FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person * TOMS PAUL B JR   2. Issuer Name and Ticker or Trading Symbol HOOKER FURNITURE CORP [HOFT] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Executive Officer (Last) (First) (Middle) HOOKER FURNITURE CORP, 440 E COMMONWEALTH BLVD 3. Date of Earliest Transaction (Month/Day/Year) 10/22/2004 (Street) MARTINSVILLE, VA 24112 4. If Amendment, Date Original Filed(Month/Day/Year) 6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 01/23/2004   G V 62,840 A (1) 62,840 I By Paul Toms TUA Common Stock 02/23/2004   G V 1,670 D (1) 58,736 (2) D   Common Stock 03/05/2004   G V 172,620 D (1) 0 I By M.H.T & Descend. Trust Common Stock 03/05/2004   G V 34,524 A (1) 34,524 I By Paul Toms POA 1983 Common Stock 07/13/2004   G V 500 D (1) 58,236 D   Common Stock 07/14/2004   G V 215 D (1) 58,021 D   Common Stock 07/26/2004   G V 246,992 D (1) 0 I By M.H.T. LLP Common Stock 07/26/2004   G V 46,879 A (1) 172,559 (2) I By Paul Toms TUA Common Stock 07/26/2004   G V 2,470 A (1) 36,994 I By Paul Toms POA 1983 Common Stock 08/16/2004   G V 40 D (1) 4,776 (2) (3) I By Son Common Stock 09/24/2004   G V 524 D (1) 57,497 D   Common Stock 10/22/2004   S   1,010 D $ 23.16 171,549 I By Paul Toms TUA Common Stock               360,924 (2) I By MHT Trust U/W Common Stock               10,352 I By ESOP Common Stock               5,872 (2) (3) I By Wife Common Stock               10,770 (2) (3) I By Son

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
TOMS PAUL B JR HOOKER FURNITURE CORP 440 E COMMONWEALTH BLVD MARTINSVILLE, VA 24112	X		Chief Executive Officer

Signatures

//Robert W. Sherwood as attorney for Paul B. Toms, Jr.		10/26/2004
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	No price as transaction was a gift.
(2)	On January 30, 2004 Hooker Furniture Corporation issued a stock dividend of one share of common stock for each outstanding, resulting in the reporting person's acquisition of 30,203 shares directly, 180,462 shares indirectly (by MHT Trust u/w), 62,840 shares indirectly (by Paul Toms TUA), 5,385 shares indirectly (by son), 2,408 shares indirectly (by son) and 2,936 shares indirectly (by wife).
(3)	Reporting person disclaims beneficial ownership of those shares, and this report shall not be deemed an admission that he is the beneficial owner of such shares for the purpose of Section 16 or for any other purpose.

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