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<SEC-DOCUMENT>0000089439-04-000014.txt : 20040416
<SEC-HEADER>0000089439-04-000014.hdr.sgml : 20040416
<ACCEPTANCE-DATETIME>20040416161917
ACCESSION NUMBER:		0000089439-04-000014
CONFORMED SUBMISSION TYPE:	10-Q
PUBLIC DOCUMENT COUNT:		6
CONFORMED PERIOD OF REPORT:	20040327
FILED AS OF DATE:		20040416

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			MUELLER INDUSTRIES INC
		CENTRAL INDEX KEY:			0000089439
		STANDARD INDUSTRIAL CLASSIFICATION:	ROLLING DRAWING & EXTRUDING OF NONFERROUS METALS [3350]
		IRS NUMBER:				250790410
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1226

	FILING VALUES:
		FORM TYPE:		10-Q
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	001-06770
		FILM NUMBER:		04738522

	BUSINESS ADDRESS:	
		STREET 1:		SUITE 150
		STREET 2:		8285 TOURNAMENT DRIVE
		CITY:			MEMPHIS
		STATE:			TN
		ZIP:			38125
		BUSINESS PHONE:		(901)753-3200

	MAIL ADDRESS:	
		STREET 1:		SUITE 150
		STREET 2:		8285 TOURNAMENT DRIVE
		CITY:			MEMPHIS
		STATE:			TN
		ZIP:			38125

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	SHARON STEEL CORP
		DATE OF NAME CHANGE:	19910103
</SEC-HEADER>
<DOCUMENT>
<TYPE>10-Q
<SEQUENCE>1
<FILENAME>mli10q.txt
<DESCRIPTION>FORM 10-Q FOR THE PERIOD ENDED MARCH 27, 2004
<TEXT>
<PAGE>
                                UNITED STATES
                     SECURITIES AND EXCHANGE COMMISSION

                           Washington, D.C. 20549


                                  FORM 10-Q


            QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                     THE SECURITIES EXCHANGE ACT OF 1934


For the fiscal quarter ended March 27, 2004      Commission file number 1-6770


                          MUELLER INDUSTRIES, INC.
           (Exact name of registrant as specified in its charter)


               Delaware                               25-0790410
     (State or other jurisdiction                  (I.R.S. Employer
   of incorporation or organization)              Identification No.)


                       8285 TOURNAMENT DRIVE, SUITE 150
                          MEMPHIS, TENNESSEE  38125
                    (Address of principal executive offices)


      Registrant's telephone number, including area code: (901) 753-3200


Indicate by a check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act
of 1934 during the preceding 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 whether the Registrant is an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act).  Yes  /X/        No  / /

The number of shares of the Registrant's common stock outstanding as of
April 15, 2004, was 34,976,567.














                                     -1-
<PAGE>
                          MUELLER INDUSTRIES, INC.

                                  FORM 10-Q

                     For the Period Ended March 27, 2004

                                   INDEX



Part I. Financial Information                                        Page

     Item 1.  Financial Statements (Unaudited)

          a.)  Consolidated Statements of Income
               for the quarters ended
               March 27, 2004 and March 29, 2003                       3

          b.)  Consolidated Balance Sheets
               as of March 27, 2004 and December 27, 2003              5

          c.)  Consolidated Statements of Cash Flows
               for the quarters ended March 27, 2004
               and March 29, 2003                                      7

          d.)  Notes to Consolidated Financial Statements              9


     Item 2.  Management's Discussion and Analysis of Financial
              Condition and Results of Operations                     12

     Item 3.  Quantitative and Qualitative Disclosures
              About Market Risk                                       16

     Item 4.  Controls and Procedures                                 17


Part II. Other Information

     Item 5.  Other Information                                       17

     Item 6.  Exhibits and Reports on Form 8-K                        18

Signatures                                                            19














                                     -2-
<PAGE>
PART I.  FINANCIAL INFORMATION
Item 1.  Financial Statements
<TABLE>
                          MUELLER INDUSTRIES, INC.
                      CONSOLIDATED STATEMENTS OF INCOME
                                 (Unaudited)
<CAPTION>
                                               For the Quarter Ended
                                        March 27, 2004          March 29, 2003
                                         (In thousands, except per share data)
<S>                                      <C>                     <C>
Net sales                                $   345,959             $   232,022

Cost of goods sold                           281,029                 191,915
                                          ----------              ----------

   Gross profit                               64,930                  40,107

Depreciation and amortization                  9,965                   9,740
Selling, general, and
   administrative expense                     26,682                  23,296
Impairment charge                              3,941                       -
                                          ----------              ----------

   Operating income                           24,342                   7,071

Interest expense                                (224)                   (311)
Environmental expense                           (169)                   (207)
Other income, net                              2,793                     557
                                          ----------              ----------

   Income from continuing operations
      before income taxes                     26,742                   7,110

Current income tax expense                    (8,674)                 (1,867)
Deferred income tax expense                     (108)                   (783)
                                          ----------              ----------

   Total income tax expense                   (8,782)                 (2,650)
                                          ----------              ----------

Income from continuing operations             17,960                   4,460

Loss from operation of
   discontinued operations, net
   of income taxes                                 -                    (539)
                                          ----------              ----------

Net income                               $    17,960             $     3,921
                                          ==========              ==========






See accompanying notes to consolidated financial statements.
</TABLE>
                                     -3-
<PAGE>
<TABLE>
                          MUELLER INDUSTRIES, INC.
                 CONSOLIDATED STATEMENTS OF INCOME (continued)
                                 (Unaudited)
<CAPTION>
                                               For the Quarter Ended
                                        March 27, 2004          March 29, 2003
                                         (In thousands, except per share data)
<S>                                      <C>                     <C>
Weighted average shares
   for basic earnings per share               34,658                  34,257
Effect of dilutive stock options               2,250                   2,514
                                          ----------              ----------

Adjusted weighted average shares
   for diluted earnings per share             36,908                  36,771
                                          ----------              ----------

Basic earnings (loss) per share:
   From continuing operations            $      0.52             $      0.13
   From discontinued operations                    -                   (0.02)
                                          ----------              ----------

Basic earnings per share                 $      0.52             $      0.11
                                          ==========              ==========

Diluted earnings (loss) per share:
   From continuing operations            $      0.49             $      0.12
   From discontinued operations                    -                   (0.01)
                                          ----------              ----------

Diluted earnings per share               $      0.49             $      0.11
                                          ==========              ==========

Dividends per share                      $      0.10             $         -
                                          ==========              ==========




















See accompanying notes to consolidated financial statements.
</TABLE>
                                     -4-
<PAGE>
<TABLE>
                          MUELLER INDUSTRIES, INC.
                         CONSOLIDATED BALANCE SHEETS
                                 (Unaudited)
<CAPTION>
                                        March 27, 2004       December 27, 2003
                                                   (In thousands)
<S>                                      <C>                     <C>
Assets

Current assets:
   Cash and cash equivalents             $   208,332             $   255,088

   Accounts receivable, less allowance
     for doubtful accounts of $5,450 in
     2004 and $4,734 in 2003                 233,641                 163,006

   Inventories:
     Raw material and supplies                29,609                  22,261
     Work-in-process                          20,461                  20,395
     Finished goods                          100,511                  97,892
                                          ----------              ----------

   Total inventories                         150,581                 140,548

   Other current assets                       18,659                  11,713
                                          ----------              ----------

     Total current assets                    611,213                 570,355

Property, plant, and equipment, net          340,188                 345,537
Goodwill, net                                102,570                 104,849
Other assets                                  31,621                  34,443
                                          ----------              ----------

                                         $ 1,085,592             $ 1,055,184
                                          ==========              ==========



















See accompanying notes to consolidated financial statements.
</TABLE>
                                     -5-
<PAGE>
<TABLE>
                          MUELLER INDUSTRIES, INC.
                   CONSOLIDATED BALANCE SHEETS (continued)
                                 (Unaudited)
<CAPTION>
                                        March 27, 2004       December 27, 2003
                                          (In thousands, except share data)
<S>                                      <C>                     <C>
Liabilities and Stockholders' Equity
Current liabilities:
   Current portion of long-term debt     $     1,960             $     2,835
   Accounts payable                           55,519                  42,081
   Accrued wages and other employee costs     26,302                  25,631
   Other current liabilities                  37,324                  42,959
                                          ----------              ----------

     Total current liabilities               121,105                 113,506

Long-term debt                                11,386                  11,437
Pension and postretirement liabilities        32,356                  31,643
Environmental reserves                         9,402                   9,560
Deferred income taxes                         65,149                  63,734
Other noncurrent liabilities                  11,221                  10,238
                                          ----------              ----------

     Total liabilities                       250,619                 240,118
                                          ----------              ----------

Minority interest in subsidiaries                208                     208

Stockholders' equity:
   Preferred stock - shares authorized
     4,985,000; none outstanding                   -                       -
   Series A junior participating
     preferred stock - $1.00 par value;
     shares authorized 15,000;
     none outstanding                              -                       -
   Common stock - $.01 par value; shares
     authorized 100,000,000; issued
     40,091,502; outstanding 34,975,867
     in 2004 and 34,276,343 in 2003              401                     401
   Additional paid-in capital, common        255,717                 259,110
   Retained earnings                         669,962                 655,495
   Accumulated other comprehensive loss       (3,770)                 (5,586)
   Treasury common stock, at cost            (87,545)                (94,562)
                                          ----------              ----------

   Total stockholders' equity                834,765                 814,858
                                          ----------              ----------

Commitments and contingencies (Note 2)             -                       -
                                          ----------              ----------

                                         $ 1,085,592             $ 1,055,184
                                          ==========              ==========

See accompanying notes to consolidated financial statements.
</TABLE>
                                     -6-
<PAGE>
<TABLE>
                          MUELLER INDUSTRIES, INC.
                    CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (Unaudited)
<CAPTION>
                                              For the Quarter Ended
                                        March 27, 2004          March 29, 2003
                                                   (In thousands)
<S>                                      <C>                     <C>
Cash flows from operating activities
   Net income from continuing operations $    17,960             $     4,460
   Reconciliation of net income from
    continuing operations to net cash
    used in operating activities:
     Depreciation and amortization             9,965                   9,740
     Income tax benefit from exercise
       of stock options                        9,685                       -
     Impairment charge                         3,941                       -
     Equity in loss of unconsolidated
       subsidiaries                            3,272                     278
     Deferred income taxes                       108                     783
     (Gain) loss on disposal
       of properties                          (5,142)                    212
     Minority interest in subsidiaries             -                      38
     Changes in assets and liabilities:
       Receivables                           (70,032)                (13,518)
       Inventories                            (9,714)                 (2,904)
       Other assets                           (6,149)                  1,261
       Current liabilities                     8,248                  (4,644)
       Other liabilities                         997                  (1,534)
       Other, net                                483                    (216)
                                          ----------              ----------

Net cash used in operating activities        (36,378)                 (6,044)
                                          ----------              ----------

Cash flows from investing activities
   Capital expenditures                       (5,063)                 (6,599)
   Purchase of Conbraco Industries, Inc.
     common stock                                  -                 (10,806)
   Proceeds from sales of properties           5,173                      27
   Escrowed IRB proceeds                           -                     449
                                          ----------              ----------

Net cash provided by (used in)
   investing activities                          110                 (16,929)
                                          ----------              ----------









See accompanying notes to consolidated financial statements.
</TABLE>
                                     -7-
<PAGE>
<TABLE>
                          MUELLER INDUSTRIES, INC.
              CONSOLIDATED STATEMENTS OF CASH FLOWS (continued)
                                 (Unaudited)
<CAPTION>
                                              For the Quarter Ended
                                        March 27, 2004          March 29, 2003
                                                   (In thousands)
<S>                                      <C>                     <C>

Cash flows from financing activities
   Acquisition of treasury stock         $    (9,320)            $         -
   Dividends paid                             (3,493)                      -
   Repayments of long-term debt                 (926)                 (1,122)
   Proceeds from the sale of
     treasury stock                            3,259                       -
                                          ----------              ----------

Net cash used in financing activities        (10,480)                 (1,122)
                                          ----------              ----------

Effect of exchange rate changes on cash           (8)                  1,157
                                          ----------              ----------

Decrease in cash
   and cash equivalents                      (46,756)                (22,938)

Cash provided by discontinued operations           -                     252

Cash and cash equivalents at the
   beginning of the period                   255,088                 217,601
                                          ----------              ----------

Cash and cash equivalents at the
   end of the period                     $   208,332             $   194,915
                                          ==========              ==========




















See accompanying notes to consolidated financial statements.
</TABLE>
                                     -8-
<PAGE>
                          MUELLER INDUSTRIES, INC.
                 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 (Unaudited)

General

     Certain information and footnote disclosures normally included in
financial statements prepared in accordance with accounting principles
generally accepted in the United States have been condensed or omitted.
Results of operations for the interim periods presented are not necessarily
indicative of results which may be expected for any other interim period or for
the year as a whole.  This quarterly report on Form 10-Q should be read in
conjunction with the Company's Annual Report on Form 10-K, including the annual
financial statements incorporated therein.

     The accompanying unaudited interim financial statements include all
adjustments which are, in the opinion of management, necessary to a fair
statement of the results for the interim periods presented.

Note 1 - Earnings Per Common Share

     Basic per share amounts have been computed based on the average number of
common shares outstanding.  Diluted per share amounts reflect the increase in
average common shares outstanding that would result from the assumed exercise
of outstanding stock options, computed using the treasury stock method.

Note 2 - Commitments and Contingencies

     The Company is subject to normal environmental standards imposed by
federal, state, local, and foreign environmental laws and regulations.  Based
upon information currently available, management believes that the outcome of
pending environmental matters will not materially affect the overall financial
position and results of operations of the Company.

     In addition, the Company is involved in certain litigation as either
plaintiff or defendant as a result of claims that arise in the ordinary course
of business which management believes will not have a material effect on the
Company's financial condition or results of operations.

     The Company has guarantees, which are letters of credit issued by the
Company generally to guarantee the payment of insurance deductibles, retiree
health benefits, and certain operating costs of a foreign subsidiary.  The
terms of the Company's guarantees are generally one year but are renewable
annually as required.  The maximum potential amount of future payments the
Company could have been required to make under its guarantees at March 27, 2004
was $7.1 million.

Note 3 - Impairment Charge

     The Company recognized a $3.9 million impairment charge related to its
subsidiary, Overstreet-Hughes Co., Inc., of which $2.3 million was goodwill and
the remainder was property, plant, and equipment.  The results of Overstreet-
Hughes, which manufactures tubular components and assemblies primarily for the
original equipment manufacturer (OEM) air-conditioning market, have not met
expectations.  Initiatives to improve performance have not been successful.
Furthermore, Overstreet-Hughes' primary customer has announced the closure of
its facility that consumes the majority of Overstreet-Hughes' output.

                                     -9-
<PAGE>
Consequently, the Company has reduced its carrying cost in these long-lived
assets to its best estimate of fair value.  This estimate was determined based
on a discounted cash flow method.

Note 4 - Industry Segments

     Summarized segment information is as follows:

<TABLE>
<CAPTION>
                                               For the Quarter Ended
                                        March 27, 2004          March 29, 2003
                                                   (In thousands)
<S>                                      <C>                     <C>
Net sales:
   Standard Products Division            $   249,657             $   159,380
   Industrial Products Division               99,778                  74,947
   Elimination of intersegment sales          (3,476)                 (2,305)
                                          ----------              ----------

                                         $   345,959             $   232,022
                                          ==========              ==========

Operating income:
   Standard Products Division            $    24,990             $     7,081
   Industrial Products Division                3,353                   4,051
   Unallocated expenses                       (4,001)                 (4,061)
                                          ----------              ----------

                                         $    24,342             $     7,071
                                          ==========              ==========

     Operating income for the Industrial Products Division was reduced by a
$3.9 million impairment charge for the quarter ended March 27, 2004.

</TABLE>

Note 5 - Comprehensive Income

     Comprehensive income is as follows:

<TABLE>
<CAPTION>
                                               For the Quarter Ended
                                        March 27, 2004          March 29, 2003
                                                   (In thousands)
<S>                                      <C>                     <C>
Comprehensive income:
   Net income                            $    17,960             $     3,921
   Other comprehensive income (loss):
      Cumulative translation adjustments       1,961                     350
      Change in the fair value
         of derivatives                         (145)                     28
                                          ----------              ----------

                                         $    19,776             $     4,299
                                          ==========              ==========
</TABLE>
                                     -10-
<PAGE>
Note 6 - Stock-Based Compensation

     The Company accounts for its stock-based compensation plans using the
intrinsic value method prescribed in Accounting Principles Board Opinion No.
25, "Accounting for Stock Issued to Employees," and related Interpretations.
No stock-based employee compensation expense is reflected in net income
because the exercise price of the Company's incentive employee stock options
equals the market price of the underlying stock on the date of grant.  The
following table illustrates the effect on net income and earnings per share
if the Company had applied the fair value recognition provisions of
Statement of Financial Accounting Standards No. 123, "Accounting for Stock-
Based Compensation" (SFAS No. 123), to stock-based employee compensation.

<TABLE>
<CAPTION>
                                               For the Quarter Ended
                                        March 27, 2004          March 29, 2003
                                        (In thousands, except per share data)
<S>                                      <C>                     <C>
Net income                               $    17,960             $     3,921
SFAS No. 123 pro forma compensation
  expense, net of income taxes                  (419)                   (443)
                                          ----------              ----------
SFAS No. 123 pro forma
  net income                             $    17,541             $     3,478
                                          ==========              ==========

Pro forma earnings per share:
   Basic                                 $      0.51             $      0.10
   Diluted                               $      0.48             $      0.09

Earnings per share, as reported:
   Basic                                 $      0.52             $      0.11
   Diluted                               $      0.49             $      0.11

</TABLE>






















                                     -11-
<PAGE>
Note 7 - Employee Benefits

     The Company sponsors several qualified and nonqualified pension plans and
other postretirement benefit plans for certain of its employees.  The net
periodic benefit cost is based on estimated values provided by independent
actuaries.  The components of net periodic benefit cost are as follows:

<TABLE>
<CAPTION>
                                               For the Quarter Ended
                                        March 27, 2004          March 29, 2003
                                                    (In thousands)
<S>                                      <C>                     <C>
Pension benefits:
   Service cost                          $       484               $       365
   Interest cost                               1,929                     1,899
   Expected return on plan assets             (2,119)                   (2,006)
   Amortization of prior service cost             88                       123
   Amortization of net loss                      241                       114
                                          ----------                ----------

Net periodic benefit cost                $       623               $       495
                                          ==========                ==========
Other benefits:
   Service cost                         $          1               $         1
   Interest cost                                 174                       213
   Expected return on plan assets                 (2)                       (2)
   Amortization of prior service cost             30                        31
                                          ----------                ----------

Net periodic benefit cost                $       203               $       243
                                          ==========                ==========
</TABLE>

     The Company previously disclosed in its financial statements for the year
ended December 27, 2003, that it expected to contribute between $1.0 million
and $1.5 million to its pension plans and approximately $1.0 million to its
other postretirement benefit plans in 2004.  During the first quarter of 2004,
$0.3 million of contributions have been made to certain pension plans and $0.2
million of contributions have been made to other postretirement benefit plans.
The impact, if any, of the Medicare Prescription Drug, Improvement and
Modernization Act of 2003 has not been recognized in the Consolidated Financial
Statements as of March 27, 2004.


Item 2.  Management's Discussion and Analysis of Financial Condition and
         Results of Operations

General Overview

     Mueller Industries, Inc. is a leading manufacturer of copper tube and
fittings; brass and copper alloy rod, bar, and shapes; aluminum and brass
forgings; aluminum and copper impact extrusions; plastic fittings and valves;
refrigeration valves and fittings; and fabricated tubular products.  Mueller's
operations are located throughout the United States, and in Canada, Mexico, and
Great Britain.


                                     -12-
<PAGE>
     The Company's businesses are managed and organized into two segments:
Standard Products Division (SPD) and Industrial Products Division (IPD).  SPD
manufactures and sells copper tube, copper and plastic fittings, and valves.
Outside of the United States, SPD manufactures and sells copper tube in Europe.
SPD sells these products to wholesalers in the HVAC (heating, ventilation, and
air-conditioning), plumbing, and refrigeration markets, to distributors to the
manufactured housing and recreational vehicle industries, and to building
material retailers.  IPD manufactures and sells brass and copper alloy rod,
bar, and shapes; aluminum and brass forgings; aluminum and copper impact
extrusions; refrigeration valves and fittings; fabricated tubular products; and
gas valves and assemblies.  IPD sells its products primarily to OEMs, many of
which are in the HVAC, plumbing, and refrigeration markets.

     New housing starts and commercial construction are important determinants
of the Company's sales to the HVAC, refrigeration and plumbing markets because
the principal end use of a significant portion of the Company's products is in
the construction of single and multi-family housing and commercial buildings.
Repairs and remodeling projects are also important drivers of underlying demand
for these products.

     Profitability of certain of the Company's product lines depends upon the
"spreads" between the cost of raw material and the selling prices of its
completed products.  The open market prices for copper cathode and scrap, for
example, influence the selling price of copper tubing, a principal product
manufactured by the Company.  The Company attempts to minimize the effects of
fluctuations in material costs by passing through these costs to its customers.
The Company's earnings and cash flow are dependent upon these spreads that
fluctuate based upon market conditions.

     Earnings and profitability are also subject to market trends such as
substitute products and imports.  Plastic plumbing systems are the primary
substitute product; these products represent an increasing share of
consumption.  Imports of copper tubing from Mexico have increased in recent
years, although U.S. consumption is still predominantly supplied by U.S.
manufacturers.

Results of Operations

     During the first quarter of 2004, the Company's net sales were $346.0
million compared with net sales of $232.0 million over the same period of 2003.
Pounds shipped totaled 197.6 million in the current period compared with
shipments of 166.6 million in the first quarter of 2003.  This increase in
volume as well as increased selling prices in certain product lines resulted in
the increase in net sales.

     Cost of goods sold increased from $191.9 million in the first quarter of
2003 to $281.0 million in the same period of 2004.  This increase was
attributable to increases in raw material costs, primarily copper, partially
offset by reductions in per unit conversion costs.  The COMEX average copper
price in the first quarter of 2004 was approximately 62 percent greater than in
the same period of 2003.  Inventories valued using the LIFO method totaled
$32.6 million at March 27, 2004 and $34.2 at December 27, 2003.  At March 27,
2004 and December 27, 2003, the approximate FIFO cost of such inventories was
$54.5 million and $42.0 million, respectively.




                                     -13-
<PAGE>
     Depreciation and amortization expense increased to $10.0 million for the
first quarter of 2004 compared with $9.7 million during the first quarter of
2003.  The increase was due primarily to recent capital expenditures.  Selling,
general, and administrative expense was $26.7 million for the first quarter of
2004 compared with $23.3 million for the same period of 2003.  This increase
relates primarily to higher sales and distribution costs due primarily to the
increase in net sales.

     The Company recognized a $3.9 million impairment charge related to its
subsidiary, Overstreet-Hughes Co., Inc., of which $2.3 million was goodwill and
the remainder was property, plant, and equipment.  The results of Overstreet-
Hughes, which manufactures tubular components and assemblies primarily for the
OEM air-conditioning market, have not met expectations.  Initiatives to improve
performance have not been successful.  Furthermore, Overstreet-Hughes' primary
customer has announced the closure of its facility that consumes the majority
of Overstreet-Hughes' output.  Consequently, the Company has reduced its
carrying cost in these long-lived assets to its best estimate of fair value.
This estimate was determined based on a discounted cash flow method.

     Operating income increased to $24.3 million due to a 19 percent increase
in shipment volume and improvement in margins for most product lines,
particularly copper tube.

     Interest expense in the first quarter of 2004 totaled $0.2 million, which
was $0.1 million less than the first quarter of 2003.  This decrease was due to
lower funded balances in 2004.  No interest was capitalized during the first
quarter of 2004 or during the first quarter of 2003.

     Other income, net increased from $0.6 million in the first quarter of 2003
to $2.8 million in the first quarter of 2004.  During the first quarter of
2004, the Company completed the sale of certain undeveloped land that resulted
in recognizing a gain of $5.2 million.  The proceeds realized from sale were
$5.2 million.  Also during the first quarter of 2004, the Company recognized a
$3.3 million loss related to its equity interest in Conbraco Industries, Inc.
The loss relates primarily to certain federal income tax audit exposures of
Conbraco that were assessed during the first quarter of 2004.

     The Company's effective income tax rate for the first quarter of 2004 was
32.8 percent compared with 37.3 percent for the first quarter of last year.
The lower rate in the first quarter of 2004 is primarily attributable to the
recognition of a capital loss carryforward related to the sale of land that had
a tax basis significantly less than the realized proceeds.

     In the first quarter of 2003 the Company's Consolidated Statement of
Income reflected operating losses from discontinued operations.  These losses
were incurred by Mueller Europe S.A. for the period the business operated.

Liquidity and Capital Resources

     Cash used in operating activities in the first quarter of 2004 totaled
$36.4 million, which is primarily attributable to increased receivables and
increased inventories partially offset by net income from continuing
operations, depreciation and amortization, the income tax benefit from the
exercise of stock options, and an increase in liabilities.  Fluctuations in the
cost of copper and other raw materials affect the Company's liquidity.  Changes
in material costs directly impact components of working capital, primarily
inventories and accounts receivable.  During the first quarter of 2004, the

                                     -14-
<PAGE>
average COMEX copper price was approximately $1.23 per pound, which represents
a 62 percent increase over the average price during the first quarter of 2003.
This rise in the price of cathode has also resulted in sharp increases in the
open market price for copper scrap and, to a lesser extent, the price of brass
scrap.

     During the first quarter of 2004, cash provided from investing activities
was $0.1 million, consisting primarily of $5.2 million proceeds from sales of
properties reduced by $5.1 million for capital expenditures.  The Company also
used $10.5 million for financing activities during the quarter, consisting
primarily of the acquisition of treasury stock and payment of dividends,
partially offset by the proceeds from stock option exercises.  Existing cash
balances were used to fund the first quarter investing and financing
activities.

     During the three months ended March 27, 2004, the Chairman of the
Company's Board of Directors, Mr. Harvey L. Karp, exercised options to purchase
900,000 shares of Company stock.  As provided in Mr. Karp's option agreement,
the Company withheld the number of shares, at their fair market value,
sufficient to cover the minimum withholding taxes incurred by the exercise.
These shares withheld have been classified as acquisition of treasury stock on
the Company's Consolidated Statement of Cash Flows.  The income tax benefit of
$9.7 million from the exercise of stock options was recognized as a direct
addition to additional paid-in-capital and, therefore, had no effect on the
Company's earnings.

     The Company has a $150 million unsecured line-of-credit (Credit Facility)
which expires in November 2006.  At March 27, 2004, there were no outstanding
borrowings under the Credit Facility.   Approximately $7.0 million in letters
of credit were backed by the Credit Facility at the end of the first quarter.
At March 27, 2004 the Company's total debt was $13.3 million or two percent of
its total capitalization.

     Covenants contained in the Company's financing obligations require, among
other things, the maintenance of minimum levels of working capital, tangible
net worth, and debt service coverage ratios.  At March 27, 2004, the Company
was in compliance with all of its debt covenants.

     During the first quarter of 2004, the Company's Board of Directors
declared a regular quarterly dividend of ten cents per share on its common
stock.  Payment of dividends in the future is dependent upon the Company's
financial condition, cash flows, capital requirements, earnings, and other
factors.

     Management believes that cash provided by operations and currently
available cash of $208.3 million will be adequate to meet the Company's normal
future capital expenditures and operational needs.  The Company's current ratio
was 5.2 to 1 at March 27, 2004.  There have been no material changes to the
contractual obligations discussed in the Company's December 27, 2003 Form 10-K.

     The Company's Board of Directors has authorized the repurchase until
October 2004 of up to ten million shares of the Company's common stock through
open market transactions or through privately negotiated transactions.  The
Company has no obligation to purchase any shares and may cancel, suspend, or
extend the time period for the purchase of shares at any time.  Any purchases
will be funded primarily through existing cash and cash from operations.  The
Company may hold any shares purchased in treasury or use a portion of the

                                      -15-
<PAGE>
repurchased shares for employee benefit plans, as well as for other corporate
purposes.  Through March 27, 2004, the Company has repurchased approximately
2.4 million shares under this authorization.

Item 3.  Quantitative and Qualitative Disclosures About Market Risk

     The Company is exposed to market risk from changes in foreign currency
exchange, raw material costs, and energy costs. To reduce such risks, the
Company may periodically use financial instruments.  All hedging transactions
are authorized and executed pursuant to policies and procedures. Further, the
Company does not buy or sell financial instruments for trading purposes.

Foreign Currency Exchange Rates

     Foreign currency exposures arising from transactions include firm
commitments and anticipated transactions denominated in a currency other than
an entity's functional currency. The Company and its subsidiaries generally
enter into transactions denominated in their respective functional currencies.
Foreign currency exposures arising from transactions denominated in currencies
other than the functional currency are not material; however, the Company may
utilize certain forward fixed-rate contracts to hedge such transactional
exposures.  Gains and losses with respect to these positions are deferred in
stockholders' equity as a component of comprehensive income and reflected in
earnings upon collection of receivables.  At March 27, 2004, the Company had an
open forward contract to exchange foreign currency totaling approximately $3.6
million.

     The Company's primary foreign currency exposure arises from foreign-
denominated revenues and profits and their translation into U.S. dollars.  The
primary currencies to which the Company is exposed include the Canadian dollar,
the British pound sterling, the Euro, and the Mexican peso. The Company
generally views as long-term its investments in foreign subsidiaries with a
functional currency other than the U.S. dollar.  As a result, the Company
generally does not hedge these net investments.

Cost and Availability of Raw Materials and Energy

     Copper and brass represent the largest component of the Company's variable
costs of production. The cost of these materials is subject to global market
fluctuations caused by factors beyond the Company's control.  Significant
increases in the cost of metal, to the extent not reflected in prices for the
Company's finished products, or the lack of availability could materially and
adversely affect the Company's business, results of operations and financial
condition.

     The Company occasionally enters into forward fixed-price arrangements with
certain customers. The Company may utilize forward contracts to hedge risks
associated with forward fixed-price arrangements. The Company may also utilize
forward contracts to manage price risk associated with inventory.  Gains or
losses with respect to these positions are deferred in stockholders' equity as
a component of comprehensive income and reflected in earnings upon the sale of
inventory. Periodic value fluctuations of the contracts generally offset the
value fluctuations of the underlying fixed-price transactions or inventory.
During the first quarter, the Company entered into forward contracts to
purchase approximately $1.7 million of copper.  As of March 27, 2004, the
Company held open forward contracts to purchase approximately $2.1 million of
copper through December 2004.

                                     -16-
<PAGE>
     Futures contracts may also be used to manage price risk associated with
natural gas purchases.  Gains and losses with respect to these positions are
deferred in stockholders' equity as a component of comprehensive income and
reflected in earnings upon consumption of natural gas.  Periodic value
fluctuations of the contracts generally offset the value fluctuations of the
underlying natural gas prices.  At March 27, 2004, the Company had no open
forward contracts to purchase natural gas.

Item 4.  Controls and Procedures

     The Company maintains disclosure controls and procedures designed to
ensure information required to be disclosed in Company reports filed under the
Securities Exchange Act of 1934, as amended (the Exchange Act), is recorded,
processed, summarized, and reported within the time periods specified in the
Securities and Exchange Commission's rules and forms.  Disclosure controls and
procedures are designed to provide reasonable assurance that information
required to be disclosed in Company reports filed under the Exchange Act is
accumulated and communicated to management, including the Company's Chief
Executive Officer and Chief Financial Officer, as appropriate, to allow timely
decisions regarding required disclosure.

     The Company's management, under the supervision and with the participation
of the Company's Chief Executive Officer and Chief Financial Officer, has
evaluated the effectiveness of the Company's disclosure controls and procedures
as of the end of the period covered by this report.  Based upon that
evaluation, the Company's Chief Executive Officer and Chief Financial Officer
concluded that the disclosure controls and procedures are effective.

     There were no changes in the Company's internal control over financial
reporting during the Company's fiscal quarter ending March 27, 2004, that have
materially affected, or are reasonably likely to materially affect, the
Company's internal control over financial reporting.


PART II.  OTHER INFORMATION

Item 5.  Other Information

Competition Matters

     The Company is aware of investigations of competition in markets in which
it participates, or has participated in the past, in Europe, Canada, and the
United States.  On October 21, 2003, the Company was informed that the
investigations of which it was aware in the United States have been closed.  On
September 1, 2003, the European Commission released a statement alleging
infringements in Europe of competition rules by manufacturers of copper tubes
including the Company and businesses in France and England, which it acquired
in 1997.  The Company took the lead in bringing these issues to the attention
of the European Commission and has fully cooperated in the resulting
investigation from its inception.  The Company does not anticipate any material
adverse effect on its business or financial condition as a result of the
European Commission's action or other investigations.






                                     -17-
<PAGE>
Commerce Department Petition

     On April 7, 2004, two metals-industry groups filed a petition with the
Commerce Department to restrict exports of copper scrap and copper-alloy scrap.
The Commerce Department has 105 days to determine whether to impose temporary
monitoring and export controls and 45 more days to publish final regulations
and effect any possible relief.  The Company is unable to estimate the extent,
if any, that the filing of this petition will affect near-term availability of
scrap or the likelihood that meaningful relief will be obtained.

Labor Relations Update

     The Company's labor contracts with certain bargaining unit employees at
its Port Huron and Marysville, Michigan operations expired on April 1, 2004.
Presently, bargaining unit employees are working under an extension of the
expired contracts.  Management believes that labor contracts will be agreed to
in the near-term.

Item 6.  Exhibits and Reports on Form 8-K

    (a)  Exhibits

         19.1   Mueller Industries, Inc.'s Quarterly Report to
                Stockholders for the quarter ended March 27, 2004.
                Such report is being furnished for the information of
                the Securities and Exchange Commission only and is not
                to be deemed filed as part of this Quarterly Report on
                Form 10-Q.

         31.1   Certification of Chief Executive Officer pursuant to
                Section 302 of the Sarbanes-Oxley Act of 2002.

         31.2   Certification of Chief Financial Officer pursuant to
                Section 302 of the Sarbanes-Oxley Act of 2002.

         32.1   Certification of Chief Executive Officer pursuant to
                18 U.S.C. Section 1350, as adopted pursuant to Section
                906 of the Sarbanes-Oxley Act of 2002.

         32.2   Certification of Chief Financial Officer pursuant to
                18 U.S.C. Section 1350, as adopted pursuant to Section
                906 of the Sarbanes-Oxley Act of 2002.

    (b)  During the quarter ended March 27, 2004, the Registrant filed
         the following Current Reports on Form 8-K:

         February 3, 2004:  Item 7. Financial Statements and Exhibits.
         Item 12. Results of Operations and Financial Condition.
         Fourth Quarter and Annual Earnings Release.

         February 17, 2004:  Item 5. Other Events and Regulation FD
         Disclosure.  Item 7. Financial Statements and Exhibits.
         Press Release:  Declaration of a Dividend.

Items 1, 2, 3,  and 4 are not applicable and have been omitted.



                                     -18-
<PAGE>
                                  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, on April
16, 2004.




                                       MUELLER INDUSTRIES, INC.


                                       /s/ Kent A. McKee
                                       Kent A. McKee
                                       Vice President and
                                       Chief Financial Officer


                                       /s/ Richard W. Corman
                                       Richard W. Corman
                                       Corporate Controller



































                                     -19-
<PAGE>

                                EXHIBIT INDEX

Exhibits      Description

19.1          Mueller Industries, Inc.'s Quarterly Report to Stockholders
              for the quarter ended March 27, 2004.  Such report is being
              furnished for the information of the Securities and
              Exchange Commission only and is not to be deemed filed as
              part of this Quarterly Report on Form 10-Q.

31.1          Certification of Chief Executive Officer pursuant to
              Section 302 of the Sarbanes-Oxley Act of 2002.

31.2          Certification of Chief Financial Officer pursuant to
              Section 302 of the Sarbanes-Oxley Act of 2002.

32.1          Certification of Chief Executive Officer pursuant to
              Section 906 of the Sarbanes-Oxley Act of 2002

32.2          Certification of Chief Financial Officer pursuant to
              Section 906 of the Sarbanes-Oxley Act of 2002






































</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-19
<SEQUENCE>3
<FILENAME>ex191.txt
<DESCRIPTION>LETTER TO STOCKHOLDERS
<TEXT>
<PAGE>
                                                                  Exhibit 19.1

To Our Stockholders, Customers, and Employees

     Mueller's earnings and sales in the first quarter of 2004 reflected the
positive business trends which we recently noted in our Annual Report.

     Net income for the first quarter was $18.0 million, or 49 cents per
diluted share, compared with $3.9 million, or 11 cents per diluted share for
the same quarter of 2003.

     Net sales for the first quarter were $346.0 million, compared with net
sales of $232.0 million for the first quarter of 2003.  This significant
improvement in sales was in part driven by the sharp increase in raw material
prices, particularly the price of copper.  Shipments increased approximately 19
percent to 198 million pounds of product compared with 167 million pounds for
the same quarter last year.  Margins expanded as we benefited from the
leverage of this incremental volume.

     Operations improved during the quarter in virtually every product
category.  Especially noteworthy was the improvement in margins in our copper
tube business.  The Industrial Products Division also showed added strength.
And, B&K continued its excellent performance.

     Mueller's financial position remains formidable.  As sales increased,
and raw material prices escalated, we redeployed more of our cash to
inventory and accounts receivable.  We were able to do so, readily.
Additionally, the Company declared and paid its first regular quarterly cash
dividend of ten cents per common share during the first quarter.

     The business outlook for the rest of the year is promising.  The
national economy is expanding, the housing industry appears headed for
another stellar year, capital spending is gaining momentum and both interest
rates and inflation are low.

     Our Annual Stockholders' Meeting will be held at Mueller's headquarters
in Memphis, Tennessee on April 29, 2004.  We hope you can attend, but if you
cannot, we urge you to sign and return your proxy card.


Sincerely,

/s/Harvey L. Karp
Harvey L. Karp
Chairman of the Board

/s/William D. O'Hagan
William D. O'Hagan
President and Chief Executive Officer

April 13, 2004

     Statements in this release that are not strictly historical may be
"forward-looking" statements, which involve risks and uncertainties.  These
include economic and currency conditions, continued availability of raw
materials, market demand, pricing, and competitive and technological factors,
among others, as set forth in the Company's SEC filings.

                                     -1-
<PAGE>
<TABLE>
                          MUELLER INDUSTRIES, INC.
                 CONDENSED CONSOLIDATED STATEMENTS OF INCOME
                    (In thousands, except per share data)
<CAPTION>
                                               For the Quarter Ended
                                        March 27, 2004          March 29, 2003
                                                     (Unaudited)
<S>                                      <C>                     <C>
Net sales                                $   345,959             $   232,022

Cost of goods sold                           281,029                 191,915
Depreciation and amortization                  9,965                   9,740
Selling, general, and
   administrative expense                     26,682                  23,296
Impairment charge                              3,941                       -
                                          ----------              ----------

Operating income                              24,342                   7,071
Nonoperating income, net                       2,400                      39
                                          ----------              ----------
Income from continuing operations
   before income taxes                        26,742                   7,110
Income tax expense                            (8,782)                 (2,650)
                                          ----------              ----------

Income from continuing operations             17,960                   4,460
Loss from discontinued
   operations, net of tax                          -                    (539)
                                          ----------              ----------

Net income                               $    17,960             $     3,921
                                          ==========              ==========

Basic earnings (loss) per share:
   Weighted average shares
     outstanding                              34,658                  34,257
                                          ==========              ==========
     From continuing operations          $      0.52             $      0.13
     From discontinued operations                  -                   (0.02)
                                          ----------              ----------
Basic earnings per share                 $      0.52             $      0.11
                                          ==========              ==========

Diluted earnings (loss) per share:
   Weighted average shares
     outstanding plus assumed
     conversions                              36,908                  36,771
                                          ==========              ==========
     From continuing operations          $      0.49             $      0.12
     From discontinued operations                  -                   (0.01)
                                          ----------              ----------
Diluted earnings per share               $      0.49             $      0.11
                                          ==========              ==========
</TABLE>



                                     -2-
<PAGE>
<TABLE>
                          MUELLER INDUSTRIES, INC.
                    CONDENSED CONSOLIDATED BALANCE SHEETS
                               (In thousands)
<CAPTION>
                                        March 27, 2004       December 27, 2003
                                                     (Unaudited)
<S>                                      <C>                     <C>
Assets

Cash and cash equivalents                $   208,332             $   255,088
Accounts receivable, net                     233,641                 163,006
Inventories                                  150,581                 140,548
Other current assets                          18,659                  11,713
                                          ----------              ----------

     Total current assets                    611,213                 570,355

Property, plant, and equipment, net          340,188                 345,537
Other assets                                 134,191                 139,292
                                          ----------              ----------
                                         $ 1,085,592             $ 1,055,184
                                          ==========              ==========

Liabilities and Stockholders' Equity

Current portion of long-term debt        $     1,960             $     2,835
Accounts payable                              55,519                  42,081
Other current liabilities                     63,626                  68,590
                                          ----------              ----------

     Total current liabilities               121,105                 113,506

Long-term debt                                11,386                  11,437
Pension and postretirement liabilities        32,356                  31,643
Environmental reserves                         9,402                   9,560
Deferred income taxes                         65,149                  63,734
Other noncurrent liabilities                  11,221                  10,238
                                          ----------              ----------

     Total liabilities                       250,619                 240,118

Minority interest in subsidiaries                208                     208

Stockholders' equity                         834,765                 814,858
                                          ----------              ----------

                                         $ 1,085,592             $ 1,055,184
                                          ==========              ==========








</TABLE>
                                     -3-

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-31
<SEQUENCE>4
<FILENAME>ex311.txt
<DESCRIPTION>SECTION 302 CERTIFICATION BY CEO
<TEXT>
<PAGE>
                                                                 EXHIBIT 31.1
                                CERTIFICATION

I, William D. O'Hagan, certify that:

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

2.  Based on my knowledge, this 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
    report;

3.  Based on my knowledge, the financial statements, and other financial
    information included in this 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 report;

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

    a.  Designed such disclosure controls and procedures, or caused such
        disclosure controls and procedures to be designed under our
        supervision, 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 report is being prepared;

    b.  Evaluated the effectiveness of the registrant's disclosure controls and
        procedures and presented in this report our conclusions about the
        effectiveness of the disclosure controls and procedures, as of the end
        of the period covered by this report based on such evaluation; and

    c.  Disclosed in this report any change in the registrant's internal
        control over financial reporting that occurred during the registrant's
        most recent fiscal quarter that has materially affected, or is
        reasonably likely to materially affect, the registrant's internal
        control over financial reporting; and

5.  The registrant's other certifying officer and I have disclosed, based on
    our most recent evaluation of internal control over financial reporting, to
    the registrant's auditors and the audit committee of the registrant's board
    of directors (or persons performing the equivalent functions):

    a.  All significant deficiencies and material weaknesses in the design or
        operation of internal control over financial reporting which are
        reasonably likely to adversely affect the registrant's ability to
        record, process, summarize and report financial information; and

    b.  Any fraud, whether or not material, that involves management or other
        employees who have a significant role in the registrant's internal
        control over financial reporting.

Date: April 16, 2004
                                       /S/ William D. O'Hagan
                                       William D. O'Hagan
                                       President and Chief Executive Officer

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-31
<SEQUENCE>5
<FILENAME>ex312.txt
<DESCRIPTION>SECTION 302 CERTIFICATION BY CFO
<TEXT>
<PAGE>
                                                                  EXHIBIT 31.2
                                CERTIFICATION

I, Kent A. McKee, certify that:

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

2.  Based on my knowledge, this 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
    report;

3.  Based on my knowledge, the financial statements, and other financial
    information included in this 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 report;

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

    a.  Designed such disclosure controls and procedures, or caused such
        disclosure controls and procedures to be designed under our
        supervision, 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 report is being prepared;

    b.  Evaluated the effectiveness of the registrant's disclosure controls and
        procedures and presented in this report our conclusions about the
        effectiveness of the disclosure controls and procedures, as of the end
        of the period covered by this report based on such evaluation; and

    c.  Disclosed in this report any change in the registrant's internal
        control over financial reporting that occurred during the registrant's
        most recent fiscal quarter that has materially affected, or is
        reasonably likely to materially affect, the registrant's internal
        control over financial reporting; and

5.  The registrant's other certifying officer and I have disclosed, based on
    our most recent evaluation of internal control over financial reporting, to
    the registrant's auditors and the audit committee of the registrant's board
    of directors (or persons performing the equivalent functions):

    a.  All significant deficiencies and material weaknesses in the design or
        operation of internal control over financial reporting which are
        reasonably likely to adversely affect the registrant's ability to
        record, process, summarize and report financial information; and

    b.  Any fraud, whether or not material, that involves management or other
        employees who have a significant role in the registrant's internal
        control over financial reporting.

Date: April 16, 2004
                                     /S/ Kent A. McKee
                                     Kent A. McKee
                                     Vice President and Chief Financial Officer

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-32
<SEQUENCE>6
<FILENAME>ex321.txt
<DESCRIPTION>SECTION 906 CERTIFICATION BY CEO
<TEXT>
<PAGE>
                                                                 EXHIBIT 32.1

                          CERTIFICATION PURSUANT TO
                           18 U.S.C. SECTION 1350,
                      AS ADOPTED PURSUANT TO SECTION 906
                      OF THE SARBANES-OXLEY ACT OF 2002

     In connection with the Quarterly Report of Mueller Industries, Inc. (the
"Company") on Form 10-Q for the period ending March 27, 2004 as filed with the
Securities and Exchange Commission on the date hereof (the "Report"), I,
William D. O'Hagan, Chief Executive Officer of the Company, certify, pursuant
to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-
Oxley Act of 2002, that:

       (1)  The Report fully complies with the requirements of Section 13(a) or
            15(d) of the Securities Exchange Act of 1934; and

       (2) The information contained in the Report fairly presents, in all
           material respects, the financial condition and results of operations
           of the Company.


                                        /S/ William D. O'Hagan
                                        William D. O'Hagan
                                        Chief Executive Officer
                                        April 16, 2004


</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-32
<SEQUENCE>7
<FILENAME>ex322.txt
<DESCRIPTION>SECTION 906 CERTIFICATION BY CFO
<TEXT>
<PAGE>
                                                                 EXHIBIT 32.2

                          CERTIFICATION PURSUANT TO
                           18 U.S.C. SECTION 1350,
                      AS ADOPTED PURSUANT TO SECTION 906
                      OF THE SARBANES-OXLEY ACT OF 2002

     In connection with the Quarterly Report of Mueller Industries, Inc. (the
"Company") on Form 10-Q for the period ending March 27, 2004 as filed with the
Securities and Exchange Commission on the date hereof (the "Report"), I, Kent
A. McKee, Chief Financial Officer of the Company, certify, pursuant to 18
U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002, that:

       (1)  The Report fully complies with the requirements of Section 13(a) or
            15(d) of the Securities Exchange Act of 1934; and

       (2) The information contained in the Report fairly presents, in all
           material respects, the financial condition and results of operations
           of the Company.


                                        /S/ Kent A. McKee
                                        Kent A. McKee
                                        Chief Financial Officer
                                        April 16, 2004


</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
-----END PRIVACY-ENHANCED MESSAGE-----
