8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC  20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) December 7, 2006

FLEETWOOD ENTERPRISES, INC.

(Exact Name of Registrant as specified in its charter)

Delaware	1-7699	95-1948322
(State or other  jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

3125 Myers Street, Riverside, California    92503-5527

(Address of principal executive offices)

Registrant’s telephone number, including area code    (951) 351-3500

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

INFORMATION INCLUDED IN THIS REPORT

 Item 2.02. Results of Operations and Financial Condition.

On December 7, 2006, Fleetwood Enterprises, Inc. (the “Company”) issued a news release reporting results of the Company for its second quarter ended October 29, 2006.  A copy of the news release is attached to this Current Report as Exhibit 99.1.

On December 7, 2006, the Company will hold an investor conference call to disclose financial results for the second quarter ended October 29, 2006.  The Supplemental Information for this conference call is attached and incorporated by reference herein as Exhibit 99.2.  All information in the Supplemental Information package is presented as of the date or for the period specified therein, and the Company does not assume any obligation to correct or update said information in the future.

The information in this Current Report on Form 8-K, including the exhibits included herewith, is furnished pursuant to Item 2.02 and shall not be deemed to be filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section.

 Item 9.01.Financial Statements and Exhibits.

(d)           Exhibits:

99.1	News release of Fleetwood Enterprises, Inc. dated December 7, 2006.
99.2	Supplemental Information (unaudited) prepared for use in connection with the financial results for the second quarter ended October 29, 2006.

2

SIGNATURE

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

	FLEETWOOD ENTERPRISES, INC.
Date:  December 7, 2006
	By	/s/ Boyd R. Plowman
		Boyd R. Plowman
		Executive Vice President,
		Chief Financial Officer

3

Index to Exhibits

99.1	News release of Fleetwood Enterprises, Inc. dated December 7, 2006.
99.2	Supplemental Information prepared for use in connection with the financial results for the second quarter ended October 29, 2006.

4

EX-99.1

Exhibit 99.1

FLEETWOOD REPORTS SECOND QUARTER FISCAL 2007 RESULTS

Riverside, Calif., December 7, 2006 — Fleetwood Enterprises, Inc. (NYSE:FLE), one of the nation’s leading producers of recreational vehicles and manufactured housing, announced today its results for the second quarter and first half of fiscal 2007 ended October 29, 2006.

Consolidated revenues for the quarter were $526.6 million, down 16.4 percent from $629.5 million in last year’s second quarter. The Company incurred a net loss from continuing operations of $19.8 million in the current quarter or $0.31 per diluted share compared with net income from continuing operations of $3.8 million or $0.07 per diluted share in the prior year. The current year results included $2.6 million in restructuring costs, primarily severance. Including discontinued operations, the net loss totaled $20.4 million or $0.32 per diluted share compared with a net loss in the second quarter of fiscal 2006 of $1.9 million or $0.03 per diluted share.

“Approximately $60 million of the sales decline reflected an atypical comparison with the prior year, when we provided emergency living units from both the Housing Group and the travel trailer division for disaster relief in the Gulf Coast area,” said Elden L. Smith, Fleetwood’s president and chief executive officer. “The current year financial performance also was impacted by sluggish motor home sales and an unusually slow quarter for manufactured housing. We have continued to pursue cost cutting and capacity consolidation initiatives, and by the end of our third quarter will be better positioned for current market conditions. In addition, we believe that our embedded operating leverage means any upturn in our industries will result in significant financial improvement in our operations.”

For the first six months of fiscal 2007, consolidated revenues declined 15.2 percent to $1.06 billion from $1.25 billion for the first half of fiscal 2006. RV Group sales were down 9.9 percent while Housing Group sales fell 31.8 percent. The loss from continuing operations for the first six months of fiscal 2007 was $19.1 million compared with $13.6 million in last year’s comparable period. The net loss for the first half of fiscal 2007 was $20.8 million or $0.33 per diluted share compared with a net loss of $31.5 million or $0.56 per diluted share last year.

Housing Group Results

The Housing Group generated operating income of $1.4 million for the second quarter of fiscal 2007 on revenues of $147.0 million, down from $14.2 million on revenues of $225.0 million for the same quarter of the prior year. Last year’s second quarter included revenues of approximately $30 million from the sale of homes for disaster relief with no similar sales in the current year.

For the first half of the current fiscal year, the Housing Group earned $3.5 million in operating income on revenues of $292.6 million, compared with $19.2 million on $429.3 million in revenues for the first six months of last year.

“Operating results continue to be affected by the weak manufactured housing market,” Smith said. “Although the rebuilding effort in the Gulf Coast states continues to be slow, we expect that the volume of homes needed there will eventually provide a boost to modular and manufactured housing shipments. Due to a recent sharp slowdown in the Florida and California manufactured housing markets, we are reducing capacity by consolidating two neighboring plants into one facility in both south Georgia and southern California, and at the same time we are pursuing expansion of our modular operations. It appears that much of the business in the Gulf Coast area will be modular. We are well positioned to take advantage of this. We have eight plants in the surrounding area, some of which are already certified to build modular housing while

others could be converted. There is also excellent potential for additional modular business through military housing initiatives. We have successfully completed a second military project and we anticipate that these successes will lead to additional contracts.”

RV Group Results

The RV Group incurred an operating loss of $14.9 million for the quarter on revenues of $364.6 million, compared with an operating loss of $0.7 million on revenues of $393.5 million for the same quarter of the prior year. In the first six months of fiscal 2007, the Group reported an operating loss of $28.2 million on revenues of $735.8 million, versus an operating loss of $5.8 million on revenues of $816.7 million in the comparable period last year. Group operating results were impacted by a 7 percent decline in sales in the motor home division and a combination of significantly lower volume and more competitive pricing in the travel trailer division. Production efficiencies for travel trailers were negatively impacted by a more complex mix of products built in the quarter compared to the large number of emergency living units very efficiently produced last year.

The motor home division incurred an operating loss of $1.1 million in the second quarter, compared with operating income of $2.9 million in fiscal 2006, and the travel trailer division’s operating loss increased to $14.4 million from $3.8 million in the prior year period. Operating income for the folding trailer division improved to $0.6 million from $0.3 million.

“We are optimistic that if recent positive trends in fuel prices, interest rates, and consumer confidence extend into spring, motor home sales will recover next year. This is true particularly for Fleetwood, as we believe our product offering is now among the best in the industry,” Smith said. “Recently, the more affordable and fuel efficient motor home segments have been relatively strong, and we have not been adequately represented. We are adding products to address these categories, and will have lower-cost Class C units ready for the spring selling season. We will also introduce more fuel-efficient models and lower-cost Class A units mid-year. Overall travel trailer division sales were down 13 percent, but, excluding FEMA unit revenues of $30 million last year, sales of travel trailers to dealers actually increased by 17 percent this year. Our travel trailer retail market share has modestly improved in recent months after a lengthy period of decline, and our own dealer inventory statistics indicate that our shelf space at dealer lots has improved as well. The travel trailer division is undertaking a plant and product rationalization initiative that is intended to capitalize on this progress and generate greater production efficiencies by the fourth fiscal quarter. The folding trailer operation is responding well to our decentralized structure, and its sales, market share and operating income have been improving in recent quarters.

“Enthusiasm was apparent at last week’s national RV trade show in Louisville, Kentucky,” Smith continued. “Most of the dealers we spoke to seem to think that conditions are in place for a good selling season in 2007, particularly in motor homes. We don’t expect dealers to take on much additional inventory at this time of the year, especially given higher floorplan interest rates than in recent years. We do believe, however, that our products are positioned to perform well in the coming season. We were especially pleased with the reaction to our Class A motor homes, our new more affordably priced Class Cs and our lightweight travel trailers.”

Corporate Outlook

“We continue to make significant changes to improve Fleetwood’s operations, balance sheet and future financial results,” Smith said. “We believe our cost-cutting initiatives, combined with improvements in the way we develop, manufacture, and service our products, position us well for improved performance. While we are optimistic about the prospects in all of our businesses, the winter months are typically a very slow period for the RV and housing industries. This seasonality is aggravated by the current environment of discounting by competitors, especially in travel trailers and manufactured housing. Accordingly, we expect

operating results in the third quarter to be weaker than in the just completed quarter. Last year’s third quarter results were enhanced significantly by volume and efficiencies from the sale of a large number of emergency living units in both the Housing Group and the travel trailer division, so comparisons will not be meaningful. Looking into our fourth quarter and beyond, we believe that our ongoing corporate revitalization, continued focus on products and customers in both of our industries, improved travel trailer efficiencies, and excellent consumer demographics will enable us to post consistently better results.”

The Company will host a conference call at 10:30 a.m. PST/1:30 p.m. EST on Thursday, December 7, 2006. The call will be broadcast live over the Internet at www.streetevents.com, www.earnings.com, and the Company’s website, www.fleetwood.com under Company Information.

About Fleetwood

Fleetwood Enterprises, Inc., through its subsidiaries, is a leading producer of recreational vehicles and manufactured homes. This Fortune 1000 company, headquartered in Riverside, Calif., is dedicated to providing quality, innovative products that offer exceptional value to its customers. Fleetwood operates facilities strategically located throughout the nation, including recreational vehicle, manufactured housing and supply subsidiary plants. For more information, visit the Company’s website at www.fleetwood.com.

This press release contains certain forward-looking statements and information based on the beliefs of Fleetwood’s management as well as assumptions made by, and information currently available to, Fleetwood’s management. Such statements, including, but not limited to, the Company’s ability to post consistently better results, the potential for additional modular business, being optimistic about motor home sales next year, and the belief that Fleetwood’s RV products are positioned to perform well in the coming season, reflect the current views of Fleetwood with respect to future events and are subject to certain risks, uncertainties, and assumptions, including risk factors identified in Fleetwood’s 10-K and other SEC filings. These risks and uncertainties include, without limitation, the lack of assurance that the Company will regain sustainable profitability in the foreseeable future; the Company’s ability to comply with financial tests and covenants on existing debt obligations and to obtain future financing needed in order to execute its business strategies; the volatility of the Company’s stock price; the impact of ongoing weakness in the manufactured housing market and more recent weakness in the recreational vehicle market; the effect of global tensions, fuel prices, interest rates, and other factors on consumer confidence, which in turn may reduce demand for Fleetwood’s products; the availability and cost of wholesale and retail financing for both manufactured housing and recreational vehicles; repurchase agreements with floorplan lenders, which could result in increased costs; the cyclical and seasonal nature of both the manufactured housing and recreational vehicle industries; potential increases in the frequency of product liability, wrongful death, class action, and other legal actions; expenses and uncertainties associated with the manufacturing, development and introduction of new products; the potential for excessive retail inventory levels in the manufactured housing and recreational vehicle industries; the highly competitive nature of our industries; and lack of acceptance of Fleetwood’s products.

(tables to follow)

Fleetwood Enterprises, Inc.

CONDENSED CONSOLIDATED  STATEMENTS OF OPERATIONS

(Unaudited)

(Amounts in thousands, except per share data)

	13 Weeks Ended						26 Weeks Ended			27 Weeks Ended
	October 29, 2006			October 30, 2005			October 29, 2006			October 30, 2005
Net Sales:
RV Group	$	364,591		$	393,471		$	735,817		$	816,673
Housing Group	146,981			224,981			292,645			429,312
Supply Group	15,001			11,888			27,882			25,618
Intercompany Housing Group sales	—			(839		)	—			(25,627		)
	526,573			629,501			1,056,344			1,245,976
Cost of products sold	453,058			517,484			909,575			1,033,896
Gross profit	73,515			112,017			146,769			212,080
Operating expenses	87,867			100,878			171,419			197,504
Other operating (income) expenses, net	874			1,004			(1,190		)	5,334
	88,741			101,882			170,229			202,838
Operating income (loss)	(15,226		)	10,135			(23,460		)	9,242
Other income (expense):
Investment income	1,292			1,151			3,432			2,156
Interest expense	(6,058		)	(7,283		)	(12,831		)	(14,682		)
Other, net	—			—			18,530			—
	(4,766		)	(6,132		)	9,131			(12,526		)
Income (loss) from continuing operations before income taxes	(19,992		)	4,003			(14,329		)	(3,284		)
Benefit (provision) for income taxes	223			(212		)	(4,771		)	(10,338		)
Income (loss) from continuing operations	(19,769		)	3,791			(19,100		)	(13,622		)
Loss from discontinued operations, net	(658		)	(5,709		)	(1,738		)	(17,853		)
Net loss	$	(20,427	)	$	(1,918	)	$	(20,838	)	$	(31,475	)

	Basic			Diluted			Basic			Diluted			Basic			Diluted			Basic			Diluted
Earnings (loss) per common share:
Income (loss) from continuing operations	$	(0.31	)	$	(0.31	)	$	0.07		$	0.07		$	(0.30	)	$	(0.30	)	$	(0.24	)	$	(0.24	)
Loss from discontinued operations	(0.01		)	(0.01		)	(0.10		)	(0.10		)	(0.03		)	(0.03		)	(0.32		)	(0.32		)
Net loss per common share	$	(0.32	)	$	(0.32	)	$	(0.03	)	$	(0.03	)	$	(0.33	)	$	(0.33	)	$	(0.56	)	$	(0.56	)
Weighted average common shares	63,919			63,919			56,481			57,209			63,905			63,905			56,302			56,302

Fleetwood Enterprises, Inc.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

(Amounts in thousands)

	October 29, 2006			July 30, 2006			October 30, 2005
ASSETS
Cash	$	55,172		$	39,051		$	91,065
Marketable investments - available for sale	23,505			23,149			17,880
Receivables	136,306			154,181			181,690
Inventories	197,382			207,622			211,604
Deferred taxes benefits - current	13,197			13,081			13,748
Other current assets	15,941			15,523			22,107
Total current assets	441,503			452,607			538,094
Property, plant and equipment, net	204,874			210,115			224,657
Deferred taxes benefits - non-current	52,274			52,390			50,515
Cash value of Company-owned life insurance	29,722			29,634			36,623
Goodwill and intangible assets	6,316			6,316			6,316
Other assets	40,045			43,462			59,878
Total assets	$	774,734		$	794,524		$	916,083
LIABILITIES & SHAREHOLDERS’ EQUITY
Accounts payable	$	59,411		$	65,088		$	83,232
Employee compensation and benefits	45,023			45,751			58,985
Federal and state income taxes	2,211			3,666			—
Product warranty reserves	44,997			44,516			44,885
Insurance reserves	17,588			16,918			17,619
Other short-term borrowings	20,661			8,054			19,981
Accrued interest	6,356			4,568			60,045
Other current liabilities	70,887			62,145			89,227
Total current liabilities	267,134			250,706			373,974
Deferred compensation and retirement benefits	34,637			34,700			39,656
Product warranty reserves	21,510			21,627			20,508
Insurance reserves	34,232			35,000			47,579
Convertible senior subordinated debentures	100,000			100,000			100,000
Convertible subordinated debentures	160,142			160,142			210,142
Other long-term debt	4,360			21,269			26,507
Total liabilities	622,015			623,444			818,366
Commitments and contingencies
Shareholders’ equity:
Common stock	63,969			63,896			56,499
Additional paid-in capital	490,863			489,522			427,120
Accumulated deficit	(406,071		)	(385,644		)	(388,271		)
Accumulated other comprehensive income	3,958			3,306			2,369
Total shareholders’ equity	152,719			171,080			97,717
Total liabilities and shareholders’ equity	$	774,734		$	794,524		$	916,083

Fleetwood Enterprises, Inc.

BUSINESS SEGMENT AND UNIT SHIPMENT INFORMATION

(Unaudited)

(Amounts in thousands)

	13 Weeks Ended						26 Weeks Ended			27 Weeks Ended
	October 29, 2006			October 30, 2005			October 29, 2006			October 30, 2005
REVENUES:
Motor homes	$	230,645		$	248,740		$	455,873		$	546,530
Travel trailers	104,113			119,334			225,799			224,169
Folding trailers	29,833			25,397			54,145			45,974
RV Group	364,591			393,471			735,817			816,673
Housing Group	146,981			224,981			292,645			429,312
Supply Group	15,001			11,888			27,882			25,618
Intercompany Housing Group sales	—			(839		)	—			(25,627		)
	$	526,573		$	629,501		$	1,056,344		$	1,245,976
OPERATING INCOME (LOSS):
Motor homes	$	(1,141	)	$	2,852		$	(4,619	)	$	8,037
Travel trailers	(14,361		)	(3,805		)	(24,338		)	(12,516		)
Folding trailers	604			250			806			(1,305		)
RV Group	(14,898		)	(703		)	(28,151		)	(5,784		)
Housing Group	1,384			14,156			3,451			19,176
Supply Group	871			878			2,119			2,599
Corporate and other	(2,583		)	(4,196		)	(879		)	(6,749		)
	$	(15,226	)	$	10,135		$	(23,460	)	$	9,242
UNITS SOLD:
Recreational vehicles -
Motor homes	2,074			2,284			4,272			5,251
Travel trailers	5,935			7,739			13,119			14,351
Folding trailers	3,301			3,399			6,031			5,845
	11,310			13,422			23,422			25,447
Manufactured housing -
Factory shipments	3,672			6,610			7,373			12,468
Less intercompany	—			(22		)	—			(673		)
Total shipments from continuing operations	14,982			20,010			30,795			37,242
Retail housing sales	—			304			—			1,393
Total Company shipments	14,982			20,314			30,795			38,635

#   #   #

EX-99.2

Exhibit 99.2

Fleetwood Enterprises, Inc.

SUPPLEMENTAL OPERATING DATA

Quarter Ended October 29, 2006

(Unaudited)

(Dollars in thousands, except price per unit)

	Recreational Vehicle Group
	Motor			Travel			Folding						Housing			Supply						Company
	Homes			Trailers			Trailers			Total			Group			Group			Other			Total
Operating revenues	$	230,645		$	104,113		$	29,833		$	364,591		$	146,981		$	15,001	(A)	$	—		$	526,573
Units sold	2,074			5,935			3,301			11,310			3,672
Single-sections													849
Multi-sections													2,823
Pre-owned
Class As	1,598
Class Cs	476
Conventional trailers				4,593
Fifth-wheel trailers				1,342
Average selling price per unit	$	111,208		$	17,542		$	9,038		NM			$	40,028
Gross profit percent	13.4		%	2.9		%	18.4		%	10.8		%	21.1		%	17.8		%	NM			14.0		%
Operating income (loss)	$	(1,141	)	$	(14,361	)	$	604		$	(14,898	)	$	1,384		$	871		$	(2,583	)	$	(15,226	)
Operating margin	(0.5		)%	(13.8		)%	2.0		%	(4.1		)%	0.9		%	5.8		%	NM			(2.9		)%
Depreciation	$	1,171		$	611		$	256		$	2,038		$	1,833		$	351		$	1,574		$	5,796
Capital expenditures (est.)	$	644		$	89		$	37		$	770		$	554		$	449		$	414		$	2,187

(A)          Excludes $30.6 million of intercompany sales.

NM         Not meaningful.

Fleetwood Enterprises, Inc.

SUPPLEMENTAL OPERATING DATA

Quarter Ended October 30, 2005

(Unaudited)

(Dollars in thousands, except price per unit)

	Recreational Vehicle Group
	Motor			Travel			Folding						Housing			Supply						Company
	Homes			Trailers			Trailers			Total			Group			Group			Other			Total
Operating revenues	$	248,740		$	119,334		$	25,397		$	393,471		$	224,981		$	11,888	(A)	$	(839	)(B)	$	629,501
Units sold	2,284			7,739			3,399			13,422			6,610
Single-sections													2,790
Multi-sections													3,820
Pre-owned
Class As	1,799
Class Cs	485
Conventional trailers				6,961
Fifth-wheel trailers				778
Average selling price per unit	$	108,905		$	15,420		$	7,472		NM			$	34,036
Gross profit percent	13.3		%	12.8		%	17.3		%	13.4		%	24.6		%	19.0		%	NM			17.8		%
Operating income (loss)	$	2,852		$	(3,805	)	$	250		$	(703	)	$	14,156		$	878		$	(4,196	)	$	10,135
Operating margin	1.1		%	(3.2		)%	1.0		%	(0.2		)%	6.3		%	7.4		%	NM			1.6		%
Depreciation	$	1,118		$	509		$	352		$	1,979		$	1,772		$	325		$	1,657		$	5,733
Capital expenditures (est.)	$	1,281		$	41		$	183		$	1,505		$	1,247		$	147		$	779		$	3,678

(A)     Excludes $45.0 million of intercompany sales.

(B)      Represents the elimination of intercompany sales by the Housing Group to the retail housing business.

NM    Not meaningful.

Fleetwood Enterprises, Inc.

SUPPLEMENTAL OPERATING DATA

Fiscal Year-To-Date October 29, 2006

(Unaudited)

(Dollars in thousands, except price per unit)

	Recreational Vehicle Group
	Motor			Travel			Folding						Housing			Supply						Company
	Homes			Trailers			Trailers			Total			Group			Group			Other			Total
Operating revenues	$	455,873		$	225,799		$	54,145		$	735,817		$	292,645		$	27,882	(A)	$	—		$	1,056,344
Units sold	4,272			13,119			6,031			23,422			7,373
Single-sections													1,643
Multi-sections													5,730
Pre-owned
Class As	3,232
Class Cs	1,040
Conventional trailers				10,630
Fifth-wheel trailers				2,489
Average selling price per unit	$	106,712		$	17,212		$	8,978		NM			$	39,691
Gross profit percent	18.1		%	4.9		%	18.1		%	10.6		%	21.2		%	12.3		%	NM			13.9		%
Operating income (loss)	$	(4,619	)	$	(24,338	)	$	806		$	(28,151	)	$	3,451		$	2,119		$	(879	)	$	(23,460	)
Operating margin	(1.0		)%	(10.8		)%	1.5		%	(3.8		)%	1.2		%	7.6		%	NM			(2.2		)%
Depreciation	$	2,581		$	1,101		$	537		$	4,219		$	3,510		$	669		$	3,224		$	11,622
Capital expenditures (est.)	$	1,361		$	233		$	229		$	1,823		$	1,075		$	811		$	744		$	4,453

(A)          Excludes $64.5 million of intercompany sales.

NM         Not meaningful.

Fleetwood Enterprises, Inc.

SUPPLEMENTAL OPERATING DATA

Fiscal Year-To-Date October 30, 2005

(Unaudited)

(Dollars in thousands, except price per unit)

	Recreational Vehicle Group
	Motor			Travel			Folding						Housing			Supply						Company
	Homes			Trailers			Trailers			Total			Group			Group			Other			Total
Operating revenues	$	546,530		$	224,169		$	45,974		$	816,673		$	429,312		$	25,618	(A)	$	(25,627	)(B)	$	1,245,976
Units sold	5,251			14,351			5,845			25,447			12,468
Single-sections													4,219
Multi-sections													8,249
Pre-owned
Class As	3,887
Class Cs	1,364
Conventional trailers				12,186
Fifth-wheel trailers				2,165
Average selling price per unit	$	104,081		$	15,620		$	7,866		NM			$	34,433
Gross profit percent	13.0		%	9.6		%	15.7		%	12.2		%	23.9		%	11.0		%	NM			17.0		%
Operating income (loss)	$	8,037		$	(12,516	)	$	(1,305	)	$	(5,784	)	$	19,176		$	2,599		$	(6,749	)	$	9,242
Operating margin	1.5		%	(5.6		)%	(2.8		)%	(0.7		)%	4.5		%	10.1		%	NM			0.7		%
Depreciation	$	2,220		$	993		$	685		$	3,898		$	3,482		$	649		$	3,298		$	11,327
Capital expenditures (est.)	$	3,493		$	626		$	421		$	4,540		$	1,886		$	247		$	1,361		$	8,034

(A)          Excludes $85.1 million of intercompany sales.

(B)          Represents the elimination of intercompany sales by the Housing Group to the retail housing business.

NM      Not meaningful.

Fleetwood Enterprises, Inc.

SUPPLEMENTAL OPERATIONAL DATA

Quarter Ended October 29, 2006

(Unaudited)

(Dollars in thousands)

	Recreational Vehicle Group
	Motor			Travel			Folding					Housing			Supply
	Homes			Trailers			Trailers			Total		Group			Group
Number of facilities (A)	3			9			1			13		22			3
Capacity utilization (B)	52		%	82		%	83		%	NM		43		%	NM
Number of independent distribution points	258			594			494			NM		1,278			NM
Backlog units	744			4,502			1,761			7,007		589			NM
Sales value (C)	$	82,739		$	78,974		$	15,916		$	177,629	$	23,576		NM
Dealer inventories (units)	4,004			16,920			6,265			NM		6,532			NM

(A)   Number of active facilities at the end of the quarter.

(B)    Based on production levels at the end of the period.

(C)    The number of units in the backlog multiplied by the average selling price.

NM  Not meaningful.

Fleetwood Enterprises, Inc.

SUPPLEMENTAL OPERATIONAL DATA

Quarter Ended October 30, 2005

(Unaudited)

(Dollars in thousands)

	Recreational Vehicle Group
	Motor			Travel			Folding					Housing			Supply
	Homes			Trailers			Trailers			Total		Group			Group
Number of facilities (A)	3			8			1			12		21			3
Capacity utilization (B)	67		%	82		%	51		%	NM		66		%	NM
Number of independent distribution points	269			609			494			NM		1,272			NM
Backlog units (C)	641			6,140			1,297			8,078		2,253			NM
Sales value (D)	$	69,808		$	94,679		$	9,691		$	174,178	$	76,683		NM
Dealer inventories (units)	4,043			13,290			6,316			NM		7,852			NM

(A)       Number of active facilities at the end of the quarter.

(B)       Based on production level at the end of the period.

(C)       Travel trailers backlog excludes 5,010 FEMA units and the Housing Groups backlog excludes 2,378 FEMA units.

(D)       The number of units in the backlog multiplied by the average selling price.

NM Not meaningful.