LIMITED POWER OF ATTORNEY

     BE IT KNOWN, that William J. O'Leary has made and appointed, and by these
presents does make and appoint, Raymond M. Beebe, acting individually, in his
capacity as compliance officer for Winnebago Industries, Inc., true and lawful
attorney for him and in his name, place and stead, for the following specific
and limited purposes only:

          To sign any and all documents required by the Securities and
          Exchange Commission to ensure compliance with the rules and
          regulations thereof by me in connection with any
          transactions I may complete involving the stock of Winnebago
          Industries, Inc.

giving and granting said attorney full power and authority to do and perform all
and every act and thing whatsoever necessary to be done in and about the
specific and limited premises set out herein as fully, to all intents and
purposes, as might or could be done if personally present, with full power of
substitution and revocation, hereby ratifying and confirming all that said
attorney shall lawfully do or cause to be done by virtue hereof.

     IN WITNESS WHEREOF, I have hereunto set my hand this 16th day of October,
2003.

                                   /s/ William J. O'Leary
                                   ----------------------
                                   William J. O'Leary

STATE OF IOWA       )
                    )ss:
COUNTY OF HANCOCK   )

     The foregoing instrument was acknowledged by me this 16th day of October,
2003, by William J. O'Leary who is personally known by me and who did not take
an oath.

                                   /s/ Karen C. Jefson
                                   ----------------------------------
                                   Notary Public               (SEAL)
                                   State of Iowa
                                   My Commission Expires: 5-11-2004

NOTARY STAMP
KAREN C. JEFSON
COMMISSION NO. 151407
MY COMMISSION EXPIRES
05-11-2004