Edgar Filing: NOBILITY HOMES INC

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-K

Annual Report Under Section 13 or 15(d) of
the Securities and Exchange Act of 1934

For the fiscal year ended November 3, 2001

Commission file number 0-6506

NOBILITY HOMES, INC.
(Name of issuer in its charter)

Florida 59-1166102
(State or other jurisdiction (I.R.S. Employer
of incorporation or Identification No.)
organization)

3741 S.W. 7th Street
Ocala, Florida 34474
(Address of principal executive offices) (Zip Code)

(352) 732-5157
(Issuer's telephone number, including area code)
Securities registered under Section 12(b) of the Act:

Name of each exchange
Title of each class on which registered
------------------- -------------------
None None

Securities registered pursuant to Section 12(g) of the Act:

Common Stock $.10 par value
(Title of Class)

Indicate by check mark whether the issuer (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 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 the past 90 days. Yes X ; No .

Indicate by check mark if disclosure of delinquent filers
pursuant to Item 405 of Regulation S-K is not contained herein, and will not be
contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-K
or any amendment to this Form 10-K. X

State the aggregate market value of low prices on that date:
$__________

(APPLICABLE ONLY TO CORPORATE the voting stock held by non-affiliates of the
registrant on January 30, 2001, computed by reference to the average high and
ISSUERS)

Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of January 11, 2002: 4,125,113 shares of common
stock.

DOCUMENTS INCORPORATED BY REFERENCE Incorporated at
----------------------------------- ---------------

Nobility Homes, Inc. Proxy Statement Part III, Items 10,
for the 2002 Annual Meeting of Shareholders 11, 12 and 13

PART I

Item 1. Description of Business
------ -----------------------

Nobility Homes, Inc., a Florida corporation incorporated in 1967,
designs, manufactures and sells a broad line of manufactured homes through a
network of its own retail sales centers throughout north and central Florida.
Nobility also sells its manufactured homes on a wholesale basis to independent
manufactured home retail dealers and manufactured home communities.

Manufactured Homes
------------------

Nobility's homes are available in approximately 100 active models
sold under the trade names "Kingswood," "Richwood," "Springwood," "Springwood
Special," "Tropic Isle Special," "Regency Manor Special," "Tropic Manor," and
"Special Edition." The homes, ranging in size from 672 to 2,259 square feet and
containing from one to five bedrooms, are available in

o single-wide widths of 14 and 16 feet ranging from 48 to 72
feet in length;

o double-wide widths of 24, 26, 28 and 32 feet ranging from 32
to 76 feet in length; and

o triple-wide widths of 36, 38 and 42 feet ranging from 44 to
72 feet in length.

Nobility's homes are sold primarily as unfurnished dwellings
ready for permanent occupancy. Interiors are designed and color coordinated in a
range of decors. Depending on the size of the unit and quality of appliances and
other appointments, retail prices for Nobility's homes typically range from
approximately $20,000 to $80,000. Most of the prices of Nobility's homes are
considered by it to be within the low to medium price range of the industry.

Both of Nobility's manufacturing plants utilize assembly line
techniques in manufactured home production. Both plants manufacture and assemble
the floors, sidewalls, end walls, roofs and interior cabinets for their homes.
Nobility purchases from outside suppliers various other components that are
built into its homes including the axles, frames, tires, doors, windows,
pre-finished sidings, plywood, ceiling panels, lumber, rafters, insulation,
gypsum board, appliances, lighting and plumbing fixtures, carpeting and drapes.
Nobility is not dependent upon any one particular supplier for its raw materials
or component parts, and is not required to carry significant amounts of
inventory to assure itself of a continuous allotment of goods from suppliers.

Nobility's two manufacturing plants operated at an average of
approximately 30% of their single shift capacity in fiscal 2001, representing an
increase of approximately 5% from fiscal 2000.

Nobility generally does not manufacture its homes to be held by
it as inventory (except for model home inventory of its wholly-owned retail
network subsidiary, Prestige Home Centers, Inc.), but, rather, manufactures its
homes after receipt of orders. Although Nobility attempts to maintain a
consistent level of production of homes throughout the fiscal year, seasonal
fluctuations do occur, with sales of homes generally lower during the first
fiscal quarter due to the holiday season.

The sales area for a manufactured home manufacturer is limited by
substantial delivery costs of the finished product. Nobility's homes are
delivered by outside trucking companies. Nobility estimates that it can compete
effectively within a range of approximately 350 miles from its manufacturing
plants. During the last three fiscal years, substantially all of Nobility's
sales were made in Florida.

Retail Sales
------------

Prestige Home Centers, Inc. operates 17 retail sales centers in
north and central Florida. Its principal executive offices are located at
Nobility's headquarters in Ocala, Florida. Sales by Prestige accounted for
83.0%, 89.5% and 92.6% of Nobility's sales during fiscal 2001, 2000 and 1999,
respectively.

Each of Prestige's retail sales centers is located within 350
miles of Nobility's two manufacturing facilities. Prestige owns the land at
three of its retail sales centers and leases the remaining 14 retail sales
centers from unaffiliated parties under leases with terms of between one and
three years with renewal options.

The primary customers of Prestige are homebuyers who generally
purchase manufactured homes to place on their own homesites. Prestige operates
its retail sales centers with a model home concept. Each of the homes displayed
at its retail sales centers is furnished and decorated as a model home. Although
the model homes may be purchased from Prestige's model home inventory,
generally, customers order homes which are shipped directly from the factory to
their homesite. Prestige sales generally are to purchasers living within a
radius of approximately 100 miles from the selling retail lot.

In fiscal 1997, Nobility entered into a joint venture agreement
with 21st Century Mortgage Corporation to provide financing to retail customers
purchasing homes from Prestige. Additionally, financing for home purchases is
provided by eight other independent sources that specialize in manufactured
housing lending and numerous banks which finance manufactured home purchases.
Prestige and Nobility are not required to sign any recourse agreements with any
of these retail financing sources, nor does Prestige itself finance customers'
new home purchases.

The retail sale of manufactured homes is a highly competitive
business. Because of the large number of retail sales centers located throughout
Nobility's market area, potential customers typically can find a sales center
within a 100 mile radius of their present home. Prestige competes with over 100
other retailers in its primary market area, some of which may

have greater financial resources than Prestige. In addition, manufactured homes
offered by Prestige compete with conventional site-built housing.

Prestige's wholly-owned subsidiary, Mountain Financial, Inc., an
independent insurance agent and mortgage broker, provides mortgage brokerage
services, credit life, extended warranty coverage and property and casualty
insurance to Prestige customers in connection with their purchase and financing
of manufactured homes. Mountain Financial, Inc., receives a mortgage brokerage
fee at the time a loan is originated and a commission on the insurance premium
collected at the time an insurance policy is written and in future years if the
homeowner renews the policy. Its revenues were approximately $241,000, $220,000
and $356,000 in fiscal 2001, 2000 and 1999, respectively.

Wholesale Sales to Independent Dealers and Manufactured Home Communities
------------------------------------------------------------------------

Nobility currently sells its homes on a wholesale basis
exclusively through four full-time salespersons to approximately 50 independent
dealers. Nobility continues to seek new dealers in the areas in which it
operates as there is ongoing turnover in the dealers with which it deals at any
one time, especially with manufactured home communities as they achieve full
occupancy levels. As is common in the industry, most of Nobility's dealers other
than its subsidiary, Prestige, are independent dealers that sell homes produced
by several manufacturers. No independent dealer accounted for more than 10% of
Nobility's total sales in fiscal 2001, 2000 or 1999.

Dealers generally obtain inventory financing from financial
institutions (usually banks and finance companies) on a "floor plan" basis where
the financial institution obtains a security interest in all or part of the
dealer's manufactured home inventory. Nobility from time to time enters into
repurchase agreements with the lending institutions which provide that, in the
event of a dealer's default, Nobility will, at the lender's request, repurchase
the home provided that Nobility's liability will not exceed the manufacturer's
invoice price and that the repurchased home is new and unused. Generally, the
repurchase agreement expires within one year after a home is sold to the dealer,
and the repurchase price is limited to between 70% to 100% of the original
invoice price to the dealer, depending on the length of time that has expired
since the original sale. Generally, repurchase is conditioned upon the dealer's
insolvency. Any losses incurred as a result of such repurchases would be limited
to the difference between the repurchase price and the subsequent resale value
of the home repurchased. Nobility was not required to repurchase any homes
during fiscal 2001, 2000 or 1999. For additional information, see Note 14 of
"Notes to Consolidated Financial Statements." Nobility does not finance retail
sales of new homes for customers of its independent dealers.

Nobility does not generally offer consigned inventory programs or
other credit terms to independent dealers and ordinarily receives payment for
its homes within 15 to 30 days of delivery. However, Nobility may offer extended
terms to unrelated park dealers who do a high volume of business with Nobility.
In order to stimulate sales, Nobility sells homes to selected manufactured home
communities for display on special terms. The high visibility of

Nobility's homes in such communities generates additional sales of its homes
through such dealers.

Regulation
----------

The manufacture, distribution and sale of homes is subject to
governmental regulation at the federal, state and local levels. The Department
of Housing and Urban Development has adopted national construction and safety
standards that have priority over existing state standards. In addition, HUD
regulations require that manufactured homes be constructed to more wind load and
thermal standards. Compliance with these standards involves approval by a HUD
approved engineering firm of engineering plans and specifications on all models.
HUD's standards also require periodic inspection by state or other third party
inspectors of plant facilities and construction procedures, as well as
inspection of manufactured home units during construction. Nobility also
manufactures a small number of modular homes which are required to comply with
the standard building code established by the Florida Department of Community
Affairs.

Nobility estimates that compliance with federal, state and local
environmental protection laws will have no material effect upon capital
expenditures for plant or equipment modifications or earnings for the next
fiscal year.

The transportation of manufactured homes is subject to state
regulation. Generally, special permits must be obtained to transport the home
over public highways, and restrictions are imposed to promote travel safety
including those relating to routes, travel periods, speed limits, safety
equipment and size.

Nobility's homes are subject to the requirements of the
Magnuson-Moss Warranty Act and Federal Trade Commission rulings which regulate
warranties on consumer products. Nobility provides a limited warranty of one
year on the structural components of its homes.

Competition
-----------

The manufactured home industry is highly competitive. The initial
investment required for entry into the business of manufacturing homes is not
unduly large. State bonding requirements for entry in the business vary from
state to state. The bond requirement for Florida is $50,000. Nobility competes
directly with other manufacturers, some of whom are both considerably larger and
possess greater financial resources than Nobility. Based on number of units
sold, Nobility ranks 6th in the state of Florida out of the top 45 manufacturers
selling manufactured homes in the state. However, Nobility estimates that of
those 45 manufacturers approximately 15 manufacture homes of the same type as
Nobility and compete in the same market area. Nobility believes that it is
generally competitive with most of those manufacturers in terms of price,
service, warranty and product performance.

According to statistics compiled by Statistical Surveys, Inc.
from records on file with the State of Florida, Prestige has been one of the
largest retail dealers of multi-section manufactured homes in Florida since
1994, based on number of home sales.

Employees
---------

As of January 4, 2002, Nobility had 198 full-time employees,
including 70 employed by Prestige. Approximately 93 employees are factory
personnel compared to approximately 85 in such positions a year ago, and 99 are
in management, administrative, supervisory, sales and clerical positions
(including 64 management and sales personnel employed by Prestige) compared to
approximately 98 a year ago. In addition, Nobility employs part-time employees
when necessary.

Nobility makes contributions toward employees' group health and
life insurance and to the Nobility 401(k) plan. Nobility, which is not subject
to any collective bargaining agreements, has not experienced any work stoppage
or labor disputes and considers its relationship with employees to be generally
satisfactory.

Item 2. Properties
------ ----------

As of November 3, 2001, Nobility owned and operated two
manufacturing plants:

Depreciated Cost of
Approximate Plant and Property
Location Size at November 3, 2001
-------- -------------- -------------------

Belleview, Florida 33,500 sq. ft. $221,685
Ocala, Florida(1) 72,000 sq. ft. 673,235
-------------------------

(1) This 72,000 square foot plant is located on approximately 35.5
acres of land on which an additional two-story structure
adjoining the plant serves as Nobility's corporate offices.

Nobility's Belleview plant is of metal and concrete construction
and the Ocala plant is of metal construction. Both properties are in good
condition and require little maintenance.

Prestige has acquired the properties on which its Pace, Panama
City and Yulee, Florida retail sales centers are located. Prestige leases the
property for its other 14 retail sales centers.

Item 3. Pending Legal Proceedings
------ -------------------------

Certain claims and suits arising in the ordinary course of
business have been filed or are pending against Nobility or Prestige. In the
opinion of management, any related liabilities that might arise would be covered
under terms of Nobility's liability insurance policies or would not have a
material adverse impact on Nobility's financial position, results of operations
or cash flows.

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

None

PART II

Item 5. Market for the Registrant's Common Stock and Related Stockholder Matters
------ ------------------------------------------------------------------------

Nobility's common stock is listed on the Nasdaq National Market
under the symbol NOBH. The following table shows the range of high and low sales
prices for the common stock for each fiscal quarter of 2001 and 2000.

Fiscal Year End
---------------------------------------------------------------
Fiscal November 3, 2001 November 4, 2000
Quarter High Low High Low
------- ---- --- ---- ---

1st $ 7.06 $ 5.50 $6.00 $5.00
2nd 7.00 5.69 5.75 5.13
3rd 10.24 6.45 6.00 4.88
4th 9.38 7.89 6.50 5.31
-------------------------------

At January 29, 2002, the approximate number of record holders of
common stock was 236 (not including individual participants in security position
listings).

The payment of cash dividends is within the discretion of
Nobility's board of directors and will depend, among other factors, on
Nobility's earnings, capital requirements and operating and financial condition.
During fiscal 2001, 2000 and 1999, no cash dividends were paid.

Item 6. Selected Financial Data
------ -----------------------

The following table sets forth Selected Financial Data for each
of Nobility's last five fiscal years. This information should be read in
conjunction with Nobility's consolidated financial statements (including the
related notes thereto) and Management's Discussion and Analysis of the Financial
Condition and Results of Operations, each included elsewhere in this Form 10-K.

Years Ended(1)
------------------------------------------------------------------------------------------------------------------------------
November 3, November 4 November 6, October 31, November 1,
2001 2000 1999 1998 1997
(In thousands except per share data)
-----------------------------------------------------------------------------------------------

Total net sales $ 30,288 $ 29,565 $ 40,353 $ 44,830 $ 41,696
Income from
operations 3,000 1,874 3,386 5,844 4,759
Other income 913 1,650 1,080 538 206
Net income 2,478 2,268 2,792 3,941 3,038
Weighted
average shares
outstanding
Basic 4,200,863 4,610,220 4,819,823 4,894,542 4,899,051
Diluted 4,286,778 4,610,220 4,839,659 4,988,506 4,910,157
Earnings per
share(2)
Basic .59 .49 .58 .81 .62
Diluted .58 .49 .58 .79 .62

Total assets 25,741 23,843 23,122 22,803 18,941
Long term
obligations -0- -0- -0- -0- -0-
Stockholders'
equity 21,724 21,025 20,437 18,674 15,294
Cash dividends
per common -0- -0- -0- -0- -0-
share
-----------------------------

(1) Nobility's fiscal year ends on the first Saturday on or after
October 31. The years ended November 3, 2001, November 4, 2000,
October 31, 1998, and November 1, 1997, consisted of a fifty-two
week period and the year ended November 6, 1999, consisted of a
fifty-three week period.

(2) On February 19, 1999 a 10% stock dividend was paid and on
February 20, 1998 a three-for-two stock split in the form of a
50% stock dividend was paid to shareholders. Per share amounts
in the table have been restated to give effect to these stock
dividends.

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

General
-------

Nobility's primary focus is homebuyers who generally purchase
their manufactured homes from retail sales centers to locate on property they
own. Nobility has aggressively pursued this market, which has become the
principal focus of its business strategy, through its Prestige retail sales
centers. While Nobility actively seeks to make wholesale sales to independent
retail dealers, its presence as a competitor limits potential sales to dealers
located in the same geographic areas serviced by its Prestige sales centers.

Nobility also makes sales to the retirement community market,
which is made up of retirees moving to Florida and typically purchasing homes to
be located on sites leased from park communities offering a variety of
amenities.

Nobility sold 729 homes in fiscal 2001, of which 229 homes,
representing sales of $4,480,973, were sold to independent dealers. In fiscal
2000, of the 625 homes sold by Nobility, 124 homes were sold to independent
dealers, representing sales of $2,508,440. In fiscal 1999, of the 884 homes sold
by Nobility, 109 homes were sold to independent dealers, representing sales of
$2,357,721. The balance of Nobility's sales in fiscal 2001, 2000 and 1999,
representing 83.0%, 89.5% and 92.6% of net sales, respectively, were made on a
retail basis through Prestige's retail centers.

Nobility has a product line of approximately 100 active models.
Although market demand can fluctuate on a fairly short-term basis, the
manufacturing process is such that Nobility can alter its product mix relatively
quickly in response to changes in the market. During fiscal 2001, 2000 and 1999,
Nobility's product mix was affected by the number of "Special Edition" homes
marketed by Prestige and by larger, more expensive multi-wide homes resulting
from the availability of varied types of financing at competitive rates. Most
family buyers today purchase three-, four- or five-bedroom manufactured homes,
compared with the two-bedroom home that typically appeals to the buyers who
reside in manufactured housing communities.

Nobility's Majestic 21 joint venture with 21st Century Mortgage
Corporation provides mortgage financing to retail customers who purchase
Nobility's manufactured homes at Prestige retail sales centers. This joint
venture, which originates and services loans, has given Prestige more control
over the financing aspect of the retail home sales process and allowed it to
offer better service to its retail customers. Management believes that the joint
venture gives Prestige an additional potential for profit by providing finance
products to retail customers. In addition, management believes that Prestige has
more input in the design of unique finance programs for prospective homebuyers,
and that the joint venture has resulted in more profitable sales at its Prestige
retail sales centers. In an effort to make manufactured homes more competitive
with site-built housing, financing packages are available to provide (1) 30-year
financing, (2) an interest rate reduction program, (3) combination
land/manufactured home loans, and (4) a 5% down payment program for qualified
buyers. Prestige also maintains eight outside financing sources that provide
financing to retail homebuyers for its manufactured homes.

Through its wholly-owned subsidiary, Mountain Financial, Inc., an
independent insurance agency and mortgage broker, Prestige offers credit life
and homeowners insurance, service warranty products and brokering of mortgage
loans to the retail customers.

The years ended November 3, 2001 and November 4, 2000 consisted
of a fifty-two (52) week period while the year ended November 6, 1999 consisted
of a fifty-three (53) week period.

Results of Operations
---------------------

Total net sales in fiscal year 2001 were $30,287,663 compared to
$29,565,434 in fiscal 2000 and $40,353,254 in fiscal 1999. Compared to the prior
year, net sales increased 2.4% in fiscal 2001, and declined 26.7% in fiscal 2000
and 9.9% in fiscal 1999. Fourth quarter and fiscal year 2001 results reflect
adoption of the Securities and Exchange Commission's Staff Accounting Bulletin
No. 101 (SAB 101) on revenue recognition, which includes a reduction in sales of
$200,556 and $658,510 in the fourth quarter and fiscal year 2001, respectively,
and includes recognition of a $77,439 after tax charge to net income for the
cumulative effect of adopting SAB 101 as of November 5, 2000. The increased
sales in fiscal 2001 were primarily due to a 76.0% increase in sales to outside
park dealers as a result of aggressively pursuing that market. Prestige same
store revenues declined 5.4% in fiscal year 2001. The decline in Prestige sales
in fiscal year 2001 from the comparable period in fiscal 2000 was primarily due
to a very competitive market caused by the industry's excess retail inventory.
The excess inventory had developed from industry growth of new retail locations
that has outpaced consumer demand plus an increase in the number of
repossessions returning to the marketplace. Tighter credit standards and
management's decision not to discount homes to maintain sales volume also
adversely impacted sales. These same factors were largely responsible for
Prestige's decline in sales for fiscal year 2000. The decline in sales revenue
in fiscal 1999 was primarily due to approximately $5,000,000 less sales to
independent dealers resulting in large part from increased competition.

With an improving economy, better consumer confidence, and
continued low interest rates forcasted by many in 2002, management expects the
demand for our homes to improve as the industry's excess home inventory,
repossessions and retail sales centers are reduced.

Combined industry-wide shipments of multi-section and single
section homes for the first ten months of calendar 2001 declined approximately
26.3% from the like period last year and declined 26.0% in calendar 2000 and
4.7% in calendar 1999. Florida combined industry shipments of multi-section home
and single-section homes in the first ten months of calendar 2001 declined
approximately 6.2% from the like period last year and declined 29.9% in calendar
2000 and 10.8% in calendar 1999. Approximately 95% of Nobility's home sales are
multi-section homes.

Gross profit as a percentage of net sales was 27.9% in fiscal
2001 compared to 25.7% in fiscal 2000 and 26.1% in fiscal 1999. The increase in
gross profit for fiscal year 2001 was primarily as a result of lower material
costs in manufacturing and improved operations at retail. The $2,957,802 decline
in gross profit, from 26.1% to 25.7% of net sales, for fiscal year 2000 and
$1,538,486 decline, from 26.9% to 26.1% of net sales, for fiscal year 1999
were primarily due to the lower sales volume and a decline in Nobility's outside
dealer sales, respectively.

Selling, general and administrative expenses as a percent of net
sales were 18.0% in fiscal 2001 compared to 19.0% in fiscal 2000 and 17.4% in
fiscal 1999. The decrease in selling, general and administrative expenses, as a
percent of net sales, in fiscal year 2001 was primarily due to reduced general
and administrative cost at the manufacturing plants. The

increase in selling, general and administrative expenses, as a percent of net
sales, in fiscal year 2000 and 1999 was due to the fixed overhead cost
associated with the lower sales volume and increased expenses from the seven new
retail sales centers added during the fourth quarter of fiscal 1998,
respectively.

Prestige recorded an impairment adjustment to goodwill in the
amount of $89,000 in fiscal year 2000 and $154,000 in fiscal 1999 in connection
with the closing of under performing retail sales centers.

Other income for fiscal 2001 was $913,451 of which $365,029 was
from interest income on cash equivalents and $285,534 was from Nobility's equity
in the earnings from the Majestic 21 joint venture. In 2001, Nobility received
$200,000 in payments from TLT Communities against $752,654 of advances that are
non-interest bearing and which have been fully reserved since 1991. Other income
for fiscal 2000 was $1,649,590 of which $355,845 was from interest income on
cash equivalents, $380,208 was from Nobility's equity in the earnings from the
Majestic 21 joint venture and $766,100 in payments from TLT Communities. Other
income for fiscal 1999 was $1,080,265 of which $208,834 was from interest income
on cash equivalents, $388,495 was from Nobility's equity in the earnings from
the Majestic 21 joint venture and $400,000 in payments from TLT Communities.

As a result of the factors discussed above, earnings for fiscal
2001 were $2,477,913 or $.58 per diluted share compared to $2,268,103 or $.49
per share for fiscal 1999 and $2,791,540 or $.58 per diluted share for fiscal
1999.

Liquidity and Capital Resources
-------------------------------

Cash and cash equivalents were $11,005,012 at November 3, 2001
compared to $9,828,122 at November 4, 2000. Working capital was $15,939,196 at
November 3, 2001, compared to $15,111,253 at November 4, 2000. Nobility owns the
entire inventory for the Prestige retail sales centers and does not incur any
third party floor plan financing expenses. Inventories increased to $7,606,911
at November 3, 2001, from $7,037,495 at November 4, 2000 primarily due to the
adoption of SAB 101.

Prestige purchased the land for two of its existing retail sales
centers during second quarter of fiscal 2000 for $640,238. The properties had
been leased from unrelated entities under operating lease agreements.

During fiscal year 2000 Prestige closed two of its retail sales
centers in Chiefland and Panama City, Florida and recorded an impairment
adjustment to goodwill in the amount of $89,000.

Nobility repurchased in the open market 277,500 shares of its
common stock for $1,779,182 during fiscal year 2001 and 309,900 shares of its
common stock for $1,679,923 in fiscal year 2000.

Nobility maintains a revolving credit agreement with a major bank
providing for borrowings up to $2,500,000 with an option to increase the line to
$4,000,000. At November 3, 2001 and November 4, 2000, there were no amounts
outstanding under this agreement.

Consistent with normal practice, Nobility's operations are not
expected to require significant capital expenditures during fiscal 2002. Working
capital requirements for the home inventory for existing and any new retail
sales centers will be met with internal sources.

Forward Looking Statements
--------------------------

Certain statements in this report are forward-looking statements
within the meaning of the federal securities laws. Although Nobility believes
that the expectations reflected in such forward-looking statements are based on
reasonable assumptions, there are risks and uncertainties that may cause actual
results to differ materially from expectations. These risks and uncertainties
include, but are not limited to, competitive pricing pressures at both the
wholesale and retail levels, changes in market demand, changes in interest
rates, adverse weather conditions that reduce sales at retail centers, the risk
of manufacturing plant shutdowns due to storms or other factors, and the impact
of marketing and cost-management programs.

Item 8. Consolidated Financial Statements and Supplementary Data
------ --------------------------------------------------------

Financial statements incorporated herein from Nobility's 2001
Annual Report to Shareholders are attached as Exhibit 13 and are listed at Part
IV, Item 13(a), "Consolidated Financial Statements and Schedules."

Item 9. Changes in and Disagreements with Accountants on Accounting and
------ ---------------------------------------------------------------
Financial Disclosure
--------------------

None

PART III

Item 10. Directors and Executive Officers of the Registrant
------- --------------------------------------------------

Information concerning Nobility's directors is incorporated by
reference pursuant to Instruction G of Form 10-K from its definitive proxy
statement for the 2002 annual meeting of shareholders to be filed with the
Commission pursuant to Regulation 14A on or before March 3, 2002.

The following table provides the names, ages and business
experience for the past five years for each of Nobility's executive officers.
Executive officers are each elected for one year terms.

Executive Officers
------------------

Terry E. Trexler (62) Chairman of the Board and President; Mr. Trexler
is also President of TLT; from April 1996 to
March 1997, Mr. Trexler

was a director of Citizens National Bank and its
subsidiary, Citi-Bancshares, Inc. and was
Chairman of the Board of Citizens First
Bancshares, Inc. and its subsidiary, Citizens
First Bank of Ocala prior to its acquisition in
April 1996.

Thomas W. Trexler (38) Executive Vice President and Chief Financial
Officer since December 1994 and a director since
February 1993; President of Prestige Insurance
Services, Inc. since August 1992; President of
Prestige since June 1995 and Vice President from
1991 to June 1995; director of Prestige and Vice
President and director of TLT since September
1991.

Edward C. Sims (55) Vice President of Engineering.

Jean Etheredge (56) Secretary.

Lynn J. Cramer, Jr. (56) Treasurer.

Thomas W. Trexler, Executive Vice President, Chief Financial
Officer and a director, is the son of Terry E. Trexler, Nobility's President and
Chairman of the Board. There are no other family relationships between any
directors or executive officers.

Item 11. Executive Compensation
------- ----------------------

Information concerning executive compensation is incorporated by
reference pursuant to Instruction G of Form 10-K from Nobility's definitive
proxy statement for the 2002 annual meeting of shareholders to be filed with the
Commission pursuant to Regulation 14A on or before March 3, 2002.

Item 12. Security Ownership of Certain Beneficial Owners and Management
------- --------------------------------------------------------------

Information concerning security ownership of certain beneficial
owners and management is incorporated by reference pursuant to Instruction G of
Form 10-K from Nobility's definitive proxy statement for the 2002 annual meeting
of shareholders to be filed with the Commission pursuant to Regulation 14A on or
before March 3, 2002.

Item 13. Certain Relationships and Related Transactions
------- ----------------------------------------------

Information concerning certain relationships and related
transactions is incorporated by reference pursuant to Instruction G of Form 10-K
from Nobility's definitive proxy statement for the 2002 annual meeting of
shareholders to be filed with the Commission pursuant to Regulation 14A on or
before March 3, 2002.

PART IV

Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K
------- ---------------------------------------------------------------

(a) Consolidated Financial Statements and Schedules:

Report of PricewaterhouseCoopers LLP

Consolidated Balance Sheets at November 3, 2001 and November 4, 2000

Consolidated Statements of Income for the Years Ended November 3, 2001,
November 4, 2000 and November 6, 1999

Consolidated Statements of Changes in Stockholders' Equity for the
Years Ended November 3, 2001, November 4, 2000 and November 6, 1999

Consolidated Statements of Cash Flows for the Years Ended November 3,
2001, November 4, 2000 and November 6, 1999

Notes to Consolidated Financial Statements

(b) Reports on Form 8-K:

None

3. (a) Nobility's Articles of Incorporation, as amended (filed
as an exhibit to Nobility's Form 10-K for the fiscal
year ended November 1, 1997 and incorporated herein by
reference).

(b) Bylaws, as amended March 28, 1994, (filed as an exhibit
to Nobility's Form 10-KSB for the fiscal year ended
October 29, 1994 and incorporated herein by reference.)

10. (a) Joint Venture Agreement with 21st Century Mortgage
Corporation (filed as an exhibit to Nobility's Form
10-K for the fiscal year ended November 1, 1997 and
incorporated herein by reference).

* (b) Stock Incentive Plan (filed as an exhibit to Nobility's
registration statement on Form S-8, registration no.
333-44769, and incorporated herein by reference).

--------------------------
* Management Remuneration Plan.

(d) Agreement dated September 7, 2001 between Nobility and
Terry E. Trexler relating to use of life insurance
proceeds.

13. Consolidated Financial Statements from 2001 Annual Report
to Shareholders.

21. Subsidiaries of Nobility.

23. Consent of PricewaterhouseCoopers LLP.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, the Registrant has duly caused this report to
be signed on its behalf by the undersigned, thereunto duly authorized.

NOBILITY HOMES, INC.

DATE: February 1, 2002 By: /s/ Terry E. Trexler
--------------------------------------
Terry E. Trexler, Chairman, President
and Chief Executive Officer

DATE: February 1, 2002 By: /s/ Thomas W. Trexler
--------------------------------------
Thomas W. Trexler, Executive
Vice President and
Chief Financial Officer

DATE: February 1, 2002 By: /s/ Lynn J. Cramer, Jr.
--------------------------------------
Lynn J. Cramer, Jr., Treasurer and
Principal Accounting Officer

Pursuant to the requirements of the Securities Exchange Act of
1934, this report has been signed below by the following persons on behalf of
the Registrant and in the capacities and on the dates indicated:

DATE: February 1, 2002 /s/ Terry E. Trexler
-----------------------------------------
Terry E. Trexler, Director

DATE: February 1, 2002 /s/ Richard C. Barberie
-----------------------------------------
Richard C. Barberie, Director

DATE: February 1, 2002 /s/ Robert Holliday
-----------------------------------------
Robert Holliday, Director

DATE: January 29, 2002 /s/ Robert P. Saltsman
-----------------------------------------
Robert P. Saltsman, Director

DATE: February 1, 2002 /s/ Thomas W. Trexler
-----------------------------------------
Thomas W. Trexler, Director

EXHIBIT INDEX

3. (a) Nobility's Articles of Incorporation, as amended (filed
as an exhibit to Nobility's Form 10-K for the fiscal
year ended November 1, 1997 and incorporated herein by
reference).

(b) Bylaws, as amended March 28, 1994, (filed as an exhibit
to Nobility's Form 10-KSB for the fiscal year ended
October 29, 1994 and incorporated herein by reference.)

10. (a) Joint Venture Agreement with 21st Century Mortgage
Corporation (filed as an exhibit to Nobility's Form 10-K
for the fiscal year ended November 1, 1997 and
incorporated herein by reference).

* (b) Stock Incentive Plan (filed as an exhibit to Nobility's
registration statement on Form S-8, registration no.
333-44769, and incorporated herein by reference).

(d) Agreement dated September 7, 2001 between Nobility and
Terry E. Trexler relating to use of life insurance
proceeds.

13. Consolidated Financial Statements from 2001 Annual Report
to Shareholders.

21. Subsidiaries of Nobility.

23. Consent of PricewaterhouseCoopers LLP.

________________________

* Management Remuneration Plan.