SEC Form 3 
FORM 3	UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940 	  
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1. Name and Address of Reporting Person*
WILLIAMSON HENRY G JR	

(Last)	(First)	(Middle)	

(Street) 

(City)	(State)	(Zip)	
	2. Date of Event Requiring Statement (Month/Day/Year)
09/01/2004 	3. Issuer Name and Ticker or Trading Symbol 
HOOKER FURNITURE CORP [ HOFT ] 		
		4. Relationship of Reporting Person(s) to Issuer 
(Check all applicable) 
X	Director		10% Owner	
	Officer (give title below)		Other (specify below)	
	
	5. If Amendment, Date of 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	
	
Table I - Non-Derivative Securities Beneficially Owned	
1. Title of Security (Instr. 4) 	2. Amount of Securities Beneficially Owned (Instr. 4) 	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 	4. Nature of Indirect Beneficial Ownership (Instr. 5) 	
Common Stock	0	D		
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities) 	
1. Title of Derivative Security (Instr. 4) 	2. Date Exercisable and Expiration Date (Month/Day/Year)	3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 	4. Conversion or Exercise Price of Derivative Security 	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 	6. Nature of Indirect Beneficial Ownership (Instr. 5) 	
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares				
Explanation of Responses:	
	//Robert W. Sherwood attorney in fact for Henry G. Williamson, Jr.	09/01/2004	
	** Signature of Reporting Person	Date	
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.	
* If the form is filed by more than one reporting person, see Instruction 5 (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).	
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.	
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.	
POWER OF ATTORNEY
FORM OF SECTION 16
The undersigned hereby
appoints Robert W. Sherwood
and E. Larry Ryder
as the undersigns true and
lawful attorneys  in fact, each
individually with the power to
1 execute for and on behalf of the
undersigned, in the undersigneds capacity
as an executive officer and or director
of Hooker Furniture Corporation the
Company, Forms 3, 4 and 5 in accordance
with Section 16a of the Securities Exchange
Act of 1934 and the rules thereunder and
2 do and perform any and all acts for and
on behalf of the undersigned
which may be necessary or desirable
to complete and execute or to amend
any such Form 3, 4 or 5 and timely file
such form with the United States
Securities and Exchange Commission,
the New York Stock Exchange,
Nasdaq and or similar authority.

The undersigned hereby grants to
each such attorney in fact full
power and authority to do and
perform any and every act and thing
whatsoever requisite, necessary,
or proper to be done in the exercise
of any of the rights and powers herein
granted, as fully as the undersigned
could do if personally present,
with full power of substitution
or revocation,hereby ratifying
and confirming all such attorneys
in fact shall lawfully
do or cause to be done by virtue
of this Power of Attorney.
The undersigned acknowledges that
the foregoing attorneys in fact,
in acting in such capacities at
the request of the undersigned,
are not assuming, nor is the Company
assuming, any of the undersigneds
responsibilities to comply with
Section 16a of the Securities
Exchange Act of 1934.   This Power
of Attorney shall remain in full
force and effect until the
undersigned is no longer required
to file statements or reports under
Section 16a of the Act with respect
to the undersigneds holdings of and
transactions in securities issued by
the Company, unless earlier revoked by
the undersigned in a signed writing
delivered  to the foregoing attorneys in fact.

IN WITNESS WHEREOF, the undersigned
has caused this Power of Attorney
to be executed as of this 27th day of July, 2004.

Henry G. Williamson Jr.