HUFFY CORP
8-K, 1998-04-01
MOTORCYCLES, BICYCLES & PARTS
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                       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

                                 MARCH 31, 1998
                                 Date of Report
                        (Date of earliest event reported)

                                HUFFY CORPORATION
             (Exact name of registrant as specified in its charter)

              OHIO                        1-5325               31-0326270
(State or other jurisdiction of        (Commission          (I.R.S. Employer
 incorporation or organization)        File Number)       Identification Number)

                                 225 BYERS ROAD
                                MIAMISBURG, OHIO
                    (Address of principal executive offices)

                                   45342-3657
                                   (Zip Code)

                                 (937) 866-6251
              (Registrant's telephone number, including area code)
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ITEM 5.  OTHER EVENTS

In connection with the "safe harbor" provisions of the Private Securities
Litigation Reform Act of 1995, Huffy Corporation (the "Company") is hereby
filing cautionary statements identifying important factors that could cause the
Company's actual results to differ materially from those projected in forward
looking statements of the Company made by or on behalf of the Company.



ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS

(99)     Additional Exhibits

99.1     Cautionary Statement for Purposes of the "Safe Harbor" Provisions of
         the Private Securities Litigation Reform Act of 1995.



SIGNATURE

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 thereunto duly authorized.

                                   HUFFY CORPORATION
                                   Registrant

Date: March 31, 1998               By:  /s/ Timothy G. Howard
- ----------------------                -----------------------------------------
                                   Timothy G. Howard
                                   Vice President and Corporate Controller
                                   (Principal Financial and Accounting Officer)

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                                                                    EXHIBIT 99.1


             CAUTIONARY STATEMENT FOR PURPOSES OF THE "SAFE HARBOR"
       PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995


         In connection with the "safe harbor" provisions of the Private
Securities Litigation Reform Act of 1995 (the "Reform Act"), Huffy Corporation
(the "Company") is hereby filing cautionary statements identifying important
factors that could cause the Company's actual results to differ materially from
those projected in forward-looking statements of the Company made by or on
behalf of the Company, whether oral or written. The Company wishes to ensure
that any forward-looking statements are accompanied by meaningful cautionary
statements in order to maximize to the fullest extent possible the protections
of the safe harbor established in the Reform Act. Accordingly, any such
statements are qualified in their entirety by reference to, and are accompanied
by, the following important factors, among others, that could cause the
Company's actual results to differ materially from those projected in
forward-looking statements of the Company made by or on behalf of the Company.

         The Company cautions that the following important factors, among others
(including but not limited to factors mentioned from time to time in the
Company's reports filed with the Securities and Exchange Commission), could
affect the Company's actual results and could cause the Company's actual
consolidated results to differ materially from those expressed in any
forward-looking statements of the Company made by or on behalf of the Company:

     o    Risks inherent in new product introductions, particularly the
          uncertainty of price-performance relative to products of competitors,
          including competitors' responses to the introductions;

     o    Under utilization of the Company's operating facilities resulting in
          production inefficiencies and higher costs;

     o    Changes in levels of competition from current competitors and
          potential new competition from international manufacturers;

     o    Loss of a significant vendor, prolonged disruption of material supply
          chain, or significant increase in the cost of raw materials;

     o    Changes in the Federal income tax rules and regulations or
          interpretation of existing legislation;

     o    Changes in the cost or availability of labor sufficient to support the
          Company's operations or labor strikes, work stoppages or other
          interruptions or difficulties in the employment of labor where the
          Company purchases material, components and supplies for its products
          or where its products and services are produced or provided;

     o    Existence of competitive pricing pressures in several of the product
          categories of the Company, which has had and may in the future have an
          adverse effect on the Company's revenues and earnings;
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     o    The loss or bankruptcy of one or more key customers, or significant
          changes in the structure and composition of retailing in the United
          States;

     o    Changes in consumer demand for the Company's products resulting from
          prolonged periods of unseasonable weather;

     o    Changes in customer preferences or behavior which change their demand
          for the Company's products or services.

     o    The costs and other effects of legal and administrative cases and
          proceedings (whether civil, such as environmental and product-related,
          or criminal), settlements and investigations, claims, and changes in
          those items; developments or assertions by or against the Company
          relating to intellectual property rights and intellectual property
          licenses; adoption of new, or changes in, accounting policies and
          practices and the application of such policies and practices;

     o    Changes in the general economic conditions in the United States
          including, but not limited to, the levels and availability of consumer
          debt, the level of interest rates, and consumer sentiment about the
          economy in general.

The factors included here are not exhaustive. Further, any forward-looking
statement speaks only as of the date on which such statement is made, and the
Company will not undertake, and specifically declines, any obligation to
publically release the result of any revisions which may be made to any
forward-looking statement to reflect events or circumstances after the date on
which such statement is made or to reflect the occurrence of anticipated or
unanticipated events. New factors emerge from time to time and it is not
possible for management to predict all of such factors, nor can it assess the
impact of each such factor on the business or the extent to which any factor, or
combination of factors, may cause actual results to differ materially from those
contained in any forward-looking statements. Therefore, forward-looking
statements should not be relied upon as a prediction of actual future results.


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