OSHKOSH TRUCK CORP, 10-K405, 1995-12-29

OSHKOSH TRUCK CORP
10-K405, 1995-12-29
MOTOR VEHICLES & PASSENGER CAR BODIES

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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.

<PAGE>
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

<PAGE>

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.

<PAGE>

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

<PAGE>
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.

<PAGE>

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

<PAGE>

EXHIBIT INDEX

Exhibits

3. Exhibits:

*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.

EMPLOYMENT AGREEMENT

AN AGREEMENT made as of the ____ day of August, 1995, by and
between OSHKOSH TRUCK CORPORATION, a Wisconsin corporation (the
"Company"), and PAUL C. HOLLOWELL (the "Executive").

WITNESSETH:

WHEREAS, the Executive has been serving as Executive Vice
President of the Company and as President of Oshkosh Truck International,
Inc., a subsidiary of the Company ("Oshkosh International");

WHEREAS, the Company desires to continue to retain the services
of the Executive, and the Executive desires to continue to be employed by
the Company, on the terms and conditions set forth in this Agreement; and

WHEREAS, in consideration of the Company's commitment to employ
the Executive during the term of this Agreement, the Executive is willing
to agree to the provisions respecting noncompetition and protection of
Confidential Information (as defined below) set forth herein.

NOW, THEREFORE, in consideration of the premises and the mutual
covenants and agreements set forth herein, the parties hereto, intending
to be legally bound, hereby agree as follows:

1. Employment and Duties. The Company hereby agrees to
continue to employ the Executive, and the Executive hereby agrees to
continue to be employed by the Company. The Executive's current
responsibilities include leadership of the Company's defense business
strategy; marketing and planning for both domestic and foreign sales of
military products; and responsibility for all international strategy,
marketing, and sales. The Executive also serves as a member of the
Chairman's Council, the primary executive advisory council to the
Company's Chairman and Chief Executive Officer.

2. Term. The employment of the Executive will continue until
the occurrence of the first of the following events:

(a) The last day of the Company's 1997 fiscal year, subject to
extension as described below; or

(b) The Executive's death; or

(c) The Executive shall have become totally disabled within the
meaning of the Oshkosh Truck Corporation Long Term Disability Program for
Salaried Employees (the "LTD Program") such that the Executive is entitled
to receive benefits under the LTD Program; or

(d) Termination of this Agreement under Section 8 hereof.

If the Executive's employment continues following the date and extension
identified in clause (a) above and a Renewal Notice is not provided, then
for so long as the Executive is employed by the Company the Executive
shall be an at-will employee. The provisions of Sections 6, 7 and 10
shall survive the expiration of the term of this Agreement.

The last date on which the Executive's employment hereunder may
terminate pursuant to paragraph (a) may be extended at successive one-year
intervals if the Company has provided a written notice of renewal (a
"Renewal Notice") to the Executive on or before June 30 in the year prior
to the year in which the Executive's employment hereunder would terminate
but for the application of this sentence. As an example, if the Company
gives a Renewal Notice to the Executive on or before June 30, 1996, the
date set forth in Section 2(a) shall be changed from the last day of the
Company's 1997 fiscal year to the last day of the Company's 1998 fiscal
year. If a Renewal Notice is not given within the prescribed time and
unless otherwise agreed in writing by the parties, then the Executive's
employment hereunder may terminate in accordance with the provisions of
this Section 2 (as paragraph (a) may have been previously extended by the
parties) and Section 9. In addition, the Executive may terminate his
employment hereunder at any time upon thirty (30) days' written notice to
the Company.

3. Compensation. During the term of this Agreement, the
Executive shall be entitled to the following compensation for services
rendered to the Company and Oshkosh International:

(a) Base Salary. The Executive shall receive a base salary,
payable not less frequently than monthly in arrears, at the annual rate of
$170,000. The Board of Directors of the Company shall review the
Executive's base salary annually to determine whether such salary should
be increased based upon the Company's performance and/or the Executive's
performance and upon such other criteria as the directors shall consider
in their sole discretion. (In this Agreement, the term "Base Salary"
shall mean the amount established and adjusted from time to time pursuant
to this paragraph (a).)

(b) Annual Bonus. The Executive shall be entitled to
participate in the bonus plan for senior management personnel of the
Company, subject to all of the terms and conditions of the plan. In the
bonus plan, the Executive will have a bonus potential of 50% of his Base
Salary unless modified by the Board of Directors in accord with an overall
bonus modification for all senior executives.

(c) Vacations and Holidays. The Executive shall be entitled to
receive 20 days of paid vacation per year together with the paid holidays
available to all other senior management personnel.

(d) Fringe Benefits. The Executive shall be entitled to
participate in all fringe benefit plans and programs in effect from time
to time for, and on the same basis as, all other senior executives of the
Company, including medical and dental insurance, expense reimbursements,
pension and retirement benefits and other similar benefits.

4. Reimbursements. The Company shall reimburse the Executive
for actual out-of-pocket costs incurred by him in the course of carrying
out his duties hereunder, such reimbursements to be made in accordance
with the policies and procedures of the Company in effect from time to
time.

5. Withholding. All payments under this Agreement shall be
subject to withholding or deduction by reason of the Federal Insurance
Contributions Act, the federal income tax and state or local income tax
and similar laws, to the extent such laws apply to such payments.

6. Noncompetition. In consideration of the Company's
commitment to employ the Executive during the term of this Agreement, the
Executive agrees that, except in the event of a material breach of this
Agreement by the Company, for a period of one year after the termination
of the Executive's active employment with the Company (whether such
termination occurs before or after the expiration of the term of this
Agreement), he shall not, except as permitted by the Company's prior
written consent, engage in, be employed by, or in any way advise or act
for, or have any financial interest in, any business that, as of the date
of such termination, is engaged directly or indirectly in a business that
is similar or identical to any business engaged in by the Company or any
of its subsidiaries that was within the scope of the Executive's duties,
activities or knowledge. The geographic scope of the Executive's
agreement not to compete shall extend to all of the United States and to
any other country if the Company has directly or indirectly (i) sold
product for delivery to a customer in that country during the 36 months
preceding the date of termination, (ii) actively sought to sell product
for delivery to any customer in that country during such period or (iii)
made plans, in which the Executive participated, to sell product for
delivery to any customer in that country during such period, whether or
not the Company pursued or abandoned such plans prior to the date of
termination. The ownership of minority and noncontrolling shares of any
corporation whose shares are listed on a recognized stock exchange or
traded in an over-the-counter market, even though such corporation may be
a competitor of the Company or any subsidiary specified above, shall not
be deemed as constituting a financial interest in such competitor. This
covenant shall survive the termination of this Agreement.

7. Confidential Information.

(a) Defined. "Confidential Information" shall mean ideas,
information, knowledge and discoveries, whether or not patentable, that
are not generally known in the trade or industry and about which the
Executive has knowledge as a result of his employment with the Company,
including without limitation defense product engineering information,
marketing, sales, distribution, pricing and bid process information,
product specifications, manufacturing procedures, methods, business plans,
marketing plans, internal memoranda, formulae, trade secrets, know-how,
research and development and other confidential technical or business
information and data. Confidential Information shall not include any
information that the Executive can demonstrate is in the public domain by
means other than disclosure by the Executive.

(b) Nondisclosure. For a period of five years after the
termination of the Executive's active employment with the Company (whether
such termination occurs before or after the expiration of the term of this
Agreement) and indefinitely thereafter in respect of any Confidential
Information that constitutes a trade secret or other information protected
by law, the Executive will keep confidential and protect all Confidential
Information known to or in the possession of the Executive, will not
disclose any Confidential Information to any other person and will not use
any Confidential Information, except for use or disclosure of Confidential
Information for the exclusive benefit of the Company as it may direct or
as necessary to fulfill the Executive's continuing duties as an employee
of the Company.

(c) Return of Property. All memoranda, notes, records, papers,
tapes, disks, programs or other documents or forms of documents and all
copies thereof relating to the operations or business of the Company or
any of its subsidiaries that contain Confidential Information, some of
which may be prepared by the Executive, and all objects associated
therewith in any way obtained by him shall be the property of the Company.
The Executive shall not, except for the use of the Company or any of its
subsidiaries, use or duplicate any such documents or objects, nor remove
them from facilities and premises of the Company or any subsidiary, nor
use any information concerning them except for the benefit of the Company
or any subsidiary, at any time. The Executive will deliver all of the
aforementioned documents and objects, if any, that may be in his
possession to the Company at any time at the request of the Company.

8. Termination for Cause.

(a) By the Company. The Executive agrees that this agreement
may be terminated by the Company at any time for theft, dishonesty,
fraudulent conduct, disclosure of trade secrets, gross dereliction of duty
or other grave misconduct on the part of the Executive which is
substantially injurious to the Company.

(b) By the Executive. The Executive may terminate this
Agreement at any time in the event of a material breach by the Company of
the terms and conditions of this Agreement.

9. Continuing Liability. Unless this Agreement is terminated
by the Company as provided in Section 8 and except in the event of the
voluntary resignation (other than pursuant to Section 8), retirement,
disability, or death of the Executive, the Company shall have no right to
terminate the Agreement without the continuing liability to the Executive
for the unexpired term for the Base Salary and fringe benefits provided in
this Agreement, in which event:

(a) An amount equal to the largest bonus paid or payable to the
Executive by the Company with respect to any 12 consecutive month period
during the three years ending with the date of termination of this
Agreement shall be considered an increase in Base Salary as of January 1
of the year in which such termination occurs for the purpose of
determining continued liability to the Executive; and

(b) The Company shall provide the Executive with fringe
benefits, but in no event shall fringe benefits be reduced in type or
amount from the level of fringe benefits being received by the Executive
as of the date of termination of this Agreement.

The Company shall have a continuing liability to the Executive in the
event the Executive terminates this Agreement pursuant to the provisions
of Section 8(b) unless the Board of Directors of the Company shall
determine in good faith that there has not been such a material breach by
the Company as to constitute good cause for termination by the Executive
pursuant to Section 8(b). In the event of such determination, the
Executive shall be deemed to have voluntarily resigned without cause;
provided, however, that any such determination by the Board of Directors
shall be subject to judicial review.

10. Successors.

(a) This Agreement is personal to the Executive and without the
prior written consent of the Company shall not be assignable by the
Executive otherwise than by will or the laws of descent and distribution.
This Agreement shall inure to the benefit of and be enforceable by the
Executive's legal representatives.

(b) This Agreement shall inure to the benefit of and be binding
upon the Company and its successors.

11. Miscellaneous.

(a) Severability. This Agreement is to be governed by and
construed according to the laws of the State of Wisconsin. If any
provision of this Agreement shall be held invalid and unenforceable for
any reason whatsoever, such provision shall be deemed deleted and the
remainder of the Agreement shall be valid and enforceable without such
provision.

(b) Amendments. This Agreement may be modified only in writing
signed by the parties hereto.

(c) Notices. All notices and other communications hereunder
shall be in writing and shall be given by hand delivery to the other party
or by registered or certified mail, return receipt requested, postage
prepaid, addressed as follows:

(i) If to the Executive:

Paul C. Hollowell
1004 Washington Avenue
Oshkosh, WI 54901
or, in person, by hand to the Executive at the
Executive's place of employment

(ii) If to the Company:

Oshkosh Truck Corporation
2307 Oregon Street
P. O. Box 2566
Oshkosh, WI 54903-2566
Attn: Corporate Secretary

or to such other address as either party shall have furnished to the other
in writing in accordance herewith. Notices and communications shall be
effective when personally delivered or on the second business day
following the day on which such item was mailed.

(d) Entire Agreement. This Agreement contains the entire
understanding between the Company and the Executive with respect to the
subject matter hereof, except for the following additional agreements
between the Company and the Executive:

(i) Key Executive Employment and Severance Agreement
(the "KEESA");

(ii) Any stock option agreement under the Company's
1990 Incentive Stock Plan, as amended; and

(iii) Any award agreement under the Company's 1994
Long-Term Incentive Compensation Plan.

Anything in this Agreement to the contrary notwithstanding, in the event
of a Change in Control of the Company (as defined in the KEESA) at a time
that the KEESA is in effect, then the rights and obligations of the
Company and the Executive in respect of the Executive's employment shall
be determined in accordance with the KEESA rather than under this
Agreement.

IN WITNESS WHEREOF, the parties have caused this Agreement to be
duly executed as of the day and year first above written.

OSHKOSH TRUCK CORPORATION

By:
R. Eugene Goodson

Title:

Date:

Attest:

AGREED TO:

By:
Paul C. Hollowell

Title:

Date:

Attest:

JAMES J. WILLIAMSON GABE BOUCK, 1849-1904
TIMOTHY M. DEMPSEY DEMPSEY, MAGNUSEN, JOHN F. KLUWIN, 1893-1931
RONALD L. LAMPE WILLIAMSON & LAMPE GEORGE HILTON, 1885-1942
NICHOLAS J. MEEUWSEN ATTORNEYS AT LAW WILLIAM C. BOUCK, 1895-1955
TIMOTHY R. YOUNG FIRSTAR BANK EDWARD J. DEMPSEY, 1906-1956
JOHN M. KELLY BUILDING RAY C. DEMPSEY, 1932-1960
CHARLES J. HERTEL P.O. BOX 886 JOSEPH F. DEMPSEY, 1936-1972
OSHKOSH, WISCONSIN 54902
OSHKOSH 414/235-7300 RIPON 414/748-5415

ELIZABETH SITTERLY FAX 414-235-2011 OF COUNSEL:
MICHAEL D. GOLDEN JOHN E. DEMPSEY
LEWIS C. MAGNUSEN

July 6, 1994

Oshkosh Truck Corporation
2307 Oregon St.
P.O. Box 2566
Oshkosh, WI 54903
ATTN: Fred Schulte

RE: Cadence Company

Dear Fred:

Per our conversation of last Friday, Cadence Company has authorized me to
advise Oshkosh Truck Corporation that they will consent to a 5-year
extension of the lease of the PDC property on Waukau Ave. at the contract
rental price of $128,400.00 per year, payable in monthly installments
according to the terms of the lease. At the same time, they have declined
the offer of Oshkosh Truck Corporation to purchase the property on your
offer price.

Very truly yours,

Dempsey, Magnusen, Williamson & Lampe

Timothy M. Dempsey

TMD:nlm

cc: S. Mosling
J. P. Mosling, Jr.
J. Malczweski

Exhibit 10.15

OSHKOSH TRUCK CORPORATION
(a Wisconsin corporation)

1994 Long-Term Incentive Compensation Plan
Award Agreement

Participant:

Participant's Address:

Date of Award:

Target Award Number:

Performance Period:

Performance Measure:

Threshold Performance:

Target Performance:

Maximum Performance:

Oshkosh Truck Corporation and the above-named Participant hereby
agree as follows:

1. Grant of Award. In consideration of the employment of the
Participant, Oshkosh Truck Corporation, a Wisconsin corporation
(hereinafter called the "Corporation"), grants to the Participant an Award
in respect of the Target Award Number of Performance Share Units set forth
above relating to the Performance Period identified above, all on the
terms and conditions hereinafter stated.

2. Plan. The Award is granted under and pursuant to the
Oshkosh Truck Corporation 1994 Long-Term Incentive Compensation Plan
adopted March 29, 1994 (herein called the "Plan") and is subject to each
and all of the provisions thereof, a copy of which Plan has previously
been furnished or made available to the Participant. All capitalized
terms not otherwise defined herein shall have the meanings assigned to
such terms in the Plan.

3. Vesting. Subject to Section 6.6 of the Plan, this Award
shall vest on the last day of the Corporation's last fiscal year in the
Performance Period identified above. If the Participant's employment with
the Corporation terminates prior to the date this Award has vested, then
the Participant shall not be entitled to receive any payment hereunder in
respect of the Award. Notwithstanding the foregoing sentence:

(a) The Committee may, in its sole discretion, provide for
the payment, in whole or in part, in respect of the unvested
Award if the Participant's employment with the Corporation
terminates by reason of the Participant's death or Disability.

(b) In the event of the Participant's Retirement on or
after the date on which the first one-half of the Performance
Period identified above has elapsed, the Participant shall be
entitled to a payment in respect of the Award under the
circumstances and in the manner and in the amount set forth in
the Plan.

(c) If there is a Change of Control during the Performance
Period identified above while the Participant is an employee of
the Corporation, then (i) the Award shall be deemed vested if
the Award has not theretofore vested, (ii) the Final Award
Number for the Award shall be deemed equal to the Target Award
Number set forth above and (iii) the Participant shall be
entitled to a payment in respect of the Award in the manner and
in the amount set forth in the Plan.

4. Final Award Number. As soon as practicable after the
completion of the Performance Period identified above, the Committee shall
certify in writing (or otherwise evidence such action in accordance with
the Plan) the Company's performance in respect of the Performance Measure
set forth above for the Performance Period identified above. The
Committee shall also certify in writing (or otherwise evidence such action
in accordance with the Plan) the comparison of such performance with the
Threshold Performance, Target Performance and Maximum Performance set
forth above. The Final Award Number of Performance Share Units for such
Performance Period shall be calculated for the Participant for such
Performance Period by multiplying the Target Award Number set forth above
by a percentage determined in accordance with the following table, subject
to the additional conditions and limitations set forth in the Plan:

Actual Performance Applicable Percentage

Below Threshold Performance 0%
Threshold Performance 50%
Target Performance 100%
Maximum Performance 150%
Above Maximum Performance 150%

If the Corporation's performance falls between Threshold Performance and
Target Performance or between Target Performance and Maximum Performance,
then the applicable percentage shall be determined by linear interpolation
between the applicable points.

5. Payment of Award. As soon as practicable after the
determination of the Final Award Number for this Award, the Corporation
shall pay the Participant the value of the Final Award Number of
Performance Share Units. Such payment shall be made, in the sole
discretion of the Committee, in cash, Stock or a combination of cash and
Stock.

6. No Rights. Unless and until shares of Stock are issued and
payments are made to the Participant with respect to this Award, the
Participant shall have no interest or rights as a result of this Award in
or to any specific assets or property of the Corporation or any shares of
Stock, and the Participant shall have no right to vote any shares of Stock
or to dividends paid on Stock as a result of this Award.

7. Withholding Tax. In the event the Corporation determines
that it is required to withhold state or federal income tax or FICA tax as
a result of this Award, as a condition to the Participant's right to
receive payment in respect of this Award, the Participant will make
arrangements satisfactory to the Corporation to enable it to satisfy such
withholding requirements.

8. Legality of Issuance. No shares of Stock shall be issued
in connection with this Award unless and until the Corporation has
determined that:

(a) It and the Participant have taken all actions required
to register the shares of Stock under the Securities Act of
1933, as amended (the "Securities Act"), or to perfect an
exemption from the registration requirements thereof;

(b) Any applicable requirements of any stock exchange on
which the Stock is listed or market on which the Stock is quoted
have been satisfied; and

The Corporation shall not be obligated pursuant to the terms of this
Agreement to register the shares of Stock under the Securities Act.

9. Restrictions on Transfers. Regardless of whether the
offering and sale of shares of Stock acquired under the Plan have been
registered under the Securities Act, or have been registered or qualified
under the securities laws of any state, the Corporation may impose
restrictions upon the sale, pledge or other transfer of such shares of
Stock (including the placement of appropriate legends on stock
certificates) if, in the judgment of the Corporation and its counsel, such
restrictions are necessary or desirable in order to achieve compliance
with the provisions of the Securities Act, the securities laws of any
state or any other law. In the event that the delivery of shares of Stock
under the Plan is not registered under the Securities Act but an exemption
is available which requires an investment representation or other
representation, the Participant represents and agrees that the shares of
Stock that may be acquired pursuant to this Award shall be acquired for
investment, and not with a view to the sale or distribution thereof.
Stock certificates evidencing shares of Stock acquired under the Plan
pursuant to an unregistered transaction shall bear the following or a
similar restrictive legend as required or deemed advisable under the
provisions of any applicable law:

"THE SHARES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN
REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED
(`SECURITIES ACT'). ANY TRANSFER OF SUCH SECURITIES WILL BE
INVALID UNLESS A REGISTRATION STATEMENT UNDER THE
SECURITIES ACT IS IN EFFECT AS TO SUCH TRANSFER OR IN THE
OPINION OF COUNSEL FOR THE ISSUER SUCH REGISTRATION IS
UNNECESSARY IN ORDER FOR SUCH TRANSFER TO COMPLY WITH THE
SECURITIES ACT."

10. Removal of Legends. If, in the opinion of the Corporation
and its counsel, any legend placed on a stock certificate representing
shares of Stock issued under the Plan is no longer required, the holder of
such certificate shall be entitled to exchange such certificate for a
certificate representing the same number of shares of Stock but lacking
such legend.

11. No Right to Continued Employment. This grant shall not
confer upon the Participant any right with respect to continuance of
employment by the Corporation or any Subsidiary nor shall it interfere in
any way with the right of his employer to terminate such employment at any
time, subject to the terms and conditions of any other agreements between
the Corporation and the Participant.

12. Miscellaneous.

(a) Entire Agreement. This Agreement and the Plan
together constitute the entire agreement between the parties
hereto with respect to the subject matter hereof and thereof,
and there have been and are no restrictions, promises,
agreements or covenants between the parties other than those set
forth or provided for herein.

(b) Assignment. Except as specifically provided herein or
in the Plan, neither this Agreement nor any of the rights,
interests or obligations contained herein shall be assigned by
either of the parties hereto without the prior written consent
of the other party, and any attempted assignment without such
written consent shall be null and void and without legal effect.
Subject to the foregoing sentence, this Agreement shall be
binding upon and inure to the benefit of the respective parties
hereto and their permitted successors and assigns.

(c) Amendment or Modification. No term or provision of
this Agreement may be amended, modified or supplemented orally,
but only by an instrument in writing signed by the party against
which or whom the enforcement of the amendment, modification or
supplement is sought.

(d) Counterparts. This Agreement may be executed in two
or more counterparts, each of which shall be deemed an original,
but all of which together shall constitute one and the same
instrument.

(e) Governing Law. This Agreement shall be governed by
the internal laws of the State of Wisconsin as to all matters,
including but not limited to matters of validity, construction,
effect, performance and remedies.

IN WITNESS WHEREOF, the Corporation has caused this Agreement to
be duly executed, and the Participant has executed this Agreement, all as
of the day and year first above written.

OSHKOSH TRUCK CORPORATION

By __________________________
Title

Attest: _____________________

The undersigned Participant hereby accepts the Award granted
hereunder and designates ________________________ as the beneficiary to
whom the Award may be transferred in the event of my death. I understand
that the foregoing designation may be revoked by me in writing at any time
under Subsection 7.1 of the Plan and that if no designation is in effect
at the time of my death the Award shall be transferred to my estate.

_____________________________
[Participant]

Exhibit 13

Oshkosh Truck Corporation
1995 Annual Report

["Shareholder Information" section]

Shareholder Information

Annual Meeting
The Annual Meeting of Shareholders of Oshkosh Truck Corporation will
be held on Monday, January 22, 1996, at 10:00 a.m. at the Experimental
Aircraft Association Museum, 3000 Poberezny Road, Oshkosh, Wisconsin 54901

Stock Listing
Oshkosh Truck Corporation Class B common stock is quoted on the
National Market System of the National Association of Securities Dealers
Automated Quotations. The trading symbol is OTRKB.

Form 10-K
Copies of the company's Form 10-K as filed with the Securities and
Exchange Commission are available free of charge by written request to the
Chief Financial Officer of the company.

Transfer Agent and Registrar
Firstar Trust Company
P.O. Box 2077
Milwaukee, Wisconsin 53201

Independent Auditors
Ernst & Young LLP
111 East Kilbourn Avenue, Suite 900
Milwaukee, Wisconsin 53202

Corporate Headquarters
2307 Oregon Street
Oshkosh, Wisconsin 54901

Mailing Address and Telephone
Oshkosh Truck Corporation
P.O. Box 2566
Oshkosh, Wisconsin 54903-2566
414-235-9151

<PAGE>
["Financial Highlights" section]

Financial Highlights

Years ended September
(In thousands, except per share amounts)

1995 1994 1993 1992 1991
Net Shipments $437,907 $582,475 $537,065 $562,361 $349,267

Income From
Continuing
Operations 11,637 13,558 1,596(1) 13,607 5,958
Per Share 1.32 1.56 .18(1) 1.57 .69

Discontinued
Operations (2,421) (504) (533) (4,836) (5,203)
Per Share (.28) (.06) (.06) (.56) (.60)

Net Income 9,216 13,054 1,063(1) 8,771 755
Per Share 1.04 1.50 .12(1) 1.01 .09

Dividends Per
Share
Class A .435 .435 .435 .435 .435
Class B .500 .500 .500 .500 .500

Total Assets 200,916 198,678 235,386 247,390 205,605

Expenditures for
Property,
Plant, and
Equipment 5,347 5,178 7,697 9,494 5,519

Depreciation 7,385 8,300 7,496 6,502 5,513

Working Capital 91,777 82,010 100,967 118,026 62,427

Long-Term Debt
(Less Current
Maturities) - 37 39,119 58,100 -

Shareholders'
Equity 133,413 121,558 112,004 116,130 111,648
Per Share 14.82 13.96 12.89 13.37 12.86

Backlog 350,000 498,000 437,000 487,000 615,000

(1) After a charge of $4,088, or $.47 per share, to reflect the
cumulative effect of change in method of accounting for
postretirement benefits.

<PAGE>
["Management's Discussion and Analysis of Results of Operations and
Financial Condition" section]

Management's Discussion and Analysis of Results of Operations and
Financial Condition

Results of Operations
Year Ended September 30, 1995
Compared to Year Ended September 30, 1994

Net shipments were $437.9 million for fiscal 1995, a decrease of $144.6
million, compared to shipments of $582.5 million in fiscal 1994. Income
from continuing operations for fiscal 1995 was $11.6 million ($1.32 per
share), compared to $13.6 million ($1.56 per share) in fiscal 1994.
During the fiscal 1995 third quarter, the company sold its chassis
manufacturing business in the U.S. and its interest in a joint venture in
Mexico producing chassis for the Mexican market to Freightliner
Corporation. The results of these activities are reported as discontinued
operations and result in a charge to income in each period reported. The
gain from the sale of its U.S. business was positive; however, the net
result of discontinued operations was a loss of $2.4 million. Net income
for fiscal 1995, including discontinued operations, was $9.2 million
($1.04 per share). Net income for fiscal 1994, including a loss from
discontinued operations of $0.5 million, was $13.1 million ($1.50 per
share).

Net shipments of commercial products increased in fiscal 1995 while
defense products declined from the historically high levels which existed
in the 1992 through 1994 fiscal years. Shipments to commercial markets
increased by $20.5 million to $176.8 million during fiscal 1995. This
volume increase resulted from higher unit shipments of construction and
airport products which more than offset a decrease in trailer shipments as
the trailer industry slowed late in the fiscal year. Shipments of defense
products decreased by $165.1 million to $261.1 million in fiscal 1995.
The fiscal 1995 shipments are comprised almost exclusively of shipments
under the Palletized Load System (PLS) and the Heavy Expanded Mobility
Tactical Truck (HEMTT) contracts. Production under the PLS contract
declined due to an anticipated contractual decrease in the production rate
during fiscal 1995. These decreases were offset by a resumption of HEMTT
production which had earlier concluded midway through the 1993 fiscal
year. Most significantly, the Heavy Equipment Transporter (HET) contract
ended in fiscal 1994, accounting for nearly the entire decrease in defense
shipments. Defense export shipments were $1.6 million in fiscal 1995,
compared to $3.9 million in fiscal 1994. Commercial export shipments were
$17.5 million and $12.1 million, respectively, in fiscal 1995 and 1994.
Virtually all of the company's revenues are derived from customer orders
prior to commencing production.

Gross profits during fiscal 1995 were $58.1 million, or 13.3% of net
shipments, compared to $73.0 million, or 12.5% of net shipments for fiscal
1994. Gross profits decreased reflecting the decreased volumes. The
improved margin performance is reflective of control over material costs
and continuing improved efficiencies in the manufacturing process.

Operating expenses decreased 22.4% to $39.0 million, or 8.9% of net
shipments in fiscal 1995, compared to $50.3 million, or 8.6% of net
shipments during fiscal 1994. Fiscal 1994 includes charges of $3.1
million relating to a reduction of work force in anticipation of lower
levels of business. The remaining decrease in operating expenses relates
to strong controls over expense levels and decreased volumes in fiscal
1995 compared to fiscal 1994.

Interest income, net of interest expense, was $0.3 million during
fiscal 1995, compared to net interest expense of $0.5 million during
fiscal 1994. The improvement is due to decreased working capital
requirements during the first two quarters of fiscal 1995, cash proceeds
from the sale of the U.S. chassis business and the purchase of common
stock and warrants by Freightliner Corporation in June 1995.

The effective income tax rate for combined federal and state income
taxes in fiscal 1995 was 38.5% compared to 38.7% in fiscal 1994.

Results of Operations
Year Ended September 30, 1994
Compared to Year Ended September 25, 1993

Net shipments were $582.5 million for fiscal 1994, an increase of $45.4
million, compared to shipments of $537.1 million in fiscal 1993. Income
from continuing operations for fiscal 1994 was $13.6 million ($1.56 per
share) compared to income from continuing operations of $5.7 million ($.65
per share), before cumulative effect of accounting change for the adoption
of Statement of Financial Accounting Standards (SFAS) No. 106, "Employers'
Accounting for Postretirement Benefits Other Than Pensions," and a loss
from discontinued operations for fiscal 1993.

Net income for fiscal 1994, including discontinued operations was $13.1
million ($1.50 per share). Net income for fiscal 1993, including the non-
cash SFAS 106 accounting change of $4.1 million ($.47 per share), and a
loss from discontinued operations of $0.5 million, was $1.1 million ($.12
per share).

Net shipments of both commercial and defense products increased
compared to the previous year. Shipments to commercial markets increased
by $35.2 million to $156.3 million during fiscal 1994. This volume
increase resulted from higher shipments of construction vehicles and
trailers compared to the prior year. Shipments of defense products
increased by $10.2 million to $426.2 million in fiscal 1994. The fiscal
1994 shipments are comprised almost exclusively of shipments under the PLS
and HET contracts. Production under the PLS and HET contracts more than
offset declines due to completion of other defense contracts during fiscal
1993. The PLS and HET programs went to full rate production during fiscal
1993 while production of the HEMTT ended during fiscal 1993. The company
also completed a contract for U.S. Air Force snow removal equipment during
fiscal 1993. Defense export shipments were $3.9 million in fiscal 1994,
compared to $49.3 million in fiscal 1993. Commercial export shipments
were $12.1 million and $13.2 million, respectively, in fiscal 1994 and
1993. Virtually all of the company's revenues are derived from customer
orders prior to commencing production.

Gross profits during fiscal 1994 were $73.0 million or 12.5% of
shipments, up from $56.5 million or 10.5% of shipments in fiscal 1993.
The improved margin performance is attributable to increased volume and
production efficiency.

Operating expenses increased 12.4% to $50.3 million, or 8.6% of
shipments in fiscal 1994, compared to $44.7 million, or 8.3% of shipments
during fiscal 1993. Fiscal 1994 includes charges of $3.1 million relating
to a reduction of work force in anticipation of lower levels of business.
The remaining increased operating expense is due to increase volume in
fiscal 1994 compared to a year earlier.

Interest expense, net of interest income, decreased to $0.5 million,
compared to $3.5 million during fiscal 1993. This decrease is due to
decreased working capital requirements throughout fiscal 1994.

The effective income tax rate for combined federal and state income
taxes in fiscal 1994 was 38.7%. This compared to 33.8% in fiscal 1993.
The lower rate in fiscal 1993 is due to proportionately higher export
shipments and a lower federal statutory rate.

Liquidity and Capital Resources

Working capital was $91.8 million at year-end fiscal 1995, compared to
$82.0 million at year-end fiscal 1994. This increase is due to cash
proceeds from the sale of the company's U.S. chassis business to
Freightliner Corporation, and Freightliner's purchase of common stock and
warrants. Net current assets of discontinued operations declined $12.6
million at September 30, 1995, compared to the 1994 fiscal year-end. Cash
and cash equivalents increased to $29.7 million at September 30, 1995,
from $15.8 million at year-end fiscal 1994.

The company achieved favorable cash flow performance in fiscal 1995,
generating $10.5 million in cash, net, as a result of the discontinued
operating results, and the sale of the company's U.S. chassis business to
Freightliner Corporation, $8.6 million from the sale of common stock and
warrants to Freightliner, and $6.3 million from operations. This funded
dividend payments of $4.4 million, capital additions and investing
activities of $6.3 million, and the purchase of treasury stock of $.8
million.

During the prior year, operating activities generated $67.7 million in
cash, primarily from contraction of working capital in line with lower
business volumes. This funded dividend payments of $4.3 million,
reductions in long-term debt of $39.1 million, capital and investing
activities of $6.4 million, while discontinued operations consumed cash of
$2.9 million.

As of September 30, 1995, the company expects to ultimately realize
additional cash receipts of approximately $3.0 million when remaining
asset and liability issues related to sale of the chassis businesses are
settled.

The company believes its internally generated cash flow, supplemented
by progress payments when applicable, and the existing credit facilities
will be adequate to meet working capital and other operating and capital
requirements of the company in the foreseeable future.

The company is dependent on its shipments of defense products to the
U.S. Government as evidenced by shipments of 60% and 73% of total
shipments during fiscal 1995 and 1994, respectively. Substantial
decreases in the company's level of defense business from the current
level could have an adverse effect on the company's profitability. The
company expects to maintain approximately the current level of sales to
the U.S. Government in fiscal 1996. The PLS contract will remain in
production through August 1996 at the current rate.

Additional orders could increase the current rate of production or
extend the period of production. The company remains optimistic about its
defense business prospects and its ability to sustain a reasonable level
of business into the future. The expected effect of the decline in
defense shipments on operations is that profitability could be negatively
impacted if the company does not take measures to decrease operating
expenses. The impact of a decline in defense shipments on the liquidity
of the company will be to improve liquidity due to the reduction of
working capital previously required in support of this business.

Inflation

The company believes that the risks of inflation are minimized by the
nature of its businesses. All revenue derived by the company from its
contracts with the U.S. Government were received under firm fixed-price
contracts. The company prices major government programs and contracts on
a current basis that takes into account cost increases expected to occur
during performance of the contract. Generally, major suppliers receive
terms from the company similar to what the company receives under its
contracts with the U.S. Government. Commercial business is performed on
the basis of pricing specific orders. Any impact from inflation will be
minimized by the company's ability to include inflationary cost increases
in prices.

Backlog

The company's backlog at year-end fiscal 1995 was $350 million,
compared to $498 million the previous year. The change in backlog
represents delivery of products on long-term contracts net of additional
funding received. Backlog on U.S. Government contracts comprises $325
million of the year-end backlog with the remainder being commercial.

Environmental

The company continues to be engaged in enviromental monitoring
activities that include both investigation and remediation. The company
does not anticipate that costs relating to enviromental activities will
have a material adverse impact on the company's financial condition.

Quality

The company received the International ISO 9001 quality certification
during the 1995 fiscal year. This recognition of the company's quality
and productivity improves its competitive position worldwide.

Stock Buyback

In July 1995, the company's board of directors authorized repurchase of
up to 1,000,000 shares of Class B common stock. As of December 8, 1995,
the company has repurchased 194,900 shares under this program at a cost of
$2.8 million.

<PAGE>
[Consolidated financial statements section]

Consolidated Balance Sheets

September 30, 1995, and 1994
(In thousands, except share and per share amounts)

ASSETS 1995 1994
Current assets:
Cash and cash equivalents $ 29,716 $ 15,836
Receivables, net of allowance for
doubtful accounts of $477 in 1995
and $431 in 1994 (Note 2) 57,374 49,768
Inventories (Note 3) 45,781 45,743
Prepaid expenses 4,363 6,309
Refundable income taxes 165 801
Deferred income taxes (Note 4) 4,516 8,156
Net current assets of discontinued
operations (Note 10) 3,273 15,882
------- -------
Total current assets 145,188 142,495

Deferred charges 2,978 2,884
Deferred income taxes (Note 4) 2,389 626
Other assets 10,437 10,551
Net long-term assets of discontinued
operations (Note 10) - 67

Property, plant and equipment, at cost:
Land 5,522 5,495
Buildings 30,118 28,982
Machinery and equipment 68,630 65,312
-------- --------
104,270 99,789
Less accumulated depreciation (64,346) (57,734)
-------- --------
Net property, plant and equipment 39,924 42,055
-------- --------
Total assets $200,916 $198,678
======== ========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 28,266 $ 32,580
Payroll-related obligations 5,526 5,808
Accrued warranty 3,084 3,820
Other current liabilities 16,535 18,277
-------- --------
Total current liabilities 53,411 60,485

Postretirement benefit obligations (Note 7) 8,839 8,159
Other long-term liabilities (Note 7) 5,026 8,476
Net long-term liabilities of discontinued
operations (Note 10) 227 -
Commitments and contingencies (Notes 1 and 6)
Shareholders' equity (Notes 7 and 8):
Preferred stock, par value $.01 per
share, 2,000,000 shares authorized,
none issued - -
Common stock, par value $.01 per share:
Class A, 1,000,000 shares authorized,
427,262 and 449,370 shares issued in
1995 and 1994, respectively 4 4
Class B, 18,000,000 shares authorized,
8,930,903 and 8,558,795 shares issued
in 1995 and 1994, respectively 89 86
Paid-in capital 16,533 7,623
Retained earnings 121,697 116,890
------- -------
138,323 124,603
Cost of Class B common stock in treasury;
353,617 shares in 1995 and 300,367
shares in 1994 (3,403) (2,591)
Pension liability adjustment (Note 7) (1,507) (454)
------- -------
Total shareholders' equity 133,413 121,558
------- -------
Total liabilities and shareholders' equity $200,916 $198,678
======= =======
See accompanying notes

<PAGE>
Consolidated Statements of Income

Years ended September 30, 1995, 1994, and September 25, 1993
(In thousands, except per share amounts)
1995 1994 1993

Continuing operations:
Net shipments (Note 9) $437,907 $582,475 $537,065
Cost of goods sold 379,799 509,458 480,556
------- ------- -------
Gross profit 58,108 73,017 56,509

Operating expenses:
Selling, general and administrative 33,540 43,660 35,752
Engineering, research and development 5,443 6,597 8,973
------- ------- -------
Total operating expenses 38,983 50,257 44,725
------- ------- -------
Income from operations 19,125 22,760 11,784

Other income (expense):
Interest expense (511) (770) (3,533)
Interest income 774 249 64
Miscellaneous, net (466) (137) 270
------- ------- -------
(203) (658) (3,199)
------- ------- -------
Income from continuing operations before
income taxes and accounting change 18,922 22,102 8,585

Provision for income taxes (Note 4) 7,285 8,544 2,901
------- ------- -------

Income from continuing operations before
accounting change 11,637 13,558 5,684

Cumulative effect of change in method of
accounting for postretirement benefits,
net of income tax benefit of $2,726
(Note 7) - - 4,088
------- ------- -------
Income from continuing operations 11,637 13,558 1,596

Discontinued operations (Note 10):
Loss from discontinued operations,
net of income tax benefit (provision)
of $1,623 in 1995, ($353) in 1994,
and $128 in 1993 (3,137) (504) (533)
Gain on disposal of operations,
including income tax benefit of $357 716 - -
-------- ------- -------
(2,421) (504) (533)
-------- -------- -------
Net income $ 9,216 $ 13,054 $ 1,063
======== ======== =======
Earnings per common share:
Income from continuing operations
before accounting change $ 1.32 $ 1.56 $ .65
Cumulative effect of accounting
change - - (.47)
Discontinued operations (.28) (.06) (.06)
------- ------- -------
Net income $ 1.04 $ 1.50 $ 0.12
======= ======= =======

See accompanying notes

<PAGE>
<TABLE>
Consolidated Statements of Shareholders' Equity

Years ended September 30, 1995, 1994, and September 25, 1993
(In thousands, except share and per share amounts)
<CAPTION>
Pension
Common Paid-In Retained Treasury Liability
Stock Capital Earnings Stock Adjustment Total

<S> <C> <C> <C> <C> <C> <C>
Balance at September 30, 1992 $90 $17,399 $111,410 $(2,769) $ - $116,130
Net income - - 1,063 - - 1,063
Cash dividends:
Class A common
($.435 per share) - - (196) - - (196)
Class B common
($.500 per share) - - (4,119) - - (4,119)
Exercise of stock options - - - 2 - 2
Pension liability adjustment
(Note 7) - - - - (876) (876)
------- ------ ------- ------- ------- -------
Balance at September 25, 1993 90 7,399 108,158 (2,767) (876) 112,004
Net income - - 13,054 - - 13,054
Cash dividends:
Class A common
($.435 per share) - - (196) - - (196)
Class B common
($.500 per share) - - (4,126) - - (4,126)
Exercise of stock options - 34 - 176 - 210
Incentive compensation awards - 190 - - - 190
Pension liability adjustment
(Note 7) - - - - 422 422
------- ------ ------- ------- ------- -------
Balance at September 30, 1994 90 7,623 116,890 (2,591) (454) 121,558
Sale of 350,000 shares of
common stock 3 5,247 - - - 5,250
Sale of 1,250,000 stock
warrants - 4,187 - - - 4,187
Common stock issuance costs
and stock restriction agreement - (863) - - - (863)
Net income - - 9,216 - - 9,216
Cash dividends:
Class A common
($.435 per share) - - (191) - - (191)
Class B common
($.500 per share) - - (4,218) - - (4,218)
Purchase of treasury stock - - - (933) - (933)
Exercise of stock options - 12 - 121 - 133
Incentive compensation awards - 327 - - - 327
Pension liability adjustment
(Note 7) - - - - (1,053) (1,053)
------- ------- ------- ------- ------- -------
Balance at September 30, 1995 $93 $16,533 $121,697 $(3,403) $(1,507) $133,413
======= ======= ======= ======= ======= ========

</TABLE>
See accompanying notes

<PAGE>
Consolidated Statements of Cash Flows

Years ended September 30, 1995, 1994, and September 25, 1993
(In thousands)
1995 1994 1993
Operating activities:
Net income $11,637 $13,558 $ 1,596
Adjustments to reconcile net
income to net cash provided
by operating activities:
Depreciation and amortization 8,409 9,278 8,292
Deferred income taxes 2,577 (3,659) (7,279)
Cumulative effect of accounting
change - - 6,814
Loss on disposal of property,
plant and equipment 93 500 373
Changes in operating assets and
liabilities:
Receivables (7,606) 35,241 (18,196)
Inventories (38) 14,494 30,294
Prepaid expenses 1,946 (739) (2,881)
Deferred charges (94) 5,244 4,881
Accounts payable (4,314) (15,002) 2,002
Income taxes 636 (1,421) 3,943
Payroll-related obligations 313 587 (93)
Accrued warranty (736) 1,810 419
Other current liabilities (1,779) 5,362 1,630
Other long-term liabilities (4,764) 2,455 4,076
------- ------- -------
Total adjustments (5,357) 54,150 34,275
------- ------- -------
Net cash provided by operating
activities 6,280 67,708 35,871
------- ------- -------
Investing activities:
Additions to property, plant and
equipment (5,347) (5,178) (7,182)
Increase in other assets (937) (1,243) (4,837)
------- ------- --------
Net cash used by investing activities (6,284) (6,421) (12,019)
------- ------- --------
Net cash provided (used) by
discontinued operations 10,482 (2,851) 702

Financing activities:
Net payments on lines of credit - (39,082) (19,871)
Sale of common stock and common
stock warrants, net of issuance
costs 8,574 - -
Purchase of treasury stock and
proceeds from exercise of stock
options, net (800) 210 2
Dividends paid (4,372) (4,320) (4,314)
------- ------- -------
Net cash provided (used) by
financing activities 3,402 (43,192) (24,183)
------- ------- -------
Increase in cash and cash equivalents 13,880 15,244 371
Cash and cash equivalents at
beginning of year 15,836 592 221
------- ------- -------

Cash and cash equivalents at end
of year $29,716 $15,836 $ 592
====== ====== =======
Supplementary disclosures:
Cash paid for interest:
Continuing operations $ 605 $ 858 $ 3,524
Discontinued operations $ 709 $ 994 $ 703
Cash paid for income taxes $ 2,114 $13,972 $ 3,382

See accompanying notes.

<PAGE>
Notes To Consolidated Financial Statetments

Years ended September 30, 1995, 1994, and September 25, 1993.
(In thousands, except share and per share amounts.)

1. Summary of Significant Accounting Policies

Consolidation and Presentation

The consolidated financial statements include the accounts of Oshkosh
Truck Corporation and its wholly owned subsidiaries (collectively referred
to as the company).

Government Contracts

The company derives a significant portion of its revenue from the U.S.
Government (see Note 9). Inherent in doing business with the U.S.
Government are certain risks, including technological changes and changes
in levels of defense spending. Shipments and related cost of goods sold
under fixed-price contracts, which the company has with the government,
are recorded as units are accepted by the government. Amounts for
government-ordered changes are not invoiced until they are agreed upon by
the government. Recognition of profit on government-ordered changes and
certain contracts is based upon estimates which may be revised during the
term of the contract.

All U.S. Government contracts contain a provision that they may be
terminated at any time for the convenience of the government. In such an
event, the company is entitled to recover allowable costs plus a
reasonable profit earned to the date of termination.

Various actions or claims have been asserted or may be asserted in the
future by the government against the company. During 1993, the company
entered into a $3.5 million settlement with the U.S. Government related to
alleged noncompliance with certain cost accounting standards. Of that
amount, $2.9 million was charged to cost of sales in 1993, with the
remainder amortized over units delivered under the PLS contract in 1994
and 1995 and to be delivered in 1996.

A potential action by the government against the company in connection
with a grand jury investigation which commenced in 1989 remains pending.
In addition, in October 1992, the company responded to a grand jury
investigation of Steeltech Manufacturing, Inc., a supplier to the company.
No charges have been filed against the company or its employees in either
action. The company and its employees are cooperating fully with both
investigations. No provisions for loss for either investigation are
included in the consolidated financial statements because the company
cannot reasonably estimate what, if any, costs may result from these
actions. Costs incurred in responding to these actions have been expensed
as incurred.

Cash Equivalents

Cash equivalents consist of commercial paper ($14,787 in 1995 and $10,900
in 1994), government repurchase agreements ($7,381 in 1995 and $2,400 in
1994), and Eurodollar time deposits ($7,406 in 1995 and $2,400 in 1994),
all maturing within 30 days of purchase date. Cash equivalents are stated
at cost, which approximates fair value. There are no unrealized gains or
losses at September 30, 1995 or 1994, related to these investments.

Inventories

The company values its inventories at the lower of cost, computed
principally on the last-in, first-out (LIFO) method or market. If the
company had used the first-in, first-out (FIFO) method, inventories would
have been $6,973 and $6,212 higher than reported at September 30, 1995 and
1994, respectively. Inventories do not include general and administrative
expenses related to U.S. Government contracts.

Property, Plant, and Equipment

Depreciation has been provided over the estimated useful lives of the
respective assets principally on accelerated methods.

Deferred Charges

Deferred charges include certain engineering and technical support costs
incurred in connection with multi-year government contracts. These costs
are charged to expense when the related project is billable to the
government, or are amortized to cost of goods sold as base units are
delivered under the related contracts.

Other Assets

Other assets include capitalized software and related costs which are
being amortized on a straight-line method over a five-year period, prepaid
funding of pension costs and certain investments. These investments
include $3,025 in a Mexican bus manufacturer accounted for under the cost
method. The company also has investments aggregating $1,100 in a minority-
owned supplier and a joint venture which leases equipment to the minority-
owned supplier. The company has guaranteed loans of the joint venture
totaling $1,699 at September 30, 1995 and $2,218 at September 30, 1994.

Warranty Costs

The company provides for the estimated cost of warranty work related to
specific shipments. Amounts expensed related to continuing operations in
1995, 1994 and 1993 were $4,368, $3,746 and $2,538, respectively.

Income Per Common Share

Income per common share is computed by dividing net income by the weighted
average number of shares of common stock outstanding (8,823,766, 8,699,846
and 8,686,973 in 1995, 1994 and 1993, respectively). Stock options,
warrants and stock issuable under incentive compensation awards were not
dilutive in any of the periods reported.

Reclassifications

Certain reclassifications have been made to the 1994 and 1993 consolidated
financial statements to conform to the 1995 presentation.

2. Receivables

Receivables at September 30, consist of the following:

1995 1994
U.S. Government:
Amounts billed, net $34,101 $21,338
Amounts unbilled 5,198 4,277
------ ------
39,299 25,615

Commercial customers 16,930 23,469
Other 1,145 684
------ ------
$57,374 $49,768
====== ======

The receivables from the U.S. Government result principally from multi-
year contracts. The unbilled amounts represent estimated claims for
government-ordered changes which will be invoiced upon completion of
negotiations and price adjustment provisions which will be invoiced when
they are agreed upon by the government.

3. Inventories

Inventories at September 30, consist of the following:

1995 1994
Finished products $ 3,368 $ 8,593
Products in process 15,132 9,191
Raw materials 35,106 34,171
------- -------
Inventories at FIFO cost 53,606 51,955
Less:
Progress payments on
U.S. Government contracts 852 -
Allowance for reduction
to LIFO cost 6,973 6,212
------- -------
$45,781 $45,743
======= =======

Title to all inventories related to U.S. Government contracts which
provide for progress payments vests in the government to the extent of
unliquidated progress payments.

4. Income Taxes

The provision for income taxes consists of the following:

1995 1994 1993
Current:
Federal $5,572 $12,550 $6,417
State 873 1,889 1,036
------ ------ ------
6,445 14,439 7,453
Deferred:
Federal 763 (5,391) (4,075)
State 77 (504) (477)
------ ------ -----
840 (5,895) (4,552)
------ ------ -----
$7,285 $ 8,544 $2,901
===== ====== ======

The components of the deferred income tax assets and liabilities at
September 30, are as follows:

1995 1994
Deferred tax assets:
Postretirement benefit
obligations $ 4,380 $ 3,121
Payroll-related obligations 1,388 1,703
Accrued warranty 1,068 2,475
Other current liabilities 4,030 4,842
Revenue recognition 876 4,135
Deferred charges 902 469
Investments in affiliates 160 555
Net assets of discontinued
operations 847 -
------- -------
Total deferred tax assets 13,651 17,300

Deferred tax liabilities:
Depreciation and
amortization 5,549 6,142
Prepaid expenses 805 1,675
Inventories 392 186
------- -------
Total deferred tax liabilities 6,746 8,003
------- -------
6,905 9,297
Valuation allowance for
investment in affiliates - 515
------- -------
Net deferred income taxes $ 6,905 $ 8,782
======= =======

A reconciliation of the provision for income taxes computed at the federal
statutory income tax rate to the income tax provision is as follows:

1995 1994 1993
Provision for income
taxes at statutory rate $6,623 $7,736 $3,005
Increase (decrease)
in taxes resulting from:
State income taxes,
net of federal
tax benefit 662 727 305
Benefit from untaxed
earnings of the foreign
sales corporation (116) (80) (374)
Other, net 116 161 (35)
----- ------ ------
$7,285 $8,544 $2,901
===== ===== =====

5. Long-Term Debt

The company has an unsecured revolving credit agreement with a group of
banks permitting borrowings and letters of credit of up to $45.0 million
through February 20, 1998. The agreement allows the company to borrow at
various rates equivalent to or less than the current prime rate of Firstar
Bank. The company is required to pay a commitment fee of 1/8% on the
unused facility. The agreement requires the company to maintain certain
minimum financial ratios and restricts the payment of dividends, capital
expenditures, business acquisitions and additional indebtedness. As of
September 30, 1995, retained earnings available for the payment of
dividends totaled $3.3 million. As of September 30, 1995, the company had
no borrowings under the agreement but had letters of credit outstanding of
$2.0 million. The average borrowings for 1995 and 1994 amounted to
approximately $2.2 million and $10.5 million, respectively, at a weighted
average interest rate of 9.0% and 5.75%, respectively. The maximum amount
of borrowings at any month-end during 1995 and 1994 was $18.5 million and
$24.0 million, respectively.

At September 30, 1994, the company had outstanding $8,700 of industrial
development revenue bonds that were used to finance the construction of a
chassis manufacturing facility. The bonds were assumed by the purchaser of
the chassis businesses (see Note 10).

6. Operating Leases

Total rental expense for plant and equipment charged to continuing
operations under noncancellable operating leases was $1,004, $955 and
$1,547 in 1995, 1994 and 1993, respectively. Minimum annual rental
payments due under operating leases for subsequent fiscal years are: 1996-
$805; 1997-$603; 1998-$451; and 1999-$203.

Included in rental expense are charges of $215, $304 and $332 in 1995,
1994 and 1993, respectively, relating to leases between the company and
certain shareholders.

7. Employee Benefit and Incentive Plans

The company has defined benefit pension plans covering substantially all
employees. The plans provide benefits based on compensation, years of
service and date of birth. The company's policy is to fund the plans in
amounts which comply with contribution limits imposed by law.

Components of net periodic pension cost for these plans for 1995, 1994 and
1993, including discontinued operations, which is not significant in any
year presented, are as follows:

1995 1994 1993

Service cost -
benefits earned
during year $1,140 $1,227 $ 986
Interest cost on
projected benefit
obligations 1,862 1,684 1,506
Actual return on
plan assets (2,505) (296) (743)
Net amortization
and deferral 438 (1,523) (948)
------- ------- -------
Net periodic
pension cost 935 1,092 801
Curtailment loss
related to reduction
in work force - 560 -
------- ------- -------
Net periodic
pension cost $ 935 $1,652 $ 801
======= ======= ======

The following table summarizes the funded status of the pension plans and
the amounts recognized in the company's consolidated balance sheets at
September 30, 1995 and 1994.

<TABLE>
<CAPTION>
1995 1994

Assets Assets
Exceed Accumulated Exceed Accumulated
Accumulated Benefits Accumulated Benefits
Benefits Exceed Assets Benefits Exceed Assets

<S> <C> <C> <C> <C>
Actuarial present value of benefit
obligations:
Vested $11,847 $8,288 $10,072 $6,250
Nonvested 561 458 477 345
------ ----- ------- -----
Accumulated benefit obligations 12,408 8,746 10,549 6,595
Adjustment for projected benefit
obligations 6,039 - 5,134 -
------ ------ ------ -----
Projected benefit obligations 18,447 8,746 15,683 6,595
Plan assets at fair value 16,229 7,148 14,450 5,933
------ ------ ------ -----
Projected benefit obligations in
excess of plan assets (2,218) (1,598) (1,233) (662)
Unrecognized net transition asset (237) (491) (264) (536)
Unrecognized net loss 4,155 3,002 2,793 1,295
Unrecognized prior service cost 33 340 86 366
Adjustment required to recognize
minimum liability - (2,851) - (1,125)
----- ------- ------ ------
Prepaid pension asset (liability) $ 1,733 $(1,598) $ 1,382 $ (662)
====== ====== ===== =====
</TABLE>

Generally accepted accounting principles require the recognition of an
additional minimum liability for each defined benefit plan for which the
accumulated benefit obligation exceeds plan assets. This amount is
recorded as a long-term liability ($2,851 in 1995 and $1,125 in 1994) with
an offsetting intangible asset ($340 in 1995 and $366 in 1994) to the
extent of unrecognized prior service cost. In addition, the company
recorded a reduction of shareholders' equity of $1,507 in 1995 and $454 in
1994, net of income tax benefits of $1,004 in 1995 and $304 in 1994.
The plans' assets are comprised of investments in commingled equity and
fixed income funds and individually managed equity portfolios.

Actuarial assumptions are as follows:

1995 1994 1993

Discount rate 7.50% 8.25% 7.50%
Rate of increase
in compensation 4.50% 4.50% 4.50%
Expected long-term
rate of return on
plan assets 9.25% 9.25% 9.25%

In addition to providing pension benefits for the majority of its
employees, the company provides health benefits to retirees and their
eligible spouses. Substantially all of the company's employees become
eligible for these benefits if they reach normal retirement age while
working for the company.

Effective October 1, 1992, the company adopted Statement of Financial
Accounting Standards (SFAS) No. 106, "Employers' Accounting for
Postretirement Benefits Other than Pensions." SFAS No. 106 requires that
the cost of these benefits be recognized during the employee's active
working career rather than accounting for them on a cash basis as had been
the company's prior practice. The cumulative effect of adopting SFAS No.
106 on the immediate recognition basis as of October 1, 1992, was a charge
to operations of $4,088, net of income tax benefits of $2,726.

The following table summarizes the status of the plan and the amounts
recognized in the company's consolidated balance sheets at September 30,
1995 and 1994:

1995 1994

Accumulated postretirement
benefit obligations:
Retirees $2,859 $2,988
Fully eligible active
participants 387 497
Other active participants 4,749 4,396
------- -------
7,995 7,881
Unrecognized net gain 844 278
------- -------
Postretirement benefit
obligations $8,839 $8,159
====== ======

Net periodic postretirement benefit cost for continuing operations for
1995, 1994 and 1993, including discontinued operations, which is not
significant in any year reported, includes the following components:

1995 1994 1993
Service cost,
benefits attributed
for service of active
employees for the period $372 $ 472 $ 439
Interest cost on the
accumulated
postretirement
benefit obligation 610 658 579
Amortization of
unrecognized loss - 26 -
------ ----- -----
Net periodic
postretirement
benefit cost $982 $1,156 $1,018
====== ===== =====

Net change in postretirement benefit obligations includes the following:

1995 1994

Balance at beginning of year $8,159 $7,726
Benefits paid (207) (347)
Net periodic postretirement
benefit cost 982 1,156
Curtailment gain related to
reduction in work force (95) (376)
----- -----
Balance at end of year $8,839 $8,159
===== =====

The assumed health care cost trend rate used in measuring the accumulated
postretirement benefit obligation was 12.0% in 1995, declining to 6.5% in
2007. The weighted average discount rate used in determining the
postretirement benefit obligation was 7.5%. If the health care cost trend
rate was increased by 1%, the postretirement benefit obligation at
September 30, 1995, would increase by $707 and net periodic postretirement
benefit cost would increase by $109.

The company has defined contribution 401(k) plans covering substantially
all employees. The plans allow employees to defer 2% to 19% of their
income on a pre-tax basis. Each employee who elects to participate is
eligible to receive company matching contributions. For every dollar an
employee contributes (up to 4% of one's income on a pre-tax basis), the
company will contribute $.25. Amounts expensed for company matching
contributions for continuing operations were $407, $435 and $439 in 1995,
1994 and 1993, respectively.

Under the 1990 Incentive Stock Plan for Key Employees (the Plan),
officers, other key employees and directors may be granted options to
purchase up to an aggregate of 825,000 shares of the company's Class B
common stock at not less than the fair market value of such shares on the
date of grant. Participants may also be awarded grants of restricted stock
under the Plan. The Plan expires on April 9, 2000. Options become
exercisable ratably on the first, second and third anniversary of the date
of grant. Options to purchase shares expire not later than ten years and
one month after the grant of the option.

The following table sets forth information with respect to the Plan:

Shares Price Range

Outstanding at
September 30, 1992 132,084 $7.88 - $15.25
Options granted 48,500 $9.75
Options exercised (167) $7.88
Options cancelled (2,000) $15.25
--------
Outstanding at
September 25, 1993 178,417 $7.88 - $15.25
Options granted 242,400 $9.13 - $10.50
Options exercised (5,750) $7.88
Options cancelled (14,418) $7.88 - $15.25
--------
Outstanding at
September 30, 1994 400,649 $7.88 - $15.25
Options granted 100,500 $11.25 - $14.00
Options exercised (14,250) $7.88 - $9.75
Options cancelled (9,831) $9.38 - $15.25
-------
Outstanding at
September 30, 1995 477,068 $7.88 - $15.25
=======

At September 30, 1995, 224,297 options are exercisable and 283,849 options
are available for grant under the Plan.

Under the 1994 Long-Term Incentive Compensation Plan, executive officers
may be granted incentive compensation awards of up to an aggregate of
540,000 performance units. Payouts under such awards are at the discretion
of the Compensation Committee of the Board of Directors, and will be in
the form of cash, Class B common stock or a combination thereof. The
payouts are based on the company's average return on shareholders' equity
over a defined performance period. The plan allows for awards to be
granted through December 31, 1999.

8. Shareholders' Equity

On June 2, 1995, the company entered into a strategic alliance agreement
with Freightliner Corporation. The alliance agreement calls for a
partnering of the company and Freightliner in manufacturing and marketing
commercial and military trucks. As part of the agreement, Freightliner
purchased 350,000 shares of the company's Class B common stock for $15.00
per share and warrants for the purchase of 1,250,000 additional shares of
Class B common stock exercisable at $16.50 per share through June 2, 2003.

During 1995, the company entered into a stock restriction agreement with
two shareholders owning the majority of the company's Class A common
stock. The agreement is intended to allow for an orderly transition of
Class A common stock into Class B common stock. The agreement provides
that at the time of death or incapacity of the latest to survive, the two
shareholders will exchange all of their Class A common stock for Class B
common stock, and at that time, if not earlier, will support an amendment
to the Articles of Incorporation which will provide for a mandatory
conversion of all Class A common stock into Class B common stock.

Dividends are required to be paid on both the Class A and Class B common
stock at any time that dividends are paid on either. Each share of Class B
common stock is entitled to receive 115% of any dividend paid on each
share of Class A common stock, rounded up or down to the nearest $0.0025
per share.

The Class B common stock shareholders are entitled to receive a
liquidation preference of $7.50 per share before any payment or
distribution to holders of the Class A common stock. Thereafter, holders
of the Class A common stock are entitled to receive $7.50 per share before
any further payment or distribution to holders of the Class B common
stock. Thereafter, holders of the Class A common stock and Class B common
stock share on a pro rata basis in all payments or distributions upon
liquidation, dissolution or winding up of the company.

During 1995, the company announced an offer to the holders of the
company's Class A common stock to convert any or all Class A common stock
to Class B common stock on a one-for-one basis. In addition, the company
has authorized the buyback of up to one million shares of the company's
Class B common stock. The company has reserved 2,550,917 shares of Class B
common stock at September 30, 1995, to provide for the exercise of
outstanding stock options and warrants, the granting of stock options, and
the issuance of common stock under incentive compensation awards.

9. Net Shipments

Net shipments consist of sales to the following markets:

1995 1994 1993

Domestic:
U.S. Government $259,462 $424,995 $372,574
Commercial 159,326 144,133 107,941
Export 19,119 13,347 56,550
-------- -------- --------
$437,907 $582,475 $537,065
======== ======== ========

U.S. Government sales include $2,619 and $5,915 in 1994 and 1993,
respectively, for products sold internationally under the Foreign Military
Sales Program. There were no such sales in 1995.

10. Discontinued Operations

On June 2, 1995, Freightliner Corporation acquired certain assets of the
company's motor home, bus and van chassis business. The consideration
included cash of $23,815 and the assumption by Freightliner of certain
liabilities. The assets sold to Freightliner consisted of inventories,
property, plant and equipment and the company's ownership interest in a
Mexican chassis manufacturer. The liabilities assumed by Freightliner
included warranty obligations related to previously produced chassis and
the industrial revenue bonds that were secured by the underlying real
estate.

The disposition of the chassis business has been accounted for as a
discontinued operation and, accordingly, prior years' financial statements
have been restated to reflect the chassis business as a discontinued
operation for all years presented. Revenues of the chassis business for
1995 (through the date of sale), 1994 and 1993 were $55,804, $109,032 and
$97,947, respectively.

Net assets or liabilities of the discontinued operation have been
segregated in the consolidated balance sheets. Details of such amounts at
September 30, were as follows:

1995 1994

Receivables $ 3,871 $ 8,181
Receivable from joint
venture in Mexico - 7,977
Inventories 1,421 9,166
Accounts payable and
payroll-related obligations (326) (5,393)
Accrued liabilities (1,100) (3,644)
Other, net (593) (405)
------ ------
Net current assets of
discontinued operations $ 3,273 $15,882
====== ======
Property, plant and
equipment, net $ - $ 8,446
Receivable from joint
venture in Mexico 3,165 -
Long-term debt - (8,700)
Accrued warranty (2,694) -
Other, net (698) 321
------ -------
Net long-term assets
(liabilities) of discontinued
operations $ (227) $ 67
====== ======

The company has allocated interest on the debt which was assumed by
Freightliner to discontinued operations. Interest expense included in
discontinued operations totaled $685, $1,000 and $699 in 1995, 1994 and
1993, respectively.

<PAGE>
Report of Ernst & Young LLP, Independent Auditors

Board of Directors
Oshkosh Truck Corporation

We have audited the accompanying consolidated balance sheets of Oshkosh
Truck Corporation (the company) as of September 30, 1995 and 1994, and the
related consolidated statements of income, shareholders' equity and cash
flows for each of the three years in the period ended September 30, 1995.
These financial statements are the responsibility of the company's
management. Our responsibility is to express an opinion on these financial
statements based on our audits.

We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are
free of material misstatement. An audit includes examining, on a test
basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles
used and significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly,
in all material respects, the consolidated financial position of the
company at September 30, 1995 and 1994, and the consolidated results of
its operations and its cash flows for each of the three years in the
period ended September 30, 1995, in conformity with generally accepted
accounting principles.

As discussed in Note 7 to the financial statements, the company changed
its method of accounting for postretirement benefits other than pensions
effective October 1, 1992.

ERNST & YOUNG LLP

November 7, 1995
Milwaukee, Wisconsin

<PAGE>
["Financial Statistics" section]

Financial Statistics

Common Dividends
<TABLE>
Quarterly (Payable February, May, August, November)
(In thousands, except per share amounts)

Fiscal 1995 Fiscal 1994
4th Qtr. 3rd Qtr. 2nd Qtr. 1st Qtr. 4th Qtr. 3rd Qtr. 2nd Qtr. 1st Qtr.

<S> <C> <C> <C> <C> <C> <C> <C> <C>
Class A Cash
Dividend:
Declared $46 $47 $49 $49 $49 $49 $49 $49
Per Share .10875 .10875 .10875 .10875 .10875 .10875 .10875 .10875

Class B Cash
Dividend:
Declared $1,073 $1,079 $1,033 $1,033 $1,032 $1,032 $1,032 $1,030
Per Share .125 .125 .125 .125 .125 .125 .125 .125

</TABLE>

The information included in this exhibit reflects dividends as set forth
in the Consolidated Statements of Shareholders' Equity (see page 11).

Oshkosh Truck Corporation Class B Common Stock Price*

The company's common stock is quoted on the National Association of
Securities Dealers Automated Quotation System (NASDAQ) National Market
system. The following table sets forth prices reflecting actual sales as
reported on the NASDAQ National Market System.

Quarter
Ended Fiscal 1995 Fiscal 1994
High Low High Low

September $15 3/4 $12 1/4 $11 1/4 $10
June 13 1/2 12 1/4 11 1/2 8 3/4
March 14 10 3/4 11 3/4 8 3/4
December 11 7/8 10 5/8 9 3/8 8 5/8

*There is no established public trading market for Class A common stock.

<TABLE>
Quarterly Financial Data (Unaudited)
(In thousands, except per share amounts)

Fiscal 1995 Fiscal 1994
4th Qtr. 3rd Qtr. 2nd Qtr. 1st Qtr. 4th Qtr. 3rd Qtr. 2nd Qtr. 1st Qtr.

<S> <C> <C> <C> <C> <C> <C> <C> <C>
Net Shipments $108,650 $126,400 $107,440 $95,417 $131,328 $155,938 $153,827 $141,382
Gross Profit 14,948 16,945 13,876 12,339 20,450 18,666 17,079 16,822
Income From
Continuing
Operations 3,278 4,098 1,762 2,499 3,504 4,275 1,923 3,856
Per Share .36 .46 .21 .29 .40 .49 .22 .45
Discontinued
Operations - (1,010) (423) (988) (346) (601) 836 (393)
Per Share - (.11) (.05) (.12) (.04) (.07) .10 (.05)
Net Income 3,278 3,088 1,339 1,511 3,158 3,674 2,759 3,463
Per Share .36 .35 .16 .17 .36 .42 .32 .40
</TABLE>

The fourth quarter of 1995 includes, on an after-tax basis, approximately
$1.5 million charges for inventory adjustments and additions to accrued
warranty partially offset by certain adjustments to other liabilities.

<ARTICLE> 5
<LEGEND>
THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED FINANCIAL STATEMENTS OF OSHKOSH TRUCK CORPORATION AS OF AND FOR
THE YEAR ENDED SEPTEMBER 30, 1995 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE
TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000

<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> SEP-30-1995
<PERIOD-START> OCT-01-1994
<PERIOD-END> SEP-30-1995
<CASH> 29,716
<SECURITIES> 0
<RECEIVABLES> 57,851
<ALLOWANCES> 477
<INVENTORY> 45,781
<CURRENT-ASSETS> 145,188
<PP&E> 104,270
<DEPRECIATION> (64,346)
<TOTAL-ASSETS> 200,916
<CURRENT-LIABILITIES> 53,411
<BONDS> 0
0
0
<COMMON> 93
<OTHER-SE> 133,320
<TOTAL-LIABILITY-AND-EQUITY> 200,916
<SALES> 437,907
<TOTAL-REVENUES> 437,907
<CGS> 379,799
<TOTAL-COSTS> 38,983
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 321
<INTEREST-EXPENSE> 511
<INCOME-PRETAX> 18,922
<INCOME-TAX> 7,285
<INCOME-CONTINUING> 11,637
<DISCONTINUED> (2,421)
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 9,216
<EPS-PRIMARY> 1.04
<EPS-DILUTED> 0

</TABLE>