FORM 10-Q

                   SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C. 20549



     (Mark one)

     [X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (D) OF THE
          SECURITIES EXCHANGE ACT OF 1934
          For the quarterly period ended September 30, 1997 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 I-91
                                 ----


                          Furniture Brands International, Inc.
     --------------------------------------------------------------------- 
                (Exact name of registrant as specified in its charter)

                 Delaware                                  43-0337683
       -------------------------------                 ------------------- 
       (State or other jurisdiction of                 (I.R.S. Employer
        incorporation or organization)                  Identification No.)

      101 South Hanley Road, St. Louis, Missouri              63105      
     -------------------------------------------       --------------------
       (Address of principal executive offices)            (Zip Code)

     Registrant's telephone number, including area code  (314) 863-1100   
                                                        -------------------
     ---------------------------------------------------------------------  
     Former name, former address and former fiscal year, if changed since
     last report



         Indicate by check mark whether the registrant (1) has filed all
     reports required to 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 requirement for the past 90
     days.

                                     Yes  X      No     
                                        -------     -------<PAGE>





                   APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                     PROCEEDINGS DURING THE PRECEDING FIVE YEARS

         Indicate by check mark whether the registrant has filed all
     documents and reports required to be filed by Sections 12, 13 or 15(d)
     of the Securities Exchange Act of 1934 subsequent to the distribution
     of securities under a plan confirmed by a court. 

                                     Yes         No     
                                        --------    ----------  
       

                         APPLICABLE ONLY TO CORPORATE ISSUERS

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

         52,014,195 Shares as of October 31, 1997
         ----------------------------------------<PAGE>





                            PART I FINANCIAL INFORMATION


     Item 1.  Financial Statements

     Consolidated Financial Statements for the quarter ended September 30,
     1997.

         Consolidated Balance Sheets

         Consolidated Statements of Operations:

             Three Months Ended September 30, 1997
             Three Months Ended September 30, 1996

             Nine Months Ended September 30, 1997
             Nine Months Ended September 30, 1996

         Consolidated Statements of Cash Flows:

             Nine Months Ended September 30, 1997
             Nine Months Ended September 30, 1996

         Notes to Consolidated Financial Statements

     Separate financial statements and other disclosures with respect to
     the Company's subsidiaries are omitted as such separate financial
     statements and other disclosures are not deemed material to investors.

     The financial statements are unaudited, but include all adjustments
     (consisting of normal recurring adjustments) which the management of
     the Company considers necessary for a fair presentation of the results
     of the period.  The results for the three months and nine months ended
     September 30, 1997 are not necessarily indicative of the results to be
     expected for the full year.<PAGE>



<TABLE>
<CAPTION>
                           FURNITURE BRANDS INTERNATIONAL, INC.
                              CONSOLIDATED BALANCE SHEETS
                                 (Dollars in thousands)
                                     (Unaudited)

          <S>               <C>                              <C>          <C>

                                                        September 30, December 31,
                                                                1997         1996
      ASSETS                                            ------------  ------------
      Current assets:
        Cash and cash equivalents...................... $     17,657  $    19,365
        Receivables, less allowances of $17,888                    
          ($19,124 at December 31, 1996)...............      311,910      283,417
        Inventories...........................(Note 1).      283,273      281,107
        Prepaid expenses and other current assets......       24,945       23,378
                                                        ------------  -----------
        Total current assets.........................        637,785      607,267
                                                        ------------  -----------
      Property, plant and equipment....................      453,285      425,729
        Less accumulated depreciation..................      156,726      123,767
          Net property, plant and equipment............ ------------  -----------
                                                             296,559      301,962
                                                        ------------  -----------
      Intangible assets................................      333,937      344,101
      Other assets.....................................       11,950       15,874
                                                        ------------  -----------
                                                        $  1,280,231  $ 1,269,204
                                                        ============  ===========
      LIABILITIES AND SHAREHOLDERS' EQUITY

      Current liabilities:
        Accrued interest expense....................... $      7,854  $     6,579
        Accounts payable and other accrued expenses....      151,188      138,027 
                                                        ------------  -----------
      Total current liabilities....................          159,042      144,606
                                                        ------------  -----------

      Long-term debt..........................(Note 2).      687,800      572,600
      Other long-term liabilities......................      129,507      132,341

      Shareholders' equity:
        Preferred stock, authorized 10,000,000 
          shares, no par value - issued none...........          -            -
        Common stock, authorized 100,000,000 shares,       
          $1.00 stated value - issued 52,003,152 
          shares at September 30, 1997 and 61,432,181 
          shares at December 31, 1996.........(Note 2).       52,003       61,432
        Paid-in capital................................      124,020      278,554
        Retained earnings..............................      127,859       79,671
                                                        ------------  -----------
          Total shareholders' equity...................      303,882      419,657
                                                        ------------  -----------
                                                        $  1,280,231  $ 1,269,204
                                                        ============  ===========


      See accompanying notes to consolidated financial statements.
</TABLE>
<PAGE>

<TABLE>
<CAPTION>

                           FURNITURE BRANDS INTERNATIONAL, INC.
                          CONSOLIDATED STATEMENTS OF OPERATIONS
                       (Dollars in thousands except per share data)
                                      (Unaudited)
        <S>          <C>                                <C>           <C>

                                                      Three Months  Three Months
                                                             Ended         Ended
                                                      September 30, September 30,
                                                              1997          1996
                                                      ------------  -------------
      Net sales...................................... $    440,666  $    417,921

      Costs and expenses:                                                       
        Cost of operations...........................      323,562       301,667
                                                                                
        Selling, general and administrative expenses.       68,409        69,266

        Depreciation and amortization................       13,622        13,353
                                                      ------------  ------------
      Earnings from operations.......................       35,073        33,635

      Interest expense...............................       12,365        10,592

      Other income, net..............................          764           566
                                                      ------------  ------------
      Earnings before income tax expense and
        extraordinary item...........................       23,472        23,609
                                                                                
      Income tax expense.............................        8,858         9,284
                                                      ------------  ------------
      Net earnings before extraordinary item.........       14,614        14,325

      Extraordinary item - early extinguishment of
        debt, net of tax benefit.....................          -          (7,417)
                                                      ------------  ------------

      Net earnings................................... $     14,614  $      6,908
                                                      ============= ============
      Net earnings per common share - primary:
        Net earnings before extraordinary item.......       $ 0.27        $ 0.22
        Extraordinary item - early extinguishment
          of debt....................................          -           (0.11)
                                                      ------------  ------------

      Net earnings per common share - primary........       $ 0.27        $ 0.11
                                                      ============  ============
      Net earnings per common share - fully diluted:
        Net earnings before extraordinary item.......       $ 0.27        $ 0.22
        Extraordinary item - early extinguishment
          of debt....................................          -           (0.11)
                                                      ------------  ------------
      Net earnings per common share - fully diluted..       $ 0.27        $ 0.11
                                                      ============  ============
      Weighted average common and common equivalent
        shares outstanding:
        Primary......................................   53,379,123    64,093,194
                                                      ============  ============
        Fully diluted................................   53,379,557    64,754,201
                                                      ============  ============
      See accompanying notes to consolidated financial statements.
</TABLE>

<PAGE>

<TABLE>
<CAPTION>

                           FURNITURE BRANDS INTERNATIONAL, INC.
                          CONSOLIDATED STATEMENTS OF OPERATIONS
                      (Dollars in thousands except per share data)
                                     (Unaudited)
        <S>          <C>                                <C>           <C>

                                                       Nine Months   Nine Months
                                                             Ended         Ended
                                                      September 30, September 30,
                                                              1997          1996
                                                      ------------  ------------
      Net sales...................................... $  1,334,679  $  1,262,610

      Costs and expenses:                                                       
        Cost of operations...........................      971,091       913,207
                                                                                
        Selling, general and administrative expenses.      215,300       214,038

        Depreciation and amortization................       42,633        41,411
                                                      ------------  ------------
      Earnings from operations.......................      105,655        93,954

      Interest expense...............................       30,859        35,672

      Other income, net..............................        2,511         1,978
                                                      ------------  ------------
      Earnings before income tax expense and
        extraordinary item...........................       77,307        60,260
                                                                                
      Income tax expense.............................       29,119        23,467
                                                      ------------  ------------
      Net earnings before extraordinary item.........       48,188        36,793

      Extraordinary item - early extinguishment
        of debt, net of tax benefit..................          -          (7,417)
                                                      ------------  -------------
      Net earnings................................... $     48,188  $     29,376
                                                      ------------  -------------
      Net earnings per common share - primary:
        Net earnings before extraordinary item.......       $ 0.80        $ 0.60
        Extraordinary item - early extinguishment
          of debt....................................          -           (0.12)
                                                      ------------  ------------
      Net earnings per common share - primary........       $ 0.80        $ 0.48
                                                      ============  ============
      Net earnings per common share - fully diluted:
        Net earnings before extraordinary item.......       $ 0.80        $ 0.59
        Extraordinary item - early extinguishment
        of debt......................................          -           (0.12)
                                                      ------------  ------------
      Net earnings per common share - fully diluted..       $ 0.80        $ 0.47
                                                      ============  ============
      Weighted average common and common equivalent
        shares outstanding:
        Primary......................................   60,124,490    61,227,139
                                                      ============  ============
        Fully diluted................................   60,324,421    62,764,804
                                                      ============  ============

      See accompanying notes to consolidated financial statements.

</TABLE>

<PAGE>

<TABLE>
<CAPTION>



                                FURNITURE BRANDS INTERNATIONAL, INC.
                               CONSOLIDATED STATEMENTS OF CASH FLOWS
                                      (Dollars in thousands)
                                          (Unaudited)


           <S>                       <C>                          <C>   <C>       <C>   <C>

                                                                   Nine Months     Nine Months
                                                                         Ended           Ended
                                                                  September 30,   September 30,
                                                                          1997            1996
                                                                    -------------    ------------

         Cash Flows from Operating Activities:
           Net earnings.........................................  $     48,188    $     29,376 
           Adjustments to reconcile net earnings to net cash
             provided by operating activities:
               Net loss on early extinguishment of debt.........           -             7,417 
               Depreciation of property, plant and equipment....        33,588          32,406 
               Amortization of intangible and other assets......         9,045           9,005 
               Noncash interest expense.........................           924           1,756 
               Increase in receivables..........................       (28,493)        (16,553)
               Increase in inventories..........................        (2,166)        (11,300)
               Decrease in prepaid expenses and intangible and
                 other assets...................................          4,944          17,179 
               Increase in accounts payable, accrued interest
                 expense and other accrued expenses.............        15,416          42,502 
               Increase (decrease) in net deferred tax 
                 liabilities....................................            16            (605)
               Decrease in other long-term liabilities..........        (1,917)        (16,010)
                                                                   --------------     -----------
           Net cash provided by operating activities............        79,545          95,173 
                                                                   --------------     -----------

         Cash Flows from Investing Activities:
           Proceeds from the disposal of assets.................           111           2,140 
           Additions to property, plant and equipment...........       (29,276)        (23,930)
                                                                   --------------      ----------
           Net cash used by investing activities................       (29,165)        (21,790)
                                                                   --------------      ----------

         Cash Flows from Financing Activities:
           Payments for debt issuance costs.....................        (3,325)         (4,630)
           Additions to long-term debt..........................       210,000         380,000 
           Payments of long-term debt...........................       (94,800)       (524,279)
           Proceeds from the issuance of common stock...........        10,187           9,239 
           Proceeds from the sale of common stock...............           -            81,292 
           Payment for the repurchase and retirement of
             common stock.......................................      (168,056)            -   
           Payments for the repurchase of common stock warrants.        (5,187)        (19,961)
           Payments for common stock offering expenses of
             selling stockholders...............................          (907)            -   
                                                                   --------------    ------------
           Net cash used by financing activities................       (52,088)        (78,339)
                                                                   --------------    ------------

         Net decrease in cash and cash equivalents..............        (1,708)         (4,956)

         Cash and cash equivalents at beginning of period.......        19,365          26,412 
                                                                   --------------    ------------
         Cash and cash equivalents at end of period.............  $     17,657    $     21,456 
                                                                   ==============    ============

         Supplemental Disclosure:
           Cash payments for income taxes, net..................  $     29,298     $     20,225
                                                                   ==============    =============

           Cash payments for interest...........................  $     28,735    $     32,834 
                                                                    =============    =============



         See accompanying notes to consolidated financial statements.
</TABLE>

<PAGE>





        NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
        (Unaudited)



        (1)  Inventories are summarized as follows, in thousands:

                                           September 30,        December 31,
                                                   1997                1996
                                           ------------         -----------

                 Finished products         $    121,558         $   127,292
                 Work-in-process                 49,955              51,587
                 Raw materials                  111,760             102,228
                                           ------------         -----------
                                           $    283,273         $   281,107
                                           ============         ===========


   (2)   On June 27, 1997, the Company completed the repurchase of 10,842,299
   shares of its  common stock  and warrants  to purchase  290,821 shares  of
   common stock from Apollo Investment Fund, L.P. and Lion Advisors, L.P. for
   approximately $170.5  million.   The Company  financed the  repurchase  by
   amending its Secured Credit Agreement to include a new term loan  facility
   of $200.0 million.   The term loan  facility is a non-amortizing  ten-year
   facility, bearing  interest at a  base rate  plus 0.75% or  at an adjusted
   Eurodollar rate plus 1.75%,  depending upon the  type of loan the  Company
   executes.   Net  cash proceeds  received from  the term  loan facility  in
   excess of  the amount  required for the stock  and warrant  repurchase and
   associated fees  and expenses  were used to  reduce outstanding borrowings
   from the revolving  credit facility  under the Company's  existing Secured
   Credit Agreement.

   (3)   Accounting standards not yet adopted.

     In  February  1997, the  Financial  Accounting  Standards  Board (FASB)
   issued  Statement  of   Financial  Accounting  Standards  (SFAS)  No.  128
   "Earnings  Per Share"  (EPS).    SFAS No.  128 establishes  standards  for
   computing  and presenting  earnings  per  share.   It also  requires  dual
   presentation of basic and diluted EPS on the face  of the income statement
   for  all  entities  with  complex   capital  structures  and  requires   a
   reconciliation  of  the  numerator  and  denominator  of  the  basic   EPS
   computation  to  the  numerator   and  denominator  of  the  diluted   EPS
   computation.  SFAS No. 128 is effective  for financial statements for both
   interim and  annual periods  ending  after December  15, 1997,  and  early
   application is not  permitted.  The Company believes the adoption  of this
   accounting standard will not have a material impact on earnings per share.

       In  June 1997, the  FASB issued SFAS No.  130, "Reporting Comprehensive
   Income".  This statement establishes  standards for reporting and  display
   of comprehensive  income  and its  components in  a full  set of  general-
   purpose financial statements.  This statement requires that all items that
   are required to be recognized under accounting standards as components  of
   comprehensive  income  be  reported  in  a  financial  statement  that  is
   displayed  with the same  prominence as other financial  statements.  SFAS
   No. 130 is effective for fiscal years beginning after December 15, 1997.<PAGE>





      Also  in June  1997, the FASB issued  SFAS No.  131, "Disclosures about
   Segments  of  an  Enterprise  and  Related Information".    This statement
   establishes standards for the  way that public business enterprises report
   information  about  operating segments  in  interim  and  annual financial
   statements.   It also establishes  standards for  related disclosure about
   products and services, geographic areas and major customers.  SFAS No. 131
   is effective for periods beginning after December 15, 1997.<PAGE>





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

        RESULTS OF OPERATIONS

   Furniture  Brands  International,  Inc.  (the  "Company")  is the  largest
   manufacturer of residential  furniture in the United States.   The Company
   has three  primary operating subsidiaries:  Broyhill Furniture Industries,
   Inc.;  The   Lane  Company,   Incorporated;  and   Thomasville   Furniture
   Industries, Inc.

   Comparison of Three  Months and Nine Months  Ended September 30,  1997 and
   1996

   Selected financial information for the three months and nine months  ended
   September 30, 1997 and 1996 is presented below:

        ($ in millions except per share data)
<TABLE>
<CAPTION>
        <S>          <C>                <C>          <C>       <C>         <C>

                                                    Three Months Ended           
                                        September 30, 1997    September 30, 1996
                                        ------------------    ------------------
                                                   % of                     % of
                                        Dollars  Net Sales    Dollars   Net Sales
                                        -------  ---------    -------   ---------
        Net sales                       $440.7      100.0%     $417.9     100.0%
        Earnings from operations          35.1        8.0%       33.6       8.0%
        Interest expense                  12.4        2.8%       10.6       2.5%
        Income tax expense                 8.9        2.0%        9.3       2.2%
        Net earnings before extraordinary
          item                            14.6        3.3%       14.3       3.4%
        Net earnings per common share 
         (fully diluted) before 
         extraordinary item               0.27         -         0.22        -   

        Gross profit (1)                $107.8       24.5%     $107.0      25.6%

</TABLE>
<TABLE>
        <S>          <C>                   <C>          <C>         <C>         <C>
                                                       Nine Months Ended 
                                         September 30, 1997         September  30, 1996
                                         ------------------      ----------------------
                                                       % of                      % of
                                         Dollars   Net Sales      Dollars   Net Sales
                                         -------   ---------      -------  -----------
        Net sales                        $1,334.7     100.0%      $1,262.6     100.0%
        Earnings from operations            105.7       7.9%          93.9       7.4%
        Interest expense                     30.9       2.3%          35.7       2.8%
        Income tax expense                   29.1       2.2%          23.5       1.9%
        Net earnings before extraordinary
         item                                48.2       3.6%          36.8       2.9%
        Net earnings per common share (fully
         diluted) before extraordinary item  0.80        -            0.59        - 

        Gross profit (1)                   $333.9       25.0%       $320.8      25.4%

        (1) The Company believes that gross profit provides useful information
            regarding a company's financial performance.  Gross profit has been
            calculated by subtracting cost of operations and the portion of
            depreciation associated with cost of goods sold from net sales.
</TABLE>

<TABLE>
           <S>                   <C>          <C>      <C>       <C>
                                 Three Months Ended    Nine Months Ended
                                    September 30,         September 30, 
                                 ------------------    -----------------  
                                  1997         1996      1997      1996  

           Net sales             $440.7       $417.9   $1,334.7  $1,262.6
           Cost of operations     323.6        301.7      971.1     913.2
           Depreciation 
            (associated with        
             cost of goods sold)    9.3          9.2       29.7      28.6
                                 ------       ------   --------  --------
           Gross profit          $107.8       $107.0   $  333.9  $  320.8
                                 ======       ======   ========  ========
</TABLE>

<PAGE>





   Net  sales for  the  three months  ended September  30,  1997 were  $440.7
   million,  compared to $417.9  million in the three  months ended September
   30, 1996, an increase of $22.8 million or 5.4%.  For the nine months ended
   September 30, 1997, net  sales increased $72.1 million or 5.7% to $1,334.7
   million  from $1,262.6  million for  the nine  months ended  September 30,
   1996.  The improved sales performance for the three months ended September
   30,  1997  occurred  at  each  operating company  and  ranged,  in varying
   degrees, across all product lines.

   Earnings from  operations for  the three months ended  September 30,  1997
   increased by $1.5 million or 4.3%  from the comparable prior  year period.
   Earnings from operations for the three months ended September 30, 1997 and
   September  30, 1996 were 8.0% of net  sales for each period.  For the nine
   months ended  September 30, 1997,  earnings from  operations increased  by
   $11.8 million, or 12.5%  from the comparable  nine months of  1996.  As  a
   percentage  of net  sales, earnings  from operations  for the  nine months
   ended September  30,  1997 and  September 30,  1996  were 7.9%  and  7.4%,
   respectively.  The increase in operating earnings was due to  higher sales
   and  good control of selling, general  and administrative expenses offset,
   in  part, by  the negative  impact of  a  manufacturing plant  closing and
   related production realignment at Thomasville.

   Interest expense  totaled $12.4  million and $30.9 million  for the  three
   months and nine months ended September 30, 1997, respectively, compared to
   $10.6 million  and $35.7  million for the prior  year comparable  periods.
   The increase in  interest expense in the  three months ended September 30,
   1997 resulted from higher long-term debt levels incurred at the end of the
   second quarter  to finance the previously  reported company  repurchase of
   approximately 10.8 million shares of its common stock.

   The effective income tax rates were 37.7%  and 39.3% for the three  months
   ended  September 30, 1997  and September 30, 1996,  respectively and 37.7%
   and 38.9% for the  nine months ended September 30, 1997 and  September 30,
   1996,  respectively.    The  effective tax  rates  for  each  period  were
   adversely  impacted  by  certain   nondeductible  expenses  incurred   and
   provisions  for state  and local taxes.   The effective tax  rates for the
   three months  and nine  months  ended September  30, 1997  were  favorably
   impacted  due to the  reduced effect  of the  nondeductible expenses  as a
   percentage of pretax earnings.

   Net earnings per common share before extraordinary item on a fully diluted
   basis were  $0.27 and  $0.80 for the  three months and  nine months  ended
   September  30, 1997, respectively,  compared with $0.22 and  $0.59 for the
   same periods  last year.    Average common  and common  equivalent  shares
   outstanding  used in the calculation of net earnings per common share on a
   primary  and   fully  diluted   basis  were   53,379,000  and  53,380,000,
   respectively,   for  the  three  months  ended  September  30,  1997,  and
   64,093,000  and  64,754,000,  respectively,  for  the  three months  ended
   September 30, 1996.   For the  nine months  ended September  30, 1997  and
   September 30, 1996 average common and common equivalent shares outstanding
   used in the calculation of  net earnings per common share on a primary and
   fully  diluted  basis were  60,124,000  and  60,324,000,  respectively and
   61,227,000 and 62,765,000, respectively.

        FINANCIAL CONDITION

        Working Capital


    Cash and cash equivalents at September 30, 1997 amounted to $17.7 million,
    compared with $19.4 million at  December 31, 1996.  During the nine months
    ended  September  30, 1997,  net  cash  provided  by  operating activities
    totaled $79.5 million, net cash used by investing activities totaled $29.1
    million and net cash used by financing activities totaled $52.1 million.

    Working  capital was $478.7  million at September 30,  1997, compared with
    $462.7 million at  December 31, 1996.  The current  ratio was 4.0 to  1 at
    September 30, 1997, compared to 4.2 to 1 at December 31, 1996.<PAGE>



        Financing Arrangements

    As of September  30, 1997, long-term debt  consisted of the following,  in
    millions:

         Secured credit agreement      
             Revolving credit facility          $265.0   
             Term loan facility                  200.0
           Receivables securitization facility   210.0
           Other                                  12.8
                                                ------
                                                $687.8
                                                ======

   On June  27, 1997,  the  Company completed  the repurchase  of  10,842,299
   shares  of its common  stock and  warrants to  purchase 290,821  shares of
   common stock from Apollo Investment Fund, L.P. and Lion Advisors, L.P. for
   approximately  $170.5 million.   The  Company financed  the  repurchase by
   amending  its Secured Credit Agreement to include a new term loan facility
   of $200.0  million.  The  term loan facility is  a non-amortizing ten-year
   facility,  bearing interest  at a base  rate plus 0.75% or  at an adjusted
   Eurodollar  rate plus 1.75%, depending  upon the type  of loan the Company
   executes.    Net cash  proceeds received  from the  term loan  facility in
   excess of the  amount required  for the stock and  warrant repurchase  and
   associated fees  and expenses were  used to reduce outstanding  borrowings
   from the  revolving credit  facility under the  Company's existing Secured
   Credit Agreement.

   To meet short-term  capital and other financial requirements,  the Company
   maintains  a $475.0  million  revolving  credit facility  as part  of  its
   Secured  Credit Agreement  with a  group of  financial institutions.   The
   revolving  credit facility allows  for both issuance of  letters of credit
   and cash borrowings.  Letter of credit outstandings are limited to no more
   than $60.0 million.   Cash borrowings are  limited only by  the facility's
   maximum availability less letters of credit outstanding.  At September 30,
   1997, there were  $265.0 million of cash borrowings outstanding  under the
   revolving  credit  facility  and  $30.5  million  in  letters   of  credit
   outstanding,  leaving  an excess  of  $179.5 million  available under  the
   revolving credit facility.

   In addition to the  revolving credit facility, the Company also had  $15.0
   million  of  excess  availability  under  its  Receivables  Securitization
   Facility as of September 30, 1997.

   The  Company believes  its revolving  credit facility  within  the Secured
   Credit  Agreement and  Receivables Securitization Facility,  together with
   cash  generated  from  operations,  will be  adequate  to  meet  liquidity
   requirements for the foreseeable future.<PAGE>




                                 PART II OTHER INFORMATION


        Item 2.   Change in Securities

            On August 15, 1997 the Company redeemed all of its outstanding
            Series 1 Warrants for a redemption price of $0.006 per warrant.

        Item 5.   Other Information

             On July 29, 1997, the Company announced that Katherine Button
             Bell, Michael S. Gross, Brent B. Kincaid and Albert E. Suter
             were elected to the Company's Board of Directors.

        Item 6.   Exhibits and Reports on Form 8-K

        (a)  11.  Statement Re Computation of Net Earnings Per Common Share.

             27.  Financial Data Schedule

        (b)  A Form 8-K was not required to be filed during the quarter ended
             September 30, 1997.<PAGE>





                                     SIGNATURE


    Pursuant to the requirements of the Securities Exchange Act of 1934, the
    registrant has duly caused this report to be signed on its behalf by the
    undersigned thereunto duly authorized.


                                        Furniture Brands International, Inc.
                                                   (Registrant)



                                        By Steven W. Alstadt                
                                          ----------------------------------
                                           Steven W. Alstadt
                                           Controller and 
                                           Chief Accounting Officer   




        Date:  November 13, 1997<PAGE>



<TABLE>
<CAPTION>
                                                                                              EXHIBIT 11

                                         FURNITURE BRANDS INTERNATIONAL, INC.

                              STATEMENT RE COMPUTATION OF NET EARNINGS PER COMMON SHARE

      <S>        <C>                                    <C>           <C>          <C>          <C>

                                                      Three Months  Three Months  Nine Months  Nine Months
                                                            Ended          Ended        Ended        Ended
                                                      September 30, September 30,September 30,September 30,
                                                              1997          1996         1997         1996
                                                      ------------  ------------ ------------ ------------
    Primary: 
     Weighted average common shares outstanding during 
     the period......................................   51,416,906    61,405,437   57,929,469   58,413,744
     Common shares issuable on exercise of stock 
      options (1)....................................    1,565,357     1,161,741    1,433,370      992,174
     Common shares issuable on exercise of
       warrants(2)...................................      396,860     1,526,016      761,651    1,821,221
     Weighted average common and common equivalent    ------------  ------------ ------------ ------------
      shares outstanding for primary calculation.....   53,379,123    64,093,194   60,124,490   61,227,139
                                                      ============  ============ ============ ============
    Fully diluted:
     Weighted average common and common equivalent 
      shares outstanding for primary calculation......  53,379,123    64,093,194   60,124,490   61,227,139
     Common shares issuable on exercise of stock 
       options (3)....................................         434       228,349      131,678      397,916
     Common shares issuable on exercise of 
       warrants(4)....................................         -         432,658       68,253    1,139,749
     Weighted average common and common equivalent    ------------  ------------ ------------ ------------
      shares outstanding for fully diluted
      calculation.....................................  53,379,557    64,754,201   60,324,421   62,764,804
                                                      ============  ============ ============ ============
</TABLE>
<PAGE>


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

                                                                               EXHIBIT 11 (CONTINUED)
                                     FURNITURE BRANDS INTERNATIONAL, INC.

                 NOTES TO STATEMENT RE COMPUTATION OF NET EARNINGS PER COMMON SHARE



     (1)  Includes common stock options, the exercise of which would result in dilution of net earnings
          per common share.  Such common stock options have been considered as exercised and the proceeds
          therefrom were used to purchase common stock at the average common stock market price, if the
          average common stock market price was higher than the common stock option exercise price during
          the period.

     (2)  Includes common stock warrants, the exercise of which would result in dilution of net earnings
          per common share.  Such common stock warrants have been considered as exercised and the proceeds
          therefrom were used to purchase common stock at the average common stock market price, if the
          average common stock market price was higher than the common stock warrant exercise price during
          the period.

     (3)  Additional common shares issuable resulting from the application of the same principles
          described in Note (1), except that the proceeds from assumed common stock options exercised were
          used to purchase common stock at the month end common stock market price, if the month end
          common stock market price was higher than the average common stock market price during the
          period.

     (4)  Additional common shares issuable resulting from the application of the same principles
          described in Note (2), except that the proceeds from assumed common stock warrants exercised
          were used to purchase common stock at the month end common stock market price, if the month end
          common stock market price was higher than the average common stock market price during the
          period.
</TABLE>
<PAGE>