8-K

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                             -----------------------

                                    FORM 8-K


                                 CURRENT REPORT


                       Pursuant to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934

                             -----------------------


                       Date of Report
                       (Date of earliest
                       event reported):        October 29, 2002


                            Oshkosh Truck Corporation
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)


   Wisconsin                   1-31371                         39-0520270
- ---------------              -----------                       ----------
(State or other           (Commission File                   (IRS Employer
jurisdiction of                Number)                    Identification No.)
incorporation)


                     P.O. Box 2566, Oshkosh, Wisconsin 54903
          ------------------------------------------------------------
          (Address of principal executive offices, including zip code)


                                 (920) 235-9151
                         -------------------------------
                         (Registrant's telephone number)


Item 7.       Financial Statements and Exhibits.
- ------        ---------------------------------

       (a)    Not applicable.

       (b)    Not applicable.

       (c)    Exhibits. The following exhibit is being filed herewith:

              (99.1) Script for Conference Call Held October 29, 2002.

Item 9.       Regulation FD Disclosure.
- ------        ------------------------

       On October 29, 2002, Oshkosh Truck Corporation (the "Company") held a
conference call in connection with the Company's announcement of its earnings
for the fourth quarter and fiscal year ended September 30, 2002. A copy of the
script (the "Script") for such conference call is filed as Exhibit 99.1 and is
incorporated by reference herein. An audio replay of such conference call and
the related question and answer session will be available for thirty days on the
Company's web site at www.oshkoshtruck.com.

       The information, including without limitation all forward-looking
statements, contained in the Script or provided in the conference call and
related question and answer session speaks only as of October 29, 2002. The
Company has adopted a policy that if the Company makes a determination that it
expects earnings for future periods for which projections are contained in the
Script or provided in the conference call and related question and answer
session to be lower than those projections, then the Company will publicly
announce that fact. The Company's policy also provides that the Company does not
intend to make such a public announcement if the Company makes a determination
that it expects earnings for future periods to be at or above the projections
contained in the Script. Except as set forth above, the Company assumes no
obligation, and disclaims any obligation, to update information contained in the
Script or provided in the conference call and related question and answer
session. Investors should be aware that the Company may not update such
information until the Company's next quarterly conference call, if at all.

       The Script contains, and representatives of the Company made, during the
conference call and the related question and answer session, statements that the
Company believes to be "forward-looking statements" within the meaning of the
Private Securities Litigation Reform Act of 1995. All statements other than
statements of historical fact included in the Script or made during the
conference call and related question and answer session, including, without
limitation, statements regarding the Company's future financial position,
business strategy, targets, projected sales, costs, earnings, capital
expenditures and debt levels, and plans and objectives of management for future
operations, are forward-looking statements. In addition, forward-looking
statements generally can be identified by the use of forward-looking terminology
such as "may," "will," "expect," "intend," "estimates," "anticipate," "believe,"
"should" or "plans," or the negative thereof or variations thereon or similar
terminology. The Company cannot provide any assurance that such expectations
will prove to have been correct. Important factors that could cause actual
results to differ materially from the Company's expectations include, without
limitation, the following:

              Accuracy of Assumptions. The expectations reflected in the
       forward-looking statements, in particular those with respect to projected
       sales, costs, earnings and debt levels, are based in part on certain
       assumptions made by the Company, some of which are referred to

                                      -2-


       in, or as part of, the forward-looking statements. Such assumptions
       include, without limitation, no economic recovery in U.S. and European
       economies, the Company's estimates for concrete placement activity,
       housing starts and mortgage rates; the Company's expectations as to
       timing of receipt of sales orders and payments and execution and funding
       of defense contracts; the Company's ability to achieve cost reductions,
       in particular in its domestic and European refuse products businesses;
       the anticipated level of sales and margins associated with the Medium
       Tactical Vehicle Replacement ("MTVR") contract and international defense
       truck sales; the Company's estimates for capital expenditures of
       municipalities for fire and emergency and refuse products, of airports
       for fire and rescue products and of commercial waste haulers; the
       expected level of sales and operating income of the Geesink Norba Group;
       the Company's ability to sustain market share gains by its fire and
       emergency and refuse products businesses; the Company's planned spending
       on bid and proposal activities for U.S. and U.K. defense truck
       procurement competitions and the outcome of such competitions;
       anticipated levels of sales of, and capital expenditures associated with,
       the Revolution(TM) composite mixer; the Company's estimates for
       insurance, steel and litigation costs; and the Company's estimates for
       debt levels, interest costs and working capital needs. The Company cannot
       provide any assurance that the assumptions referred to in the
       forward-looking statements or otherwise are accurate or will prove to
       have been correct. Any assumptions that are inaccurate or do not prove to
       be correct could have a material adverse effect on the Company's ability
       to achieve the forward-looking statements.

              Cyclical Markets. A further decline beyond current assumptions in
       overall customer demand in the Company's cyclical commercial or fire and
       emergency markets could have a material adverse effect on the Company's
       operating performance. The ready-mix concrete market that the Company
       serves is highly cyclical and impacted by the strength of the economy
       generally, by prevailing mortgage and other interest rates, by the number
       of housing starts and by other factors that may have an effect on the
       level of concrete placement activity, either regionally or nationally.
       The U.S. economy is generally experiencing a recession and, in
       particular, the concrete placement industry is currently experiencing a
       significant downturn, which is materially and adversely affecting the net
       sales, profitability and cash flows of suppliers to the concrete
       placement industry, including the Company. In addition, customers of the
       Company such as municipalities and commercial waste haulers have been
       reducing their expenditures for fire and emergency and refuse equipment
       The Company cannot provide any assurance that these downturns will not
       continue or become more severe.

              U.S. Government Contracts. The Company is dependent on U.S.
       government contracts for a substantial portion of its business. That
       business is subject to the following risks, among others, that could have
       a material adverse effect on the Company's operating performance:

              o      The Company's business is susceptible to changes in the
                     U.S. defense budget, which may reduce revenues expected
                     from the Company's defense business.

              o      The U.S. government may not appropriate expected funding
                     for the Company's U.S. government contracts, which may
                     prevent the Company from realizing revenues under current
                     contracts.

              o      Most of the Company's U.S. government contracts, including
                     its contract for the MTVR program, are fixed-price
                     contracts and the Company's actual costs may

                                       -3-


                     exceed its projected costs, which could result in lower
                     profits or net losses under these contracts.

              o      The Company is required to spend significant sums on
                     product development, testing and bid and proposal
                     activities in competitions to have the opportunity to be
                     awarded these contracts. In particular, the Company has
                     made significant expenditures on bid and proposal
                     activities relating to the U.S. Family of Medium Tactical
                     Vehicles Competitive Rebuy program and the U.K. wheeled
                     tanker and cargo support vehicle programs, which have had a
                     negative impact on the Company's margins and earnings in
                     fiscal 2002 and are expected to do so in fiscal 2003.

              o      Competitions for the award of defense truck contracts are
                     intense, and the Company cannot provide any assurance that
                     it will be successful in the defense truck procurement
                     competitions in which it participates.

              o      Certain of the Company's U.S. government contracts could be
                     suspended or terminated or could expire in the future and
                     not be replaced, which could reduce expected revenues from
                     these contracts.

              o      The Company's U.S. government contracts are subject to
                     audit, which could result in adjustments of the Company's
                     costs and prices under these contracts.

              Completion and Financing of Acquisitions. A substantial portion of
       the Company's growth in the past six years has come through acquisitions,
       and the Company's growth strategy is based in part upon acquisitions. The
       Company may not be able to identify suitable acquisition candidates,
       obtain financing for future acquisitions or complete future acquisitions,
       which could adversely affect the Company's future growth. The Company may
       not be able to integrate or operate profitably businesses the Company
       acquires in the future. Any such future acquisitions could be dilutive to
       the Company's earnings per share. The Company's level of indebtedness may
       increase in the future if the Company finances acquisitions with debt,
       which would cause the Company to incur additional interest expense and
       could increase the Company's vulnerability to general adverse economic
       and industry conditions and limit the Company's ability to obtain
       additional financing. If the Company issues shares of its stock as
       currency in any future acquisitions, then the Company's earnings per
       share may be diluted as a result of the issuance of such stock.

              International Business. For the fiscal year ended September 30,
       2002, approximately 12% of the Company's net sales were attributable to
       products sold outside of the United States, and expanding international
       sales is a part of the Company's growth strategy. International
       operations and sales are subject to various risks, including political,
       religious and economic instability, local labor market conditions, the
       imposition of foreign tariffs and other trade barriers, the impact of
       foreign government regulations and the effects of income and withholding
       taxes, governmental expropriation and differences in business practices.
       The Company may incur increased costs and experience delays or
       disruptions in product deliveries and payments in connection with
       international manufacturing and sales that could cause loss of revenues
       and earnings. Unfavorable changes in the political, regulatory and
       business climate could have a material adverse effect on the Company's
       financial condition, profitability and cash flows.

                                      -4-


              Foreign Currency Fluctuations. The results of operations and
       financial condition of the Company's subsidiaries that conduct operations
       in foreign countries will be reported in the relevant foreign currencies
       and then translated into U.S. dollars at the applicable exchange rates
       for inclusion in the Company's consolidated financial statements, which
       are stated in U.S. dollars. The exchange rates between many of these
       currencies and the U.S. dollar have fluctuated significantly in recent
       years and may fluctuate significantly in the future. Such fluctuations,
       in particular those with respect to the Euro and the U.K. Pound Sterling,
       may have a material effect on the Company's results of operations and
       financial condition and may significantly affect the comparability of the
       Company's results between financial periods.

              Interruptions in the Supply of Parts and Components. The Company
       may in the future experience significant disruption or termination of the
       supply of some of the Company's parts, materials, components and final
       assemblies that the Company obtains from sole source suppliers or
       subcontractors or incur a significant increase in the cost of these
       parts, materials, components or final assemblies. Such disruptions,
       terminations or cost increases could delay sales of the Company's trucks
       and truck bodies and could result in a material adverse effect on the
       Company's financial condition, profitability and cash flows.

              Competition. The Company operates in highly competitive
       industries. Several of the Company's competitors have greater financial,
       marketing, manufacturing and distribution resources than the Company. The
       Company's products may not continue to compete successfully with the
       products of competitors, and the Company may not be able to retain or
       increase its customer base or to improve or maintain its profit margins
       on sales to its customers, all of which could adversely affect the
       Company's financial condition, profitability and cash flows.

Additional information concerning factors that could cause actual results to
differ materially from those in the forward-looking statements is contained from
time to time in the Company's filings with the Securities and Exchange
Commission.

                                      -5-

                                   SIGNATURES

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

                                       OSHKOSH TRUCK CORPORATION



Date:  October 29, 2002                By:  /s/ Charles L. Szews
                                          ----------------------------
                                                Charles L. Szews
                                                Executive Vice President and
                                                   Chief Financial Officer



                                      -6-

                            OSHKOSH TRUCK CORPORATION

                   Exhibit Index to Current Report on Form 8-K
                             Dated October 29, 2002


Exhibit
Number

(99.1)            Script for Conference Call Held October 29, 2002.












                                      -7-

EX-99.1

                          Fourth Quarter 2002 Earnings
                                 Conference Call
                                October 29, 2002
                                 10:00 a.m. CST

Charlie:

Welcome. I'm Charlie Szews, Chief Financial Officer, and with me is Bob Bohn,
Chairman, President and Chief Executive Officer of Oshkosh Truck.

Our remarks that follow, including answers to your questions, include statements
that we believe to be "forward-looking statements" within the meaning of the
Private Securities Litigation Reform Act. These forward-looking statements are
subject to risks that could cause actual results to be materially different.
Those risks include, among others, matters that we have described in our Form
8-K filed with the SEC this morning and other filings with the SEC. Except as
described in the Form 8-K, we disclaim any obligation to update these
forward-looking statements, which may not be updated until our next quarterly
earnings conference call, if at all.

This morning, we were quite pleased to report fiscal year 2002 results of $3.45
per share, or $0.10 per share better than our estimates reported in our July 25,
2002 Form 8-K filing, on record sales of $1.74 billion. Hereafter, I will refer
to estimates in that filing as our previous estimates. Assuming goodwill and
certain intangible asset amortization of $0.39 per share had been eliminated
from reported fiscal 2001 results of $2.98, then earnings per share would have
increased $0.08 per share for fiscal 2002 in a very difficult economy.

Fourth quarter earnings per share were $0.99, about $0.09 per share higher than
our previous estimate, but down slightly from the $1.03 per share reported in
last year's fourth quarter. All of our segments contributed to better
performance than our previous estimates. The acceleration of defense parts sales
of $0.09 per share from the fourth to the third quarter of fiscal 2002 to meet
customer requirements affected the year over year comparison. Last year's fourth
quarter included a nonrecurring foreign exchange gain of $0.10 per share related
to the acquisition of the Geesink Norba Group, but it also included goodwill
amortization of $0.10 per share that is not in fiscal 2002 results.

                                                                               1


We also re-affirmed our previous estimate of fiscal 2003 earnings per share of
$3.70. This estimate assumes a very cautious outlook for the economy in our
fiscal year 2003. And, this estimate also assumes no further margin increase on
the Medium Tactical Vehicle Replacement ("MTVR") contract from the current
margins of 4.3%, although we continue to target 6.0% - 6.5% margins under the
contract, and the estimate assumes no acquisitions.

The last big highlight for the fourth quarter was our repayment of $50.0 million
of debt, bringing debt down to $150.0 million at September 30, 2002, equal to
our previous estimate for that date. That makes $209.3 million of debt repayment
for the fiscal year. Performance- based payments on our MTVR contract and strong
earnings contributed to the excellent cash flow during the quarter. During
previous calls, we explained that we would experience greater difficulty
estimating cash flows by quarter due to the unpredictability of the timing of
government cash flows from performance-based or progress payments. On September
30, we received our first performance-based payment under the MTVR contract of
$86.3 million to achieve our previous debt estimate.

Prior to fiscal 2001, the Company's pension plans were overfunded. The sharp
decline in the U.S. stock market and plan benefit increases caused the plans to
be $9.1 million underfunded in fiscal 2001. The Company increased its pension
plan contributions to $9.4 million in fiscal 2002 compared to $2.0 million in
fiscal 2001 to reduce the underfunding status, and intends to utilize free cash
flow for that purpose again in fiscal 2003.

Fourth Quarter Results

Now let's look closer at fourth quarter results.

Consolidated sales were up 15.3% in the fourth quarter compared to last year to
$477.0 million, with consolidated operating income margins of 6.6%, compared to
7.7% last year. Consolidated operating income in the fourth quarter was $31.4
million, down 1.8% compared to last year, and would have been down about 7.3%
without acquisitions and the benefit of the elimination of goodwill and other
intangible asset amortization.

Let me expand on individual business segment results.

                                                                               2


Fire and Emergency

First, fire and emergency sales rose 9.0% to $136.6 million in the fourth
quarter, and operating income was up 13.5% to $15.2 million, or 11.1% of sales.
Excluding the impact of the nonamortization of goodwill, operating income would
have increased 7.3% in the fourth quarter compared to the prior year. Sales were
consistent with our previous estimates, but operating income exceeded those
estimates by about $1.0 million due to favorable cost performance at our fire
truck subsidiary, Pierce.

Pierce's backlog was up 15.2% at September 30, 2002, compared to September 30,
2001. That's down from June 30 when Pierce's backlog was up 31.4% compared to
the prior year, but is consistent with our previous expectations. With this
backlog, we believe we are positioned to report strong first half results in
this segment in fiscal 2003.

Defense

In defense, sales were up 12.4% to $168.4 million in the fourth quarter due to
achievement of full-rate production under the company's MTVR contract back in
August 2001. Operating income declined 18.5% in the fourth quarter to $12.6
million. The decline reflects a mix shift from international sales to MTVR
sales, and substantially higher bid and proposal spending. These results
exceeded our previous estimates by about $0.7 million.

Commercial

Compared to the prior year, sales in the commercial segment were up 25.4% in the
fourth quarter to $174.4 million, while operating income was up 36.8% to $10.0
million. Compared to our previous estimates, sales were up about $28.0 million
and operating income was up about $1.2 million in this segment in the fourth
quarter. The increase in commercial segment sales compared to the prior year
primarily resulted from higher sales of chassis and concrete mixer packages.
Excluding the operating results of the Geesink Norba Group and the benefit of
the non-amortization of goodwill, commercial segment operating income would have
increased 22.6% in the fourth quarter compared to the prior year due to
increased sales of higher margin concrete placement products and favorable
manufacturing cost and workers compensation experience. Compared to the prior
year, concrete placement sales were up 35.3% during the quarter, primarily due
to the

                                                                               3


change in engine emission requirements effective October 1, while domestic
refuse sales were down 12.4%.

Concrete placement and domestic refuse orders slowed in the fourth quarter due
to the adverse economic conditions. At September 30, rear-discharge unit backlog
was up 1.2% compared to September 30, 2001 after being up 104% at June 30, 2002.
Our front-discharge backlog remained strong at up 256% over September 30, 2001.
Our domestic refuse unit backlog was down 50.4% at September 30, 2002 compared
to September 30, 2001 levels.

Geesink Norba Group sales totaled $35.3 million in the fourth quarter. The
Geesink Norba Group acquisition was accretive to earnings by $0.03 per share in
the fourth quarter, and by $0.10 per share for fiscal 2002.

Corporate

At the corporate level, our expenses were up $0.8 million in the fourth quarter
from our previous estimates and up $2.3 million compared to the prior year due
to increases in variable incentive compensation, higher legal defense costs and
investments in people and services. Also, net interest expense declined $2.8
million during the quarter due to lower borrowings and substantially lower
interest rates.

Fiscal 2003 Outlook

Turning to fiscal 2003, our current estimates are unchanged from our July 25,
2002 estimates, except for sales, and they assume no acquisitions. We are
estimating consolidated sales of $1.8 billion, up 3.2% from fiscal 2002 sales.
We expect fire and emergency sales to be up 7.1% to $510.0 million. That's up $5
million from our previous estimates due to strong orders at Pierce and at our
airport business. We are continuing to project defense sales to increase to
$610.0 million, or up 2.5%. We expect MTVR sales to decline about $16.0 million
in fiscal 2003, while we expect to realize approximately $46 million of sales
from shipments under our new U.K. tank transporter contract. In the commercial
segment, we are projecting modest sales growth of 1.0% to $685.0 million. That's
an increase of $20 million from our previous estimates due to higher estimated
chassis and body package sales. Recent financial market news causes us to be
very cautious about any economic recovery. We're projecting modest concrete
placement

                                                                               4


sales growth of 2.0% in fiscal 2003, with a similar percentage decline
in domestic refuse sales. We're projecting domestic refuse sales to decline
10.0% in the first half of fiscal 2003 before firming in the second half. We're
estimating that Geesink Norba refuse sales will grow about 3.0% in fiscal 2003
based on a weak European economy, but aided by new product introductions.

By quarter in fiscal 2003, we believe that these sales expectations by segment
would result in consolidated sales of approximately $397.0 million in quarter
one, $431.0 million in quarter two, $502.0 million in quarter three and $470.0
million in quarter four.

With respect to operating income, we are continuing to project consolidated
operating income to increase to $120.0 million in fiscal 2003, or up 8.0%. By
segment, we are continuing to project fire and emergency operating income to
increase to $52.0 million, or up 6.1%, in fiscal 2003. We are continuing to
project defense operating income to increase to $44.0 million, or up 8.1%, in
fiscal 2003. This estimate assumes significant bid and proposal spending and
pre-contract costs in fiscal 2003 consistent with 2002 levels with respect to
several U.S. and U.K. defense truck programs. Our defense operating income
estimate assumes MTVR contract margins of 4.3% in fiscal 2003. We continue to
target 6.0% to 6.5% margins over the contract life. Every one percentage point
increase in MTVR margins in fiscal 2003 on a full-year basis would amount to
$7.6 million in operating income, or $0.27 per share. Periodically, we will
monitor manufacturing cost performance and durability of fielded trucks, among
other factors, and adjust margins accordingly. Another important factor that may
impact margins will be the status of the MTVR variant contract for wreckers. We
signed a contract modification for MTVR dump bodies and wreckers in June 2002.
The dump body modification has already been funded. The wreckers are complex
vehicles that will undergo significant testing. The U.S. Marines have until
January 2004 to fund the wrecker requirements under the contract. How these
wreckers perform in testing, the timing and number of wreckers actually funded
by the U.S. Marines and our cost performance on those trucks will be important
factors in our ability to achieve our MTVR margin targets. In the commercial
segment, we are continuing to project operating income to increase to $51.0
million, or about 8.1%, in fiscal 2003. We are projecting concrete placement
operating income to decline about 10.0% in fiscal 2003, reflecting anticipated
R&D investments in the Revolution(TM) composite concrete mixer drum. By the end
of fiscal 2003, we hope to have

                                                                               5


a U.S. plant up and running at high rate production for the Revolution drum, to
spur earnings growth in 2004. In 2005 and 2006, we expect to roll out this
technology to Europe and Asia. We expect domestic refuse operating income to be
up slightly in fiscal 2003 due to cost reduction plans in place, while we
anticipate most of the growth in commercial segment operating income will be due
to growth of our Geesink Norba Group earnings following our restructuring of the
business.

We expect corporate expenses to approximate $27.0 million in fiscal 2003, up
from $25.8 million in fiscal 2002. This increase reflects investments planned to
build our team in preparation for additional acquisitions or defense contract
awards. We are projecting net interest costs to be flat at $20.0 million in
fiscal 2003. While we expect our debt to be lower on average in fiscal 2003, we
anticipate interest rates to be higher, and we're estimating a working capital
build in the event of a major defense contract award. These estimates are also
unchanged from our previous estimates.

By quarter, our estimates of net income and earnings per share are unchanged
from our previous estimates. Our estimates assume that we will not be expensing
stock options in fiscal 2003. We expect net income to approximate $8.0 million
in quarter one, $14.5 million in quarter two, $21.0 million in quarter three and
$21.5 million in quarter four. Assuming 17,650,000 average diluted shares
outstanding for the year, these net income estimates would translate to earnings
per share estimates of $0.45 in quarter one, $0.83 in quarter two, $1.19 in
quarter three and $1.21 in quarter four. Unfortunately, we do not expect our
business to generate consistent quarterly earnings increases in fiscal 2003
compared to fiscal 2002. These quarterly earnings estimates reflect declining
earnings per share in quarters one and three, with substantially higher earnings
per share estimated for quarters two and four. In the first quarter, we will be
challenged by heavy defense bid and proposal spending, and in the third quarter,
we will be challenged by tough comparative earnings in fiscal 2002 when we
raised our MTVR contract margins by one percentage point.

Of course, there are downsides to every estimate. The economy may enter a double
dip recession. And, we may not achieve our targeted cost performance. Upsides to
these estimates primarily involve the opportunity to improve MTVR margins, an
economic recovery, and the potential for one or more major defense contract
awards. Please review our Form 8-K filed today for other potential risk factors.

                                                                               6


From a financial position standpoint, assuming no acquisitions, we estimate that
debt will rise in the first half of fiscal 2003 due to the seasonal working
capital demands of our concrete placement business and then remain relatively
high for the remainder of the year even as such demands subside due to working
capital requirements of our U.K. tank transporter contract in the second half of
fiscal 2003. Specific debt estimates are unchanged from our previous estimates
of $175.0 million at December 31, 2002, $200.0 million at March 31, 2003, $210.0
million at June 30, 2003 and $150.0 million at September 30, 2003. We expect
capital spending to rise to about $30.0 million in fiscal 2003 due to the
planned start-up of a U.S. production facility for the Revolution composite
mixer drum.

Now, Bob will provide his perspective of the quarter and our outlook.

Bob

Good morning everyone. Thanks for joining us. Let me start off by reiterating
Charlie's comments. I'm pleased with our financial performance during the fourth
quarter. We came in at $3.45 EPS, beating our July estimates by $0.10 per share.
And, you saw that was $0.08 better than prior year, adjusted for the change in
accounting to eliminate goodwill amortization. I think those financials speak to
our balanced diversification, and the ability to stay strong in the face of a
sluggish economy.

As I talk with you today, our company is headed full force into fiscal 2003. I
view 2003 with cautious optimism. I characterize fiscal 2002 as a "steadying the
ship" year, and fiscal 2003 as a year where we are focused on delivering
stronger earnings. The two primary factors that contribute to my optimism are
our defense and fire and emergency businesses. These are steady markets for
Oshkosh, giving us a distinct advantage over companies that are more reliant on
the economy for improved earnings.

Our defense business looks strong during the next year. Funding for our
contracts appears assured. Our operations are performing well. We are focused on
continued margin enhancement on our medium payload line, and aftermarket parts
sales have been particularly strong.

                                                                               7


The fire and emergency business gives indications of improved financial
performance. Our backlog is strong, and several product launches scheduled for
2003 should fuel the incoming order rate.

Taking a look at our commercial markets - concrete placement and refuse - we are
cautious only in regard to the possibility of an economic tailspin. Our earnings
estimates assume a continuing difficult environment. Barring a downward economic
spiral, we expect to grow earnings principally from cost reduction activities in
our European refuse business.

Fire & Emergency

Let me briefly comment on each business.

Our fire and emergency business delivered steady performance in fiscal 2002,
adjusted for the non-amortization of goodwill. The flat sales level was impacted
as we executed on our strategy to build backlog, which was up 15% as of
September 30, 2002, compared to September 30, 2001. Medtec contributed to
financial performance with a 37% increase in sales in fiscal 2002 over 2001,
which I attribute to expanded distribution and new product development.

During the fourth quarter, Pierce launched a dozen new models in its
value-priced Contender line. This brand has been particularly successful over
the past two years, and the product line extension holds order potential for
fiscal 2003. In addition, our TAK-4 independent front suspension's market
penetration has exceeded expectations. Today, it is standard equipment on our
top selling custom fire chassis.

Federal funding support of the fire service is unprecedented. A total of $360
million in grants for fire departments is scheduled during calendar 2002, up
from $100 million in 2001. About 25% of that is expected to fund the purchase of
firefighting vehicles. The Bush administration is supporting funding at
substantially higher levels for 2003, but it is too early to speculate on the
likelihood that the Bush administration proposals will proceed.

Defense

The defense business delivered a solid year, investing in our future. In 2002,
nearly 3,000 defense trucks rolled off our integrated production line, with a

                                                                               8


good mix between heavy and medium payload models. Operations have been running
smoothly. But the real news is in our investments in technology and truck
procurement competitions for the future.

We demonstrated our leadership in defense truck technologies at last week's AUSA
show, the largest U.S. defense exhibition. Our ProPulse(TM) electric drive
system, new upgrades to our Command Zone(TM) electronics package and remote
vehicle diagnostics were extremely well received. It was pretty impressive to
see our people reading diagnostics for vehicles parked outside from hand held
PDAs on the show floor, and to see our ProPulse vehicle drive to the exhibition
where others had their systems towed or trailered to the show.

The tank transporter and trailer program is proceeding on schedule in the United
Kingdom, with approval testing nearly complete. I'll be attending a rollout
ceremony for the British Army's newest truck scheduled for early December.

Of course, I know you're interested in the three major programs that Oshkosh is
competing for. The most significant news relates to the FMTV Competitive Rebuy
program. The U.S. Army has reduced their overall requirements by 30%, dropping
truck numbers 35% from 10,800 to just over 7,000, and trailer requirements from
about 4,600 down to 3,800. We believe that the cuts were made to fund the Army's
Future Combat System, and that there is little likelihood for significant upside
to these numbers. Obviously, we are considering this volume adjustment as we
move full force on bid development, to be ready for submittal on November 18.
Fortunately for us, this adjusted truck volume is consistent with our MTVR
volume. The FMTV, together with significant international bid opportunities,
create the potential for Oshkosh to deliver significant overall sales and
earnings growth in 2004 and 2005 if Oshkosh is awarded the contracts. Timing on
the FMTV program continues to hold steady. The decision is expected in March
2003.

In regard to outstanding UK competitions, it appears that the Ministry of
Defence is moving close to a decision on the wheeled tanker program, perhaps in
November 2002. That program is valued in excess of $200 million.

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On the U. K. cargo support vehicle program, we've seen the award date move from
November 2002 to Summer 2003. However, we don't expect this to push out the
delivery schedule, since the Ministry of Defense puts a high priority on this
fleet replacement program. This push out is disappointing, but we remain
optimistic with respect to this opportunity.

Obviously, these programs hold significant opportunity for our company.
Competition is intense, Oshkosh is a strong competitor. Now, to close my
observations on our defense business, let me just express my personal
appreciation to our bid and proposal staff. As this list of programs indicates,
they've been doing an admirable job of addressing a myriad of priorities.

Commercial

Now, let's take a look at our commercial business. Frankly, the domestic refuse
market has been difficult, with industry numbers expected to fall 10% in 2003
from 2002 levels. That being said, Waste Management, our biggest refuse
customer, has already announced that their capital expenditures in 2003 will
hold steady year over year. McNeilus is working very hard to earn their side
loader business, in addition to the rear and front loaders that we already
supply.

In this difficult economy, McNeilus generated market share gains to take what we
believe to be the top spot among U.S. manufacturers. And, the new Street Force
line has been well received. Demand is exceeding our initial estimates, and
sales have been incremental to the existing models.

On the European front, the refuse industry continues to be soft, and we expect
that to continue through most of fiscal 2003. However, the Geesink Norba Group
has done an excellent job of improving production processes, consolidating
certain operations, and rightsizing the work force. I expect these actions to
contribute to a successful 2003 for the refuse business.

In the concrete placement market, customers are still cautious due to fears of a
large dip in the economy. But, we take it as a positive indicator that low
interest rates drove September housing starts to a 16-year high, up 13.3%. If
the U.S. economy continues to grow, at least sluggishly, as predicted, this
business should see some improvement in 2003.

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Closing:

So in closing, we're cautiously optimistic about 2003. We're probably one of
only a few industrial companies that can point to market factors as a basis for
expected growth in 2003, along with rightsizing efforts. Perhaps you too can
feel the rumble. We're poised to deliver growth again in 2003, a year that may
cause heartache for businesses more sensitive to the economy.

Operator, please commence the question and answer period.









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