POLARIS INDUSTRIES PARTNERS L P
10-Q/A, 1994-12-29
MISCELLANEOUS TRANSPORTATION EQUIPMENT
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                  SECURITIES AND EXCHANGE COMMISSION

                        WASHINGTON, D.C.  20549
                             _____________

                              FORM 10-Q/A
                                   
                            Amendment No. 1

(Mark One)
 __
| X| QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE
     SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended   September 30, 1994               
 

                                  OR
 __
|__| TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE
     SECURITIES EXCHANGE ACT OF 1934


For the transition period from                   to               
  

Commission File Number                1-9653                      
  

                 Polaris Industries Partners L.P.                 
  
       (Exact name of registrant as specified in its charter)

           Delaware                                 11-2871657    
  
      (State or other jurisdiction                (IRS Employer
    of incorporation or organization)     Identification No.)

   1225 Highway 169 North, Minneapolis, MN              55441 
     (Address of principal executive offices)         (Zip Code)

                            (612) 542-0500                        
  
         (Registrant's telephone number, including area code)


       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       

<PAGE>
                           Table of Contents

Statement of Amendment                                 Pg. 3


Part II.  OTHER INFORMATION

     Item 6 - Exhibits and Reports on Form 8-K         Pg. 4

SIGNATURE PAGE                                         Pg. 5

<PAGE>
                                PART II

Item 6.   Exhibits and Reports on Form 8-K

Item 6 of the Registrant's Quarterly Report on Form 10-Q for the
period ended September 30, 1994 (the "Report") is hereby amended
to
add thereto Exhibit 27, which was omitted from the Report in
error. 
In accordance with the rules of the Securities and Exchange
Commission, Item 6 is hereby restated in full and Exhibit 27 is
added to the Report.  No other change in the Report is being
effected hereby.


                   POLARIS INDUSTRIES PARTNERS L.P.



Part II.  OTHER INFORMATION

     Item 6 - Exhibits and Reports on Form 8-K

          (a)  Exhibits
           11   -   Computation of Net Income Per Unit.
           27   -   Financial Data Schedule

          (b)  Reports on Form 8-K

           The Partnership filed a current report on Form 8-K
                    on August 31, 1994, with respect to Item 5
(Other Events) and Item 7(c) (Exhibits).  The Partnership
       also filed a current report on Form 8-K on October
           14, 1994 with respect to Item 5 (Other Events) and
                    Item 7(c) (Exhibits).
          
                              SIGNATURES


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


                              POLARIS INDUSTRIES PARTNERS L.P.
                                  (Registrant)


                              By POLARIS INDUSTRIES INC.,
                                 General Partner


Date:  December 29, 1994         By: /s/ John H. Grunwald         
                 
                                      John H. Grunewald,
                                      Executive Vice President, 
                                      Chief Financial Officer 
                                      and Secretary (Principal 
                                      Financial and Accounting
                                      Officer)

EXHIBIT 27

THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED
FROM THE BALANCE SHEET OF POLARIS INDUSTRIES PARTNERS L.P. AS OF
SEPTEMBER 30, 1994, AND THE RELATED STATEMENTS OF OPERATIONS,
PARTNERS' CAPITAL AND CASH FLOWS FOR THE YEAR-TO-DATE PERIOD
ENDED SEPTEMBER 30, 1994, AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH FINANCIAL STATEMENTS.

                                                  Amount (in
                                                  thousands,
                                                  except per unit
Item Number     Item Description                  information)   

5-02(1)         Cash and cash items               $ 53,733
5-02(2)         Marketable securities                    0
5-02(3)(a)(1)   Notes and accounts receivable-      42,114
                 trade
5-02(4)         Allowances for doubtful accounts       0
5-02(6)         Inventory                           78,645
5-02(9)         Total current assets               178,443
5-02(13)        Property, plant, and equipment      83,673
5-02(14)        Accumulated depreciation            37,970
5-02(18)        Total assets                       250,377
5-02(21)        Total current liabilities          149,399
5-02(22)        Bonds, mortgages, and similar
                 debt                                    0
5-02(28)        Preferred stock - mandatory
                 redemption                              0
5-02(29)        Preferred stock - no mandatory
                 redemption                              0
5-02(30)        Common stock                             0
5-02(31)        Other stockholder's equity         100,978
5-02(32)        Total liabilities and stock-
                 holders' equity                   250,377
5-03(b)1(a)     Net sales of tangible products     584,725
5-03(b)1        Total revenues                     584,725
5-03(b)2(a)     Cost of tangible goods sold        443,093
5-03(b)2        Total costs and expenses
                 applicable to sales and
                 revenues                          443,093
5-03(b)3        Other costs and expenses            85,786
5-03(b)5        Provision for doubtful accounts
                 and notes                               0
5-03(b)(8)      Interest and amortization of debt
                 discount                                0
5-03(b)(10)     Income before taxes and other
                 items                              56,618
5-03(b)(11)     Income tax expense                   6,007
5-03(b)(14)     Income/loss continuing
                 operations                         50,611
5-03(b)(15)     Discontinued operations                  0
5-03(b)(17)     Extraordinary items                      0
5-03(b)(18)     Cumulative effect - changes in 
                 accounting principles                   0
5-03(b)(19)     Net income or loss                  50,611
5-03(b)(20)     Earnings per share - primary          2.46
5-03(b)(20)     Earnings per share - fully diluted    2.46



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