10-K/A

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-K/A

Amendment No. 1

ANNUAL REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the Year Ended December 31, 2003 Commission File No. 1-4290

K2 INC.

(Exact name of registrant as specified in its charter)

Delaware	95-2077125
(State of Incorporation)	(I.R.S. Employer Identification No.)

2051 Palomar Airport Road
Carlsbad, California	92009
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code (760) 494-1000

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Name of each exchange on which registered
Common Stock, par value $1 per share	New York Stock Exchange
	Pacific Exchange
Series A Preferred Stock Purchase Rights	New York Stock Exchange
	Pacific Exchange

Securities registered pursuant to Section 12(g) of the Act:

None

Indicate by an “X” whether the registrant 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, and 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. ¨

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Act). Yes x No ¨

The aggregate market value of the voting stock of the registrants held by nonaffiliates was approximately $330,152,090 as of June 30, 2003, which is the last business day of the registrant’s most recently completed second fiscal quarter.

Indicate the number of shares outstanding of each of the issuer’s classes of common stock as of February 25, 2004.

Common Stock, par value $1 34,874,652 Shares

Documents Incorporated by Reference

Portions of the proxy statement for the Annual Meeting of Shareholders to be held May 13, 2004 are

incorporated by reference in Part III.

EXPLANATORY NOTE

This Amendment No. 1 to Form 10-K for the year ended December 31, 2003, as filed with the Securities and Exchange Commission on March 12, 2004, is being filed solely to include Exhibit 12 (Statement of Computation of Ratio of Earnings to Fixed Charges). This Exhibit was inadvertently omitted from the original filing of the Annual Report on Form 10-K for the year ended December 31, 2003. This amendment does not change the previously reported financial statements and other financial disclosures.

SIGNATURES

Pursuant to the requirements of Section 13 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.

K2 INC.

By: /s/ RICHARD J. HECKMANN

Richard J. Heckmann

Chairman and Chief Executive Officer

Date: March 12, 2004

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 and on the dates indicated.

Signature	Title	Date
/s/ RICHARD J. HECKMANN	Chief Executive Officer and Chairman of the Board	March 12, 2004
Richard J. Heckmann
/s/ JOHN J. RANGEL	Senior Vice President and Chief Financial Officer (Principal Finance and Accounting Officer)	March 12, 2004
John J. Rangel
/s/ JERRY E. GOLDRESS	Director	March 12, 2004
Jerry E. Goldress
/s/ WILFORD D. GODBOLD, JR.	Director	March 12, 2004
Wilford D. Godbold, Jr.
	Director	March 12, 2004
Steven J. Green
/s/ ROBIN E. HERNREICH	Director	March 12, 2004
Robin E. Hernreich
/s/ LOU HOLTZ	Director	March 12, 2004
Lou Holtz

Signature	Title	Date
/s/ STEWART M. KASEN	Director	March 12, 2004
Stewart M. Kasen
/s/ ALFRED E. OSBORNE, JR.	Director	March 12, 2004
Alfred E. Osborne, Jr.
/s/ DAN QUAYLE	Director	March 12, 2004
Dan Quayle
/s/ EDWARD F. RYAN	Director	March 12, 2004
Edward F. Ryan

EX-12

EXHIBIT 12

K2 Inc.

Statement of Computation of Ratio of Earnings to Fixed Charges (1)

	Year Ended December 31,
	1999		2000		2001			2002		2003
	(In thousands, except ratios)
Earnings (loss) from continuing operations:
Earnings (loss) from continuing operations before taxes	$	12,516	$	24,200	$	(11,975	)	$	18,570	$	17,575
Adjustments:
Fixed charges from continuing operations		13,230		15,878		14,432			9,928		11,516
	$	25,746	$	40,078	$	2,457		$	28,498	$	29,091
Fixed charges from continuing operations:
Total interest expense, including interest expense on borrowings, amortization of debt discount and premium on all indebtedness and other	$	12,741	$	14,814	$	13,631		$	8,966	$	9,950
Interest included in rent		489		1,064		801			962		1,566
Total fixed charges from continuing operations	$	13,230	$	15,878	$	14,432		$	9,928	$	11,516
Ratio of earnings to fixed charges (excess of fixed charges over earnings)		1.9x		2.5x	$	(11,975	)		2.9x		2.5x

(1) K2 computed the ratio of earnings to fixed charges by dividing earnings (earnings from continuing operations before taxes, adjusted for fixed charges from continuing operations), by fixed charges from continuing operations for the periods indicated. Fixed charges from continuing operations include (i) interest expense and amortization of debt discount or premium on all indebtedness, and (ii) a reasonable approximation of the interest factor deemed to be included in rental expense.