CAPTION>
<S>                                             <C>                  <C>                  <C>                   <C>


                                                    Three Months Ended                       Nine Months Ended
                                            -----------------------------------     ------------------------------------
                                            September 26,       September 27,       September 26,        September 27,
                                            ---------------     ---------------     ---------------     ----------------
($000's)                                         2003                2002                2003                2002
                                            ---------------     ---------------     ---------------     ----------------

Net loss as reported                                ($981)            ($2,485)              ($771)           ($199,080)
Pro forma stock based compensation
expense, net of tax                                     37                  37                 111                  111
                                            ---------------     ---------------     ---------------     ----------------
Pro forma net loss                                ($1,018)            ($2,522)              ($882)           ($199,191)
                                            ===============     ===============     ===============     ================


Expected dividend yield                         zero                zero                zero                 zero
Expected stock price volatility                  25%                 25%                 25%                  25%
Risk-free interest rate                         5.00%               4.68%               5.00%                4.68%
Expected life of options in
years                                             10                  10                  10                  10


</TABLE>
<PAGE>


3.  Inventories

Inventories consisted of the following:

                                September 26,             December 31,
                              ------------------      -------------------
($000's)                            2003                      2002
                              ------------------      -------------------

Raw materials                           $26,233                  $21,497
Work in progress                          1,813                    2,667
Finished goods                            6,384                    4,074
                              ------------------      -------------------
                                        $34,430                  $28,238
                              ==================      ===================



4. Operating Segments

The Company has two  segments organized and managed  based on the market channel
into which the Company's products are sold.

The Company evaluates performance and allocates resources based on gross profit.
The accounting policies for each segment  are consistent with those set forth in
the Company's Annual Report on Form 10-K  for the year ended December 31, 2002.
There are no intersegment  sales  or transfers. The Company has  no  significant
export  revenues.   The  following  table presents  information  related  to the
Company's two reportable segments:


<TABLE>
<CAPTION>
<S>                                        <C>                       <C>                    <C>                      <C>


                                                Three Months Ended                               Nine Months Ended
                                    --------------------------------------------    --------------------------------------------
                                       September 26,           September 27,           September 26,           September 27,
($000's)                                   2003                    2002                    2003                    2002
                                    --------------------    --------------------    --------------------    --------------------

Net sales:

Retail channel                       $    26,859             $    19,923             $   160,782             $   164,503

Contract channel                          27,951                  32,538                  86,703                  87,231

                                    --------------------    --------------------    --------------------    --------------------
Total net sales                      $    54,810             $    52,461             $   247,485             $   251,734
                                    ====================    ====================    ====================    ====================


Gross profit:

Retail channel                       $     9,615             $     6,359             $    36,384             $    41,121

Contract channel                           9,394                  11,567                  27,799                  29,715

                                    --------------------    --------------------    --------------------    --------------------
Total gross profit                   $    19,009             $    17,926             $    64,183             $    70,836
                                    ====================    ====================    ====================    ====================




Depreciation and amortization:

Retail channel                       $       124             $       138             $       374             $       412

Contract channel                             287                     290                     853                     865

Shared                                       431                     693                   3,769                   4,116

                                    --------------------    --------------------    --------------------    --------------------
Total depreciation     and
amortization                         $       842             $     1,121             $     4,996             $     5,393
                                    ====================    ====================    ====================    ====================

Expenditures for long lived assets:

Retail channel                       $        54             $         1             $        93             $        55

Contract channel                              61                      53                     140                      86

Shared                                       130                     276                     967                   1,306

                                    --------------------    --------------------    --------------------    --------------------
Total expenditures for long
lived assets                         $       245             $       330             $     1,200             $     1,447
                                    ====================    ====================    ====================    ====================

                                                       As of
Segment assets                         September 26,           December 31,
                                           2003                    2002
                                    --------------------    --------------------

Retail channel                       $    17,789             $    44,286

Contract channel                          37,302                  36,702

Shared                                   204,240                 221,105

                                    --------------------    --------------------
Total Assets                         $   259,331             $   302,093
                                    ====================    ====================


</TABLE>

The Company has no reconciling items between net income of the operating
segments and consolidated net income.

<PAGE>


5. INTEREST RATE SWAP

On August 6, 2001   the  Company entered into an interest rate swap agreement to
fix the interest  rate  on $100  million  principal amount of variable rate debt
outstanding under the Senior Credit Facility. The interest rate swap is designed
to fix the adjusted LIBOR  interest rate on $100  million at 5.09% through March
31, 2004 and on $80 million from March 31, 2004 to March 31, 2005.


As   of  September 26, 2003 and December 31, 2002,  the  fair value of  the swap
was recorded as a liability of $4.8 million and $6.4 million,  respectively. The
portion of the change in fair value  attributable to the  ineffectiveness of the
swap is  recorded in the  accompanying  statement  of  operations  as  "interest
expense"  and was $0.7  million  and $0.9  million  for the  nine  months  ended
September  26, 2003 and  September  27, 2002,  respectively.  The balance of the
change in fair value of $0.9  million is recorded in other  comprehensive  loss,
net of tax.

From   the  period of December  31, 2002 through September 26, 2003  the 3-month
LIBOR  interest rate declined  approximately  17 basis points,  resulting in the
fair value  decline of the  interest  rate swap.  Future  movements  in interest
rates,  particularly  the 3-month LIBOR rate,  will  correspondingly  impact the
Company's cash interest expense and the fair value of the swap.


6. Long-Term Debt

Long-term debt consisted of the following at September 26, 2003 and December 31,
2002:



                                                         As of
($000's)                                September 26, 2002    December 31, 2003
                                         ---------------       ----------------

Revolving line of credit                      $ 13,000            $ 32,647

Term loan                                      136,443             144,435

Senior subordinated notes                      103,067             102,697

IDB bonds                                        2,925               3,250
                                           ---------------     ----------------

                                               255,435             283,029

Less current portion                          (10,950)             (9,700)
                                           ---------------     ----------------

                                              $244,485            $273,329
                                           ===============     ================


<PAGE>


SENIOR CREDIT FACILITY

The   senior credit  facility contains  customary covenants  and restrictions on
the Company's and its  subsidiaries'  ability to issue additional debt or engage
in certain activities and includes customary events of default. In addition, the
facility specifies that the Company must meet or exceed defined fixed charge and
interest  coverage  ratios and must not exceed defined  leverage  ratios.  As of
December  31,  2002  the  Company  was  not  in  compliance   with  the  Maximum
Consolidated Total and Senior Leverage Ratios and the Interest Coverage Ratio as
defined in the Senior  Credit  Facility.  The lender's  agent and the  requisite
lenders waived these violations of covenants  pursuant to the terms contained in
the Second  Amendment  to the  Credit  Agreement  and  Limited  Waiver  ("Second
Amendment").  The  Second  Amendment,  dated  March 19,  2003,  changed  certain
covenant  requirements,  established the applicable LIBOR margin at 5.0% for the
term debt and 4.5% for the revolver  debt,  until the later of March 31, 2004 or
the delivery of the audited 2003  financials  statements.  The revolving  credit
portion of the facility  was also  reduced from $60 million to $50 million.  The
Company was in compliance  with all financial  covenants set forth in the second
amendment as of September  26, 2003. On November 3, 2003 the Company was however
notified that it was in technical default of certain non-financial covenants set
forth in the second amendment for which it received a limited waiver on November
14,  2003 (See Note 9).  Under a  Guaranty  between  the  senior  bank group and
Trivest,  Trivest  agreed to  guarantee  up to $13.4  million  of the  Company's
obligations to pay interest on the subordinated indebtedness.  The Reimbursement
Agreement  obligates  the Company to reimburse  Trivest for any funds paid by it
pursuant to the Guaranty.

SENIOR SUBORDINATED NOTES AND WARRANTS

The  Indenture  under which  the  senior subordinated notes  are issued includes
provisions  generally  common  in  such  indentures  including  restrictions  on
dividends,  additional  indebtedness and asset sales. At September 26, 2003, the
Company was in compliance with such covenants. The Company failed to timely make
the $6.7 million  scheduled  semi-annual  interest  payment in February 2003 and
August 2003.  The Company  subsequently  made the interest  payments  within the
grace period  provided  under the Indenture  governing  the senior  subordinated
notes.

The  Indenture  was  amended in March of 2003  to  allow for indebtedness of the
Company that is structurally  senior to the Notes to be issued to Trivest should
the  Guaranty be called upon by the senior bank group or  voluntarily  called by
Trivest to avoid a financial covenant default under the Senior Credit Facility.

7. Statement of Comprehensive Income (Loss)

The components  of  other  comprehensive income (loss)  and  total comprehensive
income  (loss)  for the three  and nine  months  ended  September  26,  2003 and
September 27, 2002 are as follows:

<TABLE>
<CAPTION>
<S>                                                 <C>                     <C>                  <C>                    <C>



                                                        Three Months Ended                           Nine Months Ended
                                              ----------------------------------------    -----------------------------------------
                                                 September 26,         September 27,         September 26,          September 27,
($000's)                                             2003                  2002                   2003                  2002
                                              ------------------    ------------------    -------------------    ------------------



Net loss                                       $    (981)            $  (2,485)            $    (771)             $(199,080)


Change in fair value of interest rate
swap, net of taxes                                   591                  (485)                1,392                 (1,320)

                                              ------------------    ------------------    -------------------    ------------------
Comprehensive (loss) income                    $    (390)            $  (2,970)            $     621              $(200,400)
                                              ==================    ==================    ===================    ==================



</TABLE>



<PAGE>


8. Warranty Costs

The   Company   provides for  the estimated  cost of product   warranties at the
time  revenue is  recognized.  While the  Company  engages  in  product  quality
programs and processes, including actively monitoring and evaluating the quality
of its component  suppliers,  the Company's  warranty  obligation is affected by
product  failure rates,  material  usage and service  delivery costs incurred in
correcting a product  failure.  Should actual product  failure  rates,  material
usage or service delivery costs differ from the Company's  estimates,  revisions
to the estimated warranty  liability would be required.  The Company accrues for
warranties  based on  historical  experience  and sales.  Changes in the product
warranty  accrual  during  the nine  months  ended  September  26,  2003 were as
follows:


                                                            Product
                                                           Warranty
                                                           Liability

($000's)

Balance at December 31, 2002                             $   2,135

Accrual for warranties issued                                2,008

Settlements made (in cash or in kind)                       (2,135)

                                                        ----------------
Balance at September 26, 2003                            $   2,008
                                                        ================



9. Subsequent Events

On  November 3, 2003  the  Company  received   notification from its Senior Bank
Group  that  it was in  technical  default  of its  Senior  Credit  facility  in
connection with the Company's delivery of certain  documentation as specified by
the Second  Amendment  of Senior  Credit  Facility  executed in March  2003.  On
November  14,  2003 the Company  executed a limited  waiver with its Senior Bank
Group  allowing  the Company  until  December  13, 2003 to submit the  remaining
documentation.  The  Company  believes  that it will be in  compliance  with the
Second  Amendment of Senior  Credit  Facility  executed in March 2003 before the
expiration  of the  limited  waiver.  At this time the  Company  feels that this
technical default will not have a significant impact on future operations.




Item 2.     MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
            AND RESULTS OF OPERATIONS

On April 23, 2002, the Board  of  Directors voted to change the name of WinsLoew
Furniture, Inc.  ("WinsLoew") to Brown  Jordan International, Inc. ("BJI" or the
"Company").

GENERAL

BJI  is  comprised  of  companies  engaged   in   the  design,  manufacture  and
distribution of casual,  contract and hospitality and ready-to-assemble  ("RTA")
furniture  to the retail and  contract  channels.  Our  furniture  products  are
distributed primarily through independent  manufacturer's  representatives,  and
are constructed of extruded and tubular  aluminum,  wrought iron, cast aluminum,
woven  materials and teak.  These  products are  distributed  through fine patio
stores,  department  stores,  national  accounts and full line furniture  stores
nationwide. Our site amenity products are constructed of expanded mesh and sheet
steel  and  marketed  through  representatives  and  catalog  distribution.  Our
contract and hospitality  seating products are distributed  through the contract
channel  to a customer  base,  which  includes  architectural  design  firms and
restaurant and hospitality chains. Our RTA products include promotionally priced
coffee  and end  tables,  wall  units and  rolling  carts.  Distribution  of RTA
furniture products is through the retail channel to national  accounts,  catalog
wholesalers and specialty retailers.

RESULTS OF OPERATIONS

The following table  sets forth net  sales, gross  profit and gross  margin as a
percent of net sales for the three  and nine months ended September 26, 2003 and
September 27, 2002 for each of the our market channels:


<TABLE>
<CAPTION>
<S>                        <C>          <C>           <C>          <C>          <C>           <C>

                                                    Three Months Ended
                                September 26, 2003                      September 27, 2002
                       ---------- -- ---------- -- --------- -- --------- --- --------- -- ---------
                          Net         Gross         Gross         Net          Gross        Gross
                         Sales        Profit        Margin       Sales         Profit       Margin
                       ---------- -- ---------- -- --------- -- --------- --- --------- -- ---------


Retail Channel         $ 26,859       $ 9,615         35.8%     $ 19,923     $  6,359          31.9%


Contract Channel         27,951         9,394         33.6%       32,538       11,567          35.5%
                       ----------    ----------    ---------    ---------     ---------    ---------


                       $ 54,810       $19,009         34.7%     $ 52,461      $ 17,926        34.2%
                       ==========    ==========    =========    =========     =========    =========

                                Nine Months Ended
                                September 26, 2003                      September 27, 2002
                       ---------- -- ---------- -- --------- -- --------- --- --------- -- ---------
                         Net          Gross         Gross         Net           Gross        Gross
                         Sales        Profit        Margin        Sales         Profit       Margin
                       ---------- -- ---------- -- --------- -- --------- --- --------- -- ---------


Retail Channel         $160,782       $ 36,384       22.6%     $ 164,503      $ 41,121       25.0%


Contract Channel       86,703           27,799       32.1%        87,231        29,715        34.1%
                       ----------    ----------    ---------    ---------     ---------    ---------


                       $247,485      $  64,183       25.9%     $251,734       $ 70,836       28.1%
                       ==========    ==========    =========    =========     =========    =========

</TABLE>


See Note 4 to Consolidated Financial Statements for more information concerning
our operating segments.


<PAGE>


The following table sets forth certain information relating to our operations
expressed as a percentage of the Company's net sales.
<TABLE>
<CAPTION>
<S>                            <C>                    <C>                 <C>                   <C>


                                     Three Months Ended                          Nine Months Ended
                           ----------------------------------------   ----------------------------------------
                              September 26,         September 27,        September 26,         September 27,
                                  2003                  2002                 2003                  2002
                           ------------------    ------------------   ------------------    ------------------

Gross profit                       34.7%                 34.2%                25.9%                 28.1%

Selling, general
and
administrative
expense                            21.2%                 25.6%                15.1%                 16.2%

Amortization                        1.3%                  1.3%                 0.9%                  0.8%

Operating income                   12.2%                  7.2%                 9.9%                 11.1%

Interest expense                   14.6%                 15.0%                10.3%                  9.7%

(Benefit) provision for
income taxes                      (0.6%)                (3.1%)               (0.1%)                  0.6%

Cumulative effect
of change in
accounting
principle                           0.0%                  0.0%                 0.0%               (79.9%)

Net loss                          (1.8%)                (4.7%)               (0.3%)               (79.1%)

</TABLE>


COMPARISON OF THREE MONTHS ENDED SEPTEMBER 26, 2003 AND SEPTEMBER 27, 2002

Net Sales.  Consolidated   net sales  increased   $2.3 million  or 4.5%  in  the
third quarter of 2003,  to $54.8 million  compared to $52.5 million for the same
period of 2002. Net sales in the retail channel increased $6.9 million or 34.8%,
while sales in the contract channel  decreased $4.6 million or 14.1% as compared
to the same period of 2002.  Retail channel sales increased in the third quarter
of 2003  compared to the same period of 2002 as a result of increased  shipments
to national  accounts  and  specialty  retailers  during the  quarter.  Contract
channel  sales  declined  during  the  third  quarter  primarily  due to  timing
differences which pushed some shipments into the fourth quarter of 2003.

Gross Profit.   Gross  profit  increased by $1.1  million, or  6.0% in the third
quarter of 2003 to $19.0 million  compared to $17.9 million in the third quarter
of 2002. The overall  increase in gross margin  experienced in the third quarter
of 2003 was primarily due to increased sales volume as discussed above and plant
efficiencies  as  a  result  of  the  increased  volume.  The  contract  channel
experienced  a decrease in gross margin as a percentage  of net sales  primarily
due to continued  margin  pressures as a result of a sluggish  economy and plant
inefficiencies due to lower volume.

Selling,    General   and   Administrative   Expenses.    Selling,  general  and
administrative  expenses  decreased  $1.9 million or 13.5% from $13.5 million in
the third  quarter of 2002 to $11.6  million in the third  quarter of 2003.  The
decrease in selling, general and administrative expense for the third quarter of
2003 as compared to the same period of 2002  relates  primarily to a decrease in
bad debt,  payroll and catalog expenses partially offset by an increase in legal
and travel related expenses.  In addition,  the results for the third quarter of
2003  include  a charge  of $0.1  million  for the  loss on the sale of  certain
property. Also contributing to the variance was a decrease in commission expense
related to increased sales to national  accounts,  which do not have commissions
associated with them.

Amortization. Amortization expense of $0.7  million in the third quarter of 2003
relating  to  the  amortization of   certain intangible assets was substantially
unchanged compared to the same period for the prior year.

Operating Income. As a result of the above, operating income increased from $3.8
million in the third quarter  of 2002 (7.2% of net sales) to $6.7 million (12.2%
of net sales) in the same period of 2003.

Interest  Expense.   Interest  expense   increased  $0.1  million  in the  third
quarter of 2003 to $8.0  million  from $7.9  million in the same period of 2002,
primarily  due to an increase in interest  rate  margins  under the terms of our
Senior Credit Facility  pursuant to an amendment to the facility entered into in
March of 2003 (see Note 6 of the  accompanying  Notes to Consolidated  Financial
Statements).  This increase in interest  expense was partially offset by a lower
outstanding debt balance.

Provision for Income Taxes. The effective tax rate  in the third quarter of 2003
was a benefit of 26.5 % compared to  a tax benefit  of 39.4% for the same period
of the prior  year.  The lower  rate in  2003 is attributable to a provision for
foreign taxes.


COMPARISON OF NINE MONTHS ENDED SEPTEMBER 26, 2003 AND SEPTEMBER 27, 2002

Net Sales.  Consolidated  net  sales decreased $4.2 million or 1.7%  during  the
nine months ended  September  26, 2003,  to $247.5  million,  compared to $251.7
million for the same period of 2002. Net sales in the retail  channel  decreased
$3.7 million or 2.3%, while sales in the contract channel decreased $0.5 million
or 0.6% as compared to the same period of 2002.  Retail channel sales  decreased
in the first nine months of 2003 compared to the same period of 2002 as a result
of poor seasonal sales at many retailers, including both specialty retailers and
national  accounts  due to poor weather  conditions  in the first  quarter.  The
negative  impact of the weather was partially  offset by increased  sales in the
second  and  third  quarter  of 2003 as  compared  to the same  period  of 2002.
Contract  sales declined  during the nine month period ended  September 26, 2003
primarily due to timing  differences  which have pushed some  shipments into the
fourth quarter of 2003.


Gross Profit.   Gross  profit  decreased  by  $6.6 million, or 9.4% in the first
nine  months of 2003 to $64.2  million  compared  to $70.8  million for the same
period of 2002.  The overall  decrease in gross margin  experienced in the first
nine months of 2003 was  primarily  due to  decreased  sales volume as discussed
above,  compounded  by an  unfavorable  product  mix  which  included  a greater
percentage of total sales to national  accounts,  which are  typically  lower in
margin. In addition the retail channel gross profit was down as a percent of net
sales due to overall lower sales volume  resulting in fixed costs accounting for
a greater percentage of net sales and to a lesser extent an unfavorable  product
mix to specialty  customers.  The contract channel experienced a slight decrease
in gross margin as a percentage of net sales  primarily due to margin  pressures
resulting from a sluggish economy.

Selling,  General    and  Administrative    Expenses.   Selling,   general   and
administrative expenses decreased $3.4 million or 8.2% from $40.8 million in the
first nine months of 2002 to $37.4  million in 2003  primarily due to a decrease
in compensation  expense  partially  offset by increased legal and  professional
service expense, along with a loss incurred on the sale of certain assets.

Amortization.   Amortization   expense  of  $2.2  million  for  the nine  months
ended  September 26, 2003  relating to the  amortization  of certain  intangible
assets was  substantially  unchanged  compared  to the same period for the prior
year.

Operating Income.   As  a  result of  the above, operating income decreased from
$28.0  million  in the first nine  months of 2002  (11.1% of net sales) to $24.6
million (10.0% of net sales) in the same period of 2003.

Interest Expense.   Interest  expense  increased $1.2  million in the first nine
months of 2003 to $25.6  million from $24.4  million in the same period of 2002,
primarily  due to an increase in interest  rate  margins  under the terms of our
Senior Credit Facility  pursuant to an amendment to the facility entered into in
March of 2003 (see Note 6 of the  accompanying  Notes to Consolidated  Financial
Statements).  This increase in interest  expense was partially offset by a lower
outstanding debt balance.

Provision for Income Taxes.   The  effective tax  rate in  the first nine months
of 2003 was a tax  benefit of 21.2%  compared  to a tax expense of 39.4% for the
same  period of the prior  year.  The lower  rate in 2003 is  attributable  to a
provision for foreign income taxes.

Cumulative  effect  of  change in accounting principle.  As  of  January 1, 2002
the Company implemented the provisions of SFAS No. 142. We recorded a cumulative
effect of change in accounting  principle to reflect the  impairment of goodwill
of $201.2 million, net of tax. This adjustment was recorded effective January 1,
2002.

SEASONALITY AND QUARTERLY INFORMATION

Sales  of  retail  specialty  products   are  typically  higher  in  the  second
quarter of each year as a result of high demand for retail  furniture  preceding
the summer  months.  Sales of retail  specialty  products are also higher in the
fourth quarter as a result of our merchandising programs with its dealers. Sales
of retail products to national  accounts are typically  higher in the fourth and
first  quarters  as the  national  accounts  warehouse  products  for the spring
season.  Weather  conditions  during  the peak  retail  selling  season  and the
resulting impact on consumer  purchases of outdoor  furniture  products can also
affect sales of our casual products.

Operating results  may also  fluctuate  due to  other factors including, but not
limited to:

         changes in general economic conditions including changes in national,
         regional or local construction or industrial activities;

         adverse weather conditions;

         competitive pricing pressures; and

         changes in interest rates.



LIQUIDITY AND CAPITAL RESOURCES

Our   short-term   cash needs are  primarily  for   debt   service  and  working
capital,  including  accounts  receivable  and inventory  requirements.  We have
historically  financed our short-term  liquidity  needs with cash flow generated
from operations and revolving line of credit borrowings.  At September 26, 2003,
we had $49.4  million  of  working  capital  and  $28.7  million  of unused  and
available funds under our revolving credit facility.

Cash Flows from Operating Activities.  During the first nine months of 2003, net
cash provided by operations was $20.7 million, compared to $32.9 million for the
same period of 2002. The decrease  in  cash  provided by operations in the first
nine months  of  2003 as  compared to  the same period of the prior year relates
primarily to an increase in accounts receivable associated with longer dating on
certain shipments, an increase  in inventory, a decrease in accounts payable and
a decrease in other accrued liabilities, partially offset by a refund for income
taxes.

Cash Flows from Investing Activities.   During  the  first  nine  months of 2003
the Company spent $1.2 million on capital  expenditures which was offset by $1.2
million generated from the sale of certain assets. This is compared to the first
nine months of 2002,  which included $1.4 million spent on capital  expenditures
and $4.9  million  generated  by the sale of certain  assets  resulting  in $3.5
million provided by investing activities.

Cash  Flows from  Financing Activities.   Net cash used  in financing activities
during the first nine months of 2003 was $28.0 million compared to net cash used
in financing activities of $38.3 million for the same period of 2002. During the
first nine months of 2003 we made scheduled term loan principal payments of $6.9
million  along  with an  additional  payment  of $1.1  million  from the sale of
certain  assets and paid $20.0  million  against the  revolving  line of credit,
resulting in total net payments of $28.0 million.

During  the  nine months  ended September 26, 2003,  our senior  credit facility
consisted of a $165.0 million term loan of which $144.4 million was  outstanding
on January  1, 2003.  During  the same nine  month  period,  principal  payments
totaling  $8.0 million  were made  against the term loan leaving an  outstanding
balance on the loan of $136.4 million as of September 26, 2003.  During the nine
months ended September 26, 2003 our senior credit facility also included a $50.0
million revolving credit facility,  of which $13.0 million was borrowed and $6.7
million was allocated to existing letters of credit outstanding at September 26,
2003. As of September 26, 2003, we had undrawn availability based on a borrowing
base formula under the revolving credit facility of approximately $28.7 million.

The senior credit facility also requires us to enter  into an interest rate swap
agreement to fix the interest rate  on a portion of  the Company's variable rate
debt. (See Note 5 to the Consolidated Financial Statements).

We  have   significant  amounts  of  debt  requiring   interest  and   principal
repayments.  The  senior  subordinated  notes  (See  Note 6 to the  Consolidated
Financial  Statements) require semi-annual  interest payments and will mature in
August 2007.  Borrowings under the senior credit facility also require quarterly
interest payments. In addition, under our senior credit facility, as amended, we
were  required  to pay down the  principal  amount of all  borrowings  under the
revolving  credit facility to zero for a period of thirty (30) days between July
1, 2003 and August 31, 2003. We paid down the entire  revolving  credit facility
balance on July 23, 2003,  and under the  provisions of the second  amendment of
the senior credit facility,  we were able to borrow again on August 22, 2003. As
a result of this  requirement we funded the semi-annual  interest payment to the
holders of our senior  subordinated  notes, which was due on August 15, 2003, on
August 22, 2003, within the grace period provided under the Indenture  governing
the senior subordinated notes.

Our  other  liquidity  needs  relate to working capital,  capital   expenditures
and  potential  acquisitions.  We intend to fund our  working  capital,  capital
expenditures  and debt service  requirements  through cash flow  generated  from
operations and borrowings under our senior credit facility.

We  believe   that  existing  sources of  liquidity  and   funds  expected to be
generated from  operations  will provide  adequate cash to fund our  anticipated
working capital needs.  Significant  expansion of our business or the completion
of any material  strategic  acquisitions may require  additional funds which, to
the extent not provided by  internally  generated  sources,  could require us to
amend  our  current  Senior  Credit  Facility  or seek  access to debt or equity
markets.

Operating  cash  flows  are  closely  correlated to  demand for our products.  A
decrease in demand for the Company's  products would impact the  availability of
these  internally  generated  funds.  Further,  the Company's  revolving line of
credit is contingent upon the Company meeting particular debt covenants. Failure
to comply with these  covenants  would impact the  availability  of funds on the
revolving credit line.

Our anticipated capital needs through 2003 will consist primarily of the
following:

         interest payments due on the notes and interest and principal due under
         our senior credit facility,

         increases in working capital driven by the growth of our business, and

         the financing of capital expenditures.

Aggregate capital  expenditures are estimated at approximately $1.7  million for
2003.   To the extent  available,  funds  will  be  used  to reduce  outstanding
borrowings under our senior credit facility.


As  of  December  31,  2002  we  were  not  in  compliance   with   the  Maximum
Consolidated Total and Senior Leverage Covenant Ratios and the Interest Coverage
Covenant Ratio as defined in the Senior Credit Facility.  The lender's agent and
the requisite lenders waived these violations of covenants pursuant to the terms
contained in the Second  Amendment to the Credit  Agreement  and Limited  Waiver
("Second  Amendment").  The Second  Amendment,  dated  March 19,  2003,  changed
certain covenant  requirements,  established the applicable LIBOR margin at 5.0%
for the term debt and 4.5% for the revolver  debt,  until the later of March 31,
2004 or the delivery of the audited 2003  financial  statements.  The  revolving
credit portion of the facility was also reduced from $60 million to $50 million.
As of  September  26,  2003  we were  in  compliance  with  all  financial  debt
covenants.  On November 3, 2003 the Company was however  notified that it was in
technical  default of certain  non-financial  covenants  set forth in the second
amendment (See Note 9 Notes to Consolidated Financial Statements).

Under  a  Guaranty  Agreement  between   the senior  bank  group   and  Trivest,
Trivest agreed to fund us for up to $13.4 million in the event that we failed to
make its  subordinated  debt interest  payment or was not in compliance with the
fixed charge covenant in the Second  Amendment.  The Second Amendment allowed us
to become liable for its obligations under the Trivest  Reimbursement  Agreement
pursuant to a subordination agreement between Trivest and the senior bank group.
The Trivest  Reimbursement  Agreement  obligates us to reimburse Trivest for any
funds paid by it pursuant to the Guaranty Agreement between Trivest and the bank
group.

RELATED PARTY TRANSACTIONS

In  October  1994,   we  entered  into  a ten-year  agreement  (the  "Investment
Services   Agreement")  with  Trivest.   Pursuant  to  the  Investment  Services
Agreement,  Trivest provides corporate finance,  financial relations,  strategic
and  capital  planning  and other  management  advice  to us.  The  annual  base
compensation under the Investment  Services  Agreement is $750,000.  Pursuant to
the Second  Amendment to the Senior Credit  Facility we will continue to expense
the  management  fee of $750,000 but we are  restricted  to paying only $375,000
during the period of the Second Amendment.  We paid $281,000 to Trivest pursuant
to a  Management  Services  Agreement  during the period from January 1, 2003 to
September 26, 2003.


FOREIGN EXCHANGE FLUCTUATIONS AND EFFECTS OF INFLATION

Our   purchases   some raw  materials   from  several  Italian   suppliers.   In
addition, we fund some expenses for its Juarez,  Mexico manufacturing  facility.
These transactions  expose us to the effects of fluctuations in the value of the
U.S.  dollar versus the Euro and Mexican Peso.  If the U.S.  dollar  declines in
value  versus these  foreign  currencies,  we will pay more in U.S.  dollars for
these  transactions.  To reduce our exposure to loss from such potential foreign
exchange fluctuations,  we will occasionally enter into foreign exchange forward
contracts.  These  contracts  allow  us to buy  Euros  and  Mexican  Pesos  at a
predetermined exchange rate and thereby transfer the risk of subsequent exchange
rate  fluctuations to a third party.  During the nine months ended September 26,
2003 we did not enter into foreign exchange forward  contracts and there were no
contracts  outstanding  at September  26, 2003.  We do not  speculate in foreign
currency.

Inflation has not had  a significant  impact on  us in the past three years, and
management  does not  expect  inflation  to have  a significant  impact  in  the
foreseeable future.

CRITICAL ACCOUNTING POLICIES

General

Management's  discussion  and  analysis  of its financial  condition and results
of operations is based upon our consolidated  financial  statements,  which have
been prepared in accordance with accounting principles generally accepted in the
United States. The preparation of these financial statements requires us to make
estimates and judgments that affect the reported amounts of assets, liabilities,
revenues  and  expenses,   and  related  disclosure  of  contingent  assets  and
liabilities.  On an ongoing basis,  we evaluate our estimates,  including  those
related  to  customer  programs  and  incentives,  product  returns,  bad debts,
inventories, intangible assets, income taxes, warranty obligations, pensions and
contingencies and litigation. We base our estimates on historical experience and
on various  other  assumptions  that are  believed  to be  reasonable  under the
circumstances,  the results of which form the basis for making  judgments  about
the carrying values of assets and liabilities that are not readily apparent from
other sources.  Actual results may differ from these  estimates  under different
assumptions or conditions.

We   believe  the  following  critical  accounting  policies   affect  its  more
significant  judgments and estimates used in the preparation of its consolidated
financial statements.

Allowance for Doubtful Accounts

We  maintain  allowances for  doubtful  accounts for estimated  losses resulting
from the inability of its customers to make required payments.  If the financial
condition of our customers  were to  deteriorate,  resulting in an impairment of
their  ability to make  payments,  additional  allowances  may be required.  The
Company  performs  periodic  credit  evaluations  of  its  customers'  financial
condition  and  determines  if  collateral  is needed on a customer  by customer
basis.

Warranty Reserve

We  provide  for the  estimated  cost of product  warranties at the time revenue
is  recognized.  While we engages in product  quality  programs  and  processes,
including  actively  monitoring  and  evaluating  the  quality of its  component
suppliers,  the Company's  warranty  obligation  is affected by product  failure
rates,  material  usage and service  delivery  costs  incurred in  correcting  a
product failure.  Should actual product failure rates, material usage or service
delivery  costs differ from our estimates,  revisions to the estimated  warranty
liability  would be  required.  We accrue  for  warranties  based on  historical
experience and sales.

Inventory

We write  down  our  inventory  for  estimated  obsolescence   or   unmarketable
inventory  equal  to the  difference  between  the  cost  of  inventory  and the
estimated  market value based upon  assumptions  about future  demand and market
conditions.  If actual market conditions are less favorable than those projected
by management, additional inventory write-downs may be required.

Goodwill

Under   the   purchase  method  of   accounting   for   acquisitions,   goodwill
represents  the  excess of the  purchase  price  over the fair  value of the net
assets  acquired.  Goodwill is  capitalized  and through  December  31, 2001 was
amortized on a straight-line  basis over its estimated  useful life which was 40
years.  Effective  with  our  adoption  of SFAS No.  142,  "Goodwill  and  Other
Intangible  Assets,"  on  January  1,  2002,  goodwill  is no longer  subject to
amortization.   Instead,  goodwill  is  subject  to  an  annual  assessment  for
impairment  in value by  applying a  fair-value  based test.  Should  there be a
significant decline in our financial performance, the results of this impairment
test could have a material impact on our financial statements.

Impairment loss for goodwill arising  from the  initial adoption of SFAS No. 142
is to be reported as resulting from a change in accounting principle. During the
fourth quarter, we  completed our  Step 2 assessment  of goodwill and recorded a
SFAS No. 142 transition impairment of $201.2 million, net of tax. The impairment
has  been  accounted for as  a cumulative  effect  of a  change  in   accounting
principle and has been recorded effective January 1, 2002.

Trademarks

Trademarks represent the estimated  fair value of  trade name related intangible
assets acquired in connection with certain business acquisitions. Trademarks are
indefinite lived intangible assets and therefore are  not being amortized.  Such
assets are tested annually for impairment or when indicators are present.

Customer relationships

Customer   relationships   represent   the  estimated   fair value  of  customer
related   intangible   assets  acquired  in  connection  with  certain  business
acquisitions.  Customer  relationships  are being amortized over their estimated
useful life of 10 years.  Accumulated  amortization as of September 26, 2003 and
amortization  expense  for the  quarter  then  ended  is $5.5  million  and $0.6
million,  respectively.  In addition to the  amortization  over the useful life,
customer  relationships  are reviewed at least annually for  impairment.  Should
there be a significant decline in our financial performance, the results of this
impairment test could have a material impact on our financial statements.

Interest Rate Swap

We  utilize  an  interest  rate  swap  to hedge the variability  of cash flow to
be paid related to a portion of its recognized variable-rate debt liability. The
effectiveness  of the  interest  rate swap hedge  relationship  is  assessed  by
utilizing  the  "variable  cash  flows  method."  Changes in the fair value of a
derivative  that is designated and qualifies as a cash flow hedge, to the extent
that the hedge is effective,  are recorded in other comprehensive  income, until
earnings are  affected by the  variability  of the hedged cash flows.  Cash flow
hedge ineffectiveness is recorded as interest expense.


IMPACT OF RECENTLY ISSUED ACCOUNTING STANDARDS

In  April  2003,   FASB  issued   SFAS No.  149,  "Amendment  of SFAS No. 133 on
Derivative  Instruments and Hedging  Activities"  ("SFAS No. 149"). SFAS No. 149
amends  and  clarifies   financial   accounting  and  reporting  for  derivative
instruments,   including  certain  derivative   instruments  embedded  in  other
contracts,  and for  hedging  activities  under SFAS No.  133,  "Accounting  for
Derivative  Instruments and Hedging  Activities,"  SFAS No. 149 also amends SFAS
No. 133 for decisions made (1) as part of the Derivatives  Implementation  Group
process that effectively  required amendments to SFAS No. 133, (2) in connection
with  other  FASB  projects  dealing  with  financial  instruments  and  (3)  in
connection with  implementation  issues raised in relation to the application of
the  definition of derivative.  SFAS No. 149 is effective for contracts  entered
into or modified  after June 30, 2003,  except as stated below,  and for hedging
relationships  designated  after June 30, 2003.  In  addition,  except as stated
below,  all  provisions  of SFAS No.  149  will be  applied  prospectively.  The
provisions  of SFAS No. 149 that  relate to SFAS No. 133  implementation  issues
that have been  effective for fiscal  quarters that began prior to June 15, 2003
should  continue to be applied in  accordance  with their  respective  effective
dates. In addition, certain provisions relating to forward purchases or sales of
when-issued  securities  or other  securities  that do not yet exist,  should be
applied to both existing contracts and new contracts entered into after June 30,
2003.  The  implementation  of SFAS No. 149 has had no  material  effects on our
financial position or results of operations.

In  May  2003,   the   FASB  issued  SFAS No.  150,  "Accounting    for  Certain
Financial   Instruments   with   Characteristics   of   Both   Liabilities   and
Equity,"("SFAS  No.  150").  The  statement  requires  that an  issuer  classify
financial  instruments  that are within its scope as a liability.  Many of those
instruments were classified as equity under previous  guidance.  SFAS No. 150 is
effective for all financial  instruments  entered into or modified after May 31,
2003.  Otherwise,  it is effective for the first interim period  beginning after
June 15, 2003.  The  adoption of SFAS No. 150 did not have a material  effect on
our financial position or results of operations.

In  November  2002, the FASB  issued FIN No. 45,  "Guarantor's   Accounting  and
Disclosure  Requirements  for  Guarantees,   Including  Indirect  Guarantees  of
Indebtedness  of Others" ("FIN No. 45").  FIN No. 45 will  significantly  change
current  practice  in  the  accounting  for,  and  disclosure  of,   guarantees.
Guarantees meeting the  characteristics  described in FIN No. 45 are required to
be  initially  recorded  at fair  value,  which is  different  from the  current
practice of recording a liability  only when a loss is probable  and  reasonably
estimable,  as those terms are defined in FASB Statement No. 5,  "Accounting for
Contingencies."  FIN No. 45 also  requires a guarantor to make  significant  new
disclosures  for  virtually  all  guarantees  even  when the  likelihood  of the
guarantor's  having to make payments  under the guarantee is remote.  FIN No. 45
disclosure  requirements  are  effective for  financial  statements  with annual
periods  ending after  December 15, 2002 and requires  initial  recognition  and
initial  measurement  provisions on a prospective  basis to guarantees issued or
modified  after  December 29, 2002.  The  guarantor's  previous  accounting  for
guarantees  issued  prior to the date of the  adoption of FIN No. 45 will not be
revised or restated to reflect the Interpretation's  provisions. The adoption of
FIN No. 45 did not impact our financial position,  results of operations or cash
flows for the nine months ended September 26, 2003.

In  January  2003,  the  Financial  Accounting   Standards Board ("FASB') issued
Interpretation No. 46, "Consolidation of Variable Interest Entities" ("FIN 46").
FIN 46 requires  an investor  with a majority  of the  variable  interests  in a
variable  interest entity to consolidate  the entity and also requires  majority
and significant  variable interest investors to provide certain  disclosures.  A
variable  interest entity is an entity in which the equity investors do not have
a  controlling  interest or the equity  investment  at risk is  insufficient  to
finance  the  entity's  activities  without  receiving  additional  subordinated
financial  support from the other parties.  The requirements of FIN 46 are to be
applied  immediately  to variable  interest  entities  created after January 31,
2003. For calendar year companies,  consolidation of variable  interest entities
existing  prior  to  January  31,  2003  will be  required  in  their  financial
statements  for the year ended December 31, 2003. We do not believe the adoption
of FIN 46 will have a material effect on its consolidated financials statements.


CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This  filing  contains  certain  forward-looking statements about  our financial
condition,  results of operations and business within the meaning of Section 27A
of the Securities Act of 1933 and Section 21E of the Securities  Exchange Act of
1934.  You can find many of these  statements  by looking for words like "will,"
"should," "believes," "expects,"  "anticipates,"  "estimates," "intends," "may,"
"pro   forma,"  or  similar   expressions   used  in  this   prospectus.   These
forward-looking statements are subject to assumptions,  risks and uncertainties,
including those relating to the following:

    o  our level of leverage;

    o  our ability to meet our debt service obligations;

    o  the  subordination of the registered notes to our senior  indebtedness,
       which is secured by substantially  al  of our assets;

    o  the restrictions  and financial  covenant  requirements  imposed upon
       us by our indenture and our senior credit facility;

    o  our  ability  to  identify  suitable  acquisition   opportunities  and
       to  finance,   complete  and  integrate acquisitions;

    o  the competitive and cyclical nature of the furniture manufacturing
       industry; and

    o  general domestic and global economic conditions.

Because these statements  are subject to risks and uncertainties, actual results
may  differ  materially from  those  expressed or implied by the forward-looking
statements. You are cautioned not  to  place undue reliance on these statements,
which speak only as of the date of this filing.

We  do  not  undertake  any  responsibility to release publicly any revisions to
these  forward-looking  statements to take into account events or  circumstances
that occur after the date of this filing. Additionally,  we do not undertake any
responsibility to update you on the occurrence of any unanticipated events which
may cause  actual  results  to differ  from  those  expressed  or implied by the
forward-looking statements contained in this filing.

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
            RISK

The   information  required   by  this   item   is  contained  in  "Management's
Discussion and Analysis of Financial Condition and Results of Operations," under
the heading "Foreign Exchange Fluctuations and Effects of Inflation."

ITEM 4. CONTROLS AND PROCEDURES

As  of  the end  of  the  period  covered by this Quarterly  Report,  we carried
out an  evaluation,  under the  supervision  and with the  participation  of our
management,  including our Chief Executive Officer and Chief Financial  Officer,
of the effectiveness of our disclosure controls and procedures.  Based upon that
evaluation,  our Chief Executive  Officer and Chief Financial  Officer concluded
that our disclosure  controls and procedures were effective as of the end of the
period covered by this Quarterly  Report in timely  alerting them as to material
information required to be included in this Quarterly Report.

There  was  no  change in our internal control  over  financial reporting during
our last fiscal quarter identified in connection with the evaluation referred to
above  that has  materially  affected,  or is  reasonably  likely to  materially
affect, our internal control over financial reporting.

<PAGE>

PART II.  OTHER INFORMATION

ITEM 1.     LEGAL PROCEEDINGS

From  time  to time,  we  are subject  to  legal  proceedings  and other  claims
arising in the ordinary course of our business.  We maintain  insurance coverage
against potential claims in an amount that we believe to be adequate. We believe
we are not presently a party to any litigation,  the outcome of which would have
a material adverse effect on our business,  financial condition,  and results of
operations or future prospects.


ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

   (a)    Exhibits:

      31.1       Rule 13a-14(a) /15d-14(a) Certification of Principal
                 Executive Officer.

      31.2       Rule 13a-14(a) /15d-14(a) Certification of Principal
                 Financial Officer.

      32.1       Section 1350 Certification of Principal Executive Officer.

      32.2       Section 1350 Certification of Principal Financial Officer.


SIGNATURES

Pursuant   to   the  requirements  of   the   Company's    Senior   Subordinated
Debenture, the Registrant has duly caused this report to be signed on its behalf
by the undersigned thereunto duly authorized.




                                BROWN JORDAN INTERNATIONAL, INC


  November 17, 2003                 By:/s/ Bruce R. Albertson
                                    ----------------------------
                                    Bruce R. Albertson
                                    President and Chief Executive Officer


   November 17, 2003                By:/s/ Vincent A.Tortorici, Jr.
                                    ----------------------------
                                    Vincent A. Tortorici, Jr.
                                    Chief Financial Officer


<PAGE>



EXHIBIT 31.1

CERTIFICATION


I, Bruce R. Albertson, certify that:

1.      I  have reviewed  this quarterly report on Form 10-Q of Brown Jordan
        International, Inc.;

2.      Based on my knowledge, this report does not contain any
        untrue statement of a material fact or omit to state a
        material fact necessary to make the statements made, in light of the
        circumstances under which such statements were made, not misleading with
        respect to the period covered by this report;

3.     Based on my knowledge, the financial statements, and other financial
       information included in this quarterly report, fairly present in all
       material respects the financial condition, results of operations and cash
       flows of the registrant as of, and for, the periods presented in this
       report;

4.     The registrant's other certifying officer(s) and I are responsible for
       establishing and maintaining disclosure controls and procedures (as
       defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the
       registrant and have:

       a)    Designed such disclosure controls and procedures, or caused such
             disclosure controls and procedures to be designed under our
             supervision, to ensure that material information relating to the
             registrant, including its consolidated subsidiaries, is made known
             to us by others within those entities, particularly during the
             period in which this quarterly report is being prepared;

       b)    Evaluated the effectiveness of the registrant's disclosure controls
             and procedures and presented in this report our conclusions about
             the effectiveness of the disclosure controls and procedures, as of
             the end of the period covered by this report based on such
             evaluation; and

       c)    Disclosed in this report any change in the registrant's internal
             control over financial reporting that occurred during the
             registrant's most recent fiscal quarter (the registrant's fourth
             fiscal quarter in the case of an annual report) that has materially
             affected, or is reasonably likely to materially affect, the
             registrant's internal control over financial reporting; and

5.    The registrant's other certifying officers and I have disclosed, based on
      our most recent evaluation of internal control over financial reporting,
      to the registrant's auditors and the audit committee of registrant's board
      of directors (or persons performing the equivalent function):

       a)    All significant deficiencies and material weaknesses in the design
             or operation of internal control over financial reporting which are
             reasonably likely to adversely affect the registrant's ability to
             record, process, summarize and report financial information; and

       b)    Any fraud, whether or not material, that involves management or
             other employees who have a significant role in the registrant's
             internal control over financial reporting.


Date: November 17, 2003

                                     By: /s/ Bruce R. Albertson
                                      -----------------------------
                                       Bruce R. Albertson
                                       President and Chief Executive Officer



<PAGE>



EXHIBIT 31.2

CERTIFICATION


I, Vincent A. Tortorici, Jr., certify that:

1.      I have reviewed this quarterly report on Form 10-Q of Brown Jordan
        International, Inc.;

2.      Based on my knowledge, this report does not contain any
        untrue statement of a material fact or omit to state a
        material fact necessary to make the statements made, in light of the
        circumstances under which such statements were made, not misleading with
        respect to the period covered by this report;

3.      Based on my knowledge, the financial statements, and other financial
        information included in this quarterly report, fairly present in all
        material respects the financial condition, results of operations and
        cash flows of the registrant as of, and for, the periods presented in
        this report;

4.      The registrant's other certifying officer(s) and I are responsible for
        establishing and maintaining disclosure controls and procedures
        (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for
        the registrant and have:

       a)    Designed such disclosure controls and procedures, or caused such
             disclosure controls and procedures to be designed under our
             supervision, to ensure that material information relating to the
             registrant, including its consolidated subsidiaries, is made known
             to us by others within those entities, particularly during the
             period in which this quarterly report is being prepared;

       b)    Evaluated the effectiveness of the registrant's disclosure controls
             and procedures and presented in this report our conclusions about
             the effectiveness of the disclosure controls and procedures, as of
             the end of the period covered by this report based on such
             evaluation; and

       c)    Disclosed in this report any change in the registrant's internal
             control over financial reporting that occurred during the
             registrant's most recent fiscal quarter (the registrant's fourth
             fiscal quarter in the case of an annual report) that has materially
             affected, or is reasonably likely to materially affect, the
             registrant's internal control over financial reporting; and

5.     The registrant's other certifying officers and I have disclosed, based on
       our most recent evaluation of internal control over financial reporting,
       to the registrant's auditors and the audit committee of registrant's
       board of directors (or persons performing the equivalent function):

       a)    All significant deficiencies and material weaknesses in the design
             or operation of internal control over financial reporting which are
             reasonably likely to adversely affect the registrant's ability to
             record, process, summarize and report financial information; and

       b)    Any fraud, whether or not material, that involves management or
             other employees who have a significant role in the registrant's
             internal control over financial reporting.


Date: November 17, 2003

                                        By: /s/ Vincent A. Tortorici, Jr.
                                         -----------------------------
                                          Vincent A. Tortorici, Jr.
                                          Chief Financial Officer


<PAGE>


EXHIBIT 32.1

CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002


In   connection  with  the  Quarterly   Report   on  Form  10-Q of Brown  Jordan
International,  Inc. (the  "Company") for the period ended September 26, 2003 as
filed with the  Securities  and  Exchange  Commission  on the date  hereof  (the
"Report"),  I, Bruce R. Albertson,  President and Chief Executive Officer of the
Company, hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant
to  Section  906 of the  Sarbanes-Oxley  Act of  2002,  that  to the  best of my
knowledge:

(1)   The Report fully complies with the  requirements  of  Section 13(a)
      or 15(d) of the Securities  Exchange Act of 1934, as amended; and

(2)   The information contained in the Report fairly presents, in all material
      respects, the financial condition and results of operations of the
      Company.


                                        /s/ Bruce R. Albertson
                                        -------------------------------
                                        Bruce R. Albertson
                                        President and Chief Executive Officer
                                        November 17, 2003



<PAGE>



EXHIBIT 32.2

CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002


In connection with the Quarterly Report on Form 10-Q of Brown Jordan
International, Inc. (the "Company") for the period ended September 26, 2003 as
filed with the Securities and Exchange Commission on the date hereof (the
"Report"), I, Vincent A. Tortorici, Jr., Chief Financial Officer of the Company,
hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:

(1)   The Report fully complies with the  requirements  of  Section 13(a)
      or 15(d) of the Securities  Exchange Act of 1934, as amended; and

(2)   The information contained in the Report fairly presents, in all material
      respects, the financial condition and results of operations of the
      Company.

                                     /s/ Vincent A. Tortorici, Jr.
                                     ------------------------------
                                     Vincent A. Tortorici, Jr.
                                     Chief Financial Officer
                                     November 17, 2003