Fleetwood Enterprises, Inc.

CORPORATE PARTICIPANTS

 Kathy Munson

 Fleetwood Enterprises - Director, IR

 Boyd Plowman

 Fleetwood Enterprises - EVP & CFO

 Chris Braun

 Fleetwood Enterprises - EVP, RV Group

 Roger Howsmon

 Fleetwood Enterprises - EVP, Housing Group

 Ed Caudill

 Fleetwood Enterprises - President & CEO

 Andy Griffiths

 Fleetwood Enterprises - VP & Controller

CONFERENCE CALL PARTICIPANTS

 John Diffendal

 BB&T Capital Markets - Analyst

 Bill Gibson

 Nollenberger Capital - Analyst

 Ed Aaron

 RBC Capital Markets - Analyst

 Derek Wenger

 Jefferies & Co. - Analyst

 Chris Cooke

 Zazove - Analyst

 John Beall

 Standard Pacific Capital - Analyst

 Barry Vogel

 Barry Vogel & Associates - Analyst

 John Weiss

 Glenhill Capital - Analyst

 Stephen Percoco

 Lark Research - Analyst

PRESENTATION

Operator

Good afternoon, ladies and gentlemen. My name is Paul, and I will be your conference facilitator today. At this time I would like to welcome everyone to Fleetwood Enterprises second-quarter fiscal 2005 financial results conference call. (OPERATOR INSTRUCTIONS). I would now like to turn the conference over to Ms. Kathy Munson, Director of Investor Relations. Please go ahead, maam.

 Kathy Munson - Fleetwood Enterprises - Director, IR

Thank you. Good day and welcome to Fleetwood Enterprises conference call for the second quarter of fiscal 2005. Im Kathy Munson, Director of Investor Relations. First, we hope that all of you have accessed via the Internet or facsimile last Fridays news release announcing Fleetwoods results for its second quarter ended October 24, 2004. The Companys 10-Q was also filed on Friday. This call is being broadcast live over the Internet at streetevents.com and fulldisclosure.com, and is accessible from our own website, Fleetwood.com. A replay of the call will be available

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at each site shortly after the end of this call, and the call is also being taped. If you have any questions about accessing any of this information, please call the PondelWilkinson Investor Relations office in California after the conference call.

Please be advised that the statements made by Fleetwood Enterprises in Fridays press release and during this conference call that relate to future plans, events or performance are forward-looking statements. These statements are based on the beliefs of the Companys management, as well as assumptions made by and information currently available to the Companys management. Such statements 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 the Companys 10-K and other SEC filings.

These risks and uncertainties include without limitation the following items: The cyclical nature of both the manufactured housing and recreational vehicle industry, ongoing weakness in the manufactured housing market, continued acceptance of the Companys products, the potential impact on demand for Fleetwoods products and the result of changes in consumer confidence levels, the effect of global tensions on consumer confidence, expenses and uncertainties associated with the introduction and manufacturing of new products, the future availability of manufactured housing retail financing, as well as housing and RV wholesale financing, exposure to interest rate and market changes affecting certain of the Companys assets and liabilities, availability in pricing of raw materials, changes in retail inventory levels in the manufactured housing and recreational vehicle industries, competitive pricing pressures, the ability to attract and retain quality dealers, executive officers and other personnel, and the Companys ability to obtain financing needed in order to execute its business strategies.

Actual results, events and performance may differ materially. Leaders and conference call participants are cautioned not to place undue reliance on these forward-looking statements, which speak only as of todays date. The Company undertakes no obligation to release publicly the result of any revisions to these forward-looking statements that may result from changing circumstances or unanticipated events.

With that in mind, lets move on to todays call. Boyd Plowman, Executive Vice President and Chief Financial Officer, will provide an overall picture of our business and outlook, and then he will detail our financial results. Then we will address your questions. The other Fleetwood executives that are available to help answer your questions are Ed Caudill, President and CEO, who is under the weather and so is keeping his speaking to a minimum; Roger Howsmon, Executive Vice President of our Housing Group; Chris Braun, Executive Vice President of our RV Group; Lyle Larkin, Vice President and Treasurer, and Andy Griffiths, Vice President and Controller. I will now turn the call over to Boyd Plowman, Fleetwoods Executive Vice President and Chief Financial Officer.

 Boyd Plowman - Fleetwood Enterprises - EVP & CFO

Thanks, Kathy. Again, welcome to our second-quarter earnings conference call. The growth in our revenues, net income and earnings per share in the quarter is encouraging. Our revenues were up 6 percent over the prior year, and our net results increased substantially more than that. We generated net income of $8.1 million, a 116 percent increase over last years second quarter. Earnings per share showed a 40 percent gain from 10 cents to 14 cents per diluted share. The Housing Group generated a $7.3 million turnaround in operating income, the motor home division performed well and interest expense was lower by $3.8 million, due to the conversion and redemption of our 9.5 percent convertible trust preferred securities earlier in the year.

I will briefly go over the quarters results by operating division and discuss our experience at the National RV Show in Louisville, which was held last week. Then I will provide our perspective on the outlook for our industries and the Company specifically and finally provide detailed financial information. Then we will be happy to take your questions.

The big improvements this quarter compared to last years second quarter were in the Housing Group. We posted the second consecutive quarter of profitable results for the Group as a whole. Operating income reached $4.8 million made up of an $11.7 million profit in the wholesale division, partially offset by a $6.4 million loss in the retail division and a $500,000 adjustment to eliminate intercompany profit. Sales were up 14 percent overall. As we pointed out in our earnings release, this quarter demonstrated the remarkable leverage inherent in our manufactured housing business as the wholesale divisions operating income increased by 90 percent on an 18 percent gain in revenues.

These positive results in a still-difficult industry environment have been driven by significant market share gains in the calendar year to date. Providing homes to community operators and for emergency housing in particular has lifted our wholesale market share in single section homes to 21.6 percent, up from 12.5 percent for the first nine months of the calendar year. Overall our wholesale market share has increased to 17 percent compared to 14.5 percent at this time in 2003. Through September, Fleetwoods share of the retail market as a whole has increased to 17.6 percent from 15.8 percent at the same time last year, and our year-to-date share in multisection housing positions us as the national leader with 18.6 percent.