<PAGE>

                UNITED STATES SECURITIES AND EXCHANGE COMMISSION

                              Washington, DC 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 October 31, 2002

[_]  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 0-5286

                         KEWAUNEE SCIENTIFIC CORPORATION
                         -------------------------------

             (Exact name of registrant as specified in its charter)

          Delaware                                                  38-0715562
-------------------------------------------------------------------------------

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

2700 West Front Street
Statesville, North Carolina                                            28677
--------------------------------------------------------------------------------
(Address of principal executive offices)                              (Zip Code)

                                 (704) 873-7202
        --------------------------------------------------------------

              (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. Yes   X    No _______
                                       -----
As of December 6, 2002, the Registrant had outstanding 2,479,745 shares of
Common Stock.

Pages:  This report, excluding exhibits, contains 18 pages numbered sequentially
from this cover page.

<PAGE>

                         KEWAUNEE SCIENTIFIC CORPORATION

                               INDEX TO FORM 10-Q

                 FOR THE QUARTERLY PERIOD ENDED OCTOBER 31, 2002

<TABLE>
<CAPTION>
                                                               Page Number
                                                               -----------
<S>                                                            <C>
PART I.  FINANCIAL INFORMATION
------------------------------

Item 1. Financial Statements

        Condensed Consolidated
         Statements of Operations -
         Three months and six months
         ended October 31, 2002 and 2001                            3

        Condensed Consolidated
         Balance Sheets - October 31, 2002
         and April 30, 2002                                         4

        Condensed Consolidated
         Statements of Cash Flows -
         Six months ended October 31, 2002 and 2001                 5

        Notes to Condensed Consolidated
         Financial Statements                                       6

Item 2. Management's Discussion and Analysis of
        Financial Condition and Results of Operations               10

Review by Independent Accountants                                   14

Report by Independent Accountants                                   15

Item 3. Quantitative and Qualitative Disclosures
        About Market Risk                                           16

Item 4. Controls and Procedures                                     16

PART II.  OTHER INFORMATION
---------------------------

Item 1. Legal Proceedings                                           16

Item 4. Submission of Matters to a Vote of
        Security Holders                                            17

Item 5. Other Matters                                               17

Item 6. Exhibits and Reports on Form 8-K                            17

SIGNATURE                                                           18
---------
</TABLE>

<PAGE>

                          Part 1. Financial Information

Item 1. Financial Statements

                         Kewaunee Scientific Corporation
                 Condensed Consolidated Statements of Operations
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                Three months ended              Six months ended
                                                    October 31                     October 31
                                               ---------------------          ---------------------
                                                    2002       2001               2002        2001
                                               ----------   --------          ----------   --------
                                                     ($ in thousands, except per share data)
<S>                                             <C>         <C>               <C>          <C>
Net sales                                       $ 19,905    $22,525            $39,310     $42,265
Cost of products sold                             16,012     18,591             31,976      35,124
Non-recurring costs                                  550          0                550           0
                                                --------    -------            -------     -------
Gross profit                                       3,343      3,934              6,784       7,141

Operating expenses                                 3,383      2,858              6,281       5,610
Non-recurring costs                                  179                           179
                                                --------    -------            -------     -------
Operating (loss) earnings                           (219)     1,076                324       1,531

Interest expense                                     (40)       (59)               (82)       (119)
Other income (expense)                                67        (25)                68          38
                                                --------    -------            -------     -------
(Loss) earnings before income taxes                 (192)       992                310       1,450
Income tax (benefit) expense                         (68)       354                110         519
                                                --------    -------            -------     -------

Net (loss) earnings                                ($124)   $   638            $   200     $   931
                                                ========    =======            =======     =======
Net (loss) earnings per share-
   Basic                                          ($0.05)   $  0.26            $  0.08     $  0.38
   Diluted                                        ($0.05)   $  0.26            $  0.08     $  0.38

Weighted average number of common shares
   outstanding (in thousands)-
   Basic                                           2,479      2,470              2,475       2,471
   Diluted                                         2,479      2,481              2,485       2,483
</TABLE>

     See accompanying notes to condensed consolidated financial statements.

                                       3

<PAGE>

                         Kewaunee Scientific Corporation
                      Condensed Consolidated Balance Sheets
                                 (in thousands)

<TABLE>
<CAPTION>
                                                         October 31          April 30
                                                            2002               2002
                                                         ----------          --------
Assets                                                   (Unaudited)
------
<S>                                                      <C>                 <C>
Current assets:
  Cash and cash equivalents                              $     484           $  1,747
  Receivables, less allowance                               19,927             18,979
  Inventories                                                3,053              3,309
  Deferred income taxes                                        581                581
  Prepaid income taxes                                         201                296
  Prepaid expenses and other current assets                    950                514
                                                         ---------           --------
Total current assets                                        25,196             25,426
                                                         ---------           --------

Property, plant and equipment, at cost                      38,682             36,691
Accumulated depreciation                                   (25,314)           (23,880)
                                                         ---------           --------

Net property, plant and equipment                           13,368             12,811
                                                         ---------           --------
Other assets                                                 3,493              3,953
                                                         ---------           --------

Total Assets                                             $  42,057           $ 42,190
                                                         =========           ========

Liabilities and Stockholders' Equity
------------------------------------
Current liabilities:
  Short-term borrowings                                  $     346           $      -
  Current portion of long-term debt                            681                681
  Accounts payable                                           6,335              6,648
  Employee compensation and amounts withheld                 1,399              1,932
  Deferred Revenue                                             494                481
  Other accrued expenses                                     1,620                867
                                                         ---------           --------
Total current liabilities                                   10,875             10,609
                                                         ---------           --------

Long-term debt                                               1,590              1,930
Deferred income taxes                                          925                925
Accrued employee benefit plan costs                          1,583              1,583
Other long-term liabilities                                    293                231
                                                         ---------           --------
Total Liabilities                                           15,266             15,278
                                                         ---------           --------

Stockholders' equity:
  Common stock                                               6,550              6,550
  Additional paid-in-capital                                   125                146
  Retained earnings                                         20,999             21,146
  Accumulated other comprehensive loss                         (19)                 0
  Common stock in treasury, at cost                           (864)              (930)
                                                         ---------           --------
Total stockholders' equity                                  26,791             26,912
                                                         ---------           --------

Total Liabilities and Stockholders' Equity               $  42,057           $ 42,190
                                                         =========           ========
</TABLE>

See accompanying notes to condensed consolidated financial statements.

                                        4

<PAGE>

                         Kewaunee Scientific Corporation
                 Condensed Consolidated Statements of Cash Flows
                                   (Unaudited)
                                 (in thousands)

<TABLE>
<CAPTION>
                                                                            Six months ended
                                                                               October 31
                                                                         ----------------------
                                                                           2002          2001
                                                                         --------      --------
<S>                                                                      <C>           <C>
Cash flows from operating activities:
Net earnings                                                             $    200      $   931
Adjustments to reconcile net earnings to net cash
used in operating activities:
  Depreciation                                                              1,434        1,042
  Provision for bad debts                                                      82           63
  Decrease in prepaid income taxes                                             95          758
  Increase in receivables                                                  (1,030)      (3,499)
  Decrease (increase) in inventories                                          256         (672)
  (Decrease) increase in accounts payable and
     other current liabilities                                                (93)       1,189
  Increase (decrease) in deferred revenue                                      13           (5)
  Other, net                                                                   72          182
                                                                         --------      -------
Net cash provided by (used in) operating activities                         1,029          (11)
                                                                         --------      -------
Cash flows from investing activities:
  Capital expenditures                                                     (2,362)      (1,029)
  Proceeds from sale of fixed assets                                          366            0
                                                                         --------      -------

Net cash used in investing activities                                      (1,996)      (1,029)
                                                                         --------      -------
Cash flows from financing activities:
  Payments on long-term debt                                                 (340)        (310)
  Increase in short-term borrowings                                           346        1,714
  Dividends paid                                                             (347)        (346)
  Proceeds from exercise of stock options (including tax benefit)              45            9
  Purchase of treasury stock                                                    0         (106)
                                                                         --------      -------
Net cash (used in) provided by financing activities                          (296)         961
                                                                         --------      -------
Decrease in cash and cash equivalents                                      (1,263)         (79)

Cash and cash equivalents, beginning of period                              1,747          488
                                                                         --------      -------
Cash and cash equivalents, end of period                                 $    484      $   409
                                                                         ========      =======
</TABLE>

See accompanying notes to condensed consolidated financial statements.

                                        5

<PAGE>

                         Kewaunee Scientific Corporation
              Notes to Condensed Consolidated Financial Statements
                                   (unaudited)

A.   Financial Information

The unaudited interim condensed consolidated financial statements of Kewaunee
Scientific Corporation (the "Company" or "Kewaunee") have been prepared pursuant
to the rules and regulations of the Securities and Exchange Commission (the
"Commission"). Accordingly, certain information and footnote disclosures
normally included in financial statements prepared in accordance with accounting
principles generally accepted in the United States of America have been
condensed or omitted. These interim condensed financial statements should be
read in conjunction with the financial statements and notes included in the
Company's 2002 Annual Report to Stockholders.

The preparation of the financial statements in conformity with accounting
principles generally accepted in the United States of America requires
management to make certain estimates and assumptions that affect reported
amounts and disclosures. Actual results could differ from those estimates.

In the opinion of management, the interim condensed consolidated financial
statements reflect all adjustments (consisting only of normal recurring
adjustments) necessary for a fair presentation of the interim periods. The
results of operations for the interim periods are not necessarily indicative of
the results of operations to be expected for the full year.

Certain prior quarterly accounts have been reclassified with current quarterly
presentations.

B.   Inventories

Inventories consisted of the following (in thousands):

                                     Oct. 31, 2002               April 30,2002
                                     -------------               -------------

Finished products                      $  560                       $  671
Work in process                         1,142                        1,007
Raw materials                           1,351                        1,631
                                       ------                       ------
                                       $3,053                       $3,309
                                       ======                       ======

                                        6

<PAGE>

C.    Balance Sheet

The Company's April 30, 2002 condensed consolidated balance sheet as presented
herein is derived from audited financial statements, but does not include all
disclosures required by generally accepted accounting principles.

D.    Segment Information

The following table shows net sales and profits by business segment for three
months and six months ended October 31, 2002 and 2001 (in thousands):

<TABLE>
<CAPTION>
                                        Laboratory        Technical
                                         Products          Products      Corporate     Total
                                         --------          -------       ---------     -----
<S>                                    <C>                 <C>           <C>           <C>
Three months ended
October 31, 2002
----------------

Revenues from
 external customers                       $18,231           $1,674          --       $19,905
Intersegment revenues                         183               --        (183)           --
Segment profit (loss)                         255               72        (519)         (192)
Segment profit (loss)
 excluding non-recurring charges              605              451        (519)         (537)

Three months ended
October 31, 2001
----------------

Revenues from
 external customers                       $20,951           $1,574          --       $22,525
Intersegment revenues                         347               --        (347)           --
Segment profit (loss)                       1,260              (90)       (178)          992

Six months ended
October 31, 2002
----------------

Revenues from
 external customers                       $36,279           $3,031          --       $39,310
Intersegment revenues                         345               --        (345)           --
Segment profit (loss)                       1,123              (44)       (769)          310
Segment profit (loss)
 excluding non-recurring charges            1,473              335        (769)        1,039

Six months ended
October 31, 2001
----------------

Revenues from
 external customers                       $38,795           $3,470          --       $42,265
Intersegment revenues                         451               --        (451)           --
Segment profit (loss)                       2,085             (274)       (361)        1,450
</TABLE>

                                        7

<PAGE>

E. Comprehensive Income

The Company adopted SFAS No. 133, "Accounting for Derivative Instruments and
Hedging Activities," effective January 1, 2001. SFAS No. 133 requires that the
Company record derivatives on the balance sheet at fair value and establishes
criteria for designation and effectiveness of hedging relationships. The nature
of the Company's business activities involves the management of various
financial and market risks, including those related to changes in interest
rates. The Company may from time-to-time employ derivative financial
instruments, such as interest rate swap contracts, to mitigate or eliminate
certain of those risks. The Company does not enter into derivative instruments
for speculative purposes.

The Company had one interest rate swap agreement outstanding at October 31,
2002. The change in fair value of this cash flow hedge during the three months
and six months ended resulted in an increase of $8,000 and $37,000 (net of
income tax), respectively, to accumulated other comprehensive loss in the
accompanying condensed consolidated balance sheet.

For the Company's foreign subsidiaries, assets and liabilities are translated at
exchange rates prevailing on the balance sheet date. Revenues and expenses are
translated at weighted average exchange rates prevailing during the period and
any resulting translation adjustments are reported separately in shareholders'
equity. Changes in exchange rates for the three months and six months ended
October 31, 2002 resulted in an increase of $2,000 and a decrease of $18,000,
respectively, in accumulated other comprehensive loss in the accompanying
condensed consolidated balance sheet.

A reconciliation of net income and total comprehensive income for the three
months and six months ended October 31, 2002 is as follows (in thousands):

                                          Three months ended   Six months ended
                                           October 31, 2002     October 31, 2002
                                           ----------------     ----------------
      Net (loss) income                         ($124)               $200
         Change in fair value of
           cash flow hedge, net of
           income tax                              (8)                (37)
         Change in cumulative
           foreign currency
           translation adjustments                 (2)                 18
                                               ------                ----
      Total comprehensive (loss) income         ($134)               $181

                                        8

<PAGE>

F. Commitments and Contingencies

The Company previously reported that it had filed an appeal of a judgment in the
amount of approximately $1.3 million that had been issued against the Company in
fiscal year 2002 associated with a legal dispute between the Company and
Bernards Bros. Inc. During the quarter, the Court of Appeals of the State of
California overturned the judgment and returned the case to the Trial Court for
an allocation of the award's judgment between the Company and two other parties
involved in the litigation. The Company believes the case will ultimately be
concluded with a liability to the Company in the amount previously recorded in
the financial statements.

G. Relocation of Technical Products Business

During the current quarter, the Company announced its decision to relocate the
operations of its technical products business from Lockhart, Texas to
Statesville, North Carolina. Once this relocation is complete, the Company
expects to dispose of the land and building in Lockhart, Texas for an amount in
excess of the $1.3 million net book value reflected in the financial statements
at October 31, 2002.

                                        9

<PAGE>

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

The Company's 2002 Annual Report to Stockholders contains management's
discussion and analysis of financial condition and results of operations at and
for the year ended April 30, 2002. The following discussion and analysis
describes material changes in the Company's financial condition since April 30,
2002. The analysis of results of operations compares the three months and six
months ended October 31, 2002 with the comparable periods of the prior fiscal
year.

Results of Operations

The Company recorded sales of $19.9 million for the three months ended October
31, 2002, down 11.6% from sales of $22.3 million for the comparable period of
the prior year. Sales for the six months ended October 31, 2002 were $39.3
million, down 7.0% from sales of $42.3 million in the comparable period of the
prior year.

Sales of laboratory products decreased 13.0% and 6.5% during the three months
and six months ended October 31, 2002, respectively, from the same periods last
year. The sales declines were primarily the result of the timing of customer
delivery requirements adversely affecting sales in the current quarter. Sales of
technical products increased 6.4% during the three months and decreased 12.7%
during six months ended October 31, 2002, respectively, from the same periods
last year.

During the current quarter, the Company announced its decision to relocate the
operations of its technical products business from Lockhart, Texas to the
Company's site in Statesville, North Carolina and to write-down certain related
inventories on hand. Total pre-tax costs associated with the above activities
are estimated to be approximately $1,000,000. In accordance with existing
accounting rules, $379,000 of these charges were recorded in the current
quarter, with the remaining balance of the charges expected to be recorded as
they are incurred in the third and fourth quarters of the current year. The
current quarter charges included $200,000 of inventory write-downs that were
reflected in the cost of sales section in the financial statements and $179,000
of charges reflected in the operating expense section. The remaining expected
charges are primarily associated with relocation costs for transferred
employees, costs of moving equipment and inventories, costs to integrate
computer systems, and severance pay.

                                       10

<PAGE>

During the current quarter, the Company recorded a $250,000 pre-tax charge of
accelerated depreciation expense and a $100,000 pre-tax charge to write-down
paint inventories associated with the Company's paint system in Statesville that
is being replaced in the third quarter of the current year with a
state-of-the-art, more cost-effective system.

The gross profit margin for the three months ended October 31, 2002 was 16.8% of
sales, as compared to 17.5% of sales in the comparable quarter of the prior
year. The gross profit margin for the six months ended October 31, 2002 was
17.3%, as compared to 16.9% in the comparable period of the prior year. The
gross profit in the current quarter was adversely affected by $550,000 in
non-recurring charges discussed above. Excluding these non-recurring charges,
the gross profit margins were 19.6% of sales and 18.7% of sales for the three
months and six months ended October 31, 2002, respectively.

Operating expenses, including non-recurring charges, for the three months ended
October 31, 2002 were $3.6 million, or 17.9% of sales, as compared to $2.9
million, or 12.7% of sales, in the comparable period of the prior year.
Operating expenses for the six months ended October 31, 2002 were $6.5 million,
or 16.4% of sales, as compared to $5.6 million, or 13.3% of sales, in the
comparable period of the prior year. The increase in operating expenses for the
three months and six months was primarily attributable to expenses recorded as a
result of the Company's decision to relocate the technical products business, as
well as the inclusion of operating expenses associated with the expansion of
activities in the international marketplace in the current year and increased
sales and marketing expenses. Excluding $179,000 in non-recurring charges
associated with the relocation of the technical products business, operating
expenses for the three and six months ended October 31, 2002 were $3.4 million
and $6.3 million, or 17.0% and 16.0% of sales, respectively.

An operating loss of $192,000 and operating earnings of $310,000 were recorded
for the three months and six months ended October 31, 2002, respectively. This
compares to operating earnings of $992,000 and $1,450,000 for the comparable
periods of the prior year. Excluding the non-recurring charges discussed above
totaling $729,000, operating earnings for the three and six months ended October
31, 2002 were $537,000 and $1,039,000, respectively.

                                       11

<PAGE>

Interest expense was $40,000 and $82,000 for the three months and six months
ended October 31, 2002, respectively, compared to $59,000 and $119,000 for the
comparable periods of the prior year. The decrease in interest expense for the
current quarter and year resulted from lower interest rates and lower borrowing
levels.

Other income was $67,000 and $68,000, in the three months and six months ended
October 31, 2002, respectively, compared to other expense of $25,000 and other
income of $38,000 for the comparable periods of the prior year.

Income tax benefit of $68,000 and an income tax expense of $110,000 was recorded
for the three months and six months ended October 31, 2002, respectively, as
compared to income tax expense of $354,000 and $519,000 recorded for the
comparable periods of the prior year. The effective tax rate was approximately
35.5% for the three and six months ended October 31, 2002 and 35.7% and 35.8%
for the three and six months period ended October 31, 2001.

Net loss of $124,000 and net earnings of $200,000, or $.05 per diluted share and
$.08 per diluted share, were recorded for the three months and six months ended
October 31, 2002, respectively. This compares to net earnings of $638,000 and
$931,000, or $.26 per diluted share and $.38 per diluted share, respectively,
for the comparable periods of the prior year. Excluding the non-recurring
charges discussed above and their income tax effect, net earnings for the three
and six months ended October 31, 2002 were $346,000, or $.14 per diluted share,
and $670,000, or $.27 per diluted share, respectively.

Liquidity and Capital Resources

Historically, the Company's principal sources of liquidity have been funds
generated from operations, supplemented as needed by short-term borrowings. The
Company believes that these sources, will be sufficient to support ongoing
business levels, including capital expenditures through the current fiscal year.

The Company had working capital of $14.3 million at October 31, 2002, as
compared to $14.8 million at April 30, 2002. The ratio of current assets to
current liabilities was 2.3-to-1 at October 31, 2002, as compared to 2.4-to-1 at
April 30, 2002. At October 31, 2002, advances of $346,000 were outstanding under
the Company's $6.0 million revolving credit loan.

                                       12

<PAGE>

The Company's operations provided cash of $1.0 million during the six months
ended October 31, 2002, primarily attributable to operating earnings, offset by
an increase in accounts receivable. The Company's operations used cash of
$11,000 during six months ended October 31, 2001, primarily from funds required
to support increases in customer receivables and inventories, offset by funds
provided by operating earnings and an increase in accounts payable.

During the six months ended October 31, 2002, the Company used net cash of
$1,996,000 in investing activities comprised of $2,362,000 of capital
expenditures, primarily for production equipment, reduced by the proceeds of
$366,000 from sales of fixed assets. This compares to $1,029,000 for capital
expenditures in the comparable period of the prior year.

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995

Certain statements in this report constitute "forward-looking" statements within
the meaning of the Private Securities Litigation Reform Act of 1995 (the "Reform
Act"). Such forward-looking statements involve known and unknown risks,
uncertainties and other factors that could significantly impact results or
achievements expressed or implied by such forward-looking statements. These
factors include, but are not limited to, economic, competitive, governmental,
and technological factors affecting the Company's operations, markets, products,
services, and prices. In addition, the Company's estimates of expected costs to
be incurred in connection with its decision to relocate the technical products
business may be adversely affected by one or more of the above described
factors. The cautionary statements made pursuant to the Reform Act herein and
elsewhere by the Company should not be construed as exhaustive or as any
admission regarding the adequacy of disclosures made by the Company prior to the
effective date of the Reform Act. The Company cannot always predict what factors
would cause actual results to differ materially from those indicated by the
forward-looking statements. In addition, readers are urged to consider
statements that include the terms "believes", "belief", "expects", "plans",
"objectives", "anticipates", "intends" or the like to be uncertain and
forward-looking.

                                       13

<PAGE>

                        REVIEW BY INDEPENDENT ACCOUNTANTS

A review of the interim financial information included in this Quarterly Report
on Form 10-Q for the three months and six months ended October 31, 2002 has been
performed by PricewaterhouseCoopers LLP, the Company's independent accountants.
Their report on the interim financial information follows.

                                       14

<PAGE>

REPORT OF INDEPENDENT ACCOUNTANTS

To the Board of Directors and Stockholders of
Kewaunee Scientific Corporation
Statesville, North Carolina

We have reviewed the accompanying condensed consolidated balance sheet of
Kewaunee Scientific Corporation as of October 31, 2002 and April 30, 2002, and
the related condensed consolidated statements of operations for each of the
three and six-month periods ended October 31, 2002 and October 31, 2001 and the
condensed consolidated statement of cash flows for the six-month periods ended
October 31, 2002 and October 31, 2001. These financial statements are the
responsibility of the Company's management.

We conducted our review in accordance with standards established by the American
Institute of Certified Public Accountants. A review of interim financial
information consists principally of applying analytical procedures to financial
data and making inquiries of persons responsible for financial and accounting
matters. It is substantially less in scope than an audit conducted in accordance
with generally accepted auditing standards, the objective of which is the
expression of an opinion regarding the financial statements taken as a whole.
Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material modifications that should
be made to the accompanying condensed consolidated interim financial information
for them to be in conformity with accounting principles generally accepted in
the United States of America.

We previously audited in accordance with auditing standards generally accepted
in the United States of America, the consolidated balance sheet as of April 30,
2002, and the related consolidated statements of operations, of stockholder's
equity, and of cash flows for the year then ended (not presented herein), and in
our report dated June 3, 2002 we expressed an unqualified opinion on those
financial statements. In our opinion, the information set forth in the
accompanying condensed balance sheet as of April 30, 2002 is fairly stated in
all material respects in relation to the balance sheet from which it has been
derived.

PricewaterhouseCoopers LLP
Charlotte, North Carolina

November 20, 2002

                                       15

<PAGE>

Item 3.   Quantitative and Qualitative Disclosures About Market Risk

          There are no material changes to the disclosures made on this matter
          in the Company's Annual Report on Form 10-K for the fiscal year ended
          April 30, 2002.

Item 4.   Controls and Procedures

          An evaluation was performed under the supervision and with the
          participation of the Company's management, including the Chief
          Executive Officer ("CEO") and Chief Financial Officer ("CFO"), of the
          effectiveness of the design and operation of the Company's disclosure
          controls and procedures. Based on that evaluation, the Company's
          management, including the CEO and CFO, concluded the Company's
          disclosure controls and procedures were effective as of October 31,
          2002, in ensuring that all material information required to be filed
          in this quarterly report has been made known to them in a timely
          fashion.

          There have been no significant changes in the Company's internal
          controls or in other factors that could significantly affect internal
          controls subsequent to October 31, 2002.

                           PART II. OTHER INFORMATION

Item 1.   Legal Proceedings

          The Company previously reported that it had filed an appeal of a
          judgment in the amount of approximately $1.3 million that had been
          issued against the Company in fiscal year 2002 associated with a legal
          dispute between the Company and Bernards Bros. Inc. During the
          quarter, the Court of Appeals of the State of California overturned
          the judgment and returned the case to the Trial Court for an
          allocation of the award's judgment between the Company and two other
          parties' involved in the litigation. The Company believes the case
          will ultimately be concluded with a liability to the Company in the
          amount previously recorded in the financial statements.

                                       16

<PAGE>

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

          The Company's Annual Meeting of Stockholders was held on August 28,
          2002. Information regarding the results of this meeting are
          incorporated by reference from the Company's Report on Form 10-Q for
          the three months ended July 31, 2002.

Item 5.   Other Matters

          Consistent with Section 10A(i)(2) of the Securities Exchange Act of
          1934, as added by Section 202 of the Public Company Accounting Reform
          and Investor Protection Act of 2002, the Company is responsible for
          disclosing the nature of non-audit services approved by our Audit
          Committee during a quarter to be performed by PricewaterhouseCoopers
          LLP, our independent auditor. Non-audit services are services other
          than those provided by PricewaterhouseCoopers LLP in connection with
          an audit or review of the Company's financial statements. During the
          second quarter of fiscal year 2003 our Audit Committee did not approve
          any non-audit services to be performed by PricewaterhouseCoopers LLP.

Item 6.   Exhibits and Reports on Form 8-K

          (a)  Exhibits

               99.1 Certification of Chief Executive Officer pursuant to 18
                    U.S.C. Section 1350, as adopted pursuant to Section 906 of
                    the Sarbanes-Oxley Act of 2002.

               99.2 Certification of Chief Financial Officer pursuant to 18
                    U.S.C. Section 1350, as adopted pursuant to Section 906 of
                    the Sarbanes-Oxley Act of 2002.

               99.3 Certification of Chief Executive Officer pursuant to 18
                    U.S.C. Section 1350, as adopted pursuant to Section 302 of
                    the Sarbanes-Oxley Act of 2002.

               99.4 Certification of Chief Financial Officer pursuant to 18
                    U.S.C. Section 1350, as adopted pursuant to Section 302 of
                    the Sarbanes-Oxley Act of 2002.

          (b)  Reports on Form 8-K
               No reports on Form 8-K were filed with the Commission during the
               three months ended October 31, 2002.

                                       17

<PAGE>

                                    SIGNATURE

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

                                      KEWAUNEE SCIENTIFIC CORPORATION
                                      -------------------------------

                                              (Registrant)



Date:  December 13, 2002              By   /s/ D. Michael Parker
                                         -----------------------
                                         D. Michael Parker
                                         Senior Vice President, Finance and
                                         Chief Financial Officer

                                       18