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 Quarterly Period Ended September 30, 1998

                                       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 2-18868

                       KNAPE & VOGT MANUFACTURING COMPANY
             (Exact name of registrant as specified in its charter)

                 Michigan                               38-0722920
          (State of Incorporation)            (IRS Employer Identification No.)

2700 Oak Industrial Drive, NE
    Grand Rapids, Michigan                                 49505
(Address of principal executive offices)                 (Zip Code)

                                 (616) 459-3311
                               (Telephone Number)

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

                                 YES __X__  NO ______

        2,511,805  common  shares were  outstanding  as of October  30,  1998.
        2,251,703 Class B common shares were outstanding as of October 30, 1998.

The Exhibit Index appears on page 13.
<PAGE>
               KNAPE & VOGT MANUFACTURING COMPANY AND SUBSIDIARIES

                                      INDEX

                                                                        Page No.

PART I    FINANCIAL INFORMATION

     Item 1. Financial Statements.

          Condensed Consolidated Balance Sheets
          --September 30, 1998 and June 30, 1998...............................2

          Condensed Consolidated Statements of Income
          --Three Months Ended September 30, 1998 and 1997.....................3

          Condensed Consolidated Statements of Cash Flows
          --Three Months Ended September 30, 1998 and 1997.....................4

          Notes to Condensed Consolidated Financial Statements ..............5-6

     Item 2. Management's Discussion and Analysis of Financial
          Condition and Results of Operations................................7-9

     Item 3. Quantitative and Qualitative Disclosures About Market Risk.......10

PART II   OTHER INFORMATION

     Item 4. Submission of Matters to a Vote of Security Holders..............11

     Item 6. Exhibits and Reports on Form 8-K.................................11

SIGNATURES ...................................................................12

EXHIBIT INDEX.................................................................13



                                        1
<PAGE>
               KNAPE & VOGT MANUFACTURING COMPANY AND SUBSIDIARIES

                          PART I. FINANCIAL INFORMATION

                      CONDENSED CONSOLIDATED BALANCE SHEETS


<TABLE>
                                                       (Unaudited)          (Audited)
                                                      Sept. 30, 1998       June 30, 1998
                                                     -----------------  -----------------
<S>                                                    <C>             <C>
Assets

Current assets
     Cash and equivalents                               $  12,420,761    $   3,057,158
     Accounts receivable - net                             25,946,723       25,677,043
     Inventories                                           12,253,899       12,808,532
     Prepaid expenses and other                             2,823,446        2,882,694
     Net assets held for sale                                    --         18,648,000
                                                        -------------    -------------
Total current assets                                       53,444,829       63,073,427
                                                        -------------    -------------
Property, plant and equipment                              61,275,300       60,901,901
Less accumulated depreciation                              25,494,810       24,247,181
                                                        -------------    -------------
      Net property, plant and equipment                    35,780,490       36,654,720
                                                        -------------    -------------
Other assets                                                4,128,449        4,304,940
                                                        -------------    -------------
                                                        $  93,353,768    $ 104,033,087
                                                        =============    =============

Liabilities and Stockholders' Equity

Current liabilities
     Accounts payable                                   $  11,917,695    $  17,765,610
     Other accrued liabilities                              9,831,829        7,031,650
                                                        -------------    -------------
Total current liabilities                                  21,749,524       24,797,260
                                                        -------------    -------------

Long-term debt                                                   --          9,700,000
Deferred income taxes and other long-term liabilities       7,894,148        7,779,153
                                                        -------------    -------------
     Total liabilities                                     29,643,672       42,276,413
                                                        -------------    -------------

Stockholders' Equity
Common stock                                               11,949,758       11,871,250
Additional paid-in capital                                 34,292,815       33,724,990
Restricted stock grants                                      (177,188)            --
Accumulated other comprehensive income:
     Foreign currency translation adjustment                  (92,636)            --
Retained earnings                                          17,737,347       16,160,434
                                                        -------------    -------------
       Total stockholders' equity                          63,710,096       61,756,674
                                                        -------------    -------------

                                                        $  93,353,768    $ 104,033,087
                                                        =============    =============
See accompanying notes.
</TABLE>

                                        2
<PAGE>
               KNAPE & VOGT MANUFACTURING COMPANY AND SUBSIDIARIES

                   CONDENSED CONSOLIDATED STATEMENTS OF INCOME
                                   (Unaudited)
<TABLE>
                                                                  Three Months Ended
                                                          Sept. 30, 1998      Sept. 30, 1997
                                                        ------------------   ------------------
<S>                                                         <C>              <C>
Net sales                                                    $ 43,678,644    $ 44,658,302

Cost of sales                                                  33,784,740      33,154,397
                                                             ------------    ------------

Gross profit                                                    9,893,904      11,503,905

Selling and administrative expenses                             6,208,269       7,214,268
                                                             ------------    ------------

Operating income                                                3,685,635       4,289,637

Other expenses (income)                                          (286,347)        422,611
                                                             ------------    ------------

     Income from continuing operations before income taxes
                                                                3,971,982       3,867,026

Income taxes - continuing operations                            1,450,000       1,397,000
                                                             ------------    ------------

Income from continuing operations                               2,521,982       2,470,026


Income from discontinued operation, net of
     income taxes                                                    --           200,886
                                                             ------------    ------------


Net income                                                   $  2,521,982    $  2,670,912
                                                             ============    ============


Basic earnings per share
Income from continuing operations                            $       0.42    $       0.42
Income from discontinued operation                                   0.00            0.03
                                                             ------------    ------------
Net income per share                                         $       0.42    $       0.45
                                                             ============    ============

Weighted average shares outstanding                             5,963,149       5,906,710


Diluted earnings per share
Income from continuing operations                            $       0.42    $       0.42
Income from discontinued operation                                   0.00            0.03
                                                             ------------    ------------
Net income per share                                         $       0.42    $       0.45
                                                             ============    ============

Weighted average shares outstanding                             5,981,511       5,930,196

Cash dividend - common stock                                 $       .165    $       .165

Cash dividend - Class B common stock                         $        .15    $        .15

See accompanying notes                                    
</TABLE>
                                        3
<PAGE>
               KNAPE & VOGT MANUFACTURING COMPANY AND SUBSIDIARIES

                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)
<TABLE>

                                                                                      Three Months Ended

                                                                              Sept. 30, 1998   Sept. 30, 1997
                                                                             ---------------- ----------------
<S>                                                                          <C>             <C>
Operating Activities:
     Net income                                                               $  2,521,982    $  2,670,912
     Non-cash items:
         Depreciation and amortization                                           1,698,645       1,876,628
         Deferred income taxes                                                      53,000            --
         Other long-term liabilities                                               (25,591)         81,845
         Stock grants earned                                                        59,062            --
         Changes in operating assets and liabilities:
                  Accounts receivable                                             (328,597)     (1,418,076)
                  Inventories                                                      554,633        (630,812)
                  Net assets of discontinued operation                                --          (304,332)
                  Other current assets                                             710,045         544,447
                  Accounts payable and accrued expenses                         (3,372,137)      4,389,464
                                                                                -----------      ----------
     Net cash provided by operating activities                                   1,871,042       7,210,076
                                                                               ------------     ------------
Investing Activities:
     Additions to property, plant and equipment                                   (373,399)     (1,217,248)
     Sale of Hirsh subsidiary                                                   18,129,569            --
     Payments for other assets                                                       7,493         798,787
                                                                                -----------     -----------
     Net cash provided by (used for) investing activities                       17,763,663        (418,461)
                                                                              ------------    ------------

Financing Activities:
     Cash dividends paid                                                          (945,069)       (938,031)
     Proceeds from issuance of common stock                                        410,083          45,596
     Payments on long-term debt                                                 (9,700,000)     (6,600,000)
                                                                               ------------     -----------
     Net cash used for financing activities                                    (10,234,986)     (7,492,435)
                                                                               ------------     ------------

Effect of Exchange Rate Changes on Cash                                            (36,116)           (645)
                                                                              ------------    ------------

Net Increase (Decrease) in Cash and Equivalents                                  9,363,603        (701,465)

Cash and equivalents, beginning of year                                          3,057,158       1,146,546
                                                                              ------------    ------------

Cash and equivalents, end of period                                           $ 12,420,761    $    445,081
                                                                              ============    ============

Cash Paid During the Period - interest                                        $    172,383    $    430,445
                            - income taxes                                    $    177,773    $    115,000

See accompanying notes.

</TABLE>
                                        4
<PAGE>
               KNAPE & VOGT MANUFACTURING COMPANY AND SUBSIDIARIES

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)


Note 1 - Basis of Financial Statement Preparation

The  accompanying  unaudited  condensed  consolidated  financial  statements and
related notes have been prepared  pursuant to the rules and  regulations  of the
Security  and  Exchange  Commission.  The  information  furnished  reflects  all
adjustments  which are,  in the  opinion  of  management,  necessary  for a fair
statement  of  results  of  operations.  Interim  results  are  not  necessarily
indicative  of the  results  for  the  year  end  and are  subject  to year  end
adjustments,  and audit by independent public accountants.  The balance sheet at
June 30,  1998,  has been taken from the audited  financial  statements  at that
date. The condensed  consolidated  financial statements and notes should be read
in conjunction with the Company's 1998 annual report.

Note 2 - Common Stock and Per Share Information

Income  per  share is  determined  based on  weighted  average  number of shares
outstanding  during each period.  The numerator was the same for the calculation
of both basic and diluted  earnings per share.  The denominator was increased in
the diluted  computation due to the recognition of stock options as common stock
equivalents.

Common  stock  is $2 par - shares  authorized  6,000,000  of  common  stock  and
4,000,000 of Class B common stock.

Note 3 - Inventories

Inventories  are  valued  at the  lower of FIFO  (first-in,  first-out)  cost or
market. Inventories are summarized as follows:
<TABLE>
                                                Sept. 30, 1998      June 30, 1998
                                                --------------      -------------
<S>                                              <C>               <C>
Finished products                                 $ 6,837,557       $ 7,369,923
Work in process                                     2,117,670         1,719,891
Raw materials                                       3,298,672         3,718,718
                                                   -----------       -----------

Total                                             $12,253,899       $12,808,532
                                                  ===========       ===========
</TABLE>
Note 4 - New Accounting Standards Not Yet Adopted

Effective for fiscal years beginning after June 15, 1999, the Company must adopt
Statement of Accounting  Standards  (SFAS) No. 133,  "Accounting  for Derivative
Instruments  and  Hedging  Activities".  The  statement  requires  companies  to
recognize  all  derivative  contracts  as either  assets or  liabilities  in the
balance  sheet  and to  measure  them at  fair  value.  Then  based  on  certain
conditions,  it is determined whether the derivative is considered to be a hedge
instrument,  which  determines when the resulting gain or loss on the derivative
is  recognized.  Historically,  the  Company  has not  entered  into  derivative
contracts   either  to  hedge  existing  risks  or  for  speculative   purposes.
Accordingly, the Company does not expect adoption of this new standard to affect
its financial statements.

Note 5 - Comprehensive Income

SFAS No. 130, "Reporting Comprehensive Income", issued in June 1997, was adopted
by the Company during the three months ended  September 30, 1998. This statement
requires that all  components of  comprehensive  income and total  comprehensive
income  be  reported  in  one  of the  following:  a  statement  of  income  and
comprehensive  income,  a statement  of  comprehensive  income or a statement of
stockholders'  equity.  Comprehensive  income is comprised of net income and all
changes to stockholders'  equity,  except those due to investments by owners and
distributions to owners.

                                        5
<PAGE>
Comprehensive income and its components consist of the following:
<TABLE>
                                               Sept. 30, 1998            Sept. 30, 1997
                                                --------------            --------------
<S>                                              <C>                       <C>
Net income                                        $ 2,521,982               $ 2,670,912
Other comprehensive income:
   Foreign currency translation adjustment            (92,636)                   (4,523)
                                                     ---------             -------------

Comprehensive income                                $2,429,346             $   2,666,389
                                                    ==========             =============
</TABLE>
Accumulated  other  comprehensive  income (loss)  totaled  $(92,636) and $-0- at
September  30,  1998 and June 30,  1998,  respectively.  During the three  month
periods  ended   September  30,  1998,  and  September  30,  1997,   translation
adjustments  of $(92,636) and  $(4,523),  respectively,  resulting  from foreign
currency   denominated   assets  and   liabilities  of  the  Company's   foreign
subsidiaries  and  related to  fluctuations  in  exchange  rates,  were  charged
directly to a component of stockholders'  equity in the  accompanying  condensed
consolidated balance sheets.

Note 6 - Sale of The Hirsh Company

On September 1, 1998, the Company sold The Hirsh Company (Hirsh), a wholly owned
subsidiary.  This resulted in a pre-tax loss of $11,800,000,  which was included
in the June 30, 1998,  financial results. The loss includes the write-off of the
unamortized  balance of goodwill  recorded in  connection  with the  purchase of
Hirsh.  In connection  with the sale,  the Company  recognized an additional tax
cost of  $1,000,000,  resulting  in a total loss related to the sale of Hirsh of
$12,800,000.

Note 7 - Stock Repurchase

On  September  1, 1998,  the Company  announced  the purchase of up to 1,200,000
shares of the Company's  common stock  pursuant to a Dutch  Auction  self-tender
offer at a price  range of $19 to $22 per  share.  The Board of  Directors  also
approved a purchase in the open market or in privately negotiated  transactions,
following the  completion  of the Dutch Action,  of shares of common stock in an
amount which when added to the number of shares of common stock purchased in the
Dutch Auction would equal 1,350,000. Th Dutch Action was concluded on October 7,
1998,  with the  purchase of 1,230,784  shares at a price of $21 per share.  The
following unaudited pro forma data summarizes the impact the Dutch Auction would
have had on stockholders'  equity if the transaction had been completed prior to
the end of the first quarter of fiscal 1999.
<TABLE>
                                                        Actual              Pro forma                                         
                                                     Sept. 30, 1998       Sept. 30, 1998  
                                                     --------------      ---------------                                         
Stockholders' equity:                                                                                                            
<S>                                                  <C>                 <C>                  
Common stock ...................................      $ 11,949,758       $  9,488,190
Additional paid in capital .....................        34,292,815         10,907,919
Restricted stock grants ........................          (177,188)          (177,188)
Accumulated other comprehensive income:
         Foreign currency translation adjustment           (92,636)           (92,636)
Retained earnings ..............................        17,737,347         17,737,347
                                                        -----------       ------------
Total stockholders' equity .....................      $ 63,710,096       $ 37,863,632
                                                       ===========       =============
</TABLE>                                                    

Note 8 - Stock Dividend

Beginning  in the third  quarter of fiscal  1999,  the Company  will issue stock
dividends  rather than cash  dividends.  In  connection  with this  change,  the
Company  filed a  registration  statement  on  September  30,  1998  for a Stock
Dividend Sale Plan (the "Plan").  The Plan provides  stockholders an opportunity
to sell the stock dividends received on a quarterly basis at a reduced brokerage
charge.
                                        6
<PAGE>
               KNAPE & VOGT MANUFACTURING COMPANY AND SUBSIDIARIES

                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Certain  matters  discussed in this section include  forward-looking  statements
involving  risks  and  uncertainties.  When  used in this  document,  the  words
"believes,"  "expected,"  "anticipates," "goal" and similar expressions identify
forward-looking  statements.  Forward-looking  statements  include,  but are not
limited to,  statements  concerning  future  improvements  in gross margin,  the
benefits of the KVOPS  effort,  and the expected  ability of the Company and its
key customers,  dealers and suppliers to  successfully  manage Year 2000 Issues.
Such statements are subject to certain risks and uncertainties which would cause
actual  results to differ  materially  from those  expressed  or implied by such
forward-looking statements. Readers are cautioned not to place undue reliance on
those forward-looking statements which speak only as of the date of this report.

RESULTS OF OPERATIONS

Net Sales

The following  table  indicates the Company's sales (in millions) and percentage
of total sales by product category for the three months ended September 30, 1998
and 1997:
<TABLE>
                                    Three Months Ended September 30,
                             1998                         1997
                             ----                         ----
<S>                        <C>               <C>        <C>               <C>
Shelving systems           $     19.4        44.4%      $     21.7        48.6%
Drawer slides                    17.6        40.3%            15.7        35.1%
Hardware                          6.7        15.3%             7.3        16.3%
                           ----------        -----     -----------        -----

Total                      $     43.7       100.0%      $     44.7       100.0%
                           ==========       ======      ==========       ======
</TABLE>
Net sales for the first quarter of fiscal 1999 decreased $1.0 million,  or 2.2%,
over the comparable  period of fiscal 1998.  Excluding the impact of the sale of
Hirsh on  September  1, 1998,  net sales for the first  quarter  of fiscal  1999
increased  approximately  4% compared to the same period in the prior year.  The
decrease  of 10.6% in the  shelving  systems  reflects  the sale of  Hirsh.  The
increase of 12.1% in drawer slides was  attributable  to a  double-digit  volume
increase in precision  drawer slides,  primarily for the metal office  furniture
market.  Management  believes that sales of precision drawer slides to the metal
office furniture  market represent a sizable  opportunity for the Company and is
continuing  to pursue this market  after its initial  entrance  into it one year
ago.

Gross Profit and Expenses

Gross profit,  as a percentage of net sales,  was 22.7% for the first quarter of
fiscal 1999 compared to 25.8% for the first quarter of fiscal 1998.  The decline
in gross profit is due to increased pricing pressure in the retail market and to
the Company's ongoing investment in production and sales to position the Company
for continued growth in the metal office furniture market.  Management  believes
that gross  profit  will  improve  during the second half of the year due to two
factors.  First,  the  investment  costs  incurred  to enter  the  metal  office
furniture  market are expected to decline.  Second,  the Company should begin to
realize some of the early benefits of its continuous flow manufacturing  effort,
KVOPS, which is currently underway. This ongoing improvement process is intended
to simplify manufacturing  operations,  increase capacity, reduce shipping times
and decrease inventory levels.

Selling and administrative  expenses, as a percentage of net sales, decreased to
14.2% for the first  quarter  of  fiscal  1999 from  16.2% of sales for the same
period in the prior  year.  Fiscal 1999  results  were  favorably  impacted by a
one-time  Michigan Single  Business Tax refund of $557,460,  or $.09 per diluted
share, after-tax. Excluding the refund, selling and administrative expenses were
at the same level as in the prior year.

Other Expenses

Interest  expense was $117,165 for the current quarter  compared to $409,191 for
the quarter ended September 30, 1997.  Following the sale of Hirsh,  the Company
was able to repay all of its  outstanding  debt. This compares to $22,400,000 of
outstanding debt at September 30, 1997.

                                       7
<PAGE>
               KNAPE & VOGT MANUFACTURING COMPANY AND SUBSIDIARIES

                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                                   (Continued)

Other net income of $403,512 was recognized in the first quarter of fiscal 1999,
compared to other net expense of $13,420 in the first quarter of the prior year.
Fiscal 1999 results  included two patent  infringement  settlements and interest
earned on the Michigan Single Business Tax refund. These items totaled $256,122,
or $.04 per diluted share, after-tax.

Income Taxes

The  effective  tax rate for the quarter  ended  September  30,  1998,  remained
relatively  constant  at  36.5%  as  compared  to 36.1%  for the  quarter  ended
September 30, 1997.

Income from Continuing Operations

Income from continuing operations was $2,521,982 for the first quarter of fiscal
1999,  compared  to  $2,470,026  in the prior  year.  Earnings  per  share  from
continuing  operations were $0.42 per share for both the first quarter of fiscal
1999 and fiscal 1998.

Income from Discontinued Operation

The quarter  ended  September  30, 1998,  does not include any income,  or loss,
recorded  on  discontinued  operation,  due to the fact  that  the  discontinued
operation,  Roll-it, was sold in fiscal 1998. Income from discontinued operation
for the first quarter of fiscal 1998 was $200,886 or $.03 per diluted share.

Net Income

Net  income for the  quarter of  $2,521,982  was 5.8% of net sales  compared  to
$2,670,912  for the first quarter of last year which was 6.0% of net sales.  Net
income  per share was $0.42 per  diluted  share in the first  quarter  of fiscal
1999, compared to $0.45 per diluted share for the first quarter of fiscal 1998.

Liquidity and Capital Resources

Net cash from operating activities for the first quarter of fiscal 1999 provided
$1,871,042  as compared to  $7,210,076  for the first quarter of fiscal 1998. In
fiscal 1999, the current  liabilities are  substantially  lower than at June 30,
1998,  due to two  factors.  First,  several  of the  liabilities  of Hirsh were
transferred to the parent  company at the time the  subsidiary  was sold.  Hirsh
typically had 60 days of payables recorded on the balance sheet; however, at the
end of September  1998,  only 30 days remained.  Second,  in the prior year, the
Company adopted a more aggressive payment policy with its vendors which resulted
in a higher accounts payable balance and a significant one-time increase in cash
flows.  Utilizing  the  philosophy  of Economic  Value  Added,  the Company will
continue to search for opportunities such as this to improve cash flow.

Capital  expenditures  totaled $373,399 for the three months ended September 30,
1998, compared to $1,217,248 last year. The Company expects capital expenditures
for the  remainder  of the current year to outpace the prior year as a result of
the Company's ongoing investment in new product tooling and the KVOPS effort. In
fiscal 1999, the Company  recorded  $18,129,569 of proceeds from the sale of the
Hirsh subsidiary. The related loss was recorded in fiscal 1998.

The Company was able to repay all of its  outstanding  debt in the first quarter
of fiscal 1999,  utilizing the proceeds from the sale of Hirsh. In early October
1998,  the Company  completed the Dutch Auction tender offer with the repurchase
of 1,230,784  shares of stock at $21 per share.  This  transaction  was financed
using  existing  cash  balances  and  approximately  $13  million  of  long-term
borrowings.

Anticipated  cash flow from  operations and available  balances on the revolving
credit line will be utilized to fund working capital,  capital  expenditures and
dividend payments.

                                        8
<PAGE>
               KNAPE & VOGT MANUFACTURING COMPANY AND SUBSIDIARIES

                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                                   (Continued)


Year 2000

The Year 2000 issue is the result of computer systems that use two digits rather
than four to define the  applicable  year,  which may prevent  such systems from
accurately processing dates ending in the year 2000 and after. This could result
in system  failures or in  miscalculations,  causing  disruption of  operations,
including, but not limited to, an inability to process transactions, to send and
receive  electronic  data,  or to  engage in  routine  business  activities  and
operations.

In 1995,  the  Company  established  a Year  2000  task  force  for  Information
Technology  ("IT") to develop and implement a Year 2000 readiness  program.  The
Company has developed a Year 2000  readiness  plan, and has completed the audit,
assessment  and scope phases of its plan. The Company has completed an inventory
of the software  applications  that it uses.  The Company has also installed its
Corporate  Information System software at its subsidiaries to improve efficiency
and to facilitate Year 2000 compliance. The Company estimates that the readiness
program phase is  approximately  60% complete for the Company's IT systems.  The
company's  readiness program includes  installing  software releases designed to
cause the software to be Year 2000  compliant.  The Company is in the process of
testing its IT systems for Year 2000 compliance,  and expects testing activities
to continue  into 1999.  The  Company's  goal is to be  substantially  Year 2000
compliant by December 1998, to allow for testing all systems during 1999.

In  addition,  in 1997 the  Company  began  evaluating  non-IT  systems  such as
imbedded  chips in  production  equipment  and  personal  computer  hardware and
software.  With respect to these non-IT  systems,  the company has completed the
audit phase, and the assessment and scope phases are approximately 60% complete.
The company is  presently in the process of testing and  implementation,  and is
upgrading its non-IT systems to become Year 2000  compliant.  The Company's goal
is to complete the remediation of non-IT systems by June 30, 1999.

Finally,  the  Company  has  had  formal  communications  with  its  significant
customers,  vendors  and  freight  companies  concerning  Year 2000  compliance,
including  electronic  commerce.  There can be no assurance  that the systems of
other  companies that interact with the Company will be  sufficiently  Year 2000
compliant  so as to  avoid  an  adverse  impact  on  the  Company's  operations,
financial condition and results of operations. The Company does not believe that
its products and services involve any Year 2000 risks.

To date, the Company has spent  approximately  $458,000 on Year 2000 and expects
to spend an additional $404,000 to complete this work.

The Company presently anticipates that it will complete its Year 2000 assessment
and  remediation by December 31, 1999.  However,  there can be no assurance that
the Company will be successful in implementing  its Year 2000  remediation  plan
according to the anticipated schedule. In addition, the Company may be adversely
affected by the inability of other  companies  whose  systems  interact with the
Company to become Year 2000 compliant and by potential interruptions of utility,
communication or transportation systems as a result of Year 2000 issues.

Although the Company  expects its internal  systems to be Year 2000 compliant as
described  above,  the Company  intends to prepare a contingency  plan that will
specify what it plans to do if it or important  external  companies are not Year
2000  compliant  in  a  timely  manner.  The  Company  expects  to  prepare  its
contingency plan during 1999.

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<PAGE>
               KNAPE & VOGT MANUFACTURING COMPANY AND SUBSIDIARIES

                    QUANTITATIVE AND QUALITATIVE DISCLOSURES
                                ABOUT MARKET RISK

The Company is exposed to market risks,  which include changes in U.S.  interest
rates and changes in foreign  currency  exchange  rates as measured  against the
U.S. dollar.

Interest Rate Risk -- The interest  payable for the Company's  revolving  credit
agreement is principally  between 40 and 50 basis points above the federal funds
rate and therefore  affected by changes in market interest rates.  However,  the
Company has the option to pay the balance in full at any time  without  penalty.
As a result, the Company believes that the market risk is minimal.

Foreign Currency Risk -- The Company has a sales office located in Canada. Sales
are typically  denominated in Canadian  dollars,  thereby creating  exposures to
changes in exchange rates.  The changes in the  Canadian/U.S.  exchange rate may
positively or negatively affect the Company's sales, gross margins, and retained
earnings.  The Company  attempts  to minimize  currency  exposure  risk  through
working capital management. There can be no assurance that such an approach will
be  successful,  especially in the event of a significant  and sudden decline in
the value of the Canadian  dollar.  The Company does not hedge  against  foreign
currency risk.


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<PAGE>
               KNAPE & VOGT MANUFACTURING COMPANY AND SUBSIDIARIES

                           PART II. OTHER INFORMATION


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

     (a)  Knape & Vogt  Manufacturing  Company's  Annual Meeting of Shareholders
          was held on October 16, 1998.

     (b)  Proxies  were  distributed  by  Knape  &  Vogt  Manufacturing  Company
          pursuant to Regulation 14A under the Securities  Exchange Act of 1934.
          There was no  opposition  to  management's  nominees  as listed in the
          proxy statement, and all nominees were elected.

               The vote on the nominees was:

                                                      For               Withheld
               Herbert F. Knape (1) (2)           21,920,654           1,061,666
               Raymond E. Knape (1) (3)            2,925,375              59,415

               (1) Term expires in 2001.
               (2) Elected by vote of holders of Common stock and Class B Common
                   stock voting as a class.  
               (3) Elected by vote of holders of Common stock voting as a class.

               Members  of the  board  of  directors  whose  terms  have not yet
               expired are William R. Dutmers, term expiring in 1999, Richard S.
               Knape, term expiring in 1999, Michael J. Kregor, term expiring in
               1999,  Mary Rita Cuddohy,  term expiring in 1999, John E. Fallon,
               term expiring in 2000, and Allen E. Perry, term expiring in 2000.

Item 6.  Exhibits and Reports on Form 8-K

     (a)  Exhibits

          See Exhibit Index

     (b)  Reports on Form 8-K

          A Form 8-K,  dated  September 1, 1998, was filed to report the sale of
          the Company's wholly-owned subsidiary, The Hirsh Company. The Form 8-K
          contained pro forma financial statements for the period ended June 30,
          1998.


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<PAGE>
                                   SIGNATURES


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.


                                         Knape & Vogt Manufacturing Company
                                                   (Registrant)





Date:   November 6, 1998                               /s/ Allan E. Perry
                                                       Allan E. Perry
                                                       President and
                                                       Chief Executive Officer

Date:   November 6, 1998                               /s/ Jack D. Poindexter
                                                       Jack D. Poindexter
                                                       Chief Financial Officer, 
                                                       Treasurer and Secretary


                                       12
<PAGE>
                                  EXHIBIT INDEX

10.1      Asset  Purchase   Agreement  dated  as  of  August  31,  1998,   among
          Steelworks,  Inc.,  the Hirsh  Company and Knape & Vogt  Manufacturing
          Company  (incorporated  by reference  to Exhibit 2.1 to the  Company's
          current report on Form 8-K dated September 1, 1998).

10.2      Noncompetition   Agreement  dated  as  of  September  1,  1998,  among
          Steelworks,  Inc. and Knape & Vogt Manufacturing Company (incorporated
          by reference to Exhibit 2.2 to the  Company's  current  report on Form
          8-K dated September 1, 1998).

(27)      Financial Data Schedule (Exhibit available upon request)




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