1
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 quarter ended                       Commission File
May 28, 1994                              Number 1-8504

UNIFIRST CORPORATION
(Exact name of registrant as specified in its charter)

Massachusetts                              04-2103460
(State of Incorporation)            (IRS Employer Identification Number)

68 Jonspin Road
Wilmington, Massachusetts  01887
(Address of principal executive offices)

Registrant's telephone number, including area code: (508) 658-8888

Indicate by 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 preceeding 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  [  ]

The number of outstanding shares of the registrant's Common Stock and
Class B Common Stock as of July 1, 1994 were 7,884,594 and 12,626,014
respectively.

2
PART 1 - FINANCIAL INFORMATION

FORM 10-Q
UNIFIRST CORPORATION AND SUBSIDIARIES

CONDENSED BALANCE SHEETS
(unaudited)

May 28,     August 28,        May 29,
1994          1993*           1993
-------------  -------------  -------------

Assets
Current assets:
Cash                                            $   2,085,000  $   3,656,000  $   2,698,000
Receivables                                        31,716,000     24,849,000     26,048,000
Inventories                                        14,232,000     11,536,000     10,569,000
Rental merchandise in service                      30,075,000     26,565,000     25,882,000
Prepaid expenses                                      116,000        115,000        113,000
-------------  -------------  -------------
Total current assets                            78,224,000     66,721,000     65,310,000
-------------  -------------  -------------
Property and equipment:
Land, buildings and leasehold improvements         98,730,000     93,347,000     92,275,000
Machinery and equipment                            96,608,000     86,165,000     86,476,000
Motor vehicles                                     25,798,000     21,899,000     22,367,000
-------------  -------------  -------------
221,136,000    201,411,000    201,118,000
Less - accumulated depreciation                    85,737,000     75,617,000     78,170,000
-------------  -------------  -------------
135,399,000    125,794,000    122,948,000
-------------  -------------  -------------
Other assets                                          29,224,000     26,549,000     27,352,000
-------------  -------------  -------------
$ 242,847,000  $ 219,064,000  $ 215,610,000
=============  =============  =============
Liabilities and Shareholders' Equity
Current liabilities:
Current maturities of long-term obligations     $   6,285,000  $   6,055,000  $   6,035,000
Notes payable                                         345,000        177,000        209,000

Accounts payable                                   10,488,000     10,624,000      9,637,000
Accrued liabilities                                29,064,000     25,225,000     24,562,000
Accrued and deferred income taxes                   4,396,000      5,399,000      6,446,000
-------------  -------------  -------------
Total current liabilities                       50,578,000     47,480,000     46,889,000
-------------  -------------  -------------
Long-term obligations, net of current maturities      32,898,000     26,176,000     26,455,000
Deferred income taxes                                 14,099,000     12,685,000     13,120,000
-------------  -------------  -------------
Shareholders' equity:
Preferred stock, $1.00 par value; 2,000,000
shares authorized, none issued                          --             --             --
Common stock, $.10 par value; 30,000,000
shares authorized, issued and outstanding
7,884,594 shares                                    788,000        787,000        775,000
Class B Common stock, $.10 par value; 20,000,000
shares authorized, issued and outstanding
12,626,014 shares                                  1,263,000      1,263,000      1,275,000
Capital surplus                                     7,039,000      7,008,000      6,846,000
Retained earnings                                 136,792,000    123,793,000    120,039,000
Cumulative translation adjustment                    (610,000)      (128,000)       211,000
-------------  -------------  -------------
Total shareholders' equity                     145,272,000    132,723,000    129,146,000
-------------  -------------  -------------
$ 242,847,000  $ 219,064,000  $ 215,610,000
=============  =============  =============
<FN>
* Condensed from audited financial statements

The accompanying notes are an integral part of these condensed financial
statements.

3
FORM 10-Q
UNIFIRST CORPORATION AND SUBSIDIARIES

CONDENSED STATEMENTS OF INCOME
(unaudited)

Thiry-nine    Thiry-nine     Thirteen      Thirteen
weeks ended   weeks ended   weeks ended   weeks ended
May 28,        May 29,     May 28,        May 29,
1994          1993         1994          1993
------------  ------------  ------------  ------------

Revenues                               $237,307,000  $215,583,000  $ 83,106,000  $ 74,238,000
------------  ------------  ------------  ------------
Costs and expenses:
Operating costs                      145,365,000   130,256,000    51,029,000    44,325,000
Selling and administrative expenses   54,157,000    50,241,000    19,353,000    17,367,000
Depreciation and amortization         13,191,000    12,219,000     4,503,000     4,077,000
------------  ------------  ------------  ------------
212,713,000   192,716,000    74,885,000    65,769,000
------------  ------------  ------------  ------------
Income from operations                   24,594,000    22,867,000     8,221,000     8,469,000
------------  ------------  ------------  ------------
Interest expense (income):
Interest expense                       1,982,000     2,278,000       673,000       670,000
Interest income                         (162,000)     (160,000)      (23,000)      (62,000)
------------  ------------  ------------  ------------
1,820,000     2,118,000       650,000       608,000
------------  ------------  ------------  ------------
Income before income taxes               22,774,000    20,749,000     7,571,000     7,861,000
Provision for income taxes                8,426,000     7,262,000     2,801,000     2,751,000
------------  ------------  ------------  ------------
Net income                             $ 14,348,000  $ 13,487,000  $  4,770,000  $  5,110,000
============  ============  ============  ============
Weighted average number of 
shares outstanding                    20,504,246    20,435,042    20,509,122    20,493,594
============  ============  ============  ============

Net income per share                          $0.70         $0.66        $0.23         $0.25
============  ============  ============  ============

The accompanying notes are an integral part of these condensed financial
statements.

4
FORM 10-Q
UNIFIRST CORPORATION AND SUBSIDIARIES

CONDENSED STATEMENTS OF CASH FLOWS
(unaudited)

Thirty-nine      Thirty-nine
weeks ended      weeks ended
May 28,          May 29,
1994             1993
------------     ------------

Cash flows from operating activities:
Net Income                                                   $ 14,348,000     $ 13,487,000
Adjustments:
Depreciation                                                 11,053,000       10,081,000
Amortization of other assets                                  2,138,000        2,138,000
Receivables                                                  (6,937,000)      (3,707,000)
Inventories                                                  (2,727,000)       1,746,000
Rental merchandise in service                                (3,574,000)      (2,213,000)
Prepaid expenses                                                    --            67,000
Accounts payable                                               (308,000)         721,000
Accrued liabilities                                           3,886,000        7,296,000
Accrued and deferred income taxes                              (986,000)        (640,000)
Deferred income taxes                                         1,433,000          381,000
------------     ------------
Net cash provided by operating activities                    18,326,000       29,357,000
------------     ------------

Cash flows from investing activities:
Acquisition of businesses, net of working capital acquired     (5,050,000)             --
Capital expenditures                                          (19,566,000)     (12,893,000)
Other assets, net                                              (1,093,000)        (132,000)
------------     ------------
Net cash used in investing activites                        (25,709,000)     (13,025,000)
------------     ------------
Cash flows from financing activities:
Increase (reduction) in debt                                    7,129,000      (15,883,000)
Proceeds from exercise of stock options                            32,000          445,000
Cash dividends paid or payable                                 (1,349,000)      (1,472,000)
------------     ------------
Net cash provided by (used in) financing activities           5,812,000      (16,910,000)
------------     ------------
Net decrease in cash                                           (1,571,000)        (578,000)
Cash at beginning of period                                     3,656,000        3,276,000
------------     ------------
Cash at end of period                                        $  2,085,000     $  2,698,000
============     ============
Supplemental disclosure of cash flow information:

Interest paid                                                $  1,617,000     $  1,791,000

Income taxes paid                                            $  8,015,000     $  7,562,000
============     ============

The accompanying notes are an integral part of these condensed financial
statements.

5
FORM 10-Q
UNIFIRST CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED FINANCIAL STATEMENTS

FOR THE THIRTY-NINE WEEKS ENDED MAY 28, 1994

1. These condensed financial statements have been prepared by the Company     
without audit, pursuant to the rules and regulations of the Securities and
Exchange Commission.  Certain information and footnote disclosures normally
included in financial statements prepared in accordance with generally 
accepted accounting principles have been condensed or omitted pursuant to 
such rules and regulations; however, the Company believes that the 
information furnished reflects all adjustments which are, in the opinion 
of management, necessary to a fair statement of results for the interim 
period. It is suggested that these condensed financial statements be read 
in conjunction with the financial statements and the notes, thereto, 
included in the Company's latest annual report.

2. From time to time, the Company is subject to legal proceedings and
claims arising from the conduct of their business operations, including
personal injury, customer contract, employment claims and environmental
matters.  In the opinion of management, such proceedings and claims are
not likely to result in losses which would have a material adverse effect
upon the Company.

3. During 1993 the Company's shareholders voted to amend its Articles of
Organization to increase the number of authorized shares of Common Stock
from 20,000,000 to 30,000,000, and to authorize a new Class B Common Stock
with 20,000,000 authorized shares.  The Company offered to exchange, on a
share-for-share basis, shares of Class B Common Stock for shares of Common
Stock.

4. On November 18, 1993 the Company's Board of Directors declared a two-for-
one stock split, be effected in the form of a stock dividend, on the
Company's Common Stock and Class B Common Stock.  The stock dividend was
paid on January 19, 1994 to shareholders of record on January 5, 1994.
All references to average number of shares outstanding, per share data and
Shareholders' Equity section in these financial statements are after
giving retroactive effect to the two-for-one split.

5. On November 1, 1993 the Company acquired all of the outstanding stock of
Modern Coverall and Uniform Supply, Inc., a garment rental business
located in Los Angeles, CA.

6. On February 28, 1994 the Company acquired the assets of Clean Services,
Inc., a garment rental business located in Enid, OK.

6
FORM 10-Q
UNIFIRST CORPORATION AND SUBSIDIARIES

MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS
OF OPERATIONS AND FINANCIAL CONDITION

FOR THE THIRTY-NINE WEEKS ENDED MAY 28, 1994

RESULTS OF OPERATIONS
- - ---------------------

Thirty-nine Weeks of Fiscal 1994 compared to Thirty-nine Weeks of Fiscal 1993
- - -----------------------------------------------------------------------------

Fiscal 1994 revenues for the thirty-nine weeks increased $21,724,000 or
10.1% over the thirty-nine weeks in fiscal 1993.  This increase can be
attributed to acquisitions (1.0%) and internal growth and modest price
increases (9.1%).  Income from operations as a percentage of revenue decreased
to 10.4% in fiscal 1994 from 10.6% for the fiscal 1993 period.   The decrease
is primarily attributable to unfavorable comparative contribution results from
the nuclear business.

Net interest expense (interest expense less interest income) was
$1,820,000 in fiscal 1994 as  compared to $2,118,000 in fiscal 1993.  The
decrease is primarily attributable to lower average outstanding indebtedness in
fiscal 1994.

The provision for income taxes for the current period was 37.0% as
compared to 35.0% for the corresponding 1993 period.  The increase is due
primarily to an increase in the statutory federal income tax rate affecting
fiscal 1994.

Thirteen Weeks ended May 28, 1994 compared to Thirteen Weeks ended May 29, 1993
- - -------------------------------------------------------------------------------

Fiscal 1994 third quarter revenues increased $8,868,000 or 11.9% over
the fiscal 1993 third quarter.  This increase can be attributed to acquisitions
(1.6%) and internal growth and modest price increases (10.3%).  Income from
operations as a percentage of revenue decreased to 9.9% in fiscal 1994 from
11.4% for the fiscal 1993 period.  The primary reason for the decrease is a
reduced period-to-period contribution from the nuclear business.

Net interest expense was $650,000 in fiscal 1994, comparable to
$608,000 in fiscal 1993.

The provision for income taxes for the current period was 37.0% as
compared to 35.0% for the corresponding 1993 period.  The increase is due
primarily to an increase in the statutory federal income tax rate affecting
fiscal 1994.

7

FORM 10-Q
UNIFIRST CORPORATION AND SUBSIDIARIES

MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS
OF OPERATIONS AND FINANCIAL CONDITION
(continued)

FOR THE THIRTY-NINE WEEKS ENDED MAY 28, 1994

CAPITAL RESOURCES AND LIQUIDITY
- - -------------------------------

The Company believes that its ability to generate cash from operations will
adequately cover its foreseeable capital requirements.

EFFECTS OF INFLATION
- - --------------------

Inflation has had the effect of increasing the reported amounts of the
Company's revenues and costs. The Company uses the last-in, first-out (LIFO)
method to value a significant portion of inventories. This method tends to
reduce the amount of income due to inflation included in the Company's results
of operations.  The Company believes that, through increases in its prices, it
has been able to recover increases in costs and expenses attributable to
inflation.

8
PART II - OTHER INFORMATION

FORM 10-Q
UNIFIRST CORPORATION AND SUBSIDIARIES

Item 1.  Legal Proceedings
- - --------------------------

Reference is made to Note 2 of notes to condensed financial statements
and to the discussion under the heading Environmental Matters in the Company's
Annual Report on Form 10-K for the fiscal year ended August 28, 1993.

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

(a) Exhibits: None

(b) Reports on Form 8-K: None

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf of the
undersigned thereunto duly authorized.

UNIFIRST CORPORATION

Ronald D. Croatti
-----------------------
Ronald D. Croatti
Vice Chairman and
Chief Executive Officer

Date: July 8, 1994

John B. Bartlett
-----------------------
John B. Bartlett
Senior Vice President
and Chief Financial Officer