EXHIBIT 10e.
                           WINNEBAGO INDUSTRIES, INC.
                      OFFICERS INCENTIVE COMPENSATION PLAN
                               GROUP A - OFFICERS
                             FISCAL PERIOD 2000-2001

                                 PLAN AMENDMENT


         On June 20, 2001, the Winnebago Industries, Inc. Board of Directors
approved a Plan amendment to the Officers Incentive Plan for fiscal period
2000-2001 as recommended by the Compensation Committee. As provided by the Plan,
the Committee does have the discretion and authority to make any and all
determinations necessary or advisable for administration of the Plan and may
amend or revoke any rule or regulation so established for the proper
administration of the Plan. The Committee exercised its discretion and received
approval from the Board during the third and fourth quarters of fiscal 2001 by
measuring performance using only the EPS element of the Plan against the
financial plan as established. The performance measurement was then expressed as
a percentage (Financial Factor) against the compensation targets previously
established by the Board of Directors in accordance with the Plan.