8-K

SECURITIES AND EXCHANGE COMMISSION

UNITED STATES

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) October 25, 2004

Superior Uniform Group, Inc.

(Exact name of registrant as specified in its charter)

Florida	1-5869-1	11-1385670
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

10055 Seminole Blvd., Seminole, Florida 33772

Registrant’s telephone number including area code: (727) 397-9611

Not Applicable

(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:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230 .425)

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

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

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

Item 2.02. Results of Operations and Financial Condition

The following information is being furnished under Item 2.02 of Form 8-K: Press release by Superior Uniform Group, Inc. announcing its results of operations for the quarter ended September 30, 2004. A copy of this press release is attached as Exhibit 99.1 to this Form 8-K.

Signature

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

SUPERIOR UNIFORM GROUP, INC.
By:	/s/ Andrew D. Demott, Jr.
	Andrew D. Demott, Jr.
	Senior Vice President, Chief Financial Officer and Treasurer

Date: October 25, 2004

EXHIBIT INDEX

Exhibit Number	Description
99.1	Press Release, dated October 25, 2004

EX-99.1

Exhibit 99.1

NEWS RELEASE

Superior Uniform Group, Inc.

An American Stock Exchange Listed Company

10055 Seminole Boulevard

Seminole, Florida 33772-2539

Telephone (727) 397-9611

Fax (727) 803-9623

Contact: Andrew D. Demott, Jr., CFO	FOR IMMEDIATE RELEASE
(727) 803-7135

SUPERIOR UNIFORM GROUP ANNOUNCES EARNINGS

FOR THE QUARTER ENDED SEPTEMBER 30, 2004

SEMINOLE, Florida - October 25, 2004 - Superior Uniform Group, Inc. (AMEX: SGC), manufacturer of uniforms, career apparel and accessories, today announced that for the third quarter ended September 30, 2004, sales were $36,960,340 compared with 2003 third quarter sales of $36,016,237. Net income was $1,803,113 or $.24 per common share (diluted), compared with net income of $1,989,887 or $.27 per common share (diluted) in the 2003 third quarter.

For the nine months ended September 30, 2004, sales were $106,125,651, compared with sales of $102,559,641 in the nine months ended September 30, 2003. Net earnings for the nine months ended September 30, 2004 were $4,210,914 or $.55 per common share (diluted) versus net earnings of $3,899,138 or $.53 per common share (diluted) in the first nine months of 2003.

Michael Benstock, Chief Executive Officer, commented: “The increase in revenues for the quarter resulted from the first quarter acquisition of UniVogue and increasing revenues from new national accounts landed over the previous year, offset by continued soft demand from our existing customer base. Earnings for the quarter continued to be negatively impacted by the costs associated with our efforts to prepare for compliance with Section 404 of the Sarbanes-Oxley Act. We incurred an additional $272,000 in pre-tax costs for outside consultants to assist in this process during the third quarter of 2004. While this phase of the project is now winding down, we will continue to incur increased costs in this area. We are optimistic that the investments we have made, and will continue to make, in our sales and marketing management team over the previous year will begin to show positive results in our sales and earnings as the economy improves.”

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Superior Uniform Group, through its marketing brands – Fashion Seal^®, Fashion Seal Healthcare^™ Martin’s^®, Empire^®, Fashion Seal Hospitality^™, Worklon^®, Universal^®, Sope Creek_^® and UniVogue^™ – manufactures and sells a wide range of uniforms, corporate I.D., career apparel and accessories for the hospital and healthcare fields; hotels; fast food and other restaurants; and public safety, industrial, transportation and commercial markets, as well as corporate and resort embroidered sportswear.

Statements contained in this press release which are not historical facts may constitute forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. All forward-looking statements are subject to risks and uncertainties, including without limitation those identified in the Company’s SEC filings, which could cause actual results to differ from those projected.

Comparative figures are as follows:

SUPERIOR UNIFORM GROUP, INC. AND SUBSIDIARY

CONDENSED CONSOLIDATED SUMMARY OF OPERATIONS

(Unaudited)

	Three Months Ended September 30,
	2004		2003
Net sales	$	36,960,340	$	36,016,237
Costs and expenses:
Cost of goods sold		24,509,825		23,706,890
Selling and administrative expenses		9,530,370		9,076,648
Interest expense		157,032		172,812
		34,197,227		32,956,350
Earnings before taxes on income		2,763,113		3,059,887
Taxes on income		960,000		1,070,000
Net earnings	$	1,803,113	$	1,989,887
Weighted average number of shares outstanding during the period		7,464,850 Shs.		7,225,470 Shs.
(Basic)
(Diluted)		7,592,817 Shs.		7,407,808 Shs.
Basic net earnings per common share	$	0.24	$	0.28
Diluted net earnings per common share	$	0.24	$	0.27
Dividends per common share	$	0.135	$	0.135

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SUPERIOR UNIFORM GROUP, INC. AND SUBSIDIARY

CONDENSED CONSOLIDATED SUMMARY OF OPERATIONS

(Continued)

(Unaudited)

	Nine Months Ended September 30,
	2004		2003
Net sales	$	106,125,651	$	102,559,641
Costs and expenses:
Cost of goods sold		70,877,302		67,708,746
Selling and administrative expenses		28,325,765		28,317,186
Interest expense		471,670		524,571
		99,674,737		96,550,503
Earnings before taxes on income		6,450,914		6,009,138
Taxes on income		2,240,000		2,110,000
Net earnings	$	4,210,914	$	3,899,138
Weighted average number of shares outstanding during the period
(Basic)		7,434,006 Shs.		7,171,451 Shs.
(Diluted)		7,605,264 Shs.		7,298,633 Shs.
Basic net earnings per common share	$	0.57	$	0.54
Diluted net earnings per common share	$	0.55	$	0.53
Dividends per common share	$	0.405	$	0.405

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SUPERIOR UNIFORM GROUP, INC. AND SUBSIDIARY

CONDENSED CONSOLIDATED BALANCE SHEETS

ASSETS
(Unaudited)
	September 30, 2004			September 30, 2003
CURRENT ASSETS:
Cash and cash equivalents	$	4,366,795		$	13,639,339
Accounts receivable and other current assets		30,316,483			24,084,048
Inventories		40,196,662			37,007,165
TOTAL CURRENT ASSETS		74,879,940			74,730,552
PROPERTY, PLANT AND EQUIPMENT, NET		22,477,591			18,462,546
GOODWILL		1,615,512			741,929
OTHER INTANGIBLE ASSETS		1,567,878			—
OTHER ASSETS		6,405,527			5,709,611
	$	106,946,448		$	99,644,638
LIABILITIES AND SHAREHOLDERS’ EQUITY
CURRENT LIABILITIES:
Accounts payable	$	8,549,358		$	4,269,996
Accrued expenses		3,122,189			4,897,261
Current portion of long-term debt		1,466,328			1,160,523
TOTAL CURRENT LIABILITIES		13,137,875			10,327,780
LONG-TERM DEBT		6,093,047			6,569,046
DEFERRED INCOME TAXES		365,000			115,000
SHAREHOLDERS’ EQUITY:
Preferred stock, $1 par value - authorized 300,000 shares (none issued)		—			—
Common stock, $.001 par value - authorized 50,000,000 shares; issued and outstanding 7,465,712 and 7,282,362, respectively		7,466			7,282
Additional paid-in capital		14,800,962			12,326,136
Retained earnings		72,962,098			71,071,394
Cumulative Comprehensive Loss		(420,000	)		(772,000	)
TOTAL SHAREHOLDERS’ EQUITY		87,350,526			82,632,812
	$	106,946,448		$	99,644,638

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