`SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   FORM 10-KSB

         [X]   ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES
               EXCHANGE ACT OF 1934 (FEE REQUIRED)

         For the fiscal year ended April 30, 2003

         [ ]   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
               SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED)

         For the transition period from __________ to _______________

                           Commission File No. 1-5926


                             MILLER INDUSTRIES, INC.
                 (Name of Small Business Issuer in its Charter)


            Florida                                              59-0996356
(State or Other Jurisdiction of                               (I.R.S. Employer
(Incorporation or Organization)                              Identification No.)

                   16295 N.W. 13th Ave., Miami, Florida 33169
                    (Address of Principal Executive Offices)

                                 (305) 621-0501
                (Issuer's Telephone Number, Including Area Code)

                    Securities registered under Section 12(b)
                            of the Exchange Act: None



         Securities registered under Section 12(g) of the Exchange Act:



                          Common Stock, $.05 Par Value
   ---------------------------------------------------------------------------
                                (Title of Class)

Check whether the issuer: (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 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 past 90 days.

                                 Yes [ ] No [X]


Check if there is no disclosure of delinquent filers in response to Item 405 of
Regulation S-B contained in this form, and no disclosure will be contained, to
the best of registrant's knowledge, in the definitive proxy or information
statement incorporated by reference in Part III of this Form 10-KSB or any
amendment to this Form 10-KSB. [ ]


State issuer's revenues for its most recent fiscal year:  $392,000.

As of April 30, 2003, the registrant had 2,982,662 outstanding shares of common
stock, $.05 par value.

         The aggregate market value of the common stock of the registrant held
by non-affiliates (based on the average of the closing bid and asked prices of
the common stock in the over-the-counter market as of August 29, 2003) was
approximately $148,000.

                                       1
PART I


ITEM 1. BUSINESS


General


         Miller Industries, Inc. (the "Company") was incorporated under the laws
of the State of Florida on January 21, 1963. The administrative offices of the
Company are located at 16295 N.W. 13th Avenue, Miami, Florida 33169, and its
telephone number is (305) 621-0501.

         The  Company's principal business is the ownership and management of a
98,000 square feet warehouse located in Miami, Florida. The Company's plan is to
acquire other income-generating properties. The Company's president, Angelo
Napolitano, has extensive experience in the real estate industry, and believes
that he can provide the Company with the expertise to locate, acquire and manage
attractive properties. The Company hopes to finance the acquisition of
properties through a combination of debt from third parties (including outside
lenders and seller financing) and issuance of equity securities.



Employees

         The Company had no employees during the 2002 and 2001 fiscal years.

         The Company's president provides services to the Company as an
independent contractor. The Company also utilizes an independent contractor to
perform administrative and bookkeeping services.


ITEM 2. PROPERTIES

Description of Warehouse

         The Company owns a one-story concrete block building located at 16295
N.W. 13th Avenue, Miami, Florida. This facility consists of 97,813 square feet,
7,000 of which is air-conditioned. The building is zoned for use as a warehouse
or light manufacturing facility. The building has a relatively low ceiling,
which has adversely affected leasing efforts.

Financing

         At April 30, 2003, the building was subject to an outstanding first
mortgage in favor of a commercial bank with a principal balance of approximately
$1,688,000. The loan accrues interest at prime less 1⁄2% and is payable in monthly
installments of $10,000, with a balloon payment of $1,328,000 due October 2009.
The loan is secured by the Company's land and building and a partial guarantee
of the Company's president.

                                       2
Leasing Activities

         The Company continues to seek long term commercial tenants for its
building. The building is located in an industrial park which contains many
similar facilities. Current rents for such facilities range from approximately
$3.75 per square foot to approximately $5.50 per square foot and the occupancy
rate in the area is approximately 70%.

         On April 30, 2002, the Company had leased approximately 80% of the
Company's building pursuant to three leases. During the 2003 fiscal year, one of
these leases continued throughout the year and two of these leases terminated.
The continuing lease covers 38,500 square feet and expires in March 2004. It
provides for rent of $15,010 per month.

         The two terminated leases consisted of a lease for 24,000 square feet
which expired in December 2002 and a lease for 16,000 square feet which
terminated in October 2002.

         During the 2003 fiscal year, the Company entered into two new leases.
These leases included a lease for 3,000 square feet which commenced in December
2002 and expired at the end of August 2003. This lease provided for rent of
$1,000 per month. This tenant also leased a small amount of office space in
March 2003 for rent of $733 per month. This lease also expired at the end of
August 2003.

         After the end of the 2003 fiscal year, the Company entered into a new
one year lease for 16,000 square feet with a rent of $7,300 per month. This
lease commenced in September 2003 and terminates in September 2004.

         As a result of the foregoing, the Company is currently leasing
approximately 56% of its building. The Company is continuing to seek new tenants
for its unoccupied space.

Insurance, Depreciation and Taxes

         The Company believes that the building is adequately insured.
Depreciation is determined using the straight-line method over five to 31.5
years for tax purposes and 5 to 30 years for accounting purposes. Real estate
taxes paid for calendar year 2003 were approximately $33,000.

Business Plan

         The Company's current business plan is to make strategic investments in
commercial real estate. At the present time, the Company has not developed any
specific investment policy with regard to its proposed real estate activities.
Accordingly, the Company has not established any limitations in the percentage
of assets which may be invested in any one investment or type of investments.
The Company generally intends to seek real estate assets for income-generation
purposes rather than capital gains. The Company has not developed any particular
criteria for the types of real estate in which it may invest. Accordingly, the
Company may invest in office and apartment buildings, shopping centers,
industrial and commercial properties, special purpose buildings and undeveloped
acreage. The Company believes that any such acquisitions will occur in South
Florida. The Company hopes to finance the acquisition of properties through a
combination of financing from third parties, financing from the seller and
issuance of equity securities of the Company. The Company may also invest in
real estate through partnerships or other similar vehicles. There can be no
assurance that any of these plans will be realized.


                                       3
ITEM 3.  LEGAL PROCEEDINGS

Seaboard Chemical Corporation

         In late 1991, the Company was identified by the North Carolina
Department of Environment, Health, and Natural Resources ("DEHNR") as a member
of a large group of companies who had shipped hazardous waste to a disposal site
owner and operated by Seaboard Chemical Corporation ("Seaboard"). Accordingly,
DEHNR issued a Notice of Responsibility to advise the Company of its liability
as a potentially responsible party ("PRP") with respect to the site.

         Seaboard had operated the site in Jamestown, North Carolina for the
storage, treatment and disposal of hazardous waste materials for the period from
1976 to 1989. Operations at the site ceased in 1989 when Seaboard declared
bankruptcy. Beginning in 1990, the bankruptcy trustee for Seaboard attempted to
close the site in accordance with the terms of the Resource Conservation and
Recovery Act ("RCRA"). However, insufficient funds were available to allow the
trustee to complete this work. As a result, the Federal Environmental Protection
Agency (the "EPA") and the DEHNR advised the trustee that if the clean up work
were not completed, either one or both of the agencies would complete the work
and would sue the responsible parties to recover the costs involved. To avoid
the possibility of this lawsuit, in October 1991, the Company entered into an
agreement with other responsible parties to form a group to complete the site
clean up work. Over the next two years, the necessary steps were taken to
complete the clean up of the surface contamination of the site. In 1994, the
Company joined a group to complete the groundwater clean up ("Phase II"). Phase
II was to begin as soon as a satisfactory plan was approved by the concerned
authorities. To date, the Company has been required to expend only $1,200 on
this matter. Therefore, no accrual has been made for further costs to this
point. No determination of the estimated additional expenditures has been
furnished to the group members.

Gold Coast Oil

         In 1981, the Company was named by the U.S. Environmental Protection
Agency ("EPA") as one of many potential PRPs with respect to chemical pollution
discovered at a site known as "Gold Coast Oil."


                                       4



         In 1988, a settlement was negotiated between the EPA and certain PRPs
including the Company, which resulted in a settlement of the EPA claim. The PRPs
subsequently negotiated a settlement among themselves in which the Company
agreed to pay $50,000 of the anticipated clean up costs. The Company's insurance
carrier at the time of the alleged violations agreed to pay $45,000 of this
amount in return for a release from any future additional claims.

         In January 1993, it was determined that additional funds would be
required to complete the clean up of the Gold Coast Oil site. The Company
received an assessment of $10,000 for this obligation and has included such
amount in accrued expenses in the accompanying balance sheets.

ITEM 4.  SUBMISSION OF MATTERS TO VOTE OF SECURITY HOLDERS

None.







                                       5
PART II

ITEM 5.  MARKET FOR THE REGISTRANT'S COMMON STOCK AND RELATED STOCKHOLDER
         MATTERS

          The Company's common stock is currently traded on the over-the-counter
 market under the symbol "MLLS".

          The range of the high and low bid quotations for each quarter of the
past two (2) fiscal years is as follows:



      FYE                                          CLOSING BID                     CLOSING ASK
      2001                                     HIGH            LOW            HIGH             LOW
      May 3, 2001 to July 30, 2001             $.06            $.04           $.08            $.05
      Aug. 2, 2001 to Oct. 29, 2001            $.06            $.06           $.08            $.07
      Nov. 1, 2001 to Jan. 31, 2002            $.06            $.05           $.08            $.07
      Feb. 1, 2002  to Apr. 30, 2002           $.05            $.05           $.08            $.08

      FYE                                          CLOSING BID                     CLOSING ASK
      2003                                     HIGH              LOW          HIGH             LOW
      May 3, 2002 to July 26, 2002             $.05             $.04          $.08            $.07
      Aug. 2, 2002 to Oct. 31, 2002            $.10             $.02          $.25            $.12
      Nov. 8, 2002 to Jan. 31, 2003            $.02             $.02          $.16            $.16
      Feb. 7,2003 to Apr. 30,2003              $.02             $.02          $.16            $.16


         As of August 31, 2003, there were 471 holders of record of the
Company's common stock.

         The Company has not paid any cash dividends during the last three
fiscal years.


         The Company does not have any equity based compensation plans.


ITEM 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
         RESULTS OF OPERATIONS

Results of Operations (2003 v 2002)

Rental Income

         The Company's results of operations are primarily dependant upon the
rental income which it receives from leasing space in its building. Rental
income is a function of the percentage of the building which is occupied, and
the level of rental rates. Rental income during 2003 was $363,000, compared with
$417,000 in 2002. During 2003, two of the Company's principal leases were
terminated. The decline in rental income was due to the loss of these leases.


                                       6
Hardware Sales

         The Company receives revenue from the sale of replacement parts for the
sliding glass doors and windows formerly manufactured by the Company. The
Company utilizes its existing inventory of these parts to support these sales.
These sales were $19,000 in 2003 and $16,000 in 2002.

Other Income

         The Company generated other income of $9,000 in 2003, compared to
$21,000 in 2002. Other income in 2002 included interest income of $14,000 and
tenant reimbursement of $2,000 and settlements of $4,000, while other income in
2003 principally consisted of interest income.

Rental Expense (Excluding Interest)

         The Company incurs rental expense in connection with the leasing of its
building. These expenses consist of management fees, insurance, real estate
taxes, depreciation and amortization, insurance, maintenance and repairs,
utility costs and outside services. Rental expenses were $120,000 in 2003 and
$114,000 in 2002. The principal components were management fees ($36,000 in both
2003 and 2002), taxes ($33,000 in 2003 and $27,000 in 2002), depreciation and
amortization ($20,000 in both 2003 and in 2002) and insurance ($18,000 in 2003
and $17,000 in 2002). The $6,000 increase in taxes was due to an increase in the
assessed value of the building.

Cost of Hardware Sales

         The Company records the cost of its hardware sales in connection with
the sale of replacement parts to customers of its former window and sliding
glass door business. These costs are tied to the level of hardware sales. These
costs were $10,000 and $7,400 in 2002.

Administrative Expenses

         The Company's administrative expenses were $44,000 in 2003, compared to
$37,000 in 2002. Administrative expenses increased due to higher accounting and
legal fees ($24,000 in 2003 compared to $19,000 in 2002), and higher
shareholders expenses ($13,000 in 2003 and $11,000 in 2002).

Interest Expense

         The Company pays interest on the mortgage loan on its building.
Interest expense on the loan was $79,000 in 2003 compared to $120,000 in 2002.
The decease was attributable to a decrease in the prime rate, which reduced the
interest on the Company's mortgage loan.


                                       7
Provision for Income Taxes

         The Company recorded a provision for income tax of $42,000 in 2003,
compared to $57,000 in 2002, based upon the Company's income during these years.
The level of these taxes was directly attributable to the level of net income
before taxes. These amounts were completely offset by the carryforward of the
Company's net operating losses.

Net Income

         As a result of the foregoing factors, the Company had net income of
$139,000 in 2003, compared to $176,000 in 2002.

Liquidity and Capital Resources

         The Company's cash increased by $51,000 during fiscal year 2003
compared with an increase of approximately $145,000 during fiscal year 2002. The
increase in 2003 in cash was primarily due to positive cash flow from
operations. The Company expended approximately $2,200 for improvements to its
building. As of April 30, 2003, the Company's cash position was approximately
$760,000.

         At April 30, 2003, the Company's principal financing consisted of a
loan with a principal balance of $1,688,000 from a third party lender, secured
by a lien on the Company's building. The loan bears interest at prime plus 1⁄2%.
It is payable $10,000 per month, with a balloon payment October 2009 in the
approximate amount of $1,328,000. The note is collateralized by the Company's
land and building, along with the personal guaranty of the Company's Chairman of
the Board in the amount of 50% of the mortgage balance.

         The Company believes that its working capital needs over the next
twelve months will principally consist of funding routine maintenance of its
building and alterations to the interior of the building to accommodate new
tenants. The Company believes that its existing cash reserves will allow the
Company to continue operations at their current level for at least 12 more
months. However, the Company's long term prospects ultimately depend on the
Company's ability to lease the space in its building at attractive rates.

         The Company's obligations to make payments under existing, material
contracts consists of the following:

               The Company is obligated to make payments under its existing
                mortgage loan. At April 30, 2003, the outstanding balance of the
                loan was $1,688,000. The loan bears interest at prime plus 1⁄2%.
                The loan is repayable in monthly installments of approximately
                $10,000, with a balloon payment of approximately $1,328,000 due
                in October 2009.

               The Company has agreed to pay Harnap Corp., a corporation
                controlled by the Company's president and principal shareholder,
                $3,000 per month for management fees. No fees have been paid to
                Harnap since March 2000. Accrued fees as of April 30, 2003 were
                $245,000, all of which are payable upon the demand of Harnap.


                                       8
Current Leasing Activities

         As discussed in Item 1 above,  two of the  Company's  prior tenants
have vacated their premises during the 2003 fiscal year. The Company
subsequently added a new tenant which is leasing approximately 16,000 square
feet, with total rent of approximately $7,300. As a result, only 56% of the
Company's building is currently occupied. The Company is actively seeking new
tenants for the building.

Current Plans

         The Company operates as a real estate investment and management
company. The Company currently has two tenants for its existing building and is
seeking to obtain additional commercial tenants.

         The Company's principal operating expenses consist of management and
professional fees associated with the administration of the Company, interest
expense on the Company's mortgage loan, real estate taxes and insurance.

         The Company's business plan also contemplates the acquisition of
additional income-producing properties. The Company hopes to acquire such
properties through a combination of financing from third parties, seller
financing and issuance of the Company's equity securities.

         The Company's business plan is subject to uncertainty.  There can be no
assurance that the Company will be able to maintain a sufficient number of
tenants to meet its debt service requirements and operating expenses on an
ongoing basis. Furthermore, there can be no assurance that the Company will be
able to locate or acquire suitable properties in order to expand its holdings of
real property.

Critical Accounting Policies

         The Securities and Exchange Commission ("SEC") has issued disclosure
guidance for "Critical Accounting Policies." The SEC defines critical accounting
policies as those that require the application of management's most difficult,
subjective, or complex judgments, often because of the need to make estimates
about the effect of matters that are inherently uncertain and may change in
subsequent periods.

         The discussion and analysis of the Company's financial condition and
results of operations are based upon its financial statements, the preparation
of which takes into account estimates based on judgments and assumptions that
affect certain amounts and disclosures. Accordingly, actual results could differ
from these estimates. The accounting policies and estimates used and outlined in
Note 1 to the Company's financial statements, which are presented elsewhere in
this Form 10-KSB, have been applied consistently as at April 30, 2003 and 2002,
and for the years ended April 30, 2003 and 2002. The Company's representatives
who are involved in the preparation of its financial statements and this report
believe that the following accounting policies represent the Company's critical
accounting policies:


                                       9
Valuation of Long-Lived Assets: The Company periodically
assesses the carrying value of long-lived assets whenever events or changes in
circumstances indicate that their carrying amount may not be recoverable. When
the Company determines that the carrying value of long-lived assets may be
impaired, the measurement of any impairment is based on a projected discounted
cash flows method. While the Company believes that this method is reasonable,
different assumptions regarding such cash flows may significantly affect the
measurement of impairment.

                  Revenue Recognition:  Rental income is recognized when it
becomes receivable under the terms of each lease. Hardware sales are recognized
upon shipment of goods to customers. Before the Company recognizes revenue, it
is required to assess, among other things, its collectibility. If the
collectibility of revenue is incorrectly determined, the Company's net income
and assets could be overstated.

ITEM 7.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

         The Company's financial statements and supplementary financial
schedules are attached as an exhibit to this report. See Items 14(a) and 14(b).

ITEM 8.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
         FINANCIAL DISCLOSURE

None.

ITEM 8A  CONTROLS AND PROCEDURES

Evaluation of Disclosure  Controls and Procedures.  The Company maintains
controls and procedures designed to ensure that information required to be
disclosed in the reports that the Company files or submits under the Securities
Exchange Act of 1934 is recorded, processed, summarized and reported within the
time periods specified in the rules and forms of the Securities and Exchange
Commission. Based upon his evaluation of these controls and procedures performed
within 90 days of the filing date of this report, the Company's Chief Executive
Officer and Chief Financial Officer concluded that the Company's disclosure
controls and procedures were adequate.

Changes in Internal Controls.  The Company made no significant changes in its
internal controls or in other factors that could significantly affect internal
controls subsequent to the date of their evaluation by the Chief Executive
Officer and Chief Financial Officer.


                                       10
PART III

ITEM 9.  DIRECTORS AND EXECUTIVE OFFICERS OF THE COMPANY

         The directors and executive officers of the Company are as follows:

                                                                             Officer      Director
          Name                 Position                                       Since        Since

          Angelo Napolitano    President, Chief Executive Officer,  and
                               Chairman of the Board of Directors             1992         1988

         Each director is elected for a period of one (1) year, or until his
successor is duly elected by the shareholders. Officers serve at the will of the
Board of Directors.

         Angelo Napolitano, age 67, has been President and Chief Executive
Officer of the Company since 1992. He has been a Director of the Company since
1988 and Chairman since July 1989. Mr. Napolitano is the Chairman and Chief
Executive Officer of Harnap Corp., a commercial real estate management company
which he founded in 1971. Since 1975, Mr. Napolitano has served as a director
and President of Sunshine State Industrial Park Authority, the property owners'
association for the industrial park in which the Company's building is located.

Compliance with Section 16(a) of the Securities Exchange Act of 1934

         Based solely upon a review of Forms 3, 4 and 5 furnished to the
Company, all of the Company's directors have filed reports on a timely basis.

ITEM 10. EXECUTIVE COMPENSATION

         The following table sets forth information regarding the compensation
paid by the Company to the Company's chief executive officer. None of the
Company's officers in fiscal 2003 received compensation in excess of $100,000.


                                       11
SUMMARY COMPENSATION TABLE



Name and Position                                   Fiscal Year     Salary (1)    Stock Options

Angelo Napolitano, Chief Executive Officer              2003          $36,000           -
                                                        2002          $36,000           -
                                                        2000          $36,000           -


(1)      Includes management fees paid to Harnap Corp., a company controlled by
Mr. Napolitano, and director fees paid to Mr. Napolitano.

Management Agreement

         In October 1992, the Company agreed to pay Harnap Corp. a monthly
management fee of $3,000. Harnap Corp. is owned and controlled by Angelo
Napolitano, the Company's Chief Executive Officer and Chairman of the Board. As
of April 30, 2003, accrued management fees totaled $245,000. No fees have been
paid since March 2000.

Compensation of Directors

         No amounts were paid to directors during the 2003 fiscal year for
services as directors.









                                       12
ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT


         To the knowledge of management, as of August 31, 2003, the following
persons beneficially owned 5% or more of the common stock of the Company:


         Name and Address of                              Amount                Percent
         Beneficial Owner                            Beneficial Owner          Of Class

         Angelo Napolitano                            1,131,256(1)               37.9%
         1521 N.W. 165th Street
         Miami, FL 33169

         Elizabeth Schuldiner Revocable Trust           182,967                   6.1%
         u/a 3/20/90 (2)
         80 West 12th Street
         New York, NY 10011

         Walter P. Carucci (3)                          236,417                   7.9%
         Carucci Family Partners (3)
         Carr Securities Corp. (3)
         One Penn Plaza
         New York, NY 10119


         (1)      Mr. Napolitano has sole voting and investment power with
respect to 1,121,256 shares which he holds of record. Mr. Napolitano has shared
voting and investment power with respect to 10,000 shares which he owns jointly
with his wife, Mrs. Helen Napolitano.

         (2)      Based on information disclosed, as of September 8, 2000, in a
Schedule 13G filed with the Securities and Exchange Commission ("SEC").
Elizabeth Schuldiner Revocable Trust u/a 3/20/90 has sole voting and investment
power with respect to the shares.


         (3)      Based on information disclosed, as of August 31, 2000, in a
Schedule 13G filed with the SEC. Walter P. Carucci, Carucci Family Partners and
Carr Securities Corp. have identified themselves as a "group" as that term is
used in the Securities Exchange Act of 1934, as amended. Walter P. Carucci has
sole voting and investment power with respect to 76,000 shares. Carucci Family
Partners has sole and investment power with respect to 147,450 shares. Carr
Securities Corp. has sole and investment power with respect to 12,967 shares.
There is no shared voting and investment power among Walter P. Carucci, Carucci
Family Partners and Carr Securities Corp. with respect to the shares.


                                       13


         The shares of common stock beneficially owned by the Company's sole
director and executive officer as of August 31, 2003 were as follows:


         Name and Address of                    Amount                Percent
         Beneficial Owner                Beneficial Owner (1)         Of Class

         Angelo Napolitano                  1,131,256(2)              37.9%(2)
         1521 N.W. 165th Street
         Miami, FL  33169


         (1)      Except as otherwise indicated, each person has sole voting and
                  investment power as to the listed shares.

         (2)      With respect to Mr. Napolitano's shares, see Note (1) to the
                  preceding table.


ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS


         The Company has entered into a brokerage agreement with Napolitano
Realty Corporation ("NRC") with respect to the lease of the Company's building.
The President of NRC is the son of Mr. Angelo Napolitano, the Company's
President and Chairman of the Board. The agreement provides for a 6% commission
to be paid to NRC on sales or lease proceeds received by the Company. No
commissions were paid under this agreement for the 2003 fiscal year.


                                       14
PART IV

ITEM 13. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 10-KSB

         (a)      Financial Statements

                  Report of Independent Certified Public

                  Accountants

                  Balance Sheets As of April 30, 2003
                  and 2002

                  Statements of Operations and (Deficit) for
                  Years ended April 30, 2003 and 2002

                  Statements of Changes in Shareholders (Deficiency)
                  for Years ended April 30, 2003 and 2002

                  Statements of Cash Flows for Years ended
                  April 30, 2003 and 2002

                  Notes to Financial Statements


         (b)      All schedules have been omitted because they are inapplicable,  not required or the information is included elsewhere
                  in the financial statements or notes thereto.

         (c)      Exhibits

                  3.1      Articles of Incorporation                                 (Note 1)
                  3.2      Articles of Amendment                                     (Note 2)
                  3.3      By-laws  (Note 1)
                  3.4      Amendment to By-laws -- Indemnification                   (Note 1)
                  3.5      Amendment to By-laws --Control Share Acquisitions         (Note 3)
                  10.1     Indemnification Agreement with Directors                  (Note 4)
                  10.2     Amended, Restated and Consolidated
                               Promissory Note dated October 13, 1999
                               made by Miller Industries, Inc. in favor of
                               City National Bank of Florida                         (Note 5)
                  31.1     Certification of Chief Executive Officer and Chief
                               Financial Officer pursuant to Rule 13a-14(a)
                  32.1     Certification of Chief Executive Officer
                               and Chief Financial Officer pursuant to
                               18 U.S.C. Section 1350, as adopted by
                               Section 906 of Sarbanes-Oxley Act of 2002


              Note 1.      Incorporated by reference from the Form 10-K filed
                           with the Commission for the year ended April 30,
                           1981.
              Note 2.      Incorporated by reference from Form 10-K filed with
                           the Commission for the year ended April 30, 1985.
              Note 3.      Incorporated by reference from the Form 10-K filed
                           with the Commission for the year ended April 30,
                           1993.
              Note 4.      Incorporated by reference from the Form 10-K filed
                           with the Commission for the year ended April 30,
                           1990.
              Note 5.      Incorporated by reference from the Form 10-K filed
                           with the Commission for the fiscal year ended April
                           30, 1999.

                (d)      Reports on Form 8-K

                           There were no reports on Form 8-K for the three
months ended April 30, 2003.


                                       15
SIGNATURES

         In accordance with Section 13 or 15(d) of the Exchange Act, the
registrant caused this report to be signed on its behalf by the undersigned,
thereto duly authorized on the 30th day of September, 2003.


                                                        MILLER INDUSTRIES, INC.

                                                        /s/  Angelo Napolitano
                                                        ------------------------

                                                        By:  Angelo Napolitano, President
                                                             And Chief Executive Officer


         In accordance with the Exchange Act, this report has been signed below
by the following persons on behalf of the registrant and in the capacities
indicated on the 30th day of September, 2003.


Signature                                                    Title

  /s/ Angelo Napolitano                                      President, Chief Executive
-------------------------------------
      Angelo Napolitano                                      Officer, and Director
                                                             (Principal Executive Officer)
                                                             (Principal Financial Officer)
                                                             (Principal Accounting Officer)


                                       16
INDEPENDENT AUDITOR'S REPORT



Shareholders and Board of Directors
Miller Industries, Inc.
Miami, Florida


         I have audited the accompanying balance sheet of Miller Industries,
Inc. as of April 30, 2003 and 2002, and the related statements of operations,
shareholders' deficiency, and cash flows for each of the two years in the period
ended April 30, 2003. These financial statements are the responsibility of the
Company's management. My responsibility is to express an opinion on these
financial statements based on my audit.

         I conducted my audit in accordance with auditing standards generally
accepted in the United States of America. Those standards require that I plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. I believe that my audit provides a reasonable
basis for my opinion.

         In my opinion, the financial statements referred to above present
fairly, in all material respects, the financial position of Miller Industries,
Inc. as of April 30, 2003 and 2002 and the results of its operations and its
cash flows for each of the two years in the period ended April 30, 2003, in
conformity with accounting principles generally accepted in the United States of
America.


                                                           /s/  Larry Wolfe
                                                           ---------------------
                                                                LARRY WOLFE
                                                                Certified Public Accountant
Miami, Florida
June 20, 2003



                                       F-1
MILLER INDUSTRIES, INC.
                                  BALANCE SHEET
                             APRIL 30, 2003 AND 2002

                                     ASSETS

      Investment Property:                                   2003        2002
                                                          ----------  ----------
              Land                                        $ 161,443   $ 161,443
              Building and Improvements                   1,024,702   1,022,462
              Machinery and Equipment                        11,106      11,106
              Furniture and Fixtures                         10,251      10,251
                                                          ----------  ----------
                  Total Cost                             $1,207,502  $1,205,262
              Less: Accumulated Depreciation                774,232     762,392
                                                          ----------  ----------
                  Net Book Value                          $ 433,270   $ 442,870
                                                          ----------  ----------

      Other Assets:

              Cash                                        $ 759,526   $ 708,531
              Prepaid Expenses and Other Assets              16,125      12,780
              Deferred Lease Incentive (Net of Accumulated
                  Amortization of $19,175 in 2003 and
                  $13,696 in 2002)                            8,217      13,696
              Loan Costs, Less Accumulated Amortization
                  of $9,221 and
              $6,587 in 2003 and 2002, respectively          17,127      19,761
              Deferred Tax Assets                                -           -
                                                          ----------  ----------
                  Total Other Assets                      $ 800,995   $ 754,768
                                                          ----------  ----------
                  TOTAL ASSETS                          $ 1,234,265 $ 1,197,638
                                                          ----------  ----------

                    LIABILITIES AND SHAREHOLDERS' DEFICIENCY

      Liabilities:
              Mortgages and Notes Payable               $ 1,699,987 $ 1,742,756
              Accounts Payable and Accrued Expenses         312,301     321,497
              Tenant Security Deposits and Other             27,472      77,642
                                                          ----------  ----------
                  Total Liabilities                     $ 2,039,760 $ 2,141,895
                                                          ----------  ----------

      Shareholders' Deficiency:

              Common Stock, $.05 par, 5,000,000
              shares authorized, 2,982,662 shares
              issued and outstanding                    $  149,133  $  149,133
              Paid-in capital                            1,126,507   1,126,507
              Deficit                                   (2,081,135) (2,219,897)
                                                          ----------  ----------
                  Total Shareholders' Deficiency       $ (805,495)  $ (944,257)
                                                          ----------  ----------
                  Total Liabilities and Shareholders'
                     Deficiency                       $ 1,234,265  $ 1,197,638
                                                          ----------  ----------

See accompanying notes to Financial Statements.


                                       F-2
MILLER INDUSTRIES, INC.
                             STATEMENT OF OPERATIONS
                       YEARS ENDED APRIL 30, 2003 AND 2002


                                                           Years Ended
                                                             April 30,

                                                      2003               2002
                                                   ----------         ----------
      Revenues:
              Rental Income                        $ 363,250          $ 417,209
              Hardware Sales (Net)                    19,220             16,007
              Other Income                             9,035             20,563
                                                  ----------          ----------
                       Total Revenue               $ 391,505          $ 453,779
                                                  ----------          ----------
      Expenses:
              Rental Expense (Except Interest)   $  120,236          $  113,579
              Cost of Hardware Sales                  9,952               7,383
              Administrative                         43,674              37,011
              Interest                               78,881             120,206
                                                 ----------           ----------
                    Total Expenses                $ 252,743           $ 278,179
                                                 ----------           ----------
                    Income Before Tax Provision   $ 138,762           $ 175,600
                                                 ----------           ----------
      Provision for Income Tax:
              Federal Income Tax                 $  34,498            $  48,075
              State Income Tax                       7,357                9,383
                                                 ----------           ----------
              Provision for Income Tax Before
                Realization of Prior Years'
                Tax Benefit                     $  41,855             $  57,458

              Tax Benefits on Net Operating
                Loss Carryforward                 (41,855)              (57,458)

                    Total Provision for Income
                     Tax (Net of Tax Benefits)  $      -              $      -
                                                 ----------           ----------
                       Net Income               $ 138,762             $ 175,600
                                                 ----------           ----------
      Income per Common Share                     $   .05               $   .06
                                                 ----------           ----------
      Average Shares of Common Stock
       Outstanding                              2,982,662             2,982,662
                                                 ----------           ----------

See Accompanying Notes to Financial Statements.



                                       F-3
MILLER INDUSTRIES, INC.
                             STATEMENT OF CASH FLOWS
                       YEARS ENDED APRIL 30, 2003 AND 2002


                                                             Years Ended
                                                              April 31,
                                                        2003             2002
                                                     ----------       ----------
      Cash Flows From Operating Activities:
              Net Income                             $ 138,762        $ 175,600
      Adjustments to Reconcile Net Income to Net Cash
              Provided by (used for) Operating
              Activities:
               Depreciation                            11,840            11,739
               Amortization                             8,113             8,113

      Changes in Operating Assets and Liabilities:
              (Increase) Decrease in Inventory             -              2,627
              (Increase) Decrease in Prepaid
              Expenses and Other                       (3,345)             (358)
              Increase (Decrease) in Accounts
              Payable and Accruals                     (9,196)          (20,813)
              Increase (Decrease) in Tenant
              Security Deposits                       (59,611)            1,950
                                                     ----------       ----------
         Net Cash Provided by Operating Activities   $ 96,004         $ 178,858
                                                     ----------       ----------
      Cash Flows From Investing Activities:
         Acquisition of Property and Equipment       $ (2,240)         $ (3,526)

         Net Cash (used by) Investing Activities     $ (2,240)         $ (3,526)
                                                     ----------       ----------
      Cash Flows From Financing Activities:
         Principal Payments Under Borrowings        $ (59,611)        $ (49,879)
         Proceeds from Borrowings                      16,842            19,351
                                                     ----------       ----------
              Net Cash Provided by (used by)
              Financing Activities                  $ (42,769)        $ (30,528)
                                                     ----------       ----------
              Net Increase in Cash and Cash
              Equivalents                            $ 50,995         $ 144,804


      Cash and Cash Equivalents at the Beginning
      of Year                                         708,531           563,727
                                                     ----------       ----------
      Cash and Cash Equivalents at the End of Year  $ 759,526         $ 708,531
                                                     ----------       ----------
      Additional Cash Flow Information:
         Cash Payments during the Year
         Interest                                    $ 79,580         $ 123,374
                                                     ----------       ----------
         Income Taxes                                $     -          $      -
                                                     ----------       ----------

See Accompanying Notes to Financial Statements.


                                       F-4
MILLER INDUSTRIES, INC.
                      STATEMENT OF SHAREHOLDERS' DEFICIENCY
                       YEARS ENDED APRIL 30, 2003 AND 2002


                                                     Common Stock
                                                                                  Additional
                                          Shares Issued           Amount        Paid-In Capital      (Deficit)

--------------------------------------  ------------------  -----------------  ----------------  -----------------
Balance at April 30, 2001                        2,982,662           $149,133        $1,126,507       $(2,395,497)
--------------------------------------  ------------------  -----------------  ----------------  -----------------
Net Income - 2002                                       -                  -                 -            175,600
--------------------------------------  ------------------  -----------------  ----------------  -----------------
Balance at April 30, 2002                        2,982,662           $149,133        $1,126,507       $(2,219,897)
--------------------------------------  ------------------  -----------------  ----------------  -----------------
Net Income - 2003                                       -                  -                 -            138,762
--------------------------------------  ------------------  -----------------  ----------------  -----------------
Balance at April 30, 2003                        2,982,662           $149,133        $1,126,507       $(2,081,135)
------------------------------------------------------------------------------------------------------------------









See Accompanying Notes to Financial Statements.


                                       F-5
MILLER INDUSTRIES, INC.
                          NOTES TO FINANCIAL STATEMENTS
                             APRIL 30, 2003 AND 2002

NOTE A - Summary of Significant Accounting Policies


1.       Nature of Business -

         Since August 1991, Miller Industries, Inc., a Florida  corporation, has
         been engaged in the ownership and  management of a building containing
         98,000 square feet of offices and warehouse located in Miami, Florida.
         During August 1991, the Company discontinued its operations of
         manufacturing of aluminum windows and doors pursuant to a plan of
         reorganization.

2.       Inventories -

         Inventories are valued at the lower of cost or market, with cost
         generally determined on a first-in, first-out basis and market based
         upon the lower of replacement cost or realizable value.  Inventories
         consisted of the following amounts:

                                            2003             2002
              ----------------------- ---------------  ----------------
              Finished Hardware               $ -0-             $ -0-

3.       Investment Property -

         Investment property is carried at cost. The Company calculates
         depreciation under the straight-line method at annual rates based upon
         the estimated service lives of each type of asset.  These service lives
         are generally as follows:

                 -------------------------- ---------------------
                 Building and Improvements       10 to 30 years
                 -------------------------  ---------------------
                 Machinery and Equipment                7 years
                 -------------------------  ---------------------
                 Furniture and Fixtures                 7 years

         Real property and equipment, with an original cost of approximately
         $720,000, have been fully depreciated at April 30, 2003.

4.       Intangibles -

         Deferred lease incentive and loan costs are carried at cost. The
         Company amortizes these assets on a straight line basis up to 10 years.

                                      F-6

5.       Income Taxes -

         The Company adopted Statement of Financial Accounting Standards No.
         109, "Accounting for Income Taxes". Under SFAS 109, deferred tax assets
         and liabilities are determined based on differences between the
         financial reporting and tax basis of assets and liabilities and are
         measured by applying enacted tax rates and laws to taxable years in
         which such differences are expected to reverse.

6.       Income Per Share -

         Income (loss) per share is computed based upon the weighted average
         number of common shares outstanding during each year.

7.       Cash -

         The Company considers all short-term investments with an original
         maturity of three months or less to be cash equivalents.

8.       Financial Instruments -

         The carrying amounts of cash and cash equivalents, other assets,
         accounts payable, and debt approximate fair value.

9.       Concentrations of Credit Risk -

         The Company is subject to credit risk arising from the concentration of
         its temporary cash investments. Most of the Company's temporary cash
         investments are concentrated with a single financial institution.

         The balances are insured by the Federal Deposit Insurance Corporation
         up to $100,000. At April 30, 2003, the Company's uninsured cash
         balances approximated $650,000.

10.      Revenue Recognition -

         The Company recognizes rental income as it becomes receivable in
         accordance with the provisions of the underlying lease. The Company
         recognizes hardware sales upon shipment of goods to customers.

11.      Environmental Cleanup Matters -

         The Company expenses environmental expenditures related to existing
         conditions resulting from past or current operations and from which no
         current or future benefit is discernable. The Company determines its
         liability on a site-by-site basis and records a liability at the time
         when it is probable and can be reasonably estimated.

                                      F-7
12.      Use of Estimates -

         The preparation of financial statements in conformity with generally
         accepted accounting principles requires management to make estimates
         and assumptions that affect the amounts reported in the financial
         statements and accompanying notes. Actual results could differ from
         those estimates. The most significant estimates included in the
         preparation of the financial statements are related to income taxes,
         asset lives, and inventory valuation.

13.      Comprehensive Income -

         In June 1997, the Financial Accounting Standards Board issued Statement
         of Financial Accounting Standards No. 130 "Reporting Comprehensive
         Income", which is effective or fiscal years beginning after December
         15, 1997. SFAS No. 130 establishes standards for the reporting and
         display of comprehensive income and its components in a full set of
         general purpose financial statements which requires the Company to (i)
         classify items of other comprehensive income by their nature in a
         financial statement and (ii) display the accumulated balance of other
         comprehensive income separately from retained earnings and additional
         paid-in-capital in the equity section of the balance sheet. The
         adoption of this standard does not have an effect on the Company's
         reported net earnings for fiscal 2003 and 2002 as there is no
         additional comprehensive income under the statement.

14.      Impairment of Long-Lived Assets -

         In August 2001, the Financial Accounting Standards Board ("FASB")
         approved SFAS No. 144 "Accounting for the Impairment or Disposal of
         Long-Lived Assets". SFAS No. 144 replaces SFAS No. 121 "Accounting for
         the Impairment of Long-Lived Assets and for Long-Lived Assets to be
         Disposed of". The Company adopted SFAS No. 144 on May 1, 2002 as
         required, and the statement is not expected to have a material impact
         on the Company's results of operations or financial position. Under
         SFAS No. 144, the Company must consider whether indicators of
         impairment of long-lived assets are present, determine whether the sum
         of the estimated undiscounted future cash flows attributable to the
         assets in question is less than their carrying amounts, and to
         recognize an impairment loss based on the excess of the carrying
         amounts of the assets over their respective fair values. The respective
         fair values of the Company's long-lived assets exceed their carrying
         amounts at April 30, 2003 based on a quoted market price.

15.      Segments -

         The Company adopted SFAS No. 131, Disclosures About Segments of an
         Enterprise and Related Information ("SFAS 131"). SFAS 131 superseded
         SFAS No. 14, Financial Reporting for Segments of a Business Enterprise.
         SFAS 131 establishes standards for the way that public business
         enterprises report information about operating segments in annual
         financial statements and requires that those enterprises report
         selected information about operating segments in interim financial
         reports. SFAS 131 also establishes standards for related disclosures
         about products and services, geographic areas, and major customers. The
         adoption of SFAS 131 did not affect results of operations or financial
         position.

                                      F-8
16.      Costs of Computer Software -

         In March 1998, the American Institute of Certified Public Accountants
         issued Statement of Position 98-1, Accounting for the Costs of Computer
         Software Developed or Obtained for Internal Use ("SOP 98-1"). SOP 98-1
         provides authoritative guidance on when internal-use software costs
         should be capitalized and when these costs should be expenses as
         incurred.

         Effective May 1, 2000, the Company adopted SOP 98-1, however, the
         Company has not incurred costs to date which would require evaluation
         in accordance with the SOP.

17.      Start-Up and Organization Costs -

         Start-up and organization costs are accounted for under the provisions
         of the American Institute of Certified Public Accountants' Statement of
         Position (SOP) 98-5, "Reporting on the Costs of Start-up Activities".
         Adopted by the Company at its inception, SOP 98-5 provides guidance on
         the financial reporting of start-up and organization costs and requires
         such costs to be expensed as incurred. The Company's adoption of SOP
         98-5 will not have a significant effect on its financial position or
         results of operation.

18.      Derivative Instruments -

         In June 1998, the Financial Accounting Standards Board issued SFAS No.
         133, Accounting for Derivative Instruments and Hedging Activities
         ("SFAS 133"), which is required to be adopted in years beginning after
         June 15, 2000. SFAS 133 will require the Company to recognize all
         derivatives on the balance sheet at fair value. Derivatives that are
         not hedges must be adjusted to fair value through income. If the
         derivative is a hedge, depending on the nature of the hedge, changes in
         the fair value of derivatives will either be offset against the change
         in fair value of hedged assets, liabilities, or firm commitments
         through earnings or recognized in other comprehensive income until the
         hedged item is recognized in earnings. The ineffective portion of a
         derivative's change in fair value will be immediately recognized in
         earnings. The Company has determined that the adoption of SFAS 133 is
         not expected to have a significant effect on its financial position or
         results of operations.

19.      Stock-Based Compensation -

         The Company adopted Statement of Financial Accounting Standard No. 123
         (FAS 123), Accounting for Stock-Based Compensation beginning with the
         Company's existence. Upon adoption of FAS 123, the Company continued to
         measure compensation expense for its stock-based employee compensation
         plans using the intrinsic value method prescribed by APB No. 25,
         Accounting for Stock Issued to Employees. The Company did not pay any
         stock-based compensation during the period presented.

                                      F-9
20.      Pensions and Other Post-Retirement Benefits -

         Effective January 3, 2001, the Company adopted the provisions of SFAS
         No. 132, Employers' Disclosures about Pensions and other
         Post-Retirement Benefits ("SFAS 132"). SFAS 132 supersedes the
         disclosure requirements in SFAS No. 87, Employers' Accounting for
         Pensions, and SFAS No. 106, Employers' Accounting for Post-Retirement
         Benefits Other Than Pensions. The overall objective of SFAS 132 is to
         improve and standardize disclosures about pensions and other
         post-retirement benefits and to make the required information more
         understandable. The adoption of SFAS 132 did not affect results of
         operations or financial position.

         The Company has not initiated benefit plans to date which would require
         disclosure under the statement.

21.      Advertising Costs -

         Advertising costs generally will be charged to operations in the year
         incurred. The Company has not incurred any advertising costs for fiscal
         2003 and 2002.

22.      Business Concentrations -

         Rental income of the Company's office and warehouse building is subject
         to the economic conditions of the industrial real estate market place.
         Changes in this industry may significantly affect management's
         estimates and the Company's performance. (See Note D.)

23.      Gains and Losses from Extinguishment of Debt -

         In May 2002, the FASB issued Statement of Financial Accounting
         Standards No. 145 "Reporting Gains and Losses from Extinguishment of
         Debt", which rescinded SFAS No. 4, No. 44 and No. 64 and amended SFAS
         No. 13. The new standard addresses the income statement classification
         of gains or losses from the extinguishment of debt and criteria for
         classification as extraordinary items. The new standard became
         effective for fiscal years beginning after May 15, 2002. The Company
         adopted this pronouncement on May 1, 2003. The adoption of this
         pronouncement is not expected to have a material impact on the
         Company's results of operations or financial position.

24.      Guarantor's Accounting -

         In November 2002 the FASB issued FASB Interpretation No. 45,
         "Guarantor's Accounting and Disclosure Requirements for Guarantees,
         Including Indirect Guarantees of Indebtedness of Others". FIN 45
         requires certain guarantees to be recorded at fair value, instead of
         recording a liability only when a loss is probable and reasonably
         estimable, as those terms are defined in FASB Statement No. 5
         Accounting for Contingencies. FIN 45 also requires a guarantor to make
         significant new disclosures, even when the likelihood of making any
         payments under the guarantee is remote. The disclosure requirements of
         FIN 45 are effective for financial statements of interim or annual
         periods ending after December 15, 2002. The Company adopted the
         disclosure provisions of FIN 45 effective December 31, 2002 and its
         adoption is not expected to have a material impact on the Company's
         results of operations or financial position.


                                      F-10
25.      Consolidation of Variable Interest Entities -

         In January 2003, the FASB issued Interpretation No. 46, "Consolidation
         of Variable Interest Entities". FIN 46 clarifies the application of
         existing accounting pronouncements to certain entities in which equity
         investors do not have the characteristics of a controlling financial
         interest or do not have sufficient equity at risk for the entity to
         finance its activities without additional subordinated financial
         support from other parties. The provisions of FIN 46 will be
         immediately effective for all variable interests in variable interest
         entities created after January 31, 2003, and the Company will need to
         apply its provisions to any existing variable interests in variable
         interest entities by no later than December 31, 2004. The Company does
         not believe that FIN 46 will have a significant impact on the Company's
         financial statements.

NOTE B - Mortgage and Notes Payable


         Principal balances outstanding and details of notes payable are
         summarized as follows:
                                                                                     2003           2002
                                                                                --------------- -------------
      1.       Mortgage Payable -

               4 1/4% (prime less 1⁄2%) note payable, collateralized by mortgage
               on land and building, improvements, personal property, collateral
               assignment of all rents and leases, along with the personal
               guaranty of the Company's Chairman of the Board to 50% of all
               sums due under the loan.  In addition, the guarantor shall
               indemnify lendor from any and all liability which may result from
               the environmental condition of the property.  The note is payable
               in monthly installments of $9,992 (including interest) with a
               final payment of approximately $1,328,000 due October 2009.          $1,688,079   $1,732,982
                                                                                --------------- -------------
      2.       Insurance Premium Note Payable -

               8.1% insurance premium financing, payable in monthly installments
               of $1,747 (including interest) through November 2003                     11,908        9,774

                                                                                --------------- -------------
               Total Notes Payable                                                  $1,699,987    $1,742,756
                                                                                --------------- -------------

                                      F-11


         Payments of principal required on the foregoing debt are as follows :

                     Fiscal Year Ending
                     ------------------------- --------------------
                     2004                          $ 61,019
                     ------------------------- --------------------
                     2005                            51,239
                     ------------------------- --------------------
                     2006                            53,460
                     ------------------------- --------------------
                     2007                            55,776
                     ------------------------- --------------------
                     2008                            58,194
                     ------------------------- --------------------
                     Thereafter                   1,420,299
                     ------------------------- --------------------
                     Total                       $1,699,987

         Land, buildings and improvements, and insurance policies with an
         approximate cost of $1,212,000 and an approximate net book value of
         $499,000 are pledged as collateral for these obligations.

NOTE C - Income Taxes

         The provision for income taxes consists of the following:


                                                     2003             2002
                                               ---------------- ----------------
       Current                                         $41,893          $58,361
                                               ---------------- ----------------
       Deferred                                            (38)            (903)
       Tax Benefit of Net Operating
            Loss Carryforward                          (41,855)         (57,458)
                                               ---------------- ----------------
                Total                                    $  -             $  -
                                               ================ ================

                                      F-12


         Deferred income taxes arise primarily due to temporary differences in
         recognizing certain revenues and expenses for tax purposes, the
         required use of extended lives for calculation of depreciation for tax
         purposes, and the expected use of tax loss carryforwards in future
         periods. The components of the net deferred tax asset at April 30, 2003
         and 2002 are as follows:


                                                            2003          2002
                                                       ------------- -----------
                Properties and equipment principally
                    due to depreciation                  $ 55,899      $ 55,866

                Net operating loss carryforwards          810,299       862,507
                                                       ------------- -----------
                   Total gross deferred tax assets      $ 866,198     $ 918,373

                Less: valuation allowance                (866,198)     (918,373)
                                                       ------------- -----------
                   Net deferred tax assets              $      -      $      -
                                                       ------------- -----------

         A valuation allowance is provided to reduce the deferred tax assets to
a level which, more likely than not, will be realized. The net deferred assets
reflect management's assessment of the amount which will be realized from future
taxable earnings or alternative tax strategies. The valuation allowance was
decreased by approximately $52,000 for 2003.

         At April 30, 2003, the Company had approximately $2,155,000 of federal
and state net operating loss carryforwards available to offset future taxable
income. The state loss carryforwards are available indefinitely. The federal net
operating loss carryforwards will expire as follows:




                         2006                           $ 461,000
                         ----------------------  ------------------
                         2007                           1,083,000
                         ----------------------  ------------------
                         2008                             205,000
                         ----------------------  ------------------
                         2009                             132,000
                         ----------------------  ------------------
                         2011                             100,000
                         ----------------------  ------------------
                         2012                              68,000
                         ----------------------  ------------------
                         2013                             105,800
                         ----------------------  ------------------
                         2019                                 200
                         ----------------------  ------------------
                                TOTAL                  $2,155,000

         At April 30, 2003, the Company had alternative minimum tax credit
carryforwards of approximately $3,500 which may be carried forward indefinitely.


                                      F-13


         Total Federal tax expense for years ended April 30, 2003 and 2002
differed from the amount computed by applying the U.S. federal income tax rate
of 34% to income (loss) from continuing operations before income tax for the
following reasons:



                                                                       2003                            2002
                                                          ------------------------------- ------------------------------
                                                                            Percent of                      Percent of
                                                               Amount     Pre-Tax Income       Amount     Pre-Tax Income
                                                          --------------- --------------  --------------- --------------
      Income before provision for income taxes                $138,762           100%         $175,600            100%
                                                          --------------- --------------  --------------- --------------
      Computed expected tax expense                            $47,179            34%          $59,704             34%

      Federal Tax (benefit) of State Income Tax                 (2,501)           (2)           (3,190)            (2)

      Sur Tax Exemption                                        (10,180)           (7)           (8,439)            (5)
                                                          --------------- --------------  --------------- --------------
      Federal Tax Before Tax Benefits                          $34,498            25%          $48,075             27%

      Tax Benefits of Net Operating
              Loss Carryforwards                               (34,498)          (25%)         (48,075)           (27%)

      Actual Federal Tax                                    $       -             - %         $     -              - %
                                                          =============== ==============  =============== ==============
NOTE D - Rental Income

         The Company leased offices and warehouse space for distribution during
fiscal 2003 to three unrelated third parties under leases that expire in fiscal
2003, 2004, and 2005. Rental income approximated $363,000 and $417,000 for
fiscal 2003 and 2002, respectively. Rental income from three of the Company's
tenants amounted to 98% and 100% of total rental income in 2003 and 2002,
respectively.

         On August 9, 2002, one of the Company's tenants ceased operations when
the tenant's secured lender seized the tenant's assets. Rental income that was
terminated as of August 9, 2002 approximated $7,500 per month, or $90,000 per
year.

         On January 31, 2003, the lease of one of the Company's tenants expired
and the tenant vacated the premises. Rental income that was terminated as of
January 31, 2003 approximated $15,000 per month, or $180,000 per year.

         Future minimum rental income under non-cancelable leases, excluding
cost of living adjustments are as follows:



                          2004               $150,000
                                             --------


                                      F-14
NOTE E - Rental Expenses (Except for Interest)



            Rental expenses consisted of:
                                                              2003               2002
            ------------------------------------------  ----------------  -----------------
            Depreciation and Amortization                       $19,953            $19,852
            ------------------------------------------  ----------------  -----------------
            Insurance                                            17,931             16,562
            ------------------------------------------  ----------------  -----------------
            Management Fees                                      36,000             36,000
            ------------------------------------------  ----------------  -----------------
            Outside Services                                      1,831              2,873
            ------------------------------------------  ----------------  -----------------
            Repairs and Maintenance                               5,579              2,476
            ------------------------------------------  ----------------  -----------------
            Utilities                                             6,122              8,799
            ------------------------------------------  ----------------  -----------------
            Taxes                                                32,820             27,017
            ------------------------------------------  ----------------  -----------------
                     Totals                                    $ 20,236          $ 113,579
            ------------------------------------------  ----------------  -----------------

NOTE F - Administrative Expenses

                Administrative expenses consisted of
                                                                   2003              2002
                ------------------------------------------  ----------------  -----------------
                Accounting and Legal                                $23,994            $18,975
                ------------------------------------------  ----------------  -----------------
                Contract Labor                                          117                241
                ------------------------------------------  ----------------  -----------------
                Office Supplies/Postage/Other                         2,787              2,544
                ------------------------------------------  ----------------  -----------------
                Stockholders' Expenses                               12,684             11,435
                ------------------------------------------  ----------------  -----------------
                Telephone                                             4,092              3,816
                ------------------------------------------  ----------------  -----------------
                         Totals                                    $ 43,674           $ 37,011
                ------------------------------------------  ----------------  -----------------

NOTE G - Related Party Transactions

1.       Management fees in the amount of $36,000 per year were incurred by the
         Company for 2003 and 2002 to Harnap Corp., which is controlled by the
         Chairman of the Board of Miller Industries, Inc. Included in accounts
         payable is approximately $245,000 for 2003 and 2002 owed to Harnap
         Corp. Harnap Corp. received repair expense reimbursements of
         approximately $1,600 during fiscal 2003.


                                      F-15
NOTE H - Commitments, Contingencies, Subsequent Events and Other Matters
            Environmental Matters -

         The Company's past operations include activities which are subject to
         federal and state environmental regulations.

         The Company has been identified as a potentially responsible party
         ("PRP"), along with others, in remedial activities related to two (2)
         sites -- the Seaboard Chemical Company site located in Jamestown, North
         Carolina and the Gold Coast Oil site located in Miami, Florida.

         Although environmental laws technically impose joint and several
         liability upon each PRP at each site, the extent of the Company's
         required financial contribution to the clean up of these sites is
         expected to be limited based upon the number and financial strength of
         the other named PRPs and the volume and types of waste involved which
         might be attributable to the Company.

         The Company at both sites joined settlement groups with other
         responsible parties to avoid extensive litigation and remedial costs.

         The Seaboard Chemical site settlement group at November 1, 2001 was
         composed of 393 PRPs which produced 13,884,126 estimated gallons of
         waste, of which 6,990 gallons of waste (.05%) is attributable to Miller
         Industries, Inc. The settlement group at this site has allocated the
         costs of remedial activities among the PRPs using the volumetric
         method. That is, based upon the ratio that the number of gallons of
         waste estimated to have been contributed to the site by the Company
         bears to the total number of gallons of waste estimated to have been
         disposed at this site by all of the PRPs. To date, the Company has
         incurred approximately $1,200 in costs with respect to this site.
         However, the Company is unable to determine what its total costs might
         be, and no accruals have been made for future clean-up liability at
         this site.

         In 1988, the Gold Coast Oil site settlement group negotiated a
         settlement between the EPA and 15 PRPs including the Company which
         resulted in a consent order in settlement of the EPA claim. The 15 PRPs
         subsequently negotiated a settlement among themselves to raise the
         funds necessary to perform specified clean-up activities. Total costs
         incurred through May 6, 1992 approximated $1,787,000 of which $50,000
         (3%) was attributable to the Company. The Company's insurance carrier
         at the time of the alleged violations agreed to reimburse the Company
         $45,000 in return for a release from any future additional claims. In
         1993, the settlement group determined that additional funds would be
         necessary to complete the specified clean-up of the site. The Company's
         share of the additional required funds amounted to $10,000 which is
         included in accrued expenses in the accompanying balance sheets.


                                      F-16`