UNITED STATES
                       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): July 31, 2003 (July 31, 2003)

                             WILLIAMS CONTROLS, INC.
                             -----------------------
               (Exact name of Company as specified in its charter)

    Delaware                        0-18083                      84-1099587
- -----------------              -----------------            --------------------
 (State or other             (Commission File No.)            (I.R.S. Employer
 jurisdiction of                                             Identification No.)
  incorporation)

                   14100 S.W. 72nd Avenue, Portland, OR 97224
                    (Address of Principal Executive Offices)

                                 (503) 684-8600
                         (Registrant's telephone number,
                              including area code)

                                 Not Applicable
                                ----------------
         (Former name or former address, if changed since last report.)

ITEM 7.           FINANCIAL STATEMENTS AND EXHIBITS
(c)         Exhibits.
99.1     Press Release, dated July 31, 2003.


ITEM 12.          RESULTS OF OPERATIONS AND FINANCIAL CONDITION

The information set forth under "Item 12. Results of Operations and Financial
Condition" in accordance with SEC Release No. 33-8216, including the Exhibit
attached hereto, shall not be deemed "filed" for purposes of Section 18 of the
Securities Exchange Act of 1934, as amended (the "Exchange Act") or otherwise
subject to the liabilities of that section, nor shall it be deemed incorporated
by reference in any filing under the Securities Act of 1933, as amended, or the
Exchange Act, regardless of any general incorporation language in such filing.

         On July 31, 2003, Williams Controls, Inc. issued a press release
announcing its third quarter operating statistics. A copy of the press release
is attached as Exhibit 99.1.

                                    SIGNATURE

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

                                                  WILLIAMS CONTROLS, INC.


Date:  July  31, 2003                             By:    /s/ Dennis E. Bunday
                                                       ------------------------
                                                  Dennis E. Bunday
                                                  Chief Financial Officer