Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date.

See notes to consolidated financial statements.

See notes to consolidated financial statements.

See notes to consolidated financial statements.

1. Basis of Presentation: The foregoing unaudited consolidated financial statements reflect all adjustments which are, in the opinion of management, necessary for a fair statement of the results for the interim periods. All such adjustments are of a normal recurring nature. The results for interim periods are not necessarily indicative of results to be expected for the year. Except for the change in accounting for goodwill and intangible assets as discussed in Note 5, accounting policies have been continued without change and are described in the Summary of Significant Accounting Policies contained in the Company's Annual Report to Shareholders for fiscal year ended May 31, 2002. For additional information regarding the Company's financial condition, refer to the footnotes accompanying the 2002 financial statements. Details in those notes have not changed significantly except as indicated herein and as a result of normal transactions in the interim period.

2. Commitments and Contingencies: The Company is involved in certain legal matters primarily arising in the normal course of business. In the opinion of management, the Company's liability under any of these matters would not materially affect its financial condition or results of operations.
3. Segment Information: The Company's business segments are the Oxford Shirt Group, Lanier Clothes, Oxford Slacks and the Oxford Womenswear Group. The Shirt Group operations encompass branded and private label dress and sport shirts and branded golf apparel. Lanier Clothes produces branded and private label suits, sportscoats, suit separates and dress slacks. Oxford Slacks is a producer of private label dress and casual slacks and walk shorts. The Womenswear Group is a producer of private label women's sportswear. Corporate and Other is a reconciling category for reporting purposes and includes the Company's corporate offices, transportation and logistics, LIFO inventory accounting adjustments and other costs that are not allocated to the operating groups.

5. New Accounting Standards (continued)

• Options to purchase 304,200 shares of the Company's stock at prices ranging from $23.45 to $35.66 per share were outstanding during the second quarter of fiscal 2003. However, these were not included in the computation of diluted earnings per share because the inclusion of such shares would have had an antidilutive effect.
• Options to purchase 198,450 shares of the Company's stock at prices ranging from $27.88 to $35.66 per share were outstanding during the second quarter of fiscal 2002. However, these were not included in the computation of diluted earnings per share because the inclusion of such shares would have had an antidilutive effect.
• Options to purchase 187,200 shares of the Company's stock at prices ranging from $27.88 to $35.66 per share were outstanding during the six months ended November 29, 2002. However, these were not included in the computation of diluted earnings per share because the inclusion of such shares would have had an antidilutive effect.
• Options to purchase 198,450 shares of the Company's stock at prices ranging from $27.88 to $35.66 per share were outstanding during the six months ended November 30, 2001. However, these were not included in the computation of diluted earnings per share because the inclusion of such shares would have had an antidilutive effect.

The following table expresses line items in the Consolidated Statements of Earnings both in dollars and as a percent of net sales. The table also sets forth the percentage change of those items as compared to the prior year. All dollar amounts in the following tables and text are expressed in thousands. (Percentages are calculated based on actual data, but percentage columns may not add due to rounding.)

Second quarter net sales increased 18.5% from $156,528 in the prior year to $185,421 this year. A 27.5% increase in the number of units shipped was partially offset by a 7.1% decline in the average selling price per unit. The increase in unit sales was primarily attributable to growth in the discount and chain store channels and included the initial rollout of Lands' End product into selected Sears stores. The decline in the average selling price per unit was due to continued deflation in apparel prices and a shift in product mix.

Net sales increased 6.4% from $336,058 in the first half of last year to $357,560 in the first half of the current year. A unit sales increase of 16.5% was partially offset by a 8.7% decline in the average selling price per unit. As in the second quarter, the decline in the average selling price per unit was due to continued deflation in apparel prices and a shift in product mix.

Cost of goods sold declined from 82.4% in the second quarter of the prior year to 79.9% in the second quarter of the current year. Lower markdowns and a significant improvement in manufacturing performance drove the reduction in the cost of goods sold. The improved manufacturing performance was due to lower opening inventories, less owned manufacturing capacity, higher volumes and higher manufacturing capacity utilization than in the prior year. In the second quarter of the prior year, the Company permanently closed two sewing facilities in Mexico at a cost of $1,100. During the second quarter of the current year, the Company also elected to close its European golf operation, which resulted in a pretax charge of $1,373 ($833 to cost of goods sold and $540 to S,G&A).

For the six months, cost of goods sold declined from 81.0% in the prior year to 78.8% in the current year. The reasons for the decline were the same as those stated for the second quarter.

The sales increase resulted in a moderate leveraging of selling, general and administrative (S,G&A) expenses in the second quarter. As a percentage of net sales, S,G&A declined from 17.1% in the prior year to 16.2% in the current year. In absolute dollar terms, S,G&A expenses increased from $26,824 in the second quarter of the prior year to $30,076 in the current quarter. Included in S,G&A in the current quarter were higher incentive compensation accruals due to improved financial performance, costs to close the European golf operation and $805 of acquisition due diligence costs.

For six months, S,G&A increased to $61,044 in the current year from $58,027 in the prior year. As a percentage of net sales, S,G&A declined to 17.1% in the current year from 17.3% in the prior year. The dollar increase from the prior year was primarily due to higher incentive compensation accruals, costs to close the European golf operation, and $1,061 of acquisition due diligence costs.

Interest expense in the second quarter declined due to lower weighted average borrowing requirements and lower average interest rates. In the second quarter of the prior year, approximately $386 of financing cost for the trade receivables securitization program were included in S,G&A expense rather than interest expense.

For the six months, interest expense declined due to lower weighted average borrowing requirements and lower average interest rates. In the prior year, approximately $937 of financing cost for the trade receivables securitization program were included in S,G&A expense rather than interest expense.

The Company's effective tax rate was approximately 39.5% for the second quarter and six months of the current year and was approximately 38.0% for the second quarter and six months of the prior year. Variations in the rate are primarily attributable to the relative distribution of pre-tax earnings among the various taxing jurisdictions in which the Company operates.

The Company's business segments are the Oxford Shirt Group, Lanier Clothes, Oxford Slacks and the Oxford Womenswear Group. The Shirt Group operations encompass branded and private label dress and sport shirts and branded golf apparel. Lanier Clothes produces branded and private label suits, sportscoats, suit separates and dress slacks. Oxford Slacks is a producer of private label dress and casual slacks and walk shorts. The Womenswear Group is a producer of private label women's sportswear. Corporate and Other is a reconciling category for reporting purposes and includes the Company's corporate offices, transportation and logistics, LIFO inventory accounting adjustments and other costs that are not allocated to the other operating groups. All data with respect to the Company's specific segments included within "Management's Discussion and Analysis" is presented before applicable intercompany eliminations. See also Note 3: of Notes to Consolidated Financial Statements.

The Oxford Shirt Group posted a 19.4% increase in net sales from $44,746 in the second quarter of the prior year to $53,437 in the second quarter of the current year. A 29.8% increase in unit sales was partially offset by a 7.9% decline in the average selling price per unit. The increase in unit sales was due primarily to initial shipment of Lands' End product to Sears stores. The decline in the average selling price per unit was due to continued deflation in apparel prices and product mix. The Company elected to close its European golf operation, which resulted in a pretax charge of $1,373. Higher sales volume and improved manufacturing performance resulted in an improvement in EBIT from ($2,549) in the second quarter of the prior year to $564 in the current year.

For the six months, the Oxford Shirt Group net sales increased 1.4% from $99,215 in the prior year to $100,610 in the current year. An 11.0% increase in unit sales was mostly offset by a 8.6% decline in the average selling price per unit. EBIT increased from ($1,122) in the prior year to $1,818 in the current year.

Lanier Clothes posted a 10.5% increase in net sales from $38,464 in the second quarter of the prior year to $42,505 in the second quarter of the current year. A 19.4% increase in unit sales was partially offset by a 7.5% decline in the average selling price per unit. The increase in unit sales came primarily in the department and chain store channels. The increased sales volume, lower markdowns and improved manufacturing performance resulted in an increase in EBIT to $3,427 in the current quarter from $1,661 in the prior year.

For the six months, Lanier Clothes posted a 0.3% increase in net sales. An 8.0% increase in unit sales was offset by a 7.1% decline in the average selling price per unit. EBIT increased from $6,068 in the prior year to $8,323 in the current year.

The Oxford Slacks Group reported a 34.5% sales increase from $18,460 in the second quarter of the prior year to $24,830 in the second quarter of the current year. A 41.0% increase in unit sales was partially offset by a 4.7% decline in the average selling price per unit. Most of the unit sales increase came from initial shipments of Lands' End casual and dress slacks to Sears. Higher volumes resulted in expense leveraging and improved manufacturing performance. EBIT increased from $399 in the prior year to $1,752 in the current year.

For the six months, Oxford Slacks posted a 14.1% increase in sales from $40,462 in the prior year to $46,184 in the current year. A 20.7% increase in unit sales was partially offset by a 5.5% decline in the average selling price per unit. EBIT increased from $1,494 in the prior year to $3,101 in the current year.

The Oxford Womenswear Group posted a 17.9% increase in net sales for the second quarter from $54,740 in the prior year to $64,565 in the current year. A 25.4% increase in unit sales was partially offset by a 7.7% decline in the average selling price per unit. The unit sales increase came primarily from mass merchant retailers. Profitability rebounded from the prior year's depressed levels which had included the permanent closure of two manufacturing facilities. EBIT increased from $281 in the prior year to $1,766 in the current year.

For the six months, the Womenswear Group posted a 12.1% increase in net sales from $116,967 in the prior year to $131,164 in the current year. A 19.3% increase in unit sales was partially offset by a 7.3% decline in the average selling price per unit. EBIT increased 22.9% from $4,317 in the prior year to $5,307 in the current year.

The Corporate and Other decline in EBIT for the second quarter was primarily attributable to the net effect of LIFO inventory accounting, and the aforementioned acquisition due diligence cost. As described above, the prior period included securitization financing cost classified as S,G&A.

For the six months, the Corporate and Other increase in EBIT was primarily due to the net effect of securitization interest classified as S, G & A in the prior year, LIFO inventory accounting and overabsorption of Far East buying office expenses due to increased volume, offset by acquisition due diligence cost and higher incentive compensation accruals due to improved financial performance.

The change in cash flow from operating activity is primarily due to changes in net earnings and working capital. Changes in working capital are primarily monitored by analysis of the Company's investment in accounts receivable and inventory and by the amount of accounts payable. The following table sets forth an analysis of the primary components of working capital as adjusted to return the off-balance sheet securitization program at November 30, 2001 to the balance sheet for comparison purposes.

Operating Activities generated $15,257 in the first six months of the current year and used $476 in the first six months of the prior year. The increase in receivables was primarily due to the increase in sales volume. The inventory reduction from the prior year was driven by improved asset management while the increase since the beginning of the year is to support planned increased sales.

Investing activities used $521 in the first six months of the current year and $634 in the first six months of the prior year.

Financing activities used $3,356 in the first six months of the current year and $1,329 in the same period of the prior year. The primary difference was the decline in the proceeds from the sale of employee stock options.

The Company established a $90,000 accounts receivable securitization program on May 3, 2001, under which the Company sells a defined pool of its accounts receivable to a securitization conduit. The Company used the proceeds from the receivables securitization to eliminate bank borrowings. At November 30, 2001, $10,000 was outstanding under the securitization agreement. The Company amended its trade receivables securitization agreement on January 31, 2002, and discontinued the off-balance sheet treatment of the program. The facility amount was also reduced to $65,000. There was no debt outstanding under the securitization agreement at May 31, 2002 or November 29, 2002.

If the securitization agreement had not been treated as off-balance sheet at November 30, 2001, the accounts receivable balance at November 30, 2001 would have increased $10,000 to $81,609 and the balance of short-term debt would have been $10,000. Net cash generated by operations for the six months ended November 30, 2001 would have increased by $46,000 from $476 cash used to $45,524 cash provided. Net cash provided by financing activities would have decreased by $46,000 from $1,329 cash used to $47,329 cash used.

On January 6, 2003, the Company's Board of Director's declared a cash dividend of $0.21 per share payable on March 1, 2003 to shareholders of record on February 17, 2003.

The consumer price index indicates deflation in apparel prices for at least the last four years. This deflation has resulted in the decline in the average selling price per unit for the Company as a whole and for each operating segment. In order to maintain gross margins and operating profit, the Company constantly seeks more cost effective product sourcing, productivity improvements and cost containment initiatives, in addition to efforts to increase unit sales.

There were no other material changes in Market Risk Sensitivity since the filing of the Annual report on Form 10-K for the fiscal year ended May 31, 2002.

A discussion of the effects of recently issued accounting standards appears in Note 5 to the Consolidated Financial Statements in Item 1 above.

Cash flow from operations is the Company's primary source of liquidity. The Company supplements operating cash with its $65,000 trade receivables securitization program and uncommitted bank lines of credit. On November 29, 2002, $62,405 was available under the securitization program and there was no debt outstanding under the securitization agreement. The Company has $122,226 in uncommitted lines of credit, of which $101,726 is reserved exclusively for letters of credit. The Company pays no commitment fees for these available lines of credit. At November 29, 2002 there were no direct borrowings and approximately $89,747 in trade letters of credit outstanding under these lines. The Company anticipates use and availability of uncommitted resources as working capital needs may require.

The uses of funds primarily include working capital requirements, capital expenditures, acquisitions, stock repurchases, dividends and repayment of short-term debt. The Company considers possible acquisitions of apparel-related businesses that are compatible with its long-term strategies. The Company's Board of Directors has authorized the Company to purchase shares of the Company's common stock on the open market and in negotiated trades as conditions and opportunities warrant.

The Company remains optimistic about its financial performance for the balance of the fiscal year. The Company entered the second half with significantly lower inventories and higher order bookings for the upcoming spring season. The Company expects mid to high single digit percentage increases in second half sales and earnings.

The Company's critical accounting policies, including the assumptions and judgements underlying them, are disclosed in the Notes to the Consolidated Financial Statements. Theses policies have been consistently applied in all material respects and address such matters as concentrations of credit risk, accounts receivable securitization, accounts receivable valuation, inventory management and revenue recognition. While the estimates and judgements associated with the application of these policies may be affected by different assumptions or conditions, the Company believes the estimates and judgements associated with the reported amounts are appropriate in the circumstances.

This Quarterly Report contains forward-looking statements within the meaning of the federal securities laws. These statements which include statements regarding the Company's future liquidity and capital resource requirements as well as the Company's future operations results are based on the Company's current beliefs or expectations. These statements are based on numerous assumptions and are subject to risks and uncertainties. Although the Company feels that the beliefs and expectations in the forward-looking statements are reasonable, it does not and cannot give any assurance that the beliefs and expectations will prove to be correct. Many factors could significantly affect the Company's operations and cause the Company's actual results to be materially different from the Company's forward-looking statements. Those factors include, but are not limited to: (i) general economic and apparel business conditions; (ii) continued retailer and consumer acceptance of the Company's products; (iii) global man ufacturing costs; (iv) the financial condition of customers or suppliers; (v) changes in capital market conditions; (vi) governmental and business conditions in countries where the Company's products are manufactured; (vii) changes in trade regulations; (viii) the impact of acquisition activity; (ix) changes in the Company's plans, strategies, objectives, expectations or intentions, which happen at any time in the discretion of the Company; and (x) other risks and uncertainties indicated from time to time in the Company's filings with the Securities and Exchange Commission. The Company does not have an obligation to publicly update any forward-looking statements, whether as a result of the receipt of new information, the occurrence of the future events or otherwise.

For additional information concerning the Company's operations, cash flows, liquidity and capital resources, this analysis should be read in conjunction with the Consolidated Financial Statements and the Notes to Consolidated Financial Statements contained in the Company's Annual Report for the fiscal year ended May 31, 2002.

See the section entitled "Liquidity and Capital Resources" in Item 2 above, which sections are incorporated herein by reference.

Our chief executive officer and our chief financial officer, after evaluating the effectiveness of the Company's "disclosure controls and procedures" (as defined in the Securities Exchange Act of 1934 Rules 13a-14(c) and 15-d-14(c)) as of an evaluation date within 90 days before the filing date of this quarterly report, have concluded that as of the evaluation date, our disclosure controls and procedures were adequate and designed to ensure that material information relating to us and our consolidated subsidiaries would be made known to them by others within those entities.

There were no significant changes in our internal controls or, to our knowledge, in other factors that could significantly affect our disclosure controls and procedures subsequent to the evaluation date.

99.1 Certification by Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

The Registrant did not file any reports on Form 8-K during the quarter ended November 29, 2002.

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 thereunto duly authorized.

OXFORD INDUSTRIES, INC.
(Registrant)

I, J. Hicks Lanier, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Oxford Industries;

2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;

3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report;

4. The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

a) designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;

b) evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the "Evaluation Date"); and

c) presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent function):

a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record, process, summarize and report financial data and have identified for the registrant's auditors any material weaknesses in internal controls; and

b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and

6. The registrant's other certifying officers and I have indicated in this quarterly report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

Dated: January 10, 2003

By: /s/ J. Hicks Lanier

___________________

J. Hicks Lanier

Chief Executive Officer

============================================================================

I, Ben B. Blount, Jr., certify that:

1. I have reviewed this quarterly report on Form 10-Q of Oxford Industries;

2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;

3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report;

4. The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

a) designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;

b) evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the "Evaluation Date"); and

c) presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent function):

a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record, process, summarize and report financial data and have identified for the registrant's auditors any material weaknesses in internal controls; and

b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and

6. The registrant's other certifying officers and I have indicated in this quarterly report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

Dated: January 10, 2003

By: /s/ Ben B. Blount, Jr.

___________________

Ben B. Blount, Jr.

Chief Financial Officer