SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  SCHEDULE 14A
                                 (Rule 14a-101)
                             INFORMATION REQUIRED IN
                                 PROXY STATEMENT

                            SCHEDULE 14A INFORMATION
                  Proxy Statement Pursuant to Section 14(a) of
                       the Securities Exchange Act of 1934

Filed by the registrant  [X] 
Filed by a party other than the  registrant  [ ]
Check the appropriate box: 
[X] Preliminary Proxy Statement 
[ ] Confidential, for Use of the Commission Only (as permitted by Rule 
    14a-6(e)(2)) 
[ ] Definitive Proxy Statement 
[ ] Definitive Additional Materials 
[ ] Soliciting Material Pursuant to Section 240.14a-11(c) or Section 240.14a-12

                               HERMAN MILLER, INC.
                (Name of registrant as specified in its charter)

    (Name of person(s) filing Proxy Statement, if other than the Registrant)

Payment of filing fee (Check the appropriate box):
[X]  No fee required
[ ]  Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11
     (1) Title of each class of securities to which transaction applies:________
     (2) Aggregate number of securities to which transaction applies:___________
     (3) Per  unit  price  or other  underlying  value  of  transaction
         computed  pursuant  to  Exchange  Act Rule 0-11 (set forth the
         amount on which the filing fee is calculated  and state how it
         was determined):_______________________________________________________
     (4) Proposed maximum aggregate value of transaction:_______________________
     (5) Total fee Paid:________________________________________________________
[ ] Fee paid previously with preliminary materials
[ ] Check box if any part of the fee is offset as provided by Exchange Act Rule
0-11(a)(2) and identify the filing for which the offsetting fee was paid 
previously.  Identify the previous filing by registration statement number, or
the form or schedule and the date of its filing.
     (1) Amount previously paid:________________________________________________
     (2) Form, schedule, or registration statement no.:_________________________
     (3) Filing party:__________________________________________________________
     (4) Date filed:____________________________________________________________

<PAGE>
Preliminary Proxy Materials: Dated_________, 1998

                                     [LOGO]

                                      1998


                  NOTICE OF 1998 ANNUAL MEETING OF SHAREHOLDERS
                               and PROXY STATEMENT


August ______, 1998



Dear Shareholder:

Herman  Miller,  Inc.'s  fiscal year ended May 30, 1998.  Enclosed you will find
this year's  Annual  Report and a proxy card to vote your shares.  Also,  let us
know if you expect to attend  the  annual  Shareholders  Meeting  scheduled  for
September 29, 1998, by mailing a reservation card or by contacting  Robbie Kroll
at 616-654-3305.

The Shareholders'  Meeting will take place at the Zeeland High School Performing
Arts  Center,  3333 -  96th  Avenue,  Zeeland,  Michigan.  (A map is  enclosed.)
Chairman of the Board David Nelson will convene the business meeting promptly at
4 p.m. EDT. Please allow time for parking and  registration.  After the business
meeting, we will serve hors d'oeuvres and light refreshments to all who indicate
on the reservation card that they will be staying.

The Annual Report discusses our performance for fiscal 1998 and presents some of
the reasons behind a great year at Herman Miller.  If you have any questions for
us or for other senior  managers,  please  write them on the  enclosed  card and
return it to us. If there isn't time at the meeting to answer all the  questions
we receive, one of us or a member of our team will mail you a response.  We will
also take questions during the meeting.

During  the  business  meeting  we will  elect  five  directors  to the Board of
Directors, take action on four proposals, and transact any other business as may
come before the meeting.

We hope to see you there.

Sincerely,



Michael A. Volkema                            David L. Nelson
President and Chief Executive Officer         Chairman of the Board of Directors



                             YOUR VOTE IS IMPORTANT.
                           PLEASE COMPLETE, SIGN, DATE
                         AND PROMPTLY RETURN YOUR PROXY
                          CARD IN THE ENCLOSED ENVELOPE
                                     NOTICE OF

                         ANNUAL MEETING OF SHAREHOLDERS

<PAGE>
     The  annual  meeting  of the  shareholders  of  Herman  Miller,  Inc.  (the
"Company"), will be held at the Zeeland High School Performing Arts Center, 3333
- - 96th Avenue, Zeeland,  Michigan, on Tuesday, the 29th of September, 1998, at 4
p.m. (E.D.T.) for the following purposes:

     1.   To elect five directors,  four each for a term of three years, and one
          director for a term of two years.

     2.   To consider and vote upon a proposal to amend the  Company's  Articles
          of  Incorporation  to  increase  the  authorized   Common  Stock  from
          120,000,000 shares to 240,000,000 shares, $.20 par value.

     3.   To consider and vote upon a proposal to amend the Company's  Long-Term
          Incentive Plan.

     4.   To  consider  and vote  upon a  proposal  to  approve  and  adopt  the
          Company's Incentive Cash Bonus Plan.

     5.   To  consider  and vote upon a proposal  to ratify the  appointment  of
          Arthur Andersen LLP as independent  public accountants for the Company
          for the fiscal year ending May 29, 1999.

     6.   To  transact  such other  business  as may  properly  come  before the
          meeting or any adjournment thereof.

     Shareholders  of record at the close of business on August 3, 1998, will be
entitled to vote at the meeting.

     Whether or not you expect to be present at this  meeting,  you are urged to
sign the enclosed proxy and return it promptly in the enclosed envelope.  If you
do attend the meeting and wish to vote in person,  you may do so even though you
have submitted a proxy.



By order of the Board of Directors
James N. DeBoer, Jr., Secretary of the Board
August _____, 1998

<PAGE>
PRELIMINARY PROXY STATEMENT DATED ___________, 1998


                               HERMAN MILLER, INC.

                              855 East Main Avenue
                                  P.O. Box 302
                          Zeeland, Michigan 49464-0302

                    PROXY STATEMENT DATED AUGUST _____, 1998

     This Proxy  Statement is furnished to the  shareholders  of Herman  Miller,
Inc.  (the  "Company"),  in  connection  with the  solicitation  by the Board of
Directors  of  proxies to be used at the Annual  Meeting of  Shareholders.  This
meeting will be held on Tuesday,  September 29, 1998, at 4 p.m.  (E.D.T.) at the
Zeeland  High  School  Performing  Arts  Center,  3333 - 96th  Avenue,  Zeeland,
Michigan.

                             SOLICITATION OF PROXIES

     Each  shareholder,  as an  owner of the  Company,  is  entitled  to vote on
matters scheduled to come before the Annual Meeting. The use of proxies allows a
shareholder  of the Company to be represented at the Annual Meeting if he or she
is unable to attend  the  meeting in person.  The proxy card  accompanying  this
Proxy Statement is to be used for such purpose.

     If the proxy card is properly  executed and  returned to the  Company,  the
shares  represented  by the  proxy  will  be  voted  at the  Annual  Meeting  of
Shareholders and at any adjournment of that meeting.  Where shareholders specify
a choice, the proxy will be voted as specified.  If no choice is specified,  the
shares  represented  by the proxy will be voted for the election of all nominees
named  in the  proxy  and for  each of the  proposals  described  in this  Proxy
Statement.

     A proxy may be revoked  prior to its  exercise by (1)  delivering a written
notice of revocation to the Secretary of the Company, (2) executing a proxy at a
later  date,  or (3)  attending  the  meeting  and  voting in  person.  However,
attendance at the meeting does not automatically serve to revoke a proxy.

                              ELECTION OF DIRECTORS

     The Board of  Directors  has  nominated  Dorothy A.  Terrell,  Dr. E. David
Crockett,  Michael A. Volkema, and C. William Pollard for election as directors,
each to serve  until  the 2001  annual  meeting.  The  Board  of  Directors  has
nominated  David L.  Nelson for  election as a director  for a two-year  term to
expire at the 2000 annual  meeting.  Each of the  nominees  previously  has been
elected as a director by the Company's shareholders.

     The latter portion of this Proxy Statement  contains more information about
the nominees.  Unless otherwise  directed by a shareholder's  proxy, the persons
named as proxy voters in the accompanying proxy will vote for the nominees named
above. If any of the nominees become unavailable,  which is not anticipated, the
Board of Directors,  at its discretion,  may designate substitute  nominees,  in
which  event the  enclosed  proxy will be voted for such  substituted  nominees.
Proxies  cannot be voted for a greater  number  of  persons  than the  number of
nominees named.

     A  plurality  of the votes  cast at the  meeting is  required  to elect the
nominees as directors of the Company.  Accordingly, the four persons who receive
the largest  number of votes cast at the meeting for the three-year  terms,  and
the one person who receives the largest  number of votes cast at the meeting for
the  two-year  term,  will be  elected  as  directors.  Shares  not voted at the
meeting,  whether by  abstention,  broker  nonvote,  or  otherwise,  will not be
treated as votes cast at the meeting.  The Board of Directors  recommends a vote
FOR the election of all persons nominated by the Board.

                                       -1-

<PAGE>
                  PROPOSED INCREASE IN AUTHORIZED COMMON STOCK

     The Company's  Board of Directors has proposed that the first  paragraph of
Article III of the  Company's  Articles of  Incorporation  (the  "Articles")  be
amended to read as follows:

        The total  number of shares of all  classes of stock which the
        Corporation  shall have the  authority to issue is two hundred
        fifty million (250,000,000) shares, of which two hundred forty
        million  (240,000,000) shares shall be Common Stock of the par
        value of $.20 per share and ten  million  shares  (10,000,000)
        shares shall be series preferred stock, without par value.

     This  amendment  will increase the Company's  authorized  Common Stock from
120,000,000  shares to 240,000,000  shares of Common Stock,  $.20 par value. The
purpose of the  amendment  is to provide  additional  shares of Common Stock for
future  issuance.  As of August 3, 1998, there were _____ shares of Common Stock
issued and  outstanding  and _____ shares of Common Stock  reserved for issuance
under the Company's stock  compensation  plans and Employee Stock Purchase Plan.
As a result,  as of August  ____,  1998,  only  ________  shares of Common Stock
remain available for future issuance.  The Company has no series preferred stock
issued or outstanding. This proposed amendment will not affect those shares.

     The Board of Directors  believes it  desirable  to increase the  authorized
number of shares of Common Stock in order to provide the Company  with  adequate
flexibility in corporate planning and strategies. The availability of additional
Common  Stock for  issuance  could be used for a number of  purposes,  including
corporate financing,  future acquisitions,  stock dividends,  stock options, and
other   stock-based   compensation.   There  are   currently  no  agreements  or
understandings  regarding the issuance of any of the additional shares of Common
Stock that would be available  if this  proposal is  approved.  Such  additional
authorized shares may be issued for such purposes and for such  consideration as
the Board of Directors  may  determine  without  further  shareholder  approval,
unless  such action is  required  by  applicable  law or the rules of the Nasdaq
stock  market or any stock  exchange on which the  Company's  securities  may be
listed.

     The  additional  shares of Common Stock for which  authorization  is sought
would be part of the existing class of Common Stock,  and, to the extent issued,
would  have the same  rights  and  privileges  as the  shares  of  Common  Stock
presently outstanding. Ownership of shares of the Company's Common Stock confers
no preemptive rights.

     The increase in the  authorized  but unissued  shares of Common Stock which
would  result from  adoption of the  proposed  amendment  could have a potential
anti-takeover  effect with respect to the Company,  although  management  is not
presenting the proposal for that reason and does not presently  anticipate using
the increased authorized shares for such a purpose. The potential  anti-takeover
effect of the proposed  amendment  arises because it would enable the Company to
issue additional  shares of Common Stock up to the total authorized  number with
the effect that the  shareholdings  and related  voting  rights of then existing
shareholders  would be  diluted  to an  extent  proportionate  to the  number of
additional shares issued.

     The affirmative vote of the holders of a majority of the outstanding shares
of  Common  Stock of the  Company  is  required  for  approval  of the  proposed
amendment. Unless otherwise directed by a shareholder's proxy, the persons named
as proxy voters in the accompanying proxy will vote FOR the amendment.

     The Board of Directors recommends a vote "FOR" the approval of the proposed
amendment to the Company's  Articles of  Incorporation to increase the number of
shares of authorized Common Stock.

                                       -2-

<PAGE>
                       PROPOSED AMENDMENT TO THE COMPANY'S
                          1994 LONG-TERM INCENTIVE PLAN

     In 1994, the Board of Directors adopted, and the shareholders approved, the
Herman Miller, Inc. Long-Term Incentive Plan (the "Plan"). The Plan provides for
the grant of a variety of equity-based  Awards,  described in more detail below,
such as stock options,  including  incentive stock options as defined in Section
422 of the Internal Revenue Code, as amended (the "Code"), reload options, stock
appreciation rights, restricted stock, performance shares, and other stock based
Awards. As of August 3, 1998, ____ shares of Common Stock were available for the
grant of future Awards under the Plan; all of the Plan's shares have been either
issued or are subject to outstanding Awards.

     The Plan is intended to promote  the  long-term  success of the Company for
the benefit of its shareholders  through stock-based  compensation,  by aligning
the  personal  interests  of the  Company's  key  employees  with  those  of its
shareholders.  The Plan is  designed  to allow  selected  key  employees  of the
Company  and  certain of its  subsidiaries  to  participate  financially  in the
Company's  future,  as well as to enable the  Company to  attract,  retain,  and
reward such employees.

     The Board of Directors  has  approved  amendments  to the Plan,  subject to
shareholder  approval,  to (i) make an additional 5,000,000 shares available for
issuance under the Plan,  (ii) increase the limitation on individual Plan Awards
from 10 percent of Plan shares to 15 percent;  and (iii)  authorize  the Plan to
use shares  reacquired by the Company in the open market or otherwise for future
Plan Awards, provided that the aggregate price of the shares repurchased may not
exceed the total cash proceeds received by the Company from prior sale of shares
under the Plan.  At the annual  meeting,  the Company's  shareholders  are being
requested to consider  and approve  this  amendment.  The  following  paragraphs
summarize the material features of the Plan, as amended.

Description of the Plan

     The Plan is  administered  by the Executive  Compensation  Committee of the
Board (the  "Committee"),  which is  required  to consist of not less than three
nonemployee directors, as defined in Rule 16b-3(b)(3) of the Securities Exchange
Act of 1934.  The  Committee  determines  the  employees  of the Company and its
subsidiaries who are to be granted Awards,  the types of Awards (or combinations
thereof)  to be granted,  the number of shares of Common  Stock to be covered by
each  Award,  the terms and  conditions  of any  Award,  such as  conditions  of
forfeiture,  transfer  restrictions,  and vesting requirements.  The term of the
Plan is ten  years;  no Awards may be  granted  under the Plan after  October 5,
2004.

     The Plan provides that no more than 10 percent of the total shares  subject
to issuance may be awarded to any one  employee.  If the  amendment is approved,
this limitation would be raised to 15 percent. In addition,  if the amendment is
approved,  the  maximum  number  of shares  which  may be issued  under the Plan
pursuant to Plan Awards would be 10,000,000  shares plus (i) any shares  subject
to  Awards  that  have  expired  unexercised  or that are  forfeited,  canceled,
terminated, or settled in cash in lieu of Common Stock (provided that any shares
subject to a  forfeited  or canceled  Award may not again be made  subject to an
Award from a  participant  who  received,  directly  or  indirectly,  any of the
benefits of ownership of the  securities  underlying  the Award,  excluding  the
right to vote such shares),  plus (ii) any shares  surrendered to the Company in
payment  of the  exercise  price of options or tax  withholding  obligations  or
options withheld to pay the exercise price or tax withholding obligations,  plus
(iii) the number of shares  repurchased  by the  Company in the open  market and
otherwise  with an aggregate  purchase  price no greater than the cash  proceeds
received by the Company from the sale of shares under the Plan.

Types of Awards

     The following types of Awards may be granted under the Plan.

     An  "Option"  is a  contractual  right to  purchase a number of shares at a
price determined at the date the option is granted.  The exercise price included
in both  incentive  stock options and  nonqualified  stock options must equal at
least  100  percent  of the fair  market  value of the  stock at the date of the
grant.  Awards of certain  options  also may include  reload  options.  A reload
option is an option to purchase  shares  equal to the number of shares of Common
Stock delivered in payment of the exercise price  (including,  in the discretion
of the  Committee,  the number of shares  tendered to the Company to satisfy any
withholding tax liability arising upon exercise),  and is automatically  granted
upon delivery

                                       -3-

<PAGE>
of the shares without  further action by the Committee.  A reload option retains
the same terms of the original option,  including the exercise period;  however,
the exercise  price of the reload option must equal the fair market value of the
Company's Common Stock on the date of grant of the reload option.

     A "Stock  Appreciation  Right" is an Award of the right to receive stock or
cash of an  equivalent  value in an amount equal to the  difference  between the
price specified in the stock  appreciation right and the prevailing market price
of the Company's Common Stock at the time of exercise. Stock appreciation rights
may be granted only in tandem with options.

     "Restricted Stock" are shares of Common Stock granted to an employee for no
or nominal consideration. Title to the shares passes to the employee at the time
of that grant;  however,  the ability to sell or otherwise dispose of the shares
is subject to  restrictions  and  conditions  determined  by the  Committee.  In
administering  the Plan,  the  Committee  has limited the number of shares which
could be issued as restricted stock or as performance  shares to 600,000 shares.
This would be increased,  by the Committee,  to 1,200,000 shares if the proposed
amendment is approved by the Company's shareholders.

     "Performance  Shares" are an Award of the right to receive stock or cash of
an  equivalent  value at the end of the  specified  performance  period upon the
attainment of specified performance goals.

     An "Other  Stock-Based  Award" is any other Award that may be granted under
the Plan that is valued in whole or in part by  reference to or is payable in or
otherwise based on Common Stock.

     The Board may at any time amend, discontinue,  or terminate the Plan or any
part thereof;  however,  unless  otherwise  required by law,  after  shareholder
approval, the rights of a participant may not be impaired without the consent of
such   participant.   In  addition,   without  the  approval  of  the  Company's
shareholders, no amendment may be made which would increase the aggregate number
of shares of  Common  Stock  that may be  issued  under  the  Plan,  change  the
definition of employees  eligible to receive  Awards under the Plan,  extend the
maximum option period under the Plan, decrease the option price of any option to
less  than 100  percent  of the fair  market  value  on the  date of  grant,  or
otherwise materially increase the benefits to participants in the Plan.

Federal Tax Consequences

     The following  summarizes the  consequences of the grant and acquisition of
Awards under the Plan for federal  income tax  purposes,  based on  management's
understanding  of existing  federal income tax laws. This summary is necessarily
general in nature and does not  purport to be  complete.  Also,  state and local
income  tax  consequences  are not  discussed  and may  vary  from  locality  to
locality.

     Options. Plan participants will not recognize taxable income at the time an
option is granted  under the Plan unless the option has a readily  ascertainable
market  value at the time of grant.  Management  understands  that options to be
granted  under  the Plan  will not have a readily  ascertainable  market  value;
therefore,  income will not be  recognized  by  participants  before the time of
exercise of an option.  For Nonqualified  Stock Options,  the difference between
the fair market value of the shares at the time an option is  exercised  and the
option price  generally will be treated as ordinary  income to the optionee,  in
which case the Company  will be  entitled to a deduction  equal to the amount of
the  optionee's  ordinary  income.  With  respect to  incentive  stock  options,
participants will not realize income for federal income tax purposes as a result
of the  exercise of such  options.  In addition,  if Common Stock  acquired as a
result of the exercise of an incentive stock option is disposed of more than two
years after the date the option is granted and more than one year after the date
the option was exercised,  the entire gain, if any, realized upon disposition of
such  Common  Stock  will be  treated as  capital  gain for  federal  income tax
purposes.  Under these  circumstances,  no  deduction  will be  allowable to the
Company in  connection  with either the grant or exercise of an incentive  stock
option.  Exceptions to the general  rules apply in the case of a  "disqualifying
disposition."

     If a participant  disposes of shares of Common Stock  acquired  pursuant to
the exercise of an  incentive  stock option  before the  expiration  of one year
after the date of  exercise  or two years  after the date of grant,  the sale of
such stock will be treated as a "disqualifying disposition." As a result, such a
participant would recognize ordinary income and the Company would be entitled to
a deduction in the year in which such  disposition  occurred.  The amount of the
deduction and the ordinary income  recognized  upon a disqualifying  disposition
would generally be equal to the lesser of: (a) the sale price of the shares sold
minus the option  price,  or (b) the fair market value of the shares at the time
of

                                       -4-

<PAGE>
exercise and minus the option price.  If the  disposition  is to a related party
(such as a spouse,  brother,  sister,  lineal descendant,  or certain trusts for
business entities in which the seller holds a direct or indirect interest),  the
ordinary income  recognized  generally is equal to the excess of the fair market
value  of the  shares  at the time of  exercise  over the  exercise  price.  Any
additional gain recognized upon  disposition,  in excess of the ordinary income,
will be taxable as capital  gain. In addition,  the exercise of incentive  stock
options may result in an alternative minimum tax liability.

     Reload Stock Options. Participants will recognize no income on the grant of
any reload option.  On exercise of a reload option,  the tax consequences to the
participant  and the  Company  are the  same as that  for a  nonqualified  stock
option.

     Stock Appreciation  Rights.  Upon the grant of a stock appreciation  right,
the  participant  will realize no taxable income and the Company will receive no
deduction.  A  participant  will  realize  income at the time of exercise if the
Award becomes vested and is no longer subject to forfeiture and the  participant
is  entitled  to receive  the value of the Award.  The  Company  will  receive a
deduction of an equal amount in the same year the participant recognized income.

     Restricted  Stock.  Recipients of shares of  restricted  stock that are not
"transferable"  and are subject to "substantial  risk of forfeiture" at the time
of grant will not be subject to federal  income taxes until the lapse or release
of the restrictions or sale of the shares, unless the recipient files a specific
election under the Code to be taxed at the time of grant. The recipient's income
and the Company's  deduction will be equal to the excess of the then fair market
value (or sale price) of the shares less any purchase price.

     Performance   Shares.   Participants  are  not  taxed  upon  the  grant  of
performance shares. Upon receipt of the underlying shares or cash, a participant
will be taxed at  ordinary  income tax rates  (subject  to  withholding)  on the
amount of cash received  and/or the current fair market value of stock received,
and the Company will be entitled to a corresponding deduction. The participant's
basis in any Performance shares received will be equal to the amount of ordinary
income on which he or she was taxed and, upon subsequent  disposition,  any gain
or loss will be capital gain or loss.

Required Vote for Approval

     The  affirmative  vote of a majority of the  Company's  outstanding  Common
Stock  represented  and voted at the annual  meeting,  by person or by proxy, is
required to approve the  adoption of the  amendment  to the Plan.  While  broker
nonvotes  will not be treated as votes cast on the  approval of this  Amendment,
shares voted as abstentions  will be counted as votes cast.  Since a majority of
the votes cast is  required  for  approval,  the sum of any  negative  votes and
abstentions will necessitate  offsetting  affirmative  votes to assure approval.
Unless otherwise  directed by marking the accompanying  proxy, the proxy holders
named therein will vote for the approval of the adoption of the amendment to the
Plan.

     The Board of Directors recommends a vote "FOR" the approval of the proposed
Amendment to the Company's  Long-Term  Incentive  Plan to increase the number of
shares  available for issuance by 5,000,000  shares,  increase the limitation on
individual  Awards from 10 percent of Plan shares to 15 percent,  and  authorize
the use of certain shares reacquired by the Company for future Plan Awards.


                                       -5-

<PAGE>
                   PROPOSAL TO APPROVE THE HERMAN MILLER, INC.
               INCENTIVE CASH BONUS PLAN AND MATERIAL TERMS OF THE
                 COMPANY'S PERFORMANCE-BASED COMPENSATION SYSTEM

     On July 21, 1998, the Board of Directors  adopted the Herman  Miller,  Inc.
Incentive  Cash Bonus Plan (the  "Plan"),  subject to approval by the  Company's
shareholders.  Since 1997,  the Board has  utilized an "Economic  Valued  Added"
("EVA(R)")1  performance  measurement  system to provide the  framework  for the
Company's incentive  compensation plans. The Board has elected to adopt the Plan
formally and incorporate the EVA(R)  measurement  system and related concepts to
provide performance-based cash compensation to Plan participants.  The following
is a description of the Plan, which is qualified in its entirety by reference to
the complete text of the Plan set forth in attached Appendix A.

     Purpose.  The purpose of the Plan is to more  closely link  incentive  cash
compensation  to the  creation of  shareholder  wealth.  The Plan is intended to
focus performance on long-term continuous  improvements in shareholder value. In
order to achieve this objective,  the targeted  improvements in EVA is set above
the  actual  EVA  earned  for the prior  year,  thereby  requiring  further  EVA
improvements  to earn the same level of  incentive-based  pay.  The  improvement
factor in EVA  performance  is  established  by the Board or the Committee for a
period of three  years.  As a result of these  features  of the Plan,  the Board
believes that the Plan will foster long-term  improvements in shareholder value,
not merely near-term gains in reported financial performance.

     Administration.  The Plan is  administered  by the  Executive  Compensation
Committee of the Board of Directors (the  "Committee").  Subject to the terms of
the Plan,  the  Committee is authorized  to establish  target bonus  thresholds,
target  improvements  in annual EVA(R) growth,  and other factors  affecting the
operation of the Plan. Each year, and based upon the Financial Audit Committee's
determination of EVA(R)  performance,  the Committee is required to certify,  in
writing,  EVA(R) growth or diminution,  before any payments to Plan participants
may be made.  The Committee  also has the authority to interpret the Plan and to
establish rules and regulations for purposes of administering the Plan.

     Eligibility.  Although  changes in the Company's EVA(R) provide a means for
determining bonus compensation to substantially all of the Company's  employees,
eligibility  for  participation  in the Plan is designated to include  corporate
officers,  vice  presidents,  and  directors of each of the  Company's  business
units.  At present,  there are 223 employees who are eligible to  participate in
the Plan. For fiscal 1998,  the aggregate  amount of bonus payments to employees
that qualify as  participants  in the Plan was $12.3  million,  ($2.0 million to
executive  officers as a group).  Bonus payments to the Named Executives are set
forth in the Summary Compensation Table appearing below in this Proxy Statement.
If the Plan and the EVA(R)  performance system are not approved by the Company's
shareholders,  the amount of  compensation  payable to any one of the  Company's
Named    Executives    will   be   limited   (when    aggregated    with   other
nonperformance-based  compensation  within the meaning of Section  162(m) of the
Code),  to the maximum  amount of  compensation  that would be deductible by the
Company as an expense under Section 162 of the Code.

     Description of the Performance  Measurement  System. The Plan establishes a
means  of  providing   performance-based  cash  compensation  to  the  Company's
employees  based upon changes in the Company's  EVA(R).  As defined in the Plan,
EVA(R) equals the Company's net operating  profit after taxes (NOPAT),  less the
Company's  Capital Charge.  NOPAT is defined as the Company's pre-tax profit, as
determined from the Company's audited financial  statements,  and as adjusted by
the Committee in a manner  consistent  with the Herman Miller EVA(R)  Management
System Technical Manual (the "Manual").  The adjustments are intended to convert
the Company's  accounting  based  after-tax  profits to an economic  basis.  The
Company's Capital Charge is defined as the Company's cost of capital, multiplied
by its aggregate  capital (as calculated by the Committee in a manner consistent
with the  adjustments  required in the Manual) The Company's  cost of capital is
determined by the Committee each year, based upon the Company's  prevailing cost
of equity and cost of debt.  The cost of capital  is fixed at the  beginning  of
each Plan year.

     Using these  criteria and  standards,  the  Committee  establishes a Target
Bonus for each  participant,  expressed as a percentage of base salary,  and the
target  improvement  in  annual  EVA(R)  growth  ("Expected  Improvement").  The



- -------- 
1 EVA(R) is a registered trademark of Stern Stewart & Co.

                                       -6-

<PAGE>
Expected  Improvement is intended to reflect the stock  market's  expectation of
annual EVA(R) growth,  based upon the share price of the Company's common stock.
A Target Bonus is earned if Expected Improvement is achieved.

     The Plan provides for  achievement  in excess of or below the Target Bonus,
based upon the Bonus  Intervals,  as established  by the  Committee.  The Upside
Bonus Interval is the amount of EVA(R) growth above Expected Improvement that is
required to double the Target Bonus.  The Downside Bonus Interval  (which is the
same  EVA(R)  value  differential  between  the Upside  Bonus  Interval  and the
Expected Improvement)  represents the EVA(R) growth or diminution below Expected
Improvement  that would result in no Target  Bonus.  For  instance,  if Expected
Improvement in annual EVA(R) growth is  established at $400,000,  and the Upside
Bonus  Interval is set at  $1,000,000,  the Company would have to achieve annual
EVA(R) growth of $1,000,000  above Expected  Improvement for the Target Bonus to
double.  Conversely,  no  Target  Bonus  would be paid if  EVA(R)  decreased  by
$600,000 (the $400,000 Expected Improvement less the $1,000,000 interval).

     Bonus  calculations  resulting  from  performance  above or below the Bonus
Intervals can be calculated through simple linear  interpolation.  For instance,
based upon the above example, EVA(R) growth of $800,000 would result in a Target
Bonus of 1.4 times the Target Bonus  ($400,000  excess  EVA(R) growth out of the
$1,000,000  excess  needed to achieve  the Bonus  Interval).  On the other hand,
EVA(R)  diminution  of $400,000  would  result in a bonus of .2 times the Target
Bonus ($200,000 above the Downside Bonus Interval).  There is no limit on either
the upside or downside  bonus amount.  If the Plan is approved by  shareholders,
the Board will utilize the EVA(R) measurement system as the performance criteria
in determining  earned loan  repayments  under the Company's Key Executive Stock
Purchase  Assistance  Plan.  That plan,  previously  approved and adopted by the
Company's  shareholders,  permits  participants  to earn the  repayment of loans
based upon Company performance.

     Payment  of Bonus  Amounts.  All  bonuses  earned  under the Plan are first
subject to a Bonus Reserve prior to payment. Each Plan participant has their own
bonus reserve  account.  The  utilization  of the reserve is intended to promote
management's  attention  to  long-term  objectives,  ensure that only  sustained
improvement  in EVA(R) is rewarded and  facilitate a payment  system under which
both unlimited upside and downside potential are recognized.

     Bonuses are subject to the reserve  account to the extent the Target  Bonus
is  exceeded.  If the sum of the bonus earned in a year (plus any amounts in the
reserve account from the prior years) exceeds the Target Bonus,  the payment for
the year is limited to the Target Bonus plus  one-third of the reserve  account.
The  remaining  two-thirds  is required  to be left in the bonus  account and is
subject to  reduction  if the  improvement  in EVA(R) is less than the  Downside
Bonus  Interval.  If the sum of the bonus  earned in a year (plus any amounts in
the reserve  account  from the prior years) is less than the Target  Bonus,  the
entire  balance  is paid.  Similarly,  if a negative  balance  exists in a bonus
reserve account, it must be earned back before any bonus is paid.

     A  Plan  participant's   Target  Bonus  may  be  subject  to  the  Expected
Improvement for the Company only, or, at the discretion of the Committee, may be
subject to Expected  Improvement  in EVA(R)  growth for a  particular  division,
operation or subsidiary, combined with overall Company EVA(R) growth.

     Termination or Amendment of the Plan.  The Board may amend,  discontinue or
terminate  the  Plan at any  time;  however,  no  amendment,  discontinuance  or
termination  may alter or otherwise  affect any amounts held in a bonus  reserve
account or affect bonuses earned through the date of  termination.  In addition,
without the prior  approval of the Company's  shareholders,  no amendment to the
Plan may be made that would replace the EVA(R)  performance  measurement  system
for determining  bonuses under the Plan. The Board or Committee would,  however,
retain the authority to adjust and establish targeted EVA(R) performance,  Bonus
Intervals  and other  criteria  utilized in the EVA(R)  performance  measurement
system.



                                       -7-

<PAGE>
     Federal Tax Consequences.  The following summarizes the consequences of the
achievement  of earned bonuses and payment of bonuses under the Plan for federal
income tax purposes,  based upon management's  understanding of existing federal
income  tax laws.  This  summary is  necessarily  general in nature and does not
purport to be complete.  Also,  state and local income tax  consequences are not
discussed, and may vary from locality to locality.

     Based upon the terms and conditions of the Plan, Plan participants will not
recognize  any  compensation  at the time a bonus  amount  is  determined.  Upon
payment of a bonus from a bonus reserve  account,  a participant  will recognize
ordinary income in the amount of the bonus paid. Any bonuses held in the reserve
account will not be recognized as ordinary  income until paid.  The Company will
be entitled to a deduction  in the year in which a Plan  participant  recognizes
ordinary income under the Plan.

     Required  Vote for  Approval.  The  affirmative  vote of a majority  of the
Company's  Common Stock voted at the Annual  Meeting,  by person or by proxy, is
required to approve the Plan and the EVA(R) performance system.  Broker nonvotes
and  abstentions  will not be counted as votes  cast on this  proposal.  Since a
majority of the votes cast is required for  approval,  any  negative  votes will
necessitate  offsetting  affirmative votes to assure approval.  Unless otherwise
directed by marking the accompanying proxy, the proxy holders named therein will
vote for the approval of the Plan.

     The Board of  Directors  recommends a vote FOR the approval of the proposed
Plan and the adoption of the EVA(R) performance system.


                                       -8-

<PAGE>
          RATIFICATION OF APPOINTMENT OF INDEPENDENT PUBLIC ACCOUNTANTS

     The Board of Directors has  appointed  Arthur  Andersen LLP as  independent
public  accountants  for the Company  for the fiscal  year ending May 29,  1999.
Representatives  of Arthur Andersen LLP will be present at the annual meeting of
shareholders  and  available  to respond to  appropriate  questions.  The Arthur
Andersen LLP  representatives  will have the  opportunity to make a statement if
they so desire.

     Although the submission of this matter for approval by  shareholders is not
legally required,  the Board of Directors  believes that such submission follows
sound  corporate  business  practice  and  is  in  the  best  interests  of  the
shareholders.  If the  shareholders  do not  approve  the  selection  of  Arthur
Andersen LLP, the selection of such firm as independent  public  accountants for
the Company will be reconsidered by the Board of Directors.

     The  Board  of  Directors  recommends  a vote FOR the  ratification  of the
appointment  of  Arthur  Andersen  LLP  as  the  Company's   independent  public
accountants.




                                       -9-

<PAGE>
                  VOTING SECURITIES AND PRINCIPAL SHAREHOLDERS

     On August 3, 1998,  the Company had _______  shares of Common  Stock issued
and outstanding, par value $.20 per share. Shareholders are entitled to one vote
for each  share of  Common  Stock  registered  in  their  names at the  close of
business  on August 3, 1998,  the record  date fixed by the Board of  Directors.
Votes  cast at the  meeting  and  submitted  by proxy will be  tabulated  by the
Company's  transfer  agent.  As of  August  3,  1998,  no  person  was  known by
management  to be the  beneficial  owner of more than 5 percent of the Company's
Common Stock.


                   DIRECTOR AND EXECUTIVE OFFICER INFORMATION

     Security  Ownership of Management.  The following table shows, as of August
3, 1998, the number of shares beneficially owned by each of the Named Executives
identified in the executive  compensation  tables of this Proxy Statement and by
all  directors  and  executive  officers as a group.  Except as described in the
notes  following  the  table,  the  following   persons  have  sole  voting  and
dispositive power as to all of their respective shares.


<TABLE>

                                            Amount and Nature
             Named Executive            of Beneficial Ownership(1)           Percent of Class(3)
         <S>                                 <C>                                <C>
         Michael A. Volkema

         Andrew C. McGregor

         Brian C. Walker

         Christopher A. Norman

         Robert I. Frey

         All executive officers and directors
         as a group (23 persons)(2)
</TABLE>

     (1)  Includes  the  following  numbers of shares with  respect to which the
          Named Executives have the right to acquire beneficial  ownership under
          stock  options  exercisable  in 60 days:  Mr.  Volkema - 164,300;  Mr.
          McGregor - 74,404;  Mr. Walker - 83,843;  Mr. Norman - 81,730; and Mr.
          Frey - 68,000.  Includes  the  following  number  of shares  which are
          restricted and subject to certain conditions: Mr. Volkema - _____; Mr.
          McGregor - _____; Mr. Walker - _____; Mr. Norman - _____; and Mr. Frey
          - _____.
  (2)     Included  in this  number  are  _____  shares  with  respect  to which
          executive  officers and directors have the right to acquire beneficial
          ownership under options exercisable within 60 days.
  (3)     Calculated  based on the number of shares  outstanding plus the option
          shares referred to in notes (1) and (2) above.


                                      -10-

<PAGE>
     The Board of Directors.  The information in the following table relating to
each nominee's and director's  age,  principal  occupation or employment for the
past five years, and beneficial ownership of shares of Common Stock as of August
3, 1998,  has been  furnished  to the  Company by the  respective  nominees  and
directors.  Except as described in the notes following the table,  the following
nominees and directors have sole voting and  dispositive  power as to all of the
shares set forth in the following table.

<TABLE>


                                                                          Year First
                                                                           Became a          Shares        Percent of
            Name and Principal Occupation                    Age           Director         Owned(1)        Class(2)
<S>                                                          <C>           <C>              <C>             <C>

Nominees for Election as Directors for Terms to Expire in 2001

C. William Pollard                                           60              1985                    (3)
   Chairman of the Board, The ServiceMaster Company
         (Management and Consumer Services for Health
         Care, Industrial, and Educational Facilities)

Dorothy A. Terrell                                           53              1997
    Since February 1998-President,
         Service Group, Senior Vice President Operations,
         Natural Micro Systems, Inc.
    August 1991 to September 1997-President,
         Sun Express, Inc., Sun Micro System, Inc.

Dr. E. David Crockett                                        62              1982
   Since November 1992--Chairman of the Board,
         Cornerstone Imaging, Inc. (Document Image
         Processing)
   Since May 1991--General Partner, Aspen Ventures
         (Venture Capitalists)

Michael A. Volkema                                           42              1995                    (4)
   Since July 1995- Chief Executive Officer, Herman
         Miller, Inc.
   Since May 1995- President, Herman Miller, Inc.
   From February 1995 to May 1995- President and Chief
         Executive Officer, Coro, Inc. (a subsidiary of
         Herman Miller, Inc.)
   From May 1993 to September 1994- Chairman of the
         Board, Meridian, Inc. (a subsidiary of Herman
         Miller, Inc.)

Nominee for Election as Director for Term to Expire in 2000:

David L. Nelson                                              68              1972                    (5)
   Since October 1995--Chairman of the Board,
         Herman Miller, Inc.
   From  January  1994--Vice President, Customer Support, 
         America's Region, Asea, Brown, Boveri, Inc.
   Prior to January 1994--Vice President, Customer
         Satisfaction, Industry Segment, Asea, Brown,
         Boveri, Inc. (Electronics Manufacturer)
</TABLE>


                                      -11-

<PAGE>

<TABLE>
                                                                          Year First
                                                                           Became a          Shares        Percent of
            Name and Principal Occupation                    Age           Director         Owned(1)        Class(2)
<S>                                                          <C>             <C>            <C>            <C>
Directors Whose Terms Expire in 1999:

J. Harold Chandler                                           49              1995
   Since November 1993--Chairman, President and Chief
         Executive Officer, Provident Companies, Inc.
   From June 1993 to November 1993--President,
         MidAtlantic NationsBank and Maryland National
         Corporation
   From January 1992 to June 1993--President,
         NationsBank/Washington, D.C., Maryland, and N.
         Virginia

William K. Brehm                                             69              1991
   Chairman of the Board, SRA International, Inc.
         (Systems Integrator and Information Technology
         Consulting)

Brian Griffiths, Lord Griffiths of Fforestfach               56              1991
   Since 1990--International Advisor, Goldman Sachs
         International Limited (International Investment
         Banking Firm)

Directors Whose Terms Expire in 2000

Ruth Alkema Reister                                          62              1985                    (6)
   Private Investments and Civic and Charitable Activities

Richard H. Ruch                                              68              1986                    (7)
   From July 1995 to October 1995--Chairman of the Board,
         Herman Miller, Inc.
   From April 1992 to July 1995--Vice Chairman of the
         Board, Herman Miller, Inc.

James R. Carreker                                            51              1997
   Since October 1995-Chairman of the Board and CEO
         of Aspect Telecommunications Corp.
   From August 1985-October 1995-President and CEO
         of Aspect Telecommunications Corp.
</TABLE>

     (1)  Shares  shown for each  director  who is not an officer of the Company
          include 116,000 shares for Mr. Nelson; 36,000 shares for Mr. Crockett,
          and Ms. Reister; 42,000 shares for Mr. Griffiths; and 6,000 shares for
          Messrs.  Pollard and Carreker,  with respect to which the director has
          the right to acquire  beneficial  ownership under options  exercisable
          within 60 days.
     (2)  Percentages are calculated based upon shares outstanding,  plus shares
          which  the  director  has the right to  acquire  under  stock  options
          exercisable within 60 days.
     (3)  Includes  1,612  shares  owned  of  record  and  beneficially  by  Mr.
          Pollard's wife. Mr. Pollard  disclaims  beneficial  ownership of these
          shares.
     (4)  Includes 164,3000 shares with respect to which Mr. Volkema has a right
          to acquire  beneficial  ownership under options  exercisable within 60
          days and _____  shares  of  restricted  stock  which  are  subject  to
          forfeiture under certain  conditions.  
     (5)  Shares are owned  jointly by Mr. Nelson and his wife.  Includes  4,800
          shares owned of record and  beneficially  by Mr.  Nelson's wife,  with
          respect to which Mr. Nelson disclaims beneficial ownership.
     (6)  Includes 2,400 shares owned by Mrs. Resister's  husband.  Mrs. Reister
          disclaims beneficial ownership of these shares.
     (7)  Includes  12,000  shares with respect to which Mr. Ruch has a right to
          acquire beneficial ownership under options exercisable within 60 days.
          In  addition,  Mr.  Ruch's  wife owns 9,800  shares to which Mr.  Ruch
          disclaims beneficial ownership and a Ruch Family Foundation Charitable
          Trust  owns  21,838  shares to which  Mr.  Ruch  disclaims  beneficial
          ownership.

                                      -12-

<PAGE>
     Mr.  Carreker also is a director of Aspect  Telecommunication  Corporation.
Mr.  Chandler  is  also  a  director  of  Provident  Companies,   Inc.,  AmSouth
Bancorporation  and Storage  Technology Corp. Mr. Crockett also is a director of
Cornerstone  Imaging,  Inc.,  and Metatec  Corporation.  Brian  Griffiths,  Lord
Griffiths of Fforestfach,  also is a director of The ServiceMaster  Company. Mr.
Nelson also is a director and trustee of Cardinal Fund, Inc. Mr. Pollard also is
a director  of The  ServiceMaster  Company and  Provident  Companies,  Inc.  Ms.
Terrell also is a director of General Mills, Inc. and Sears, Roebuck & Co.

     The Board of Directors held five meetings  during the last fiscal year. All
of the  directors  attended  at least 75  percent  of the  aggregate  number  of
meetings of the Board and the Board committees on which they served.

     Financial  Audit  Committee.  The Company has a Financial  Audit  Committee
comprised of Richard H. Ruch (chair) and Dr. E. David Crockett (vice chair). The
Financial Audit Committee  recommends to the Board of Directors the selection of
independent  auditors and reviews the scope of their audit, their audit reports,
and any recommendations made by them. The committee approves fees paid for audit
and nonaudit services by the independent public accountants.  The committee also
reviews the activities of the Company's  internal  auditors,  determines  EVA(R)
performance each year, and reviews and recommends to the Board issues concerning
the Company's dividend policies,  capital expenditures,  welfare benefits plans,
and other  related  financial  matters.  The committee met ____ times during the
last fiscal year.

     Executive Compensation Committee. The Company has an Executive Compensation
Committee,  comprised of J. Harold  Chandler  (chair),  James R.  Carreker,  and
Dorothy A. Terrell. The Executive Compensation Committee recommends to the Board
the annual  executive  incentive plan, the grant of employee stock options,  and
the annual  remuneration  of the Company's  Chairman,  Vice Chairman,  and Chief
Executive Officer,  and acts as the  administrative  committee for the Company's
employee  stock option and long term incentive  plans.  The committee met ______
times during the last fiscal year.

     Nominating  Committee.  The Company has a Nominating Committee comprised of
C.  William  Pollard  (chair)  and William K. Brehm.  The  Nominating  Committee
selects and presents to the Board  candidates  for election to fill vacancies on
the Board.  The committee will consider  nominees  recommended by  shareholders,
provided  recommendations  are  submitted in writing,  on or before the 60th day
preceding  the  date of the  annual  meeting,  including  a  description  of the
proposed nominee's qualifications, his or her consent to serve as a director, as
well as other  required data on the nominee and the  shareholder  submitting the
proposal and other relevant  biographical data, to C. William Pollard, at Herman
Miller, Inc., 855 East Main Avenue, P.O. Box 302, Zeeland,  Michigan 49464-0302.
The committee met ____ times during the last fiscal year.

     Executive  Committee.  The Company has an Executive  Committee comprised of
David L. Nelson (chair),  William K. Brehm, C. William Pollard, Richard H. Ruch,
and Michael A. Volkema. The Executive Committee acts from time to time on behalf
of the Board in managing  the  business  and  affairs of the Company  (except as
limited by law or the Company's  Bylaws),  and is delegated certain  assignments
and  functions by the Board of  Directors.  The Committee met _____ times during
the last fiscal year.

             COMPENSATION OF BOARD MEMBERS AND NONEMPLOYEE OFFICERS

     The Company pays  directors'  fees to nonemployee  directors at the rate of
$32,500  per year,  plus  $1,000 per  regular  meeting  and  $1,500 per  special
committee meeting held at a time other than at the time of a Board meeting,  and
$750 per committee meeting held by video or teleconference.  Directors may elect
to receive a share grant,  having a market value equal to the cash retainer,  up
to 100% of the retainer. If a share grant is selected, the director will receive
a cash stipend of 25% of the value of the shares  granted.  No other amounts are
payable for service on committees of the Board or for any other assignments that
may be undertaken by a director as a director.

     In 1997, the Board established Director Stock Ownership  Guidelines.  These
guidelines,  like those of the  management  team,  are intended to reinforce the
importance  of  linking   shareholder  and  director   interests.   Under  these
guidelines,  each  director  is  expected  to  reach a  minimum  level  of share
ownership  which as a value  equivalent to six (6) times the annual retainer fee
of $32,500 or a minimum total ownership valued at $195,000.

                                      -13-

<PAGE>
     Mr. Nelson became the Chairman of the Board on October 30, 1995. For the 12
month  period  ending  October  1998,  Mr.  Nelson  agreed to devote at least 80
percent  of his  business  time to the Board of  Directors  for the  payment  of
$250,000 plus  director  fees,  and an annual  library  allowance of $1,500.  In
addition, he will receive an annual benefit package of $10,000.

     The Company has in effect a stock option plan,  approved and adopted by its
shareholders,  under which  officers and  directors who are not employees of the
Company  or its  subsidiaries  are  granted  options to  purchase  shares of the
Company's  Common  Stock.  Subject to certain  exceptions,  the  options are not
exercisable  until 12 months  after the date of grant and expire 10 years  after
the date of the grant.  The option  price is payable  upon  exercise in cash or,
subject to certain limitations,  in shares of the Company's Common Stock already
owned by the  optionee,  or a  combination  of shares  and cash.  This Plan also
provides for the grant of reload  options,  which  allows  optionees to purchase
shares equal to the number of shares of Common Stock delivered in payment of the
exercise  price  (and any  corresponding  tax  liability).  As a result,  reload
options may be granted  automatically without any further action by the Board or
the Company.  A reload  option  contains  the same terms as the original  option
except that the exercise price is required to equal the fair market value of the
Company's stock at the date of grant of the reload option.

     In recent years, the grant of options was done annually in February of each
year.  However,  the  Board  has  elected  to  adjust  the  grant  date to July,
consistent  with the  timing of option  grants to  employees,  subject  to Board
approval of any annual  option  awards.  Accordingly,  during  fiscal  1998,  no
options  were granted to  nonemployee  officers and  directors.  Reload  options
providing  for the purchase of 56,498 shares were granted  automatically  during
fiscal 1998, each at an exercise price of $32.50.

                     EXECUTIVE COMPENSATION COMMITTEE REPORT

General

     The Company has long recognized the importance of a well-founded  executive
compensation program and the role it plays in achieving the Company's short- and
long-term  objectives  of promoting  superior  corporate  performance,  creating
shareholder  value,  and  maintaining   fairness  and  relative  equity  in  the
compensation  of and between its executives and all other  employee-owners.  The
Executive  Compensation  Committee of the Board of  Directors,  which  comprises
three  nonemployee  directors,  was established  over 20 years ago to provide an
ongoing  review of the  executive  compensation  program  to  ensure  that it is
structured and administered to support the Company's  mission and strategy.  The
committee  is  responsible  for  recommendations  to the full Board for  several
aspects of executive  compensation,  including  the annual  remuneration  of the
Company's Chief Executive  Officer,  which includes base salary,  incentive pay,
and equity-based  compensation.  In addition, the Committee also establishes the
performance  objectives for the annual executive incentive plan which covers the
Chief Executive Officer,  corporate officers, vice presidents,  and directors at
each of the Company's  business units.  The Company's  Chief  Executive  Officer
establishes the base salary of the Company's other executive officers.

Compensation Philosophy

     The  Company's  compensation  philosophy,  as  formulated  by the Executive
Compensation  Committee and endorsed by the Board of  Directors,  is designed to
engender  and  preserve  a  sense  of  fairness  and  equity  among   employees,
shareholders and customers.  Consistent with this philosophy,  an Economic Value
Added ("EVA"(R))  performance  measurement and incentive compensation system has
been created and implemented.  This system,  which is an internal measurement of
operating and  financial  performance,  has been shown by extensive  independent
market research to more closely  correlate with shareholder value than any other
performance measure.

     Beginning in fiscal 1997,  the  incentive  compensation  plans of corporate
officers, vice presidents, and directors at each of the Company's business units
were linked to the EVA concept.  Under the terms of the EVA performance  system,
focus is shifted from budget performance to long-term continuous improvements in
shareholder  value.  Each  year,  the EVA  target is raised  over the actual EVA
earned the prior year by an  improvement  factor so that higher EVA targets must
be attained in order to earn the same level of incentive  pay. This  improvement
factor is  established  by the Board of  Directors  for a period of three years.
This year the Company's shareholders are being asked to approve the

                                      -14-

<PAGE>
Company's  Incentive  Cash  Bonus  Plan  which  utilizes  this  EVA  performance
measurement system to determine the amount of annual cash bonus compensation.  A
detailed description of this EVA based incentive compensation system is included
in that proposal.

     The Committee believes that the utilization of the EVA measurement  system,
with its  focus on  maximizing  the  Company's  return  on  capital  investments
relative to its cost of capital,  will be a more  effective  means of evaluating
and rewarding management performance. The Committee believes the adoption of the
EVA  measurement  system  is  consistent  with its  objective  of  endorsing  an
executive compensation program designed to:

       -   Link a material portion of annual compensation directly to operating
           performance.
       -   Promote achievement of long-term strategic goals and objectives.
       -   Align the interests of executives with the long-term interests of the
           shareholders.
       -   Attract, motivate, and retain executives of outstanding ability.

     Executive Stock  Ownership  Requirements.  The Board of Directors  believes
that significant stock ownership by management is of critical  importance to the
ongoing  success  of the  Company  since  it  closely  links  the  interests  of
management and Company shareholders.  To emphasize this, the Board adopted stock
ownership requirements for approximately 170 executives, including all officers.
Under these requirements, the CEO must own shares of Company stock which have an
aggregate  value of at least  twelve  (12)  times  his base  salary.  The  other
executives  must own shares with an  aggregate  value of between one (1) and six
(6) times their base salaries.  All  participants  must achieve their  ownership
requirement  over  a five  to ten  year  period.  The  level  of  ownership  and
attainment  period is determined  by the  executive's  responsibility  level and
corresponding management position within the Company. Ownership for the purposes
of the guidelines is defined to include shares owned by the executives,  as well
as shares held in profit sharing,  401(k) and deferred compensation accounts for
his/her  benefit.  Stock  options  are not  included  in the  calculation  of an
executive's total ownership.

     The  Company  has several  equity-based  compensation  plans which serve as
tools to assist  executives  in attaining  their  required  levels of ownership.
These plans include (1) the 1994  Long-Term  Incentive  Plan,  under which stock
options,  restricted stock,  reload options and other equity  instruments may be
granted,  and (2) the 1994 Key Executive Stock Purchase  Assistance  Plan, which
authorizes  the  Executive  Compensation  Committee  to extend loans to selected
executives to acquire shares of Company stock. Under the later plan,  executives
can earn  repayment  of a portion of the  principal  and  interest  due on these
loans, provided that certain corporate  performance goals are attained.  Both of
these plans have previously been approved by the Company's shareholders.

     In  addition to these  plans,  the  Company  has a Key  Executive  Deferred
Compensation  Plan  whereby  executives  can elect to defer a portion of the EVA
cash bonus and have it denominated  in Company stock.  For 1998 the Company also
provided an  incentive  in the form of a premium  denominated  in Herman  Miller
common  shares equal to 30 percent of the amount  deferred up to a maximum of 50
percent of the cash  bonus.  Each year the  Committee  may  adjust  the  premium
percentage  and the  maximum  amount  of the  deferral  that is  subject  to the
premium.  The  Committee  believes  that this  program  provides  an  additional
opportunity  and incentive for the key  executives to increase  their  ownership
level in the Company.  Sixteen  executives  were elected to  participate in this
program for fiscal 1998 and deferred $2.3 million, which was invested in Company
stock and  received a premium  totaling  $650,000,  which was also  invested  in
Company stock.

     An executive's  level of  participation  in each of these plans is directly
related to the level of his or her ownership requirements. These plans have been
designed and are  intended to be used by  executives  to attain  their  required
ownership levels and to build additional  ownership.  Failure by an executive to
use the plans as tools to build their stock  ownership  may result in his or her
reduced participation or withdrawal from further participation in the plans.

                                      -15-

<PAGE>
     During the past 4 years,  executives have increased their ownership by 1.57
million shares as a result of their participation in these plans.  Approximately
749,000  shares have been acquired by the exercise of options,  634,000  through
the  Stock  Purchase   Assistance   Plan,  and  187,000   through  the  Deferred
Compensation Plan.

     In addition to the foregoing plans,  stock ownership is also made available
to all the  Company's  employees  through the Employee  Stock  Purchase Plan and
various Employee Ownership and Profit Sharing Plans.



                                      -16-

<PAGE>
Company Performance and Executive Compensation

     The salaries of the Company's Chief Executive  Officer and other executives
are  established  on  a  performance-based  evaluation  system.  Each  executive
officer's performance,  except that of the Chief Executive Officer, is evaluated
by his or her  superior and reviewed by the  Executive  Compensation  Committee.
This  review  considers  the  employee's  overall  performance  relative  to the
achievement  of corporate  objectives  as well as individual  contributions  and
achievements.  This same  evaluation  system is applied to the  Company's  Chief
Executive Officer by this committee.

     The Company's EVA measurement system provides the basis for determining the
award of both annual stock options and the formula for awarding  cash  incentive
bonuses. As discussed earlier, the Herman Miller EVA Incentive Compensation Plan
is intended to more closely link incentive awards to the creation of shareholder
wealth and to promote a culture of  performance  and  ownership.  The  Executive
Compensation  Committee approves an expected annual improvement in EVA for which
a target  bonus is paid for  attaining  performance  which  matches  the  annual
planned  improvement factor that has been established for a 3 year period by the
Board  of  Directors.  For the  Company's  Chief  Executive  Officer  and  other
executives,  the EVA plan is  intended  to motivate  growth  above the  expected
annual  improvement in EVA with a straight line payoff  profile  offering a cash
bonus award that has a unlimited upside potential, as well as unlimited downside
potential. The potential for suffering a negative bonus is made possible because
annual  bonus  awards are not fully paid out but instead are banked  forward and
put at  risk  with  their  full  payout  contingent  upon  continued  successful
performance.

     The Executive  Compensation  Committee  also  authorizes the grant of stock
options to employees of the Company, including executive officers. Under the EVA
program,  the Committee  initially  approves a target option grant which is then
multiplied by the same bonus  multiple that is applied to the target cash bonus.
However,  executives are limited by an upside  potential of two times the target
option grant and on the downside by a zero grant.

     During fiscal 1998 Mr. Michael A. Volkema,  the Company's  Chief  Executive
Officer,  earned  a base  salary  and  cash  bonus of  $367,000,  and  $465,658,
respectively,  representing  total cash  compensation of $832,658.  In addition,
under the Key Executive Deferred Compensation Plan, Mr. Volkema elected to defer
50 percent of his EVA cash bonus  denominated in Herman Miller Common Stock. Mr.
Volkema  received a premium also denominated in Herman Miller Common Stock equal
to _____ shares which vests over a three year period.

     In July 1997 Mr.  Volkema was also  awarded a stock  option grant of 80,000
shares  representing  a multiple of two times his target  option of 40,000.  The
Committee  believes that the  significant  ownership  position  created by these
actions  will more  closely  align Mr.  Volkema's  interests  with  those of the
shareholders.  The size of the  equity  based  compensation  awards and the cash
compensation reflect the Committee's evaluation and recognition of Mr. Volkema's
contribution to the significant  accomplishments  and successes  achieved by the
Company in fiscal 1998.

     The income tax laws of the United  States  limit the amount the Company may
deduct for compensation paid to the Company's CEO and the other four most highly
paid  executives.  Certain  compensation  that qualifies as  "performance-based"
under IRS guidelines is not subject to this limit.  Stock options  granted under
the Company's Long- Term Incentive  Plan, as well as  compensation  earned under
the Company's 1994 Key Executive Stock Purchase Assistance Plan, are designed to
qualify as  performance-based  compensation,  thereby  permitting the Company to
deduct the related expenses.  Moreover,  subject to shareholder  approval of the
Company's  Incentive Cash Bonus Plan,  amounts paid under that plan are intended
to qualify as performance-based compensation.

         J. Harold Chandler (Chair)
         James R. Carreker
         Dorothy A. Terrell



                                      -17-

<PAGE>
                           SUMMARY COMPENSATION TABLE

     The  following  table sets  forth the  compensation  received  by the Named
Executives  for each of the three fiscal years ended May 30, 1998, May 31, 1997,
and June 1, 1996.

<TABLE>


                                          Annual Compensation                      Long Term Compensation
                                                                               Awards                 Payouts
                                                                                      Securities
                                                                    Restricted Stock  Underlying       LTIP           All Other
      Name and Principal          Year   Salary(1) Bonus(2)  Other     Awards        Options/SARs    Payouts(4)    Compensation(5)
           Position                         ($)      ($)      ($)       ($)            (#)(3)          ($)              ($)
<S>                               <C>    <C>       <C>       <C>     <C>             <C>             <C>             <C>
Michael A. Volkema,               1998   367,000   465,658    -0-        -0-           80,000                          5,643
 President & Chief Executive      1997   352,900   316,783    -0-        -0-           80,000        631,765           4,199
 Officer                          1996   357,771   274,269    -0-    1,435,000(6)      80,000        592,745           2,718

Andrew C. McGregor,               1998   220,000   189,300    -0-        -0-           40,000                          9,598
 Executive Vice President,        1997   205,000   129,261   84,145    108,375(7)      40,000        125,329           7,433
 President Herman Miller          1996   194,923   185,317    -0-        -0-           48,000        125,652           6,099
Choices

Brian C. Walker.                  1998   210,000   183,964    -0-        -0-           40,000                          6,648
  Executive Vice President, Chief 1997   195,000   122,860    -0-      108,375(6)      40,000        126,092           4,724
  Financial Officer and Treasurer 1996   137,307   128,024    -0-        -0-           48,000        122,035           2,837

Christopher A, Norman,            1998   213,079   174,444    -0-        -0-           40,000                          7,759
 Executive Vice President,        1997   205,000   109,793    -0-      108,375(6)      20,000         91,732           5,774
 Information Services and Chief   1996   207,692   180,930    -0-        -0-           24,000         91,966           4,551
 Information Officer

Robert I. Frey,(8)                1998   205,000   129,729    -0-        -0-           40,000                          3,002
 Executive Vice President,        1997   115,384    56,153    -0-        -0-           40,000        110,399            -0-
 Herman Miller International      1996     -0-       -0-      -0-        -0-            -0-            -0-              -0-
</TABLE>

     (1)  Includes amounts  deferred by employees  pursuant to Section 401(k) of
          the Internal  Revenue Code.  Includes 52 weeks of compensation for all
          three years, consistent with the Company's fiscal year.
     (2)  Represents  amounts earned under the Company's Earned Share Bonus Plan
          and Executive  Incentive  Plan, but excludes  amounts  foregone at the
          election  of  the  Named  Executives  and  payable  in  shares  of the
          Company's Common Stock under the Key Executive  Deferred  Compensation
          Plan, as reported in the Long-Term Incentive Plan table.
     (3)  The options  reflected  as being  granted in fiscal 1997 and 1998 were
          awarded in the  following  fiscal  year but relate to fiscal  1997 and
          1998 performance, respectively.
     (4)  Represents  amounts  earned under the Company's  Key  Executive  Stock
          Purchase  Assistance  Plan and applied to the  repayment of loans made
          thereunder.
     (5)  Includes amounts  attributable  during fiscal 1998 to benefit plans of
          the  Company  as  follows:  (a)  amounts  contributed  by the  Company
          pursuant  to the  Company's  profit  sharing  plan for the  account of
          Messrs.  Volkema,  McGregor,  Walker,  Norman,  and Frey were  $5,643;
          $8,464; $6,348; $7,759; and $3,002, respectively;  and (b) payments by
          the  Company in fiscal  1998 of premiums  for life  insurance  for the
          benefit of Mr. McGregor was $ _____.
     (6)  This amount  represents  the value of 120,000 and 80,000 shares of the
          Company's  Common  Stock  (based on the  closing  price on the date of
          grant of $6.625  and $8.00 per  share,  respectively)  granted  to Mr.
          Volkema under the terms of two Incentive Share Grant  Agreements.  Mr.
          Volkema  elected to use 28  percent  of his grants to pay his  federal
          taxes on these grants which  resulted in his receipt (net of taxes) of
          86,400  and 57,600  shares,  respectively.  The shares are  subject to
          forfeiture  provisions  which  lapse as the  number of  shares  become
          vested each year over a five- or six-year  period.  The minimum annual
          rate of vesting is 10% of the total  shares  granted  during the first
          five years  following the date of grant,  with the balance  vesting at
          the end of the sixth year  (fiscal 2001 and 2002,  respectively).  The
          rate of vesting may be  accelerated if certain  corporate  performance
          goals are  achieved,  which would permit full vesting not earlier than
          fiscal  2000 and 2001,  respectively.  Dividends  are  payable  on the
          restricted  shares  at the same  rate as  dividends  on the  Company's
          Common  Stock.  At May 30,  1998,  the value of the  _____  restricted
          shares held by Mr. Volkema based on the closing price of the Company's
          Common Stock on that date ($27.6875 per share) equaled $ _____.

                                      -18-

<PAGE>
     (7)  The  amount  represents  the value of 6,000  shares  of the  Company's
          Common  Stock  (based  on the  closing  price  on the date of grant of
          $18.0625) granted to Mr. McGregor, Mr. Norman and Mr. Walker under the
          terms of their respective Share Grant Agreements.  Each elected to use
          45% of the grant to pay federal and state taxes,  which  resulted in a
          net  receipt  of 3,300  shares to each  participant.  The  shares  are
          subject to the same provisions  described in footnote (5) above.  Full
          vesting  would  occur not  earlier  than fiscal 2002 and no later than
          fiscal 2003. At May 30, 1998,  the value of each  participant's  3,300
          restricted  shares based on the closing price of the Company's  Common
          Stock on that date ($27.6875 per share) equaled $ _____.
     (8)  Mr. Frey's employment with the Company began in November 1997.

                        OPTION GRANTS IN LAST FISCAL YEAR

     The following  table provides  information on options  granted to the Named
Executives during the year ended May 30, 1998.

<TABLE>

                                                     Percentage of
                                                     Total Options
                                    Number of         Granted to           Exercise or                        Grant Date
                                   Securities        Employees in          Base Price       Expiration         Present
       Name                        Underlying         Fiscal Year         (per share)(3)        Date           Value(3)
                                    Options/
                                    Granted
<S>                                <C>                 <C>                 <C>               <C>              <C>
Michael A. Volkema                 80,000(1)            5.21%              $19.88            7/08/07          $464,472
                                   38,336(2)            2.50%              $25.81            5/17/05          $289,874
                                   45,964(2)            2.99%              $25.81            5/15/06          $347,552
Andrew C. McGregor                 40,000(1)            2.61%              $19.88            7/08/07          $232,236
                                   22,222(2)            1.45%              $32.50            5/17/05          $207,353
                                   22,136(2)            1.44%              $25.81            5/15/06          $167,379
Brian C. Walker                    40,000(1)            2.61%              $19.88            7/08/07          $232,236
                                   26,010(2)            1.69%              $25.81            7/10/05          $196,672
                                   17,822(2)            1.16%              $25.81            5/15/06          $134,759
Christopher A. Norman              40,000(1)            2.61%              $19.88            7/08/07          $232,236
                                   15,720(2)            1.02%              $25.81            5/17/05          $118,865
                                   26,010(2)            1.69%              $25.81            5/15/06          $196,672
Robert I. Frey                     40,000(1)            2.61%              $19.88            7/08/07          $232,236
</TABLE>


     (1)  Indicates  number of shares that may be purchased  pursuant to options
          granted  under the  Company's  1994 Long-  Term  Incentive  Plan.  The
          Company granted options on July 8, 1997,  October 1, 1997, January 20,
          1998, and March 17, 1998,  totaling  1,089,000,  13,000,  46,226,  and
          7,950 shares,  respectively,  to eligible employees to the Company and
          its subsidiaries.  In general, options may not be exercised in full or
          in part prior to the expiration of one year from the date of grant.
     (2)  Reflects options granted automatically as part of the Company's reload
          program which grants reload options when an employee exercises options
          by trading in already owned shares. The employees received new options
          equal to the shares that were traded in. The reload options retain the
          expiration  date of the original  option but the exercise price equals
          the fair market  value of the  Company's  Common  stock on the date of
          grant of the reload option.
     (3)  The exercise price equals the prevailing market price of the Company's
          common stock on the date of grant.  The exercise  price may be paid in
          cash or by delivery of previously  owned shares,  or a combination  of
          cash and previously owned shares.
     (4)  For the options expiring on May 17, 2005, July 10, 2005, May 15, 2006,
          and July 8,  2007,  the values  reflect  standard  application  of the
          Black-Scholes  option  pricing model based on (a) expected stock price
          volatility of .3404, (b) risk free rate of return of 6.1%, 6.1%, 6.1%,
          and 6.03%, respectively, (c) a cash dividend yield of

                                      -19-

<PAGE>
          .5%, and (d) an expected  time of three years to exercise.  The actual
          value,  if any, of the options  granted is  dependant  upon the market
          values  of the  Company's  common  stock  subsequent  to the  date the
          options become exercisable.

   AGGREGATED STOCK OPTION EXERCISES IN FISCAL 1998 AND YEAR END OPTION VALUES

     The following  table provides  information on the exercise of stock options
during  fiscal  1998  by the  Named  Executives  and the  number  and  value  of
unexercised options at May 30, 1998.

<TABLE>

                                                              Number of Securities                Value of Unexercised
                                                              Underlying Unexercised               In the Money Options
                                                              Options at May 30, 1998               at May 30, 1998(2)
                               Shares
                              Acquired
                                 on            Value
       Name                   Exercise      Realized(1)     Exercisable      Unexercisable      Exercisable       Unexercisable
<S>                           <C>           <C>               <C>               <C>             <C>               <C>
Michael A. Volkema            160,000       $ 3,070,000       80,000            84,300         $  625,000         $158,063

Andrew C. McGregor            136,612         2,968,177       75,388            22,136          1,089,264          41,505

Brian C. Walker                88,000         1,640,000       40,000            43,832            312,500          82,185

Christopher A. Norman         133,400         2,437,123       40,000            41,730            312,500          78,244

Robert I. Frey                  -0-               -0-         68,000              -0-             779,750           -0-
</TABLE>


     (1)  Represents  the aggregate  market value of shares  acquired at time of
          exercise, less the aggregate exercise price paid by the employee. 
     (2)  Values are based on the  difference  between the closing  price of the
          Company's  Common  Stock on May 30, 1998  ($27.6875)  and the exercise
          prices of the options.



              LONG-TERM INCENTIVE PLANS-AWARDS IN LAST FISCAL YEAR

<TABLE>

              Name                            Number of               Performance
                                             Shares, units              or other
                                               or other               period until
                                             rights (#) (1)            maturation
                                                                      or payout(2)
         <S>                                 <C>                      <C>
         Michael A. Volkema                                             3 years
         Andrew C. McGregor                                             3 years
         Brian C. Walker                                                3 years
         Christopher A. Norman                                          3 years
         Robert I. Frey                                                 3 years
</TABLE>

     (1)  Represents the number of units credited to an employee's account under
          the terms of the Company's Key Executive  Deferred  Compensation  Plan
          (the "Plan").  Under the terms of the Plan,  participants may elect to
          defer all or a portion of their EVA cash incentive.  Deferred  amounts
          are credited in stock units, based on the value of the Company's stock
          as of the end of the month in which the bonus  would have been paid to
          the

                                      -20-

<PAGE>
          employee.  Stock  units are  payable  only in shares of the  Company's
          Common Stock.  Includes the following number of units credited to each
          of the Named Executives premium account, as described in footnote (2):
          Michael A.  Volkema -  _________;  Andrew C.  McGregor -  ___________;
          Christopher A. Norman - ___________;  Brian C. Walker - _________; and
          Robert I. Frey - ____________.

     (2)  Each year the Company's Executive  Compensation  Committee establishes
          the maximum  percentage  of EVA cash bonus that may be  deferred,  the
          maximum amount of EVA cash incentive which may be subject to a premium
          percentage, and the amount of the premium percentage. For fiscal 1998,
          the  maximum  percentage  of EVA bonus  that is  subject  to a premium
          percentage was 50%, and the premium percentage was established at 30%.
          Stock  units  credited to a  participant's  account due to the premium
          percentage are credited to a separate premium account,  which vests at
          the  rate  of  33-1/3%,  beginning  on the  first  anniversary  of the
          deferral,   and  each  anniversary   thereafter,   provided  that  the
          participant  is an  employee  of the  Company.  The  plan  allows  for
          accelerated vesting in the event of a participant's death, disability,
          retirement or  termination  due to a change in control,  as defined in
          the Company's Plan for Severance  Compensation After Hostile Takeover,
          as amended and restated.

                               PENSION PLAN TABLE

     The following table sets forth the estimated  annual benefits  payable upon
normal  retirement  at  age  65,  on May  30,  1998,  to  persons  in  specified
compensation and years of service classifications under the Company's Retirement
Income Plan.  Projected  benefits are computed on a straight line annuity basis,
and such benefits are in addition to any amounts which may be received under the
Social  Security  Act.  Under  current  tax rates,  annual  benefits  payable at
retirement may not exceed $130,000.

<TABLE>
                                                                     Years of Benefit Service(2)

         Average Annual
         Compensation(1)                  20                25                  30               35               40
                                      ---------          --------            --------         --------         -----
         <S>                          <C>               <C>                  <C>               <C>              <C>
         $150,000................      52,277            65,346               78,415            91,484          104,553
         $180,000................      63,377            79,221               95,065           110,909          126,753
         $210,000................      74,477            93,096              111,715           130,334          148,953
         $240,000................      85,577           106,971              128,365           149,759          171,153
         $270,000................      96,677           120,846              145,015           169,184          193,353
         $300,000................     107,777           134,721              161,665           188,609          215,553
</TABLE>

     (1)  Average annual  compensation is determined under the Retirement Income
          Plan by the average of the five  highest  consecutive  years of annual
          compensation  (the  amounts  included  under the columns  "Salary" and
          "Bonus" in the Summary  Compensation  Table) during the last ten years
          of employment, subject to a maximum of $160,000 for fiscal 1998.
     (2)  The Named  Executives  have  credited  years of service  and  "average
          annual  compensation"  under the  Retirement  Income  Plan as follows:
          Michael A. Volkema, 3 years - $ ______, Andrew C. McGregor, 23 years -
          $ _____,  Brian C. Walker, 9 years - $ ______,  Christopher A. Norman,
          19 years - $ _______, Robert I. Frey 1 year - $ _______.



                               OTHER ARRANGEMENTS

     The Company  maintains a Salary  Continuation  Plan, which provides that an
officer's  base  salary  (as  shown  in  the  "Salary"  column  of  the  Summary
Compensation Table) will be continued for twelve months after termination of the
officer's  employment.  Under  this  plan,  benefits  terminate  if the  officer
performs  services for a competitor of the Company,  and benefits are offset for
any noncompetitor  payments for services. No benefits are payable under the plan
if an officer dies, retires, voluntarily terminates employment, or is terminated
for malfeasance.

                                      -21-

<PAGE>
                      SHAREHOLDER RETURN PERFORMANCE GRAPH

     Set forth below is a line graph comparing the yearly  percentage  change in
the cumulative total shareholder  return on the Company's Common Stock with that
of the cumulative  total return of the Standard & Poor's 500 Stock Index and the
NASD  Non-Financial  Index for the five year  period  ended  May 30,  1998.  The
following information is based on an annual investment of $100, on May 28, 1993,
in the  Company's  Common  Stock,  the Standard & Poor's 500 Stock Index and the
NASD Non-Financial Index, with dividends reinvested.

Total Shareholder Return Herman Miller, Inc.

















<TABLE>
                             1993            1994           1995           1996            1997           1998
<S>                          <C>             <C>            <C>            <C>             <C>            <C>
NASD Non-Financial           100             103            123            180             195            244
S&P 500 Index                100             104            125            161             208            272
Herman Miller, Inc.          100              99             89            128             299            465
</TABLE>



                                      -22-

<PAGE>
             SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE


     Pursuant  to  Section  16 of  the  Securities  Exchange  Act of  1934,  the
Company's  directors  and officers,  as well as any person  holding more than 10
percent of its Common  Stock,  are  required  to report  initial  statements  of
ownership  of the  Company's  securities  and changes in such  ownership  to the
Securities and Exchange Commission.  Based upon written  representations by each
director and officer, all the reports were filed by such persons during the last
fiscal year, except for one late report,  each, filed by Gary VanSpronson,  Gene
Miyamoto, and James DeBoer, each covering one transaction.

                   SHAREHOLDER PROPOSALS--1999 ANNUAL MEETING

     Any  shareholder  proposal  intended  to be  presented  at the next  annual
meeting of the Company  must be received by the Company at 855 East Main Avenue,
PO Box 302,  Zeeland,  MI  49464-0302  not later than April  ___,  1999,  if the
shareholder  wishes the proposal to be included in the Company's proxy materials
relating to the meeting.

     In addition,  the Company's  Bylaws  contain  certain notice and procedural
requirements  applicable  to director  nominations  and  shareholder  proposals,
irrespective  of whether the proposal is to be included in the  Company's  proxy
materials. A copy of the Company's Bylaws has been filed with the Securities and
Exchange Commission and can be obtained from the Public Reference Section of the
Commission or the Company.

                                  MISCELLANEOUS

     If any  matters,  other than the matters set forth  herein,  properly  come
before the meeting,  it is the  intention  of the persons  named in the enclosed
proxy to vote the shares thereby represented in accordance with their judgment.

     The cost of the  solicitation  of proxies will be borne by the Company.  In
addition to the use of the mails,  proxies  may be  solicited  personally  or by
telephone  or  telegraph  by a few  regular  employees  of the  Company  without
additional  compensation.  The Company may  reimburse  brokers and other persons
holding  stock in their names or in the names of nominees for their  expenses in
sending proxy materials to the principals and obtaining their proxies.

     The annual  report of the Company  for the fiscal year ended May 30,  1998,
including financial statements,  is being mailed to shareholders with this proxy
statement.

     Shareholders  are urged to date and sign the  enclosed  proxy and return it
promptly to the Company in the enclosed envelope.

     Questions related to your holdings can be directed as follows:

          First Chicago Trust Company of New York
          PO Box 2500
          Jersey City, NJ  07303-2500
          Phone:  1 800 446 2617

By Order of the Board of Directors
James N. De Boer, Jr., Secretary of the Board
August ____, 1998.



                                      -23-

<PAGE>
Herman Miller, Inc.

By signing this card,  the  shareholders  appoints  Richard H. Ruch,  Michael A.
Volkema,  and David L. Nelson and each of them, as attorneys,  with the power of
substitution,  to vote the shares of Common Stock of Herman  Miller,  Inc. ("the
company")  held of record by the  undersigned  on August 3, 1998,  at the Annual
Meeting of  Shareholders  to be held at the Zeeland High School  Performing Arts
Center, 3333 - 96th Avenue, Zeeland, Michigan on Tuesday, September 29, 1998, at
4:00 p.m. (E.D.T.) and at the adjournment thereof.

Election of four directors, each for a term of three years. Nominees: C. William
Pollard, Dorothy A. Terrell, Dr. E. David Crockett, and Michael A. Volkema.

Election of one director, for a term of two years.  Nominee: David L. Nelson.

The Proxies  will vote your shares in  accordance  with your  direction  on this
card.  If you do not  indicate  your choice on this card,  the Proxies will vote
your shares "FOR" the nominees and "FOR" the proposals.

All shares votable hereby and the undersigned  includes shares, if any, held for
my account in the Company's  Employee  Stock  Ownership  Plan and Employee Stock
Purchase Plan.

Please mark
your vote as
in this example

           This proxy is solicited on behalf of the Board of Directors

<TABLE>
<S>                                        <C>                                        <C>
1. Election of Directors as   For                                          For                                         For
   listed on reverse side                  2. Proposal to increase the                3. Proposal to amend the
   For except vote withheld   Withheld         authorized Common Stock     Against       Company's Long-Term           Against
   from the following                          to 240,000,000 shares                     Incentive Plan
   nominees:                                                               Abstain                                     Abstain


4. Proposal to adopt the      For          5.  Proposal to ratify the      For        6. At their discretion, the Proxies are
   Company's Incentive                         appointment of Arthur                     authorized to vote upon such other business
   Cash Bonus Plan            Against          Anderson LLP as             Against       as may properly come before the meeting
                                               Independent auditors for                  or adjournment thereof
                              Abstain          the year ending May 29,     Abstain
                                               1999



                                                              Signature___________________________________________

                                                              Title if required__________________ Date_____/_____/_____

                                                              Signature___________________________________________

                                                              Title if required__________________ Date_____/_____/_____

                                                              Please sign  exactly as name  appears  hereon.  Joint owners
                                                              should  each  sign.  When  signing  as  attorney,  executor,
                                                              administrator,  trustee, or guardian, please give full title
                                                              as such.

</TABLE>

                            o FOLD AND DETACH HERE o

Please mark the boxes on the above proxy to indicate how you wish your shares to
be voted.  
SIGN AND DATE THE PROXY,  DETACH IT, AND RETURN IT IN THE ENCLOSED  POSTAGE PAID
ENVELOPE.
We must receive your vote before the Annual Meeting of Shareholders on September
29, 1998.