Fleetwood Announces Plans for Preferred Stock Offering

22 January 1998

    RIVERSIDE, Calif., Jan. 21 -- Fleetwood Enterprises, Inc.,
the nation's largest producer of manufactured housing and
recreational vehicles, announced today its plans to complete a private
offering of convertible preferred securities in an amount currently
anticipated to be approximately $250 million.  The offering, which is expected
to be completed within the next 30 days, will be offered under Rule 144A of
the Securities Act of 1933.
    The Company indicated that the purpose of the offering is to fund the
purchase of 5.2 million shares of Common stock owned by the founder and former
Chairman of the Board, John C. Crean, and for general corporate purposes,
including potentially funding a portion of the Company's capital commitment to
Expression Homes.  On January 13, 1998, the Company announced that it had
reached agreement with Mr. Crean to purchase all of his shares, which
represents about 14 percent of the Company's currently outstanding Common
stock, at a price of $34 per share.
    The convertible preferred securities have not been registered under the
Securities Act of 1933, as amended, and may not be offered or sold in the
United States absent registration or an applicable exemption from such
registration requirements.

SOURCE  Fleetwood Enterprises, Inc.