SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-K
(Mark One)
(X) Annual Report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 (Fee Required) For the fiscal year ended
September 30, 1995, or
( ) Transition Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 (No Fee Required) For the transition period from
to
Commission file number: 0-13886
Oshkosh Truck Corporation
(Exact name of registrant as specified in its charter)
Wisconsin 39-0520270
(State of other jurisdiction of (I.R.S. Employer Identification)
incorporation or organization)
P. O. Box 2566, Oshkosh, WI 54903-2566
(Address of principal executive offices) (zip code)
Registrant's telephone number, including area code: (414) 235-9151
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act:
Class B Common Stock
(Title of Class)
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such shorter
period that the registrant was required to file such reports), and (2) has
been subject to such filing requirements for the past 90 days. Yes X
No
Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein, and will not be
contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form
10-K or any amendment to this Form 10-K. X
Aggregate market value of the voting stock held by non-affiliates of
the registrant as of November 15, 1995:
Class A Common Stock, $.01 par value - No Established Market Value
Class B Common Stock, $.01 par value - $124,748,418
Number of shares outstanding of each of the registrant's classes of
common stock as of November 15, 1995:
Class A Common Stock, $.01 par value - 415,733 shares
Class B Common Stock, $.01 par value - 8,566,415 shares
DOCUMENTS INCORPORATED BY REFERENCE
Parts II and IV incorporate, by reference, portions of the Annual
Report to Shareholders for the year ended September 30, 1995.
Part III incorporates, by reference, portions of the Proxy Statement
dated December 20, 1995.
OSHKOSH TRUCK CORPORATION
Index to Annual Report on Form 10-K
Year Ended September 30, 1995
Page
PART I.
ITEM 1. BUSINESS. . . . . . . . . . . . . . . . . . . . . . . . 3
ITEM 2. PROPERTIES. . . . . . . . . . . . . . . . . . . . . . . 6
ITEM 3. LEGAL PROCEEDINGS . . . . . . . . . . . . . . . . . . . 6
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF
SECURITY HOLDERS. . . . . . . . . . . . . . . . . . . 7
EXECUTIVE OFFICERS OF THE REGISTRANT . . . . . . . . . . 7
PART II.
ITEM 5. MARKET FOR THE REGISTRANT'S COMMON STOCK
AND RELATED STOCKHOLDER MATTERS. . . . . . . . . 8
ITEM 6. SELECTED FINANCIAL DATA . . . . . . . . . . . . . . . . 8
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF
OPERATIONS. . . . . . . . . . . . . . . . . . . . . 8
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA. . . . . . . 8
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS
ON ACCOUNTING AND FINANCIAL DISCLOSURE. . . 8
PART III.
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS
OF THE REGISTRANT. . . . . . . . . . . . . . . . . . 8
ITEM 11. EXECUTIVE COMPENSATION. . . . . . . . . . . . . . . . . 8
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL
OWNERS AND MANAGEMENT. . . . . . . . . . . . . . . . 9
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED
TRANSACTIONS . . . . . . . . . . . . . . . . . . . . 9
PART IV.
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES
AND REPORTS ON FORM 8-K. . . . . . . . . . . . . . . 9
INDEX TO EXHIBITS . . . . . . . . . . . . . . . . . . . 10
PART I
Item 1. BUSINESS
General
The company engineers, manufactures and markets a broad range of
specialized trucks, trailers, and proprietary parts under the "Oshkosh"
trademark. As a specialized vehicle producer, the company holds a unique
position in the industry, having acquired the engineering and
manufacturing expertise and flexibility to profitably build specialty
vehicles in competition with companies much larger than itself. Mass
producers design a vehicle to serve many markets. In contrast, the
company's vehicles, manufactured in low to medium production volumes, are
engineered for market niches where a unique, innovative design will meet a
purchaser's requirements for use in specific, usually adverse operating
conditions. Many of the company's products are found operating in snow,
deserts and soft or rough terrain where there is a need for high
performance or high mobility. Because of the quality of its specialized
vehicles, the company believes its products perform at lower life cycle
costs than those that are mass-produced.
Markets served by the company domestically and internationally are
categorized as defense and commercial. Since 1980, specialized vehicle
sales to the defense market have significantly increased and in fiscal
1995 represented 60% of the company's sales volume, after reaching a peak
of 83% in fiscal 1987.
The company primarily depends upon components made by suppliers for
its products, but manufactures certain important proprietary components.
The company has successfully managed its supply network, which consists of
approximately 1700 active vendors. Through its reliance on this supply
network for the purchase of certain components, the company is able to
avoid many of the preproduction and fixed costs associated with the
manufacture of those components. However, while the company purchases
many of the high dollar components for assembly, such as engines,
transmissions and axles, it does have significant machining and
fabricating capability. This capability is used for the manufacture of
certain axles, transfer cases, cabs and many smaller parts which add
uniqueness and value to the company's products. Some of these proprietary
components are marketed to other manufacturers.
Products and Markets
The company currently manufactures eight different series of
commercial trucks, and during fiscal 1995, had two active contracts with
the U.S. Government related to production of the Palletized Load System
(PLS) and Heavy Expanded Mobility Tactical Truck (HEMTT) vehicles. Within
each series there is a varying number of models. Models are usually
distinguished by differences in engine, transmission, and axle
combinations. Vehicles produced generally range in price from $60,000 to
$1 million; in horsepower from 210 to 1,025; and in gross vehicle weight
from 33,000 to 150,000 pounds. The company has designed vehicles to
operate in the environmental extremes of arctic cold or desert heat. Most
vehicles are designed with the capability to operate in both highway and
off-road conditions. Oshkosh manufactures a broad range of trailers
including vans, flatbed, container chassis, fruit haulers, and a variety
of military trailers. The company aggressively supports its products with
an aftermarket parts and service organization.
Defense
The company manufactures a broad range of wheeled vehicles for the
U.S. Department of Defense and export markets and is the free world's
largest producer of heavy-duty wheeled vehicles. The company has
performed major defense work for the past 50 years. Contracts with the
Department of Defense generally are multi-year contracts. Each contract
provides that the government will purchase a base quantity of vehicles
with options for additional purchases. All obligations of the government
under the contracts are subject to receipt of government funding, and it
is customary to expect purchases when Congress has annually funded the
purchase through budget appropriations and after the government has
committed the funds to the contractor. The following are defense
contracts that were active in fiscal 1995:
Palletized Load System (PLS). In July 1990 the company was selected
as the producer of the Army's new generation heavy-duty transport truck.
This ten wheel drive truck self-loads and unloads flatracks carrying
palletized cargo. The five year contract for 2,626 units and associated
trailers and flatracks was awarded in September 1990. The PLS contract
contains a 100% option clause, which expires at the end of January 1996.
Production began in fiscal 1992, and the company received first article
test approval on January 3, 1994. Production will conclude approximately
September 1996. If options are exercised, the production period will be
extended. The company has produced 2,243 units as of September 30, 1995.
The contract is currently funded at $822 million for 2,683 trucks under
all five program years, and there is $246 million available under
unexercised options. Backlog at September 30, 1995 was $112 million,
which will be produced ratably through September 1996.
Heavy Expanded Mobility Tactical Truck (HEMTT). In August 1994 the
company was awarded a $39 million contract for the production of 190
HEMTTs, with an option for an additional 150 units. The Company also
received add-on quantities of 285 vehicles. The eight-wheel drive HEMTT
family of vehicles is made up of five different models. 1) The M977
performs ammunition resupply to field artillery, infantry and cavalry
units; 2) The M985 is the prime ammunition resupplier of rocket pods for
the Multiple Launch Rocket System (MLRS); 3) The M978 is a fuel servicing
transporter for wheeled vehicles, tracked vehicles, and helicopters; 4)
The M984 is a multi-purpose wrecker capable of recovery, lift and tow,
retrieval, and maintenance operations for the Army's fleet of tactical
wheeled and some tracked vehicles. Base production deliveries began in
March 1995 and will be substantially complete by July 1996. The contract
is funded at $120 million for the base units, exercised options, and add-
on units. As of September 30, 1995, the company has delivered 291 units
and will deliver 334 units in fiscal 96.
Commercial
The company manufactures a wide variety of heavy-duty specialized
trucks for the vocational and airport markets. Products are uniquely
engineered for specific severe-duty requirements where innovative design
provides superior performance.
The construction business focuses on forward and rear discharge
concrete carriers. The forward placement S-series design allows the
driver to oversee faster, more accurate placement of concrete, with fewer
support personnel. This leads to greater efficiency and superior customer
service. A traditional rear discharge F-series is also offered as an
integrated package allowing for one stop service and sales. The F-series
is also sold in the utility and heavy haul transport markets. In
addition, the company produces the J-series for desert oil field and
extreme heavy hauling applications.
The company serves airport markets with products that include
Aircraft Rescue and Firefighting (ARFF) and snow removal vehicles. ARFF
vehicles are offered from 1000 to 3000 gallon capacities. Oshkosh also
offers the innovative Snozzle/R/, an extendable turret with an integrated
video camera and automated remote controls that can pierce into an
aircraft interior and position the agent flow precisely at the location of
the fire. Suppressant Application is faster and uses up to 50% less agent
than with conventional mass application techniques. The all-wheel drive
Oshkosh H-series snowblower keeps runways open by casting 4,000 tons of
snow per hour. The H-series snowblower provides multi-purpose use with an
interchangeable blower, blade plows and brooms. The all-wheel drive P-
series with its heavy-duty frame has an unsurpassed reputation for
durability.
The refuse business consists of two low entry, dual drive models, the
NK and NL. The NL recently passed an extensive six month durability test
in one of the toughest urban environments with a 97% availability status.
The NK and NL feature eighteen inch step-in heights. Municipalities as
well as commercial contractors look to the improved visibility and safety
features a low entry low cab forward vehicle provides.
Backlog
The company has a funded backlog as of September 30, 1995, of $350
million. The backlog as of September 30, 1994, was $498 million. The
majority of the current backlog relates to funded base and option
quantities under the company's existing defense contracts. Approximately
7% of the current backlog relates to firm orders for commercial trucks,
trailers, or non-military parts sales. In addition, option quantities
under the PLS contract could amount to another $258 million, if exercised.
Government Contracts
A significant portion of the company's sales are made to the United
States Government under long-term contracts and programs in which there
are significant risks, including the uncertainty of economic conditions
and defense policy. The company's defense business is substantially
dependent upon periodic awards of new contracts and the purchase of base
vehicle quantities and the exercise of options under existing contracts.
The company's existing contracts with the U.S. Government may be
terminated at any time for the convenience of the government. Upon such
termination, the company would be entitled to reimbursement of its
incurred costs and, in general, to payment of a reasonable profit for work
actually performed.
There can be no assurance that the U.S. Government will continue to
purchase the company's products at comparable levels. The termination of
any of the company's significant contracts, failure of the government to
purchase quantities under existing contracts or failure of the company to
receive awards of new contracts could have a material adverse effect on
the business operations of the company.
Under firm fixed-price contracts with the government, the price paid
the company is not subject to adjustment to reflect the company's actual
costs, except costs incurred as a result of contract changes ordered by
the government or for economic price adjustment clauses contained in
certain contracts. The company generally attempts to negotiate with the
government the amount of increased compensation to which the company is
entitled for government-ordered changes which result in higher costs. In
the event that the company is unable to negotiate a satisfactory agreement
to provide such increased compensation, the company may file an appeal
with the Armed Services Board of Contract Appeals or the U.S. Claims
Court. The company has no such appeals pending.
Marketing and Distribution
All domestic defense products are sold direct and the company
maintains a liaison office in Washington, D.C. The company also sells
defense products to foreign governments direct, through representatives,
or under the United States Foreign Military Sales program. The company's
commercial vehicles, trailer products and aftermarket parts are sold
either direct to customers, or through dealers or distributors, depending
upon geographic area and product line. Supplemental information relative
to export shipments is incorporated by reference to Note 9 of the
financial statements included in the company's Annual Report to
Shareholders for the fiscal year ended September 30, 1995.
Alliance
On June 2, 1995, the company entered into a far reaching strategic
alliance with Freightliner Corporation. The company is optimistic that
the alliance between Oshkosh and Freightliner, a wholly-owned subsidiary
of Daimler-Benz (NYSE-DAI), will give a further boost to the company's
commercial and defense businesses. The alliance agreement calls for
Oshkosh to market certain of its vocational products through
Freightliner's strong distribution system and for Oshkosh to build several
series of Freightliner's severe-duty trucks. As part of the agreement,
Freightliner will transfer its non-commercial military business to
Oshkosh, broadening Oshkosh's defense product line and strengthening its
worldwide presence.
Competition
In all the company's markets, the competitors include smaller,
specialized manufacturers as well as the larger, mass producers. The
company believes it has greater technical strength and production
capability than other specialized manufacturers. The company also
believes it has greater flexibility than larger competitors and has the
engineering and manufacturing expertise in the low to middle production
volumes that allows it to compete effectively in its markets against mass
producers.
The principal method of competition for the company in the defense
and municipal markets, where there is intense competition, is generally on
the basis of lowest qualified bid. In the non-governmental markets, the
company competes mainly on the basis of price, innovation, quality and
product performance capabilities.
Engineering, Test and Development
For fiscal years 1995, 1994, and 1993 the company incurred
engineering, research and development expenditures of $5.4 million, $6.6
million, and $9.0 million, respectively, portions of which were
recoverable from customers, principally the government. The company does
not believe that patents are a significant factor in its business success.
Employees
As of September 30, 1995, the company had approximately 1,600
employees. Production workers at the company's principal facilities in
Oshkosh, Wisconsin are represented by the United Auto Workers union. The
company's five-year contract with the United Auto Workers expires
September 30, 1996.
Item 2. PROPERTIES.
The company's principal offices and manufacturing facilities are
located in Oshkosh, Wisconsin. Space occupied encompasses 688,000 square
feet, 52,000 of which is leased. One-half of the space owned by the
company has been constructed since 1970. The company owns approximately
50 acres of vacant land adjacent to its existing facilities. The company
additionally owns a 28,000 square foot manufacturing facility located in
Weyauwega, Wisconsin, and owns a 287,000 sq. ft. trailer manufacturing
facility located in Bradenton, Florida.
The company's equipment and buildings are modern, well maintained and
adequate for its present and anticipated needs.
In addition, the company has leased parts and service facilities in
Hartford, CT, Greensboro, NC, Chicago, IL and Salt Lake City, UT, and owns
similar facilities in Lakeland, FL and Oshkosh, WI.
Item 3. LEGAL PROCEEDINGS.
Various actions or claims have been brought or asserted or may be
contemplated by government authorities against the company. Among these
is a potential action by government authorities against the company in
connection with a grand jury investigation which commenced on April 28,
1989. No charges have been filed against the company or its employees.
The company and its employees have cooperated fully with the government
investigation.
Based on internal reviews and after consultation with counsel, the
company does not have sufficient information to reasonably estimate what
potential future costs, if any, the company may incur as a result of the
government claims or actions. As a result, no provision related to these
issues has been recorded in the accompanying financial statements. Costs
incurred in responding to these actions and claims have been expensed as
incurred.
Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
No matters were submitted to a vote of security holders during the
fourth quarter of the fiscal year ended September 30, 1995.
EXECUTIVE OFFICERS OF THE REGISTRANT
The executive officers of the company are as follows:
Name Age* Title
R. Eugene Goodson 60 Chairman & Chief Executive Officer, Member
of Executive Committee and Director
Robert G. Bohn 42 President & Chief Operating Officer
Timothy M. Dempsey 55 Vice President, General Counsel and
Secretary
Paul C. Hollowell 54 Executive Vice President & President-Oshkosh
International
Matthew J. Zolnowski 42 Vice President-Administration
*As of November 15, 1995
All of the company's officers serve terms of one year and until their
successors are elected and qualified.
R. EUGENE GOODSON - Mr. Goodson joined the company in 1990 in his
present position. Prior thereto, Mr. Goodson served as Group Vice
President and General Manager of the Automotive Systems Group of Johnson
Controls, Inc., a supplier of automated building controls, automotive
seating, batteries and plastic packaging, which position he held since
1985. Mr. Goodson is also a director of Donnelly Corporation.
ROBERT G. BOHN - Mr. Bohn joined the company in 1992 as Vice
President-Operations. He was appointed President and Chief Operating
Officer in 1994. Prior to joining the company Mr. Bohn was Director-
European Operations for Johnson Controls, Inc. from 1984 until 1992. He
was elected a director of the company by the Board of Directors in June
1995.
TIMOTHY M. DEMPSEY - Mr. Dempsey joined the company in October 1995
as Vice President, General Counsel and Secretary. Mr. Dempsey has been
and continues to be a partner in the law firm of Dempsey, Magnusen,
Williamson and Lampe in Oshkosh, Wisconsin.
PAUL C. HOLLOWELL - Mr. Hollowell joined the company in 1989 as Vice
President-Defense Products and assumed his present position in 1994. Mr.
Hollowell was previously employed by General Motors Corporation where he
served for three years as manager of their Washington, DC office for
military tactical vehicle programs. He previously served 22 years in the
U.S. Army from which he retired with the rank of Lieutenant Colonel.
MATTHEW J. ZOLNOWSKI - Mr. Zolnowski joined the company as Vice
President-Human Resources in 1992 and assumed his present position in
1994. Before joining the company Mr. Zolnowski was Director, Human
Resources and Administration at Rexene Products Company from 1990 through
1992 and Director, Headquarters Employee Relations at PepsiCo, Inc. from
1982 through 1990.
PART II
Item 5. MARKET FOR REGISTRANT'S COMMON STOCK AND RELATED STOCKHOLDER
MATTERS.
The information under the captions "Shareholder Information", Note 8
to the Consolidated Financial Statements, and "Financial Statistics"
contained in the company's Annual Report to Shareholders for the fiscal
year ended September 30, 1995, is hereby incorporated by reference in
answer to this item.
Item 6. SELECTED FINANCIAL DATA.
The information under the caption "Financial Highlights" contained in
the company's Annual Report to Shareholders for the fiscal year ended
September 30, 1995, is hereby incorporated by reference in answer to this
item.
Item 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS.
The information under the caption "Management's Discussion and
Analysis of Results of Operations and Financial Condition" contained in
the company's Annual Report to Shareholders for the fiscal year ended
September 30, 1995, is hereby incorporated by reference in answer to this
item.
Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
The financial statements set forth in the company's Annual Report to
Shareholders for the fiscal year ended September 30, 1995, is hereby
incorporated by reference in answer to this item. Data regarding
quarterly results of operations included under the caption "Financial
Statistics" in the company's Annual Report to Shareholders for the fiscal
year ended September 30, 1995, is hereby incorporated by reference.
Item 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURES.
None.
PART III
Item 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT.
The information under the captions "Election of Directors" and "Other
Matters" of the company's definitive proxy statement for the annual
meeting of shareholders on January 22, 1996, as filed with the Securities
and Exchange Commission, is hereby incorporated by reference in answer to
this Item. Reference is also made to the information under the heading
"Executive Officers of the Registrant" included under Part I of this
report.
Item 11. EXECUTIVE COMPENSATION.
The information under the captions "Executive Compensation" contained
in the company's definitive proxy statement for the annual meeting of
shareholders on January 22, 1996, as filed with the Securities and
Exchange Commission is hereby incorporated by reference in answer to this
Item.
Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.
The information under the caption "Shareholdings of Nominees and
Principal Shareholders" contained in the company's definitive proxy
statement for the annual meeting of shareholders on January 22, 1996, as
filed with the Securities and Exchange Commission, is hereby incorporated
by reference in answer to this Item.
Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.
The information contained under the captions "Election of Directors"
and "Certain Transactions" contained in the company's definitive proxy
statement for the annual meeting of shareholders on January 22, 1996, as
filed with the Securities and Exchange Commission, is hereby incorporated
by reference in answer to this Item.
PART IV
Item 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K.
(a) 1. Financial Statements: The following consolidated financial
statements of the company and the report of independent auditors appearing
at the indicated pages of the Annual Report to Shareholders for the fiscal
year ended September 30, 1995, are incorporated by reference in Item 8:
Consolidated Balance Sheets at September 30, 1995, and 1994
Consolidated Statements of Income for the years ended September 30,
1995, 1994, and September 25, 1993
Consolidated Statements of Shareholders' Equity for the years ended
September 30, 1995, 1994, and September 25, 1993.
Consolidated Statements of Cash Flows for the years ended September
30, 1995, 1994, and September 25, 1993
Notes to Consolidated Financial Statements
Report of Ernst & Young, LLP Independent Auditors
2. Financial Statement Schedules:
Schedule II - Valuation & Qualifying Accounts
All other schedules are omitted because they are not applicable, or
the required information is shown in the consolidated financial
statements or notes thereto.
3. Exhibits:
3.1 Restated Articles of Incorporation *
3.2 Bylaws of the company, as amended *****
4.1 Credit Agreement dated February 20, 1995.#######
4.2 Series A Warrant to purchase shares of Class B Common
Stock of Oshkosh Truck Corporation delivered to
Freightliner Corporation by Oshkosh. ######
10.1 Lease with Cadence Company (formerly Mosling Realty
Company) and related documents *
10.2 1990 Incentive Stock Plan for Key Employees, as amended
(through January 25, 1995) #### @
10.3 Form of Key Employee Employment and Severance Agreement
with R. E. Goodson, Chairman & CEO ** @
10.4 Employment Agreement with R. E. Goodson, Chairman & CEO
as of April 16, 1990 **** @
10.5 Restricted stock grant to R. E. Goodson, Chairman &
CEO**** @
10.6 Incentive Stock Option Agreement to R. E. Goodson,
Chairman & CEO **** @
10.7 Employment Agreement with R. E. Goodson, Chairman & CEO
as of April 16, 1992 ## @
10.8 1994 Long-Term Incentive Compensation Plan dated March
29, 1994 #### @
10.9 Form of Key Employees Employment and Severance Agreement
with Messrs. R.G. Bohn, T.M. Dempsey, P.C. Hollowell,
and M.J. Zolnowski #### @
10.10 Employment Agreement with P.C. Hollowell, Executive Vice
President and President, Oshkosh International @
10.11 Form of Oshkosh Truck Corporation 1990 Incentive Stock
Plan, as amended, Nonqualified Stock Option
Agreement.##### @
10.12 Form of Oshkosh Truck Corporation 1990 Incentive Stock
Plan, as amended, Nonqualified Director Stock Option
Agreement. ##### @
10.13 Alliance Agreement, dated as of June 2, 1995, between
Freightliner and Oshkosh. ######
10.14 Letter Agreement among J. Peter Mosling, Jr., Stephen P.
Mosling, Freightliner, Oshkosh and R. Eugene Goodson.
######
10.15 Lease extension with Cadence Company (as referenced
under 10.1)
10.16 Form of 1994 Long-Term Incentive Compensation Plan Award
Agreement @
11. Computation of per share earnings (contained in Note 1
of "Notes to Consolidated Financial Statements" of the
company's Annual Report to Shareholders for the fiscal
year ended September 30, 1995)
13. 1995 Annual Report to Shareholders, to the extent
incorporated herein by reference
23. Consent of Ernst & Young LLP (contained in Consent of
Independent Auditors which accompanies financial
statement schedules)
27. Financial Data Schedule
*Previously filed and incorporated by reference to the company's Form S-1
registration statement filed August 22, 1985, and amended September 27,
1985, and October 2, 1985 (Reg. No. 2-99817).
**Previously filed and incorporated by reference to the company's Form 10-
K for the year ended September 30, 1987.
****Previously filed and incorporated by reference to the company's Form
10-K for the year ended September 30, 1990.
*****Previously filed and incorporated by reference to the company's Form
10-K for the year ended September 30, 1991.
## Previously filed and incorporated by reference to the company's Form
10-K for the year ended September 30, 1992.
#### Previously filed and incorporated by reference to the company's Form
10-K for the year ended September 30, 1994.
@Denotes a management contract or compensatory plan or arrangement.
##### Previously filed and incorporated by reference to the company's Form
S-8 filing dated September 22, 1995. (Reg. No. 33-62687)
###### Previously filed and incorporated by reference to the company's
Form 8-K filing dated June 2, 1995.
####### Previously filed and incorporated by reference to the company's
Form 10-Q for the quarter ended April 1, 1995.
(b) No report on Form 8-K was required to be filed by the registrant
during the last quarter of the period covered by this report.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.
OSHKOSH TRUCK CORPORATION
December 22, 1995 By /S/ R. Eugene Goodson
R. Eugene Goodson
Chairman & CEO
Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf of
the registrant and in the capacities on the dates indicated.
December 22, 1995 /S/ R. E. Goodson
R. E. Goodson
Chairman & CEO, Member of
Executive Committee and Director
(Principal Executive and Financial
Officer)
December 22, 1995 /S/ P. F. Mueller
P. F. Mueller
Corporate Controller
(Principal Accounting Officer)
December 22, 1995 /S/ J. W. Andersen
J. W. Andersen
Director
December 22, 1995 /S/ D. T. Carroll
D. T. Carroll
Director
December 22, 1995 /S/ T. M. Dempsey
T. M. Dempsey
Director
December 22, 1995 /S/ M. W. Grebe
M. W. Grebe
Director
December 22, 1995 /S/ J. L. Hebe
J. L. Hebe
Director
December 22, 1995 /S/ S. P. Mosling
S. P. Mosling
Director and
Member of Executive Committee
December 22, 1995 /S/ J. P. Mosling, Jr.
J. P. Mosling, Jr.
Director and
Member of Executive Committee
SCHEDULE II
OSHKOSH TRUCK CORPORATION
VALUATION AND QUALIFYING ACCOUNTS
Years Ended September 30, 1995, 1994, and September 25, 1993
(In Thousands)
Balance at Additions
Beginning Charged to Balance at
Classification of Year Expense Reductions* End of Year
Receivables -
Allowance for
doubtful accounts:
1993...... $517 $ 83 $(183) $417
1994...... $417 $288 $(274) $431
1995...... $431 $143 $( 97) $477
*Represents amounts written off to the reserve, net of recoveries.
CONSENT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS
We consent to the incorporation by reference in this Annual Report on Form
10-K of Oshkosh Truck Corporation of our report dated November 7, 1995,
included in the 1995 Annual Report to Shareholders of Oshkosh Truck
Corporation.
Our audits also included the financial statement schedule of Oshkosh Truck
Corporation listed in Item 14(a). This schedule is the responsibility of
the company's management. Our responsibility is to express an opinion
based on our audits. In our opinion, the financial statement schedule
referred to above, when considered in relation to the basic financial
statements taken as a whole, presents fairly, in all material respects,
the information set forth therein.
We also consent to the incorporation by reference in the Registration
Statements (Form S-8 No. 33-38822 and No. 33-62687) pertaining to the
Oshkosh Truck Corporation 1990 Incentive Stock Plan and in the related
prospectus of our report dated November 7, 1995, with respect to the
consolidated financial statements and schedule of Oshkosh Truck
Corporation included or incorporated by reference in the Annual Report
(Form 10-K) for the year ended September 30, 1995.
Ernst & Young LLP
Milwaukee, Wisconsin
December 22, 1995
EXHIBIT INDEX
Exhibits
3. Exhibits:
3.1 Restated Articles of Incorporation *
3.2 Bylaws of the company, as amended *****
4.1 Credit Agreement dated February 20, 1995.#######
4.2 Series A Warrant to purchase shares of Class B Common
Stock of Oshkosh Truck Corporation delivered to
Freightliner Corporation by Oshkosh. ######
10.1 Lease with Cadence Company (formerly Mosling Realty
Company) and related documents *
10.2 1990 Incentive Stock Plan for Key Employees, as amended
(through January 25, 1995) #### @
10.3 Form of Key Employee Employment and Severance Agreement
with R. E. Goodson, Chairman & CEO ** @
10.4 Employment Agreement with R. E. Goodson, Chairman & CEO
as of April 16, 1990 **** @
10.5 Restricted stock grant to R. E. Goodson, Chairman &
CEO**** @
10.6 Incentive Stock Option Agreement to R. E. Goodson,
Chairman & CEO **** @
10.7 Employment Agreement with R. E. Goodson, Chairman & CEO
as of April 16, 1992 ## @
10.8 1994 Long-Term Incentive Compensation Plan dated March
29, 1994 #### @
10.9 Form of Key Employees Employment and Severance Agreement
with Messrs. R.G. Bohn, T.M. Dempsey, P.C. Hollowell,
and M.J. Zolnowski #### @
10.10 Employment Agreement with P.C. Hollowell, Executive Vice
President and President, Oshkosh International @
10.11 Form of Oshkosh Truck Corporation 1990 Incentive Stock
Plan, as amended, Nonqualified Stock Option
Agreement.##### @
10.12 Form of Oshkosh Truck Corporation 1990 Incentive Stock
Plan, as amended, Nonqualified Director Stock Option
Agreement. ##### @
10.13 Alliance Agreement, dated as of June 2, 1995, between
Freightliner and Oshkosh. ######
10.14 Letter Agreement among J. Peter Mosling, Jr., Stephen P.
Mosling, Freightliner, Oshkosh and R. Eugene Goodson.
######
10.15 Lease extension with Cadence Company (as referenced
under 10.1)
10.16 Form of 1994 Long-Term Incentive Compensation Plan Award
Agreement @
11. Computation of per share earnings (contained in Note 1
of "Notes to Consolidated Financial Statements" of the
company's Annual Report to Shareholders for the fiscal
year ended September 30, 1995)
13. 1995 Annual Report to Shareholders, to the extent
incorporated herein by reference
23. Consent of Ernst & Young LLP (contained in Consent of
Independent Auditors which accompanies financial
statement schedules)
27. Financial Data Schedule
*Previously filed and incorporated by reference to the company's Form S-1
registration statement filed August 22, 1985, and amended September 27,
1985, and October 2, 1985 (Reg. No. 2-99817).
**Previously filed and incorporated by reference to the company's Form 10-
K for the year ended September 30, 1987.
****Previously filed and incorporated by reference to the company's Form
10-K for the year ended September 30, 1990.
*****Previously filed and incorporated by reference to the company's Form
10-K for the year ended September 30, 1991.
## Previously filed and incorporated by reference to the company's Form
10-K for the year ended September 30, 1992.
#### Previously filed and incorporated by reference to the company's Form
10-K for the year ended September 30, 1994.
@Denotes a MANAGEMENT contract or compensatory plan or arrangement.
##### Previously filed and incorporated by reference to the company's Form
S-8 filing dated September 22, 1995. (Reg. No. 33-62687)
###### Previously filed and incorporated by reference to the company's
Form 8-K filing dated June 2, 1995.
####### Previously filed and incorporated by reference to the company's
Form 10-Q for the quarter ended April 1, 1995.
(b) No report on Form 8-K was required to be filed by the registrant
during the last quarter of the period covered by this report.