-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, PWPtrfc16dkQAfzhokqYsEYEKwdlUOkczRqADXAq+0czMFur24NaXgNuWleLOSkv 40HjZi4AqP3gQgEd76hcnQ== 0000897069-08-000200.txt : 20080201 0000897069-08-000200.hdr.sgml : 20080201 20080201082524 ACCESSION NUMBER: 0000897069-08-000200 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 5 CONFORMED PERIOD OF REPORT: 20080201 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080201 DATE AS OF CHANGE: 20080201 FILER: COMPANY DATA: COMPANY CONFORMED NAME: OSHKOSH TRUCK CORP CENTRAL INDEX KEY: 0000775158 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLES & PASSENGER CAR BODIES [3711] IRS NUMBER: 390520270 STATE OF INCORPORATION: WI FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-31371 FILM NUMBER: 08566091 BUSINESS ADDRESS: STREET 1: 2307 OREGON ST STREET 2: P O BOX 2566 CITY: OSHKOSH STATE: WI ZIP: 54903 BUSINESS PHONE: 4142359151 MAIL ADDRESS: STREET 1: 2307 OREGON ST P O BOX 2566 STREET 2: 2307 OREGON ST P O BOX 2566 CITY: OSHKOSH STATE: WI ZIP: 54903 8-K 1 cmw3269.htm CURRENT REPORT

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_________________

FORM 8-K

CURRENT REPORT

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

_________________

Date of Report  
(Date of earliest
event reported): February 1, 2008

Oshkosh Truck Corporation
(Exact name of registrant as specified in its charter)

Wisconsin
1-31371
39-0520270
(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification No.)
incorporation)

P.O. Box 2566, Oshkosh, Wisconsin 54903 
(Address of principal executive offices, including zip code) 

(920) 235-9151 

(Registrant’s telephone number) 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[    ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[   ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[   ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[   ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Item 2.02. Results of Operations and Financial Condition.

        On February 1, 2008, Oshkosh Truck Corporation (the “Company”) issued a press release (the “Press Release”) announcing its earnings for the first quarter ended December 31, 2007 and its revised outlook for fiscal 2008. A copy of such press release is furnished as Exhibit 99.1 and is incorporated by reference herein.

        On February 1, 2008, the Company held a conference call in connection with the Company’s announcement of its earnings for the first quarter ended December 31, 2007 and its revised outlook for fiscal 2008. A copy of the script (the “Script”) for such conference call is furnished as Exhibit 99.2 and is incorporated by reference herein. An audio replay of such conference call and the related question and answer session will be available for at least twelve months on the Company’s website at www.oshkoshtruckcorporation.com.

        The information, including, without limitation, all forward-looking statements, contained in the Press Release, the Script and related slide presentation on the Company’s website (the “Slide Presentation”) or provided in the conference call and related question and answer session speaks only as of February 1, 2008. The Company has adopted a policy that if the Company makes a determination that it expects the Company’s earnings per share for future periods for which projections are contained in the Press Release, the Script and the Slide Presentation or provided in the conference call and related question and answer session to be lower than those projections, then the Company will publicly disseminate that fact. The Company’s policy also provides that if the Company makes a determination that it expects the Company’s earnings per share for future periods to be at or above the projections contained in the Press Release, the Script and the Slide Presentation or provided in the conference call and related question and answer session, then the Company does not intend to publicly disseminate that fact. Except as set forth above, the Company assumes no obligation, and disclaims any obligation, to update information contained in the Press Release, the Script and the Slide Presentation or provided in the conference call and related question and answer session. Investors should be aware that the Company may not update such information until the Company’s next quarterly earnings conference call, if at all.

        The Press Release, the Script and the Slide Presentation contain, and representatives of the Company made, during the conference call and the related question and answer session, statements that the Company believes to be “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact included in the Press Release, the Script and the Slide Presentation or made during the conference call and related question and answer session, including, without limitation, statements regarding the Company’s future financial position, business strategy, targets, projected sales, costs, earnings, capital expenditures, debt levels and cash flows, and plans and objectives of management for future operations, are forward-looking statements. In addition, forward-looking statements generally can be identified by the use of forward-looking terminology such as “may,” “will,” “expect,” “intend,” “estimate,” “anticipate,” “believe,” “should,” “project” or “plan,” or the negative thereof or variations thereon or similar terminology. The Company cannot provide any assurance that such expectations will prove to have been correct. Important factors that could cause actual results to differ materially from the Company’s expectations include, without limitation, those set forth under the captions “Accuracy of Assumptions” and “Risk Factors” below. Additional information concerning factors that could cause actual results to differ materially from those in the forward-looking statements is contained from time to time in the Company’s filings with the Securities and Exchange Commission.

        In this Current Report on Form 8-K, “we,” “us” or “our” refers to Oshkosh Truck Corporation.

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ACCURACY OF ASSUMPTIONS

        The expectations reflected in the forward-looking statements, in particular those with respect to projected sales, costs, earnings, capital expenditures, debt levels and cash flows, are based in part on certain assumptions we make, some of which are referred to in, or as part of, the forward-looking statements. These assumptions include, without limitation, our ability to integrate the acquired JLG Industries, Inc. (“JLG”) business; our ability to turn around the Geesink Norba Group, our European refuse collection vehicle business, sufficiently to support its current valuation resulting in no impairment charges; our estimates for the level of concrete placement activity, housing starts, non-residential construction spending and mortgage rates; the performance of the U.S. and European economies generally, each of which could move into recession; our expectations as to timing of receipt of sales orders and payments and execution and funding of defense contracts; our ability to achieve cost reductions and operating efficiencies, in particular at JLG, McNeilus, the Geesink Norba Group and Medtec; the availability of defense truck carcasses for remanufacturing; the anticipated level of production and margins associated with the Family of Heavy Tactical Vehicles contract, the Indefinite Demand/Indefinite Quantity truck remanufacturing contract, the Medium Tactical Vehicle Replacement follow-on contract, the Logistics Vehicle System Replacement contract and international defense truck contracts; our ability to produce defense trucks at increased levels in fiscal 2008; our estimates for capital expenditures of rental and construction companies for JLG’s products, of municipalities for fire & emergency and refuse collection vehicles, of airports for aircraft rescue and snow removal products and of large commercial waste haulers generally and with us; federal funding levels for U.S. Department of Homeland Security and spending by governmental entities on homeland security apparatus; our estimates of the impact of changing fuel prices and credit availability on capital spending of towing operators; our planned spending on product development and bid and proposal activities with respect to defense truck procurement competitions and the outcome of such competitions; the expected level of commercial “package” body and purchased chassis sales compared to “body only” sales; anticipated levels of capital expenditures by us; our estimates for costs relating to litigation, product warranty, product liability, insurance, stock options, performance share awards, bad debts, personnel and raw materials; our estimates for debt levels, interest rates, foreign exchange rates, working capital needs and effective tax rates; and that we do not complete any acquisitions in the short term. We cannot provide any assurance that the assumptions referred to in the forward-looking statements or otherwise are accurate or will prove to have been correct. Any assumptions that are inaccurate or do not prove to be correct could have a material adverse effect on our ability to achieve the results that the forward-looking statements contemplate.

RISK FACTORS

Our markets are highly cyclical and a decline in these markets could have a material adverse effect on our operating performance.

        A decline in overall customer demand in our cyclical access equipment, commercial and fire & emergency markets could have a material adverse effect on our operating performance. The access equipment market that JLG operates in is highly cyclical and impacted by the strength of the economy generally, by prevailing mortgage and other interest rates, by residential and non-residential construction spending and by other factors. The ready-mix concrete market that we serve is highly cyclical and impacted by the strength of the economy generally, by prevailing mortgage and other interest rates, by the number of housing starts and by other factors that may have an effect on the level of concrete placement activity, either regionally or nationally. Domestic and European refuse collection vehicle markets are also highly cyclical and impacted by the strength of the economy generally and municipal tax receipts. Fire & emergency markets are modestly cyclical and are impacted by the economy generally and municipal tax receipts. Concrete mixer and access equipment sales also are seasonal with the majority of such sales occurring in the spring and summer months, which constitute the traditional construction season.

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        The U.S. economy is experiencing a downturn, which has negatively impacted a number of markets in which we participate, including the concrete mixer and telehandler markets. These conditions have negatively impacted our sales volumes in the U.S. for concrete mixers, telehandlers and certain other products. U.S. housing starts were weak in fiscal 2007 and the first quarter of fiscal 2008 causing lower demand for our concrete mixers and telehandlers in the U.S., and we do not expect housing starts to improve until calendar 2009. We also expect U.S. non-residential construction spending to weaken by mid fiscal 2008 for two to three quarters and then recover in fiscal 2009, which may cause weakness in other markets of ours, including the aerial work platform market. In addition, customers of ours such as municipalities have been reducing their expenditures for fire & emergency equipment in anticipation of lower tax revenues. The towing and recovery equipment market is also being negatively impacted by the U.S. economy. We cannot provide any assurance that this downturn will not continue or become more severe, and the U.S. economy may be entering a recession. If these markets face further downturns, then there could be a material adverse effect on our net sales, financial condition, profitability and/or cash flows.

        Furthermore, our commercial and fire & emergency businesses saw an increase in sales in fiscal 2006 and the first half of fiscal 2007 as customers pre-purchased truck chassis in anticipation of changes in diesel engine emissions standards effective January 1, 2007. As a result of this, we experienced weak demand in our fire & emergency and commercial markets in the first quarter of fiscal 2008 and we expect this to continue throughout fiscal 2008 in our commercial markets and to a lesser extent in our fire & emergency markets.

        Additionally, the high levels of sales in our defense business in recent years have been due in significant part to demand for defense trucks, replacement parts and services and truck remanufacturing arising from the conflict in Iraq. Events such as this are unplanned, and we cannot predict how long this conflict will last or the demand for our products that will arise out of such an event. Accordingly, we cannot provide any assurance that the increased defense business as a result of this conflict will continue.

We may not be able to successfully integrate the acquisition of JLG, which may have a material adverse impact on our future growth and operating performance.

        Realization of the sales, operating income and synergy targets for the JLG acquisition will require integration of JLG’s sales and marketing, distribution, manufacturing and engineering organizations. JLG is a complex, global business. The successful integration of JLG will require substantial attention from our management team. The diversion of management attention, as well as any other difficulties we may encounter in the integration process, could have a material adverse effect on our net sales, financial condition, profitability and/or cash flows. We cannot provide any assurance that we will be able to integrate the operations of JLG successfully, that we will be able to fully realize anticipated synergies from the acquisition or that we will be able to operate the JLG business as profitably as anticipated.

Our high leverage and debt service obligations could increase our vulnerability to general adverse economic and industry conditions and limit our ability to obtain future financing.

        As a result of financing the JLG acquisition, we are highly leveraged. We had approximately $3.1 billion of debt outstanding as of December 31, 2007. Our ability to make required payments of principal and interest on our debt will depend on our future performance, which, to a certain extent, is subject to general economic, financial, competitive and other factors that are beyond our control. Based upon our current level of operations, we believe that cash flow from operations, available cash and available borrowings under our credit facilities will be adequate to meet our future liquidity needs. However, we cannot provide any assurance that our business will generate sufficient cash flow from operations or that future borrowings will be available under our credit facilities in an amount sufficient to enable us to service our indebtedness or to fund our other liquidity needs. In addition, our credit facilities contain financial and restrictive covenants that may limit our ability to, among other things, borrow additional funds or take advantage of business opportunities. Our failure to comply with such covenants could result in an event of default that, if not cured or waived, could have a material adverse effect on our financial condition, results of operations and debt service capability.

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        Our high level of debt, current conditions in the credit markets and the covenants contained in our credit facilities could have important consequences for our operations, including:

  Increase our vulnerability to general adverse economic and industry conditions and detract from our ability to withstand successfully a downturn in our highly cyclical markets or the economy generally;

  Require us to dedicate a substantial portion of our cash flow from operations to required payments on debt, thereby reducing the availability of such cash flow to fund working capital, capital expenditures, research and development and other general corporate activities;

  Limit our ability to obtain additional financing in the future to fund working capital, capital expenditures and other general corporate requirements;

  Limit our flexibility in planning for, or reacting to, changes in our business and the markets we serve;

  Place us at a competitive disadvantage compared to less leveraged competitors; and

  Make us vulnerable to increases in interest rates because a portion of our debt under our credit facilities may be at variable rates.

Our dependency on contracts with U.S. and foreign government agencies subjects us to a variety of risks that could materially reduce our revenues or profits.

        We are dependent on U.S. and foreign government contracts for a substantial portion of our business. That business is subject to the following risks, among others, that could have a material adverse effect on our operating performance:

  Our business is susceptible to changes in the U.S. defense budget, which may reduce revenues that we expect from our defense business.

  The U.S. government may not appropriate funding that we expect for our U.S. government contracts, which may prevent us from realizing revenues under current contracts or receiving additional orders that we anticipate we will receive.

  Most of our government contracts are fixed-price contracts, and our actual costs may exceed our projected costs, which could result in lower profits or net losses under these contracts.

  We are required to spend significant sums on product development and testing, bid and proposal activities and pre-contract engineering, tooling and design activities in competitions to have the opportunity to be awarded these contracts.

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  Competitions for the award of defense truck contracts are intense, and we cannot provide any assurance that we will be successful in the defense truck procurement competitions in which we participate, especially competitions for armored vehicles such as the DoD’s Joint Light Tactical Vehicle program and Mine Resistant Ambush Protected vehicle programs, as these involve new product lines for us.

  Certain of our government contracts could be suspended or terminated and all such contracts expire in the future and may not be replaced, which could reduce expected revenues from these contracts.

  Our defense products undergo rigorous testing by the customer and are subject to highly technical requirements. Any failure to pass these tests or to comply with these requirements could result in unanticipated retrofit costs, delayed acceptance of trucks or late or no payments under such contracts.

  Our government contracts are subject to audit, which could result in adjustments of our costs and prices under these contracts.

  Our defense truck contracts are often large in size and require significant personnel and production resources, and when such contracts end, we must make adjustments to personnel and production resources.

  We periodically experience difficulties with sourcing sufficient vehicle carcasses to maintain our defense truck remanufacturing schedule, which can create uncertainty for this area of our business.

If we are unable to successfully turn around the profitability of our Geesink Norba Group, then we may be required to record a non-cash impairment charge for Geesink Norba Group goodwill.

        The Geesink Norba Group, our European refuse collection vehicle business, operated at a loss in fiscal 2007 due to soft market demand for its products in the United Kingdom, the lack of available chassis for mounting refuse collection vehicles in France and some market share losses. We have taken steps to turn around the Geesink Norba Group business, including selling an unprofitable facility in The Netherlands during the first quarter of fiscal 2008 and reaching an agreement with the Works Council in Sweden regarding rationalizing a facility in that country, reducing its work force, installing new executive leadership, integrating operations with JLG, implementing lean manufacturing practices, introducing new products and outsourcing components to lower cost manufacturing sites. We incurred an operating loss at this business again in the first quarter of fiscal 2008 as we executed on a number of the turnaround initiatives described above. We expect to incur additional operating losses in fiscal 2008 as we continue these turnaround activities. We may incur costs to continue to implement any such turn around beyond our current expectations for such costs. In addition, we cannot provide any assurance that the Geesink Norba Group will be able to operate profitably after such activities have been completed. Further, if we are unable to continue to turn around the business of the Geesink Norba Group, then we may be required to record a non-cash impairment charge for Geesink Norba Group goodwill, and there could be other material adverse effects on our net sales, financial condition, profitability and/or cash flows.

We are expanding international operations, the conduct of which subjects us to risks that may have a material adverse effect on our business.

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        For the fiscal year ended September 30, 2007, approximately 25% of our net sales were attributable to products sold outside of the United States. Expanding international sales is a part of our growth strategy. International operations and sales are subject to various risks, including political, religious and economic instability, local labor market conditions, the imposition of foreign tariffs and other trade barriers, the impact of foreign government regulations and the effects of income and withholding taxes, governmental expropriation and differences in business practices. We may incur increased costs and experience delays or disruptions in product deliveries and payments in connection with international manufacturing and sales that could cause loss of revenues and earnings. In addition, we are increasingly subject to export control regulations, including, without limitation, the United States Export Administration Regulations and the International Traffic in Arms Regulations. Unfavorable changes in the political, regulatory and business climate could have a material adverse effect on our net sales, financial condition, profitability and/or cash flows.

We are subject to fluctuations in exchange rates and other risks associated with our non-U.S. operations that could adversely affect our results of operations and may significantly affect the comparability of our results between financial periods.

        The results of operations and financial condition of our subsidiaries that conduct operations in foreign countries are reported in the relevant foreign currencies and then translated into U.S. dollars at the applicable exchange rates for inclusion in our consolidated financial statements, which are stated in U.S. dollars. In addition, we have significant firm sales orders in backlog that are denominated in Euros, U.K. pounds sterling, the Australian dollar and other currencies, certain agreements with subcontractors denominated in these currencies and sales of inventory denominated in U.S. dollars to certain of our subsidiaries that have functional currencies other than the U.S. dollar, all of which will subject us to foreign currency transaction risk to the extent they are not hedged. We actively strive to hedge these foreign currency transaction risks but cannot provide assurance that we will be successful in doing so. The exchange rates between many of these currencies and the U.S. dollar have fluctuated significantly in recent years and may fluctuate significantly in the future. Such fluctuations, in particular those with respect to the Euro, the U.K. pound sterling and the Australian dollar, may have a material effect on our net sales, financial condition, profitability and/or cash flows and may significantly affect the comparability of our results between financial periods.

We may experience losses in our access equipment segment in excess of our recorded reserves for doubtful accounts, finance and pledged finance receivables, notes receivable and guarantees of indebtedness of others.

        We have a portfolio of finance receivables with customers in our access equipment segment and we are a party to agreements whereby we guarantee the indebtedness of customers in our access equipment segment. We evaluate the collectibility of open accounts, finance and pledged finance receivables, notes receivable and our guarantees of indebtedness of others based on a combination of factors and establish reserves based on our estimates of potential losses. In circumstances where we believe it is probable that a specific customer will have difficulty meeting its financial obligations, a specific reserve is recorded to reduce the net recognized receivable to the amount we expect to collect, and/or we recognize a liability for a guarantee we expect to pay, taking into account any amounts that we would anticipate realizing if we are forced to take action against the equipment that supports the customer’s financial obligations to us. We also establish additional reserves based upon our perception of the quality of the current receivables, the current financial position of our customers and past collections experience. The historical loss experience of our finance receivables portfolio is limited, however, and therefore may not be indicative of future losses. We also face a concentration of credit risk. For the fiscal year ended September 30, 2007, approximately 45% of JLG’s sales were to its top ten customers. Furthermore, some of these customers are highly leveraged. We may incur losses in excess of our recorded reserves if the financial condition of our customers were to deteriorate or the full amount of any anticipated proceeds from the sale of the collateral supporting our customers’ financial obligations is not realized.

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A disruption or termination of the supply of parts, materials, components and final assemblies from third-party suppliers could delay sales of our vehicles and vehicle bodies.

        We have experienced, and may in the future experience, significant disruption or termination of the supply of some of our parts, materials, components and final assemblies that we obtain from sole source suppliers or subcontractors or incur a significant increase in the cost of these parts, materials, components or final assemblies. Such disruptions, terminations or cost increases could delay sales of our vehicles and vehicle bodies and could result in a material adverse effect on our net sales, financial condition, profitability and/or cash flows.

Changes in regulations could adversely affect our business.

        Both our products and the operation of our manufacturing facilities are subject to statutory and regulatory requirements. These include environmental requirements applicable to manufacturing and vehicle emissions, government contracting regulations and domestic and international trade regulations. A significant change to these regulatory requirements could substantially increase manufacturing costs or impact the size or timing of demand for our products, all of which could make our business results more variable.

Competition in our industries is intense and we may not be able to continue to compete successfully.

        We operate in highly competitive industries. Several of our competitors have greater financial, marketing, manufacturing and distribution resources than us and we are facing competitive pricing from new entrants in certain markets. Our products may not continue to compete successfully with the products of competitors, and we may not be able to retain or increase our customer base or to improve or maintain our profit margins on sales to our customers, all of which could adversely affect our net sales, financial condition, profitability and/or cash flows.

Item 9.01. Financial Statements and Exhibits.

  (a) Not applicable.

  (b) Not applicable.

  (c) Not applicable.

  (d) Exhibits. The following exhibits are being furnished herewith:

  (99.1) Oshkosh Truck Corporation Press Release dated February 1, 2008.

  (99.2) Script for conference call held February 1, 2008.




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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 hereunto duly authorized.

OSHKOSH TRUCK CORPORATION


Date:  February 1, 2008
By:  /s/ David M. Sagehorn
        David M. Sagehorn
        Executive Vice President,
        Chief Financial Officer and Treasurer









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OSHKOSH TRUCK CORPORATION

Exhibit Index to Current Report on Form 8-K
Dated February 1, 2008

Exhibit
Number

(99.1) Oshkosh Truck Corporation Press Release dated February 1, 2008.

(99.2) Script for conference call held February 1, 2008.

EX-99.1 2 cmw3269a.htm PRESS RELEASE

O S H K O S H    T R U C K    C O R P O R A T I O N

For more information contact: Financial: Patrick Davidson
Vice President, Investor Relations
(920) 966-5939

 
Media: Ann Stawski
Vice President, Marketing Communications
(920) 966-5959

OSHKOSH TRUCK CORPORATION REPORTS
FIRST QUARTER EPS OF $0.50

Reaffirms Fiscal 2008 EPS Estimate Range of $4.15 — $4.35

Announces Second Quarter EPS Estimate Range of $0.85 — $0.90

        OSHKOSH, WI (February 1, 2008) – Oshkosh Truck Corporation [NYSE: OSK], a leading manufacturer of specialty vehicles and vehicle bodies, today reported that, for its first quarter of fiscal 2008, earnings per share (EPS) was $0.50, on sales of $1.5 billion and net income of $37.3 million. These results compare with EPS of $0.55 on sales of $1.0 billion and net income of $41.2 million for last year’s first quarter. Oshkosh’s EPS exceeded the Company’s most recent earnings estimate range for the first quarter of $0.35 — $0.40. Oshkosh also reaffirmed its estimate range for fiscal 2008 EPS of $4.15 — $4.35.

        “We’ve just completed our first full year of ownership of JLG Industries and we couldn’t be happier with its positive impact on the Oshkosh family,” commented Robert G. Bohn, Oshkosh Truck Corporation chairman and chief executive officer. “Our access equipment segment continued to deliver double-digit sales growth with its dynamic products, driven by demand in international markets.

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        “Our defense business continues to deliver impressive growth as well. New and remanufactured truck production helped defense sales grow by 27.8 percent during the quarter,” added Bohn.

        “Our two largest segments, access equipment and defense, have performed well and should continue to propel our growth throughout fiscal 2008. As a result, we are maintaining our positive outlook for the Company as we expect both top and bottom line growth to lead to an EPS range of $4.15 to $4.35 in fiscal 2008. This is an increase of between 16 and 22 percent over the prior year.

        “While we expect a double digit increase in earnings for the Company overall in fiscal 2008, we are facing significant headwinds in our commercial and fire & emergency segments. Our concrete mixer business is operating at sharply reduced levels due to the slowdown in residential construction and the aftereffects of the pre-buy in advance of the 2007 diesel engine emissions standards changes. We believe that this lower level of activity will continue throughout the fiscal year, until pre-buy activity ahead of the 2010 diesel engine emissions standards changes begins next fiscal year. Finally, the restructuring plan for our European refuse collection vehicle business is on track, but we will not be satisfied with its performance until it returns to profitability, which we expect to occur in fiscal 2009,” stated Bohn.

        Bohn continued, “We are excited about the interest expressed by fire departments across North America for our industry leading Pierce PUC pump technology. We believe that our ability to produce innovative products will keep our fire & emergency business performing well over the long term. However, we believe that current weaker municipal spending and the aftereffects of the 2007 pre-buy will continue to impact near term order activity for the fire apparatus market. Higher oil prices and weaker economic conditions have impacted our towing and recovery business. Also, our mobile medical trailer and broadcast vehicle business is experiencing, what we believe will be short-term, lower volumes. On a stronger note, we are pleased that our airport products business has continued to grow internationally, and we expect global demand for these products to remain high for the foreseeable future.

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        Bohn concluded, “Oshkosh is meeting weak market conditions head on by investing in global initiatives to improve distribution in key international growth markets and reducing costs across all businesses. This permits us to maintain our positive outlook for fiscal 2008.”

        Sales in the first quarter of fiscal 2008 increased $493.1 million, or 49.0 percent, as compared to last year’s first quarter. The acquisition of JLG Industries, Inc. (JLG) was the primary driver of the increase as they were a part of the Company for the entire first quarter in fiscal 2008 versus 25 days in last year’s first quarter. Increased defense segment sales largely offset the decline in commercial segment sales as the commercial segment experienced lower demand for vehicles and vehicle bodies in North America as a result of the impact of lower residential construction activity in the U.S. combined with the aftereffects of the diesel engine emissions standards changes, which were effective in January 2007.

        First quarter operating income increased 31.5 percent to $109.9 million, or 7.3 percent of sales. The increase in operating income is primarily related to the inclusion of JLG for the entire quarter, offset in part by an operating loss in the commercial segment due to the decline in volume in North America and an operating loss at its European refuse collection vehicle business.

        Factors affecting first quarter results for the Company’s business segments included:

        Access Equipment – Access equipment segment sales were $610.5 million for the quarter, while operating income was $61.1 million, or 10.0 percent of sales. Sales for the segment were 18.9 percent higher in the quarter than JLG sales for the comparable prior year period, including sales prior to our ownership. Sales reflected substantially higher demand internationally, offset in part by lower telehandler sales in North America. Operating income in the first quarter benefited from higher sales, favorable product mix and favorable foreign exchange rates.

        Defense – Defense segment sales increased 27.8 percent to $398.3 million for the quarter compared to the prior year first quarter due to an increase in sales of heavy trucks to the U.S. Department of Defense, offset in part by a decrease in sales of trucks under a contract with the UK Ministry of Defence that concluded last year, and lower parts and service sales. Increased new and remanufactured truck sales reflected higher federal funding for such vehicles, while parts and service sales declined on lower armor kit and component sales.

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        Operating income in the first quarter was up 16.9 percent to $63.9 million, or 16.0 percent of sales, compared to the prior year quarter operating income of $54.6 million, or 17.5 percent of sales. The decrease in operating income as a percent of sales as compared to the prior year quarter reflects adverse truck product mix and lower negotiated margins on truck contract renewals, offset in part by favorable warranty experience and the benefit of higher sales on relatively flat operating expenses.

        Fire & Emergency – Fire & emergency segment sales increased 2.5 percent to $272.6 million for the quarter compared to the prior year quarter. The increase in sales reflected higher domestic fire apparatus and higher airport product sales, offset in part by weaker demand at most of the other businesses in the segment.

        Operating income was down 9.3 percent to $22.2 million, or 8.2 percent of sales, compared to the prior year quarter operating income of $24.5 million, or 9.2 percent of sales. The decrease in operating income during the quarter was the result of operating losses at the Company’s domestic mobile medical trailer and broadcast vehicle business and international fire apparatus business, offset in part by improved airport product margins and a return to profitability at the Company’s domestic ambulance business.

        Commercial – Commercial segment sales decreased 27.8 percent to $230.4 million in the first quarter compared to the prior year quarter. The segment had an operating loss of $10.2 million, or 4.4 percent of sales, compared to operating income of $20.8 million, or 6.5 percent of sales, in the prior year quarter. Weakness in the U.S. residential construction market and expected lower domestic volume subsequent to the January 2007 changes to diesel engine emissions standards negatively impacted sales and operating income for the segment. Sales and operating income in the first quarter of the prior year benefited from strong demand ahead of the aforementioned diesel engine emissions standards change. The Company’s European refuse collection vehicle operations sustained an operating loss of $5.4 million in the first quarter of fiscal 2008, which was an increase of $1.2 million from the prior year quarter. The increased loss primarily related to charges associated with a previously announced facility rationalization and costs associated with increasing production capabilities at its Romanian facility.

-4-


        Corporate and other – Operating expenses and inter-segment profit elimination increased $8.4 million to $27.1 million for the first quarter compared to the prior year quarter. The increase was largely due to higher personnel, professional services and travel costs primarily associated with the acquisition of JLG. Interest expense net of interest income for the quarter increased $34.4 million to $54.5 million compared to the prior year quarter. Higher interest costs resulted from additional acquisition-related debt, including interest on debt incurred to acquire JLG.

        The provision for income taxes in the first quarter decreased to 34.0 percent of pre-tax income compared to 36.0 percent of pre-tax income in the prior year quarter. The lower effective tax rate reflected the continued phase-in of the domestic manufacturing deduction, a favorable tax incentive agreement in Europe and the impact on the state tax rate of additional leverage associated with the JLG acquisition.

        Equity in earnings of unconsolidated affiliates increased to $1.8 million during the first quarter compared to $1.0 million in the prior year quarter due to the addition of a joint venture in Europe that was acquired in the acquisition of JLG.

        The Company was able to manage its spending and seasonal build in working capital without borrowing additional funds during the quarter and total debt remained at $3.1 billion at the end of the first quarter, consistent with debt levels at September 30, 2007.

Fiscal 2008 Estimates

        The Company reaffirmed its fiscal 2008 EPS estimate range of $4.15 to $4.35 compared to EPS of $3.58 in fiscal 2007. The Company expects its second quarter EPS to be in the range of $0.85 to $0.90. These estimates reflect the Company’s performance in the first quarter, anticipated strong performance in the access equipment and defense segments and an improvement in the estimated effective income tax rate, offset by weaker economic conditions negatively impacting the fire & emergency and commercial segments.

-5-


Dividend Announcement

        Oshkosh Truck Corporation’s Board of Directors declared a quarterly dividend of $0.10 per share of Common Stock. The dividend, unchanged from the immediately preceding quarter, will be payable February 25, 2008, to shareholders of record as of February 15, 2008.

        The Company will comment on first quarter earnings and expectations for fiscal 2008 during a conference call at 9:00 a.m. EST this morning. Viewer-controlled slides for the call will be available on the Company’s website beginning at 8:00 a.m. EST this morning. The call will be webcast simultaneously over the Internet. To access the webcast, investors should go to www.oshkoshtruckcorporation.com at least 15 minutes prior to the event and follow instructions for listening to the broadcast. An audio replay of the call and related question and answer session will be available for twelve months at this website.

        Oshkosh Truck Corporation is a leading designer, manufacturer and marketer of a broad range of specialty access equipment, military, commercial and fire & emergency vehicles and vehicle bodies. Oshkosh’s products are valued worldwide by rental and construction companies, defense forces, fire & emergency units, municipal and airport support services, and concrete placement and refuse businesses where high quality, superior performance, rugged reliability and long-term value are paramount.

-6-


Forward-Looking Statements

        This press release contains statements that the Company believes to be “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact, including without limitation, statements regarding the Company’s future financial position, business strategy, targets, projected sales, costs, earnings, capital expenditures, debt levels and cash flows, and plans and objectives of management for future operations, are forward-looking statements. When used in this press release, words such as “may,” “will,” “expect,” “intend,” “estimate,” “anticipate,” “believe,” “should,” “project” or “plan” or the negative thereof or variations thereon or similar terminology are generally intended to identify forward-looking statements. These forward-looking statements are not guarantees of future performance and are subject to risks, uncertainties, assumptions and other factors, some of which are beyond the Company’s control, which could cause actual results to differ materially from those expressed or implied by such forward-looking statements. These factors include the challenges of integrating the acquired JLG business; the consequences of financial leverage associated with the JLG acquisition; the Company’s ability to turn around its Geesink Norba Group business sufficiently to support its current valuation resulting in no impairment charge; the expected level and timing of U.S. Department of Defense procurement of products and services and funding thereof; the cyclical nature of the Company’s access equipment, commercial and fire & emergency markets, especially during a recession, which the U.S. economy may be entering; risks related to reductions in government expenditures and the uncertainty of government contracts; risks associated with international operations and sales, including foreign currency fluctuations; risks related to the collectibility of access equipment receivables and the potential for increased costs relating to compliance with changes in laws and regulations. In addition, the Company’s expectations for fiscal 2008 are based in part on certain assumptions made by the Company, including without limitation, the Company’s ability to integrate the acquired JLG business; the Company’s ability to turn around the Geesink Norba Group business sufficiently to support its current valuation resulting in no impairment charges; the Company’s estimates for the level of concrete placement activity, housing starts, non-residential construction spending and mortgage rates; the performance of the U.S. and European economies generally, each of which could move into recession; the Company’s expectations as to timing of receipt of sales orders and payments and execution and funding of defense contracts; the Company’s ability to achieve cost reductions and operating efficiencies, in particular at JLG, McNeilus, the Geesink Norba Group and Medtec; the availability of defense truck carcasses for remanufacturing; the anticipated level of production and margins associated with the Family of Heavy Tactical Vehicles contract, the Indefinite Demand/Indefinite Quantity truck remanufacturing contract, the Medium Tactical Vehicle Replacement follow-on contract, the Logistics Vehicle System Replacement contract and international defense truck contracts; the Company’s ability to produce defense trucks at increased levels in fiscal 2008; the Company’s estimates for capital expenditures of rental and construction companies for JLG’s products, of municipalities for fire & emergency and refuse collection vehicles, of airports for aircraft rescue and snow removal products and of large commercial waste haulers generally and with the Company; federal funding levels for U.S. Department of Homeland Security and spending by governmental entities on homeland security apparatus; the Company’s estimates of the impact of changing fuel prices and credit availability on capital spending of towing operators; the Company’s planned spending on product development and bid and proposal activities with respect to defense truck procurement competitions and the outcome of such competitions; the expected level of commercial “package” body and purchased chassis sales compared to “body only” sales; anticipated levels of capital expenditures by the Company; the Company’s estimates for costs relating to litigation, product warranty, product liability, insurance, stock options, performance share awards, bad debts, personnel and raw materials; the Company’s estimates for debt levels, interest rates, foreign exchange rates, working capital needs and effective tax rates; and that the Company does not complete any acquisitions in the short term. Additional information concerning these and other factors is contained in the Company’s filings with the Securities and Exchange Commission, including the Form 8-K filed today.

-7-


OSHKOSH TRUCK CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)

Three Months Ended
December 31,

2007
2006
(In millions, except per share amounts)

Net sales
    $ 1,499.9   $ 1,006.8  
Cost of sales    1,247.9    834.1  


Gross income    252.0    172.7  

Operating expenses:
  
   Selling, general and administrative    123.4    82.0  
   Amortization of purchased intangibles    18.7    7.1  


Total operating expenses    142.1    89.1  



Operating income
    109.9    83.6  

Other income (expense):
  
   Interest expense    (56.3 )  (20.8 )
   Interest income    1.8    0.7  
   Miscellaneous, net    (2.1 )  (0.4 )


     (56.6 )  (20.5 )



Income before provision for income taxes,
  
   equity in earnings of unconsolidated  
   affiliates and minority interest    53.3    63.1  

Provision for income taxes
    18.1    22.7  



Income before equity in earnings of
  
   unconsolidated affiliates and  
   minority interest    35.2    40.4  

Equity in earnings of unconsolidated
  
   affiliates, net of income taxes    1.8    1.0  

Minority interest, net of income taxes
    0.3    (0.2 )



Net income
   $ 37.3   $ 41.2  



Earnings per share
  
   Basic   $ 0.51   $ 0.56  
   Diluted   $ 0.50   $ 0.55  

Basic weighted average shares outstanding
    73.8    73.3  
Effect of dilutive stock options and  
  incentive compensation awards    1.2    1.2  


Diluted weighted average shares outstanding    75.0    74.5  


-8-


OSHKOSH TRUCK CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)

December 31,
2007

September 30,
2007

(In millions)

ASSETS
           
Current assets:  
   Cash and cash equivalents   $ 133.0   $ 75.2  
   Receivables, net    750.3    1,076.2  
   Inventories, net    1,052.6    909.5  
   Deferred income taxes    70.8    77.5  
   Other current assets    58.9    56.5  


         Total current assets    2,065.6    2,194.9  
Investment in unconsolidated affiliates    36.4    35.1  
Property, plant and equipment    679.3    667.3  
Less accumulated depreciation    (248.5 )  (237.7 )


   Property, plant and equipment, net    430.8    429.6  
Goodwill, net    2,463.5    2,435.4  
Purchased intangible assets, net    1,131.6    1,162.1  
Other long-term assets    156.5    142.7  


Total assets   $ 6,284.4   $ 6,399.8  



LIABILITIES AND SHAREHOLDERS’ EQUITY
  
Current liabilities:  
   Revolving credit facility and current maturities  
      of long-term debt   $ 92.9   $ 81.5  
   Accounts payable    510.9    628.1  
   Customer advances    327.7    338.0  
   Payroll-related obligations    83.6    105.0  
   Income taxes payable    19.9    64.0  
   Accrued warranty    82.1    88.2  
   Other current liabilities    226.5    243.2  


         Total current liabilities    1,343.6    1,548.0  
Long-term debt, less current maturities    2,956.3    2,975.6  
Deferred income taxes    335.0    340.1  
Other long-term liabilities    215.4    138.7  
Commitments and contingencies  
Minority interest    3.6    3.8  
Shareholders’ equity    1,430.5    1,393.6  


Total liabilities and shareholders’ equity   $ 6,284.4   $ 6,399.8  


-9-


OSHKOSH TRUCK CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)

Three Months Ended
December 31,

2007
2006
(In millions)
Operating activities:            
   Net income   $ 37.3   $ 41.2  
   Non-cash and other adjustments    41.9    17.6  
   Changes in operating assets and liabilities    9.5    (88.1 )


      Net cash provided (used) by operating activities    88.7    (29.3 )

Investing activities:
  
   Acquisition of businesses, net of cash acquired    --    (3,124.8 )
   Additions to property, plant and equipment    (19.6 )  (8.2 )
   Additions to equipment held for rental    (4.3 )  (3.5 )
   Proceeds from sale of property, plant and equipment    2.6    0.1  
   Proceeds from sale of equipment held for rental    3.3    0.1  
   Distribution of capital from unconsolidated affiliates    0.3    0.3  
   Decrease in other long-term assets    0.1    0.4  


      Net cash used by investing activities    (17.6 )  (3,135.6 )

Financing activities:
  
   Proceeds from issuance of long-term debt    --    3,100.0  
   Debt issuance costs    --    (33.5 )
   Repayment of long-term debt    (0.4 )  (0.3 )
   Net (repayments) borrowings under revolving credit facility    (6.7 )  119.7  
   Proceeds from exercise of stock options    0.1    1.5  
   Excess tax benefits from stock-based compensation    0.6    1.9  
   Dividends paid    (7.4 )  (7.4 )


      Net cash (used) provided by financing activities    (13.8 )  3,181.9  

Effect of exchange rate changes on cash
    0.5    0.3  


Increase in cash and cash equivalents    57.8    17.3  
Cash and cash equivalents at beginning of period    75.2    22.0  


Cash and cash equivalents at end of period   $ 133.0   $ 39.3  


Supplementary disclosure:  
   Depreciation and amortization   $ 37.3   $ 18.7  

-10-


OSHKOSH TRUCK CORPORATION
SEGMENT INFORMATION
(Unaudited)

Three Months Ended
December 31,

2007
2006
(In millions)
Net sales:            
   Access equipment   $ 610.5   $ 117.7  
   Defense    398.3    311.7  
   Fire & emergency    272.6    266.0  
   Commercial    230.4    319.0  
   Intersegment eliminations    (11.9 )  (7.6 )


      Consolidated   $ 1,499.9   $ 1,006.8  



Operating income (loss):
  
   Access equipment   $ 61.1   $ 2.4  
   Defense    63.9    54.6  
   Fire & emergency    22.2    24.5  
   Commercial    (10.2 )  20.8  
   Corporate and other    (27.1 )  (18.7 )


      Consolidated   $ 109.9   $ 83.6  



Period-end backlog:
  
   Access equipment   $ 922.9   $ 1,181.3  
   Defense    1,448.4    859.4  
   Fire & emergency    573.2    692.0  
   Commercial    249.3    371.7  


      Consolidated   $ 3,193.8   $ 3,104.4  







####

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First Quarter 2008 Earnings
Conference Call
February 1, 2008

Pat Davidson

Good morning and thanks for joining us. Earlier today we published our first quarter results for fiscal 2008. A copy of the release is available on our website at www.oshkoshtruckcorporation.com. Today’s call is being webcast and is accompanied by a slide presentation, also available on our website. The audio replay and slide presentation will be available on the web for approximately 12 months. Please refer now to slide 2 of that slide presentation.

Our remarks that follow, including answers to your questions, include statements that we believe to be “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act. These forward-looking statements are subject to risks that could cause actual results to be materially different. Those risks include, among others, matters that we have described in our Form 8-K filed with the SEC this morning and other filings we make with the SEC. Except as described in the Form 8-K, we disclaim any obligation to update these forward looking statements, which may not be updated until our next quarterly earnings conference call, if at all.

Occasionally today, we will refer to “previous estimates.” We made or updated such estimates during our fourth quarter earnings conference call for fiscal 2007 on November 1, 2007.

Presenting today for Oshkosh Truck will be Bob Bohn, our Chairman and Chief Executive Officer; Charlie Szews, President and Chief Operating Officer and Dave Sagehorn, Executive Vice President, Chief Financial Officer and Treasurer.

Let’s begin by turning to slide 3 and I’ll turn it over to Bob.

Bob Bohn

Thank you, Pat. Good morning and thank you all for joining us today for what we expect will be our last quarter of reporting as Oshkosh Truck. We have a proposal outstanding to our shareholders to change our company name to more accurately reflect the scope of our business and our future. I’ll touch on this in more detail in a moment.

1


Oshkosh Q1 2008 Highlights

The almost daily dose of negative economic news since our last quarterly call has certainly hurt industrial stocks like ours, but our hands-on operating team continues to execute effectively even in the face of this news. I will review the highlights while Charlie and Dave go into more detail.

For the first quarter, we reported

  $1.5 billion of net sales, up 49.0%,
  a 31.5% increase in operating income to $110 million, and
  earnings per share of $0.50, down about 9% from last year's first quarter.

This compares to our previous estimate range for earnings per share of $0.35 to $0.40 and prior year earnings per share of $0.55. We had projected a tough first quarter. Last year’s first quarter benefited from a pre-buy of vehicles in advance of diesel engine emissions standards changes and this quarter we faced the aftereffects of that pre-buy. We performed much better than our previous guidance, primarily due to strong performance by our North American access equipment team.

Now, for the 2008 fiscal year, we are maintaining our earnings per share estimate range of $4.15 to $4.35. We are being affected by weak housing markets, lower municipal spending and high oil prices, among other unfavorable economic news, and our new estimates reflect sharply lower sales and operating income estimates for our commercial and fire & emergency segments, which are most impacted by that news. These estimates reflect recession-like volumes in our concrete placement business. However, we believe our management team has done an excellent job of mitigating these factors. We’ve invested in global initiatives to improve our distribution in key international growth markets and to reduce our supply chain costs. And, we’ve reined in spending at businesses where market conditions are soft. We’re also benefiting from higher defense truck volumes. So, I’m comfortable with re-affirming our earnings per share estimate range for fiscal 2008 and pleased with how our team responded to both the present challenges and global opportunities in our markets.

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This team is dedicated to performing for our shareholders in all market conditions. If the Federal Reserve and federal government are effective in coaxing the U.S. economy into modest growth in 2008, then we expect to have the opportunity to do better.

Please turn with me to slide 4.

Oshkosh Corporate Initiatives

We continue to strengthen our management team so that we can perform effectively in all market conditions and continue our outstanding growth record. How are we getting stronger? We have added a great deal of talent to our supply chain team. We hired a new Chief Procurement Officer with global low cost country sourcing experience and a record of building a world class supply chain team. Additionally, we have added a number of talented leaders to our corporate logistics and Asia-based procurement teams. On top of this, we have been fortunate to bring into the company some key supply chain leaders for our business segments. We’ve been adding other talent as well, but our supply chain additions are particularly important to our success at this time. Overall, there are a lot of strong folks coming in who will help take Oshkosh to the next level.

As I mentioned a few moments ago, we have a proposal outstanding to our shareholders to change our corporate name from Oshkosh Truck Corporation to simply Oshkosh Corporation. We’re very proud of our rich history of being a leading military and specialty truck producer and we will continue to make the best military and specialty work trucks in the world under the Oshkosh Truck brand. But, particularly with our purchase last year of JLG Industries, we’ve expanded the scope of vehicles and equipment that we sell and we believe it is appropriate for our name to reflect that growth. I hope you have noticed in some of our communications and presentations that we already look at ourselves as a leading specialty vehicle producer. We will hear from our shareholders early next week, but we expect them to approve our name change as we continue the transformation of our great company.

With that, I will turn it over to Charlie Szews, our President and COO, who will review some of the highlights of our operating segments.

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Charlie Szews

Thanks Bob. Please turn with me to slide 5.

Access Equipment

We’ve had a remarkable start to the new fiscal year. Let me start with comments on our largest segment, access equipment, which contributed so much to our first quarter performance. JLG continued to grow its revenues in the first quarter and was basically up in all areas except for North American telehandlers. For the quarter, our global access equipment business was up almost 20% compared to the same period last year, including sales prior to our ownership.

In our access equipment business, we annually conduct negotiations with the largest global rental companies with respect to their annual access equipment requirements. Such discussions with the largest European rental companies were largely complete and associated annual orders were in backlog at September 30, 2007. During our first fiscal quarter, we began discussions with the largest North American rental companies. Most of those discussions for calendar year end customers are now complete, although no agreements were signed nor orders in-house on those agreements by the end of the first fiscal quarter. Last year, we had progressed more quickly through this process and had realized large orders in backlog by the end of the first fiscal quarter. Overall, the negotiations have been favorable, yielding modestly higher pricing and volumes that are reflected in our estimates that Dave will share with you shortly. Over the next 90-120 days, we would expect these agreements to be finalized and reflected in our backlog.

We continue to work hard to successfully complete the integration of JLG and achieve the synergy targets that we set for ourselves and communicated to you when we announced the deal 16 months ago. We expect to achieve our second year target for procurement synergies, which is helping us to boost our margins in this segment.

One part of our integration plan was to construct a brand-new, 43,000 square foot European parts distribution facility. This facility was up and running on January 2. I viewed it two weeks ago and was happy to see our immensely improved capability to serve our European customers. We now have more inventory in Europe to meet demand and more efficient processes to fulfill that demand. The construction of this facility is a great example of our commitment to greater support of our customers, which is something we are focusing on in all of our markets.

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Please move with me to slide 6 and let’s take a look at defense.

Defense

We built on our strength from the back half of fiscal 2007 with an all-time record for the first quarter in sales and operating income. Adding to this, we continue to believe that fiscal 2008 will be strong and are encouraged by additional funding that was approved by Congress and the President in late calendar 2007. Significant additional requested funding for Oshkosh programs is currently with Congress and could be approved in the spring. While this funding wouldn’t affect us this fiscal year, it would provide support for a strong fiscal 2009 and a solid foundation for fiscal 2010.

We’re very pleased with two big announcements we made during the quarter regarding two important products in this segment. I’ll talk about the latest opportunity first.

We are excited and proud to be teamed with Northrop Grumman on the $40 billion, ten-year Joint Light Tactical Vehicle, or JLTV, Program. We are both leaders in our areas of expertise and we are fully committed to supporting the team so that we can provide the winning solution. To refresh your memories, the JLTV is the next generation vehicle that the U.S. Department of Defense (“DoD”) plans to acquire for use by the U.S. Army and U.S. Marine Corps to replace a significant portion of the requirements of the HMMWV. As currently envisioned, the JLTV will be stronger, more survivable and more mobile than current tactical vehicles in its class, as well as be more mobile and maneuverable than the Mine-Resistant Ambush Protected (“MRAP”) vehicles that are currently being deployed in Iraq. We and Northrop Grumman are committing significant resources to this program. When it comes to designing from scratch a new tactical wheeled vehicle to meet next generation specifications for the DoD, and then supporting that vehicle in theater, we have been the DoD’s premier supplier over the last 30 years. Together with Northrop Grumman’s superior communications and systems integration expertise, we believe we can deliver the best value to the DoD for their JLTV requirements. And, our proven ability to insert new technologies into this vehicle, which has a 40-year lifespan, makes us a valued partner for the long-term.

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On October 1, 2007, we and our team partners, Ceradyne and I-3, submitted two Bull™ vehicles, pictured at the bottom of this slide, for testing by the government. The Bull™ is an MRAP II vehicle that offers protection from explosively formed projectiles, or EFPs, which present a more intense threat level than an improvised explosive device, or IED. The Bull is also highly mobile and it can take our soldiers and Marines wherever they want to go. After successful initial test results, our MRAP team received an order for six additional Bulls for further testing. We are busy building these vehicles, which we expect to deliver to our customer in March 2008. We don’t assume any revenue for additional orders for Bull vehicles in our estimates today, so if we do receive follow-on production orders for Bulls, they will be incremental to our outlook.

Please turn to slide 7.

Fire & Emergency

We have seen further signs of softer municipal spending in portions of our fire & emergency business. Furthermore, Pierce is experiencing the aftereffects from the 2007 engine emissions standards changes pre-buy. Even with this tougher backdrop, we recorded solid top line gains this quarter in both our Pierce fire truck and airport products businesses.

Last quarter we talked briefly about our new Pierce Ultimate Configuration, or PUC product. The reception we have received from fire departments that have had the opportunity to use PUC units has been fantastic. We expect to benefit from current users’ experience with these vehicles as word spreads of the benefits of this revolutionary new product.

The towing and recovery market is being negatively impacted by high oil prices and general economic conditions. As a result, we have not seen the typical pick-up in orders heading into the busy winter towing season, which negatively impacted this business unit this quarter.

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The airport products business was led once again by strong aircraft rescue and firefighting (ARFF) vehicle shipments and vigorous order activity in international markets to support global airport expansion.

The mobile medical business of Oshkosh Specialty Vehicles (“OSV”) has been negatively affected by the Deficit Reduction Act, which reduced the support that medical diagnostic providers receive for certain procedures performed outside of hospitals. Furthermore, the writers’ strike is beginning to affect the broadcast vehicle market, which will likely continue at least until the dispute is settled.

Overall, we’re facing some tough market conditions, but global opportunities and new product introductions should still permit this segment to deliver modest, single-digit growth in fiscal 2008.

Please turn to slide 8.

Commercial

As we’ve been talking about for several quarters now, several key factors are affecting our commercial segment. A weaker residential construction market and the aftereffects of the large pre-buy that resulted from the 2007 diesel engine emissions standards changes are both sharply curtailing demand to recession-like levels at our concrete placement business. We believe this weakness will continue throughout the remainder of fiscal 2008.

To address these issues, we have worked with our team at McNeilus to reduce its cost structure to better support the lower level of activity in the factory. We also continue to drive Lean activities across the enterprise.

We believe we have solved our issues with the lightweight Revolution® mixer drum as field data is coming back positive. We have virtually eliminated concrete adhesion issues and upgraded the quality and reliability of the product. Although we are in a tough market, we are seeing more customers express interest in this productivity enhancing mixer drum.

Our domestic refuse collection vehicle business had lower year-over-year revenues in the first quarter, but our outlook remains solid for this business for the fiscal year. In spite of lower industry volume, we expect to deliver approximately flat unit sales in this business this fiscal year. Lower refuse package sales involving both a chassis and refuse collection body could cause total domestic refuse sales to decline slightly.

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Finally, the restructuring at the Geesink Norba Group, our European refuse collection vehicle business, is in full swing and on schedule thanks to a large, dedicated team that is committed to successfully consolidating their facilities. Construction is nearly complete in Romania to begin the first phase of production of JLG fabrications this spring. We expect to be out of a leased facility in Blomstermala, Sweden by mid-spring of 2008. At the time of our last call, we were still negotiating with the associated works council to close the facility. That negotiation is now complete. We also have sold the Maarheeze, Netherlands facility. Negotiations with the affected employees and their works council are ongoing. We expect to record most of the restructuring impact for the affected employees in the second and third quarters when the facilities close.

So, fiscal 2008 will be a busy year for this business as we execute on an aggressive facilities consolidation plan. But we are taking the right actions to eliminate unnecessary overhead to get this business back to profitability and we are encouraged by the order flow we are experiencing and the improvements in both delivery times and product quality at this business.

I’ll now turn it over to Dave, who will run through the numbers with you.

Dave Sagehorn

Thank you Charlie and good morning everyone.

Please turn to slide 9.

Consolidated Results

Consolidated net sales of $1.5 billion for the first quarter of fiscal 2008 were up 49% compared to the first quarter of last year, led by a full quarter of JLG being part of the company and strong defense segment results. On a year-over-year basis, our overall sales would have been up approximately 7% if we had owned JLG for the full quarter during last year’s first quarter. Operating income increased 31.5% to $109.9 million in large part due to including JLG’s results for the full quarter in the current fiscal year. Operating income margin declined 100 basis points to 7.3% compared to prior year due mainly to an anticipated operating loss in our commercial segment and slightly lower profitability in our fire & emergency segment. Earnings per share decreased 9.1% to $0.50 as a result of the previously mentioned items.

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Corporate operating expenses and inter-segment profit elimination grew by $8.4 million to $27.1 million in the first quarter of fiscal 2008 compared to last year, largely due to higher personnel related costs, costs to support our growth objectives and incremental costs related to having JLG for our entire first fiscal quarter of 2008.

Interest expense rose sharply over last year in the first quarter due to a full quarter of JLG ownership by Oshkosh and the resulting debt incurred for the acquisition.

And finally, our tax rate for the quarter was 34.0%, as we previously estimated.

We continue to focus on paying down debt with our free cash flow. We typically see debt levels rise in the first quarter, but we aggressively managed our spending and working capital build this quarter and, as a result, debt remained at $3.1 billion at the end of the quarter.

Now, let’s take a look at each of the segments in detail.

Please turn to slide 10.

Access Equipment

Access equipment recorded sales of $610.5 million in the first quarter. Compared to JLG’s stand-alone results for the same period last year, sales were down slightly in North America due to continued telehandler weakness, but were up in Europe and elsewhere worldwide, even after excluding the sales volume contributed by the manufacture of telehandlers for Caterpillar. Overall, sales for the segment were 18.9% higher in the quarter than sales for JLG in the same period last year including sales prior to our ownership. This led to operating income of $61.1 million and an operating income margin of 10.0%, in a seasonally slow quarter. Operating income in the first quarter benefited from higher sales, favorable product mix and favorable foreign exchange rates.

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The backlog for access equipment was $922.9 million at December 31, 2007, which was down 21.9% compared to the prior year first quarter end, but up 8.1% compared to September 30, 2007. The decrease in backlog compared to the first quarter of fiscal 2007 is largely a result of the timing of our receipt of orders this fiscal year from large North American rental customers, as Charlie previously noted.

Please turn to slide 11.

Defense

Our defense business has continued to build momentum with sales of $398.3 million, up 27.8% compared to last year’s first quarter. Operating income grew from $54.6 million to $63.9 million, with strength coming from significantly higher new and remanufactured truck volumes. Parts & service sales were lower in the quarter, but this was expected. We do expect that parts & service will be up significantly in fiscal 2008 as we expect our armor kit business to pick up later in the fiscal year.

Operating income margin for the quarter in this segment was still strong at 16.0%, but we expect this to decrease as the year progresses because a larger percentage of our new truck sales will be under lower margin contracts.

Backlog in this segment was up 68.5% compared to last year’s first quarter end at $1.45 billion. Funding for Oshkosh programs included in the recent budget bill was not yet under contract as of the end of the quarter so it is not reflected in backlog.

Please turn to slide 12.

Fire & Emergency

Turning to fire & emergency, sales increased by 2.5% compared to the prior year quarter in a more challenging environment. While our Pierce and airport products businesses had solid quarters, we experienced softer sales at Jerr Dan, OSV and BAI. Operating income in the segment declined 9.3% to $22.2 million compared to the prior year quarter for the reasons just mentioned.

Compared to December 31, 2006, the fire & emergency backlog was down 17.2% to $573.2 million on December 31, 2007 due to continued weaker municipal spending in the fire apparatus market, the aftereffects of the diesel engine pre-buy and weaker orders at our Jerr Dan and OSV businesses.

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Please turn to slide 13.

Commercial

As we previously estimated, the commercial segment was down this quarter. Commercial sales declined 27.8% to $230.4 million compared to last year’s first quarter due to weak residential construction and the aftereffects of the diesel engine pre-buy. This, along with the on-going rationalization activities in our European refuse collection vehicle business, caused operating results to decline to an operating loss of $10.2 million in the seasonally slowest quarter for this business.

In particular, we experienced significant sales and earnings declines in our U.S. concrete placement business and modestly lower sales in our U.S. refuse collection vehicle business. Our domestic refuse collection vehicle business has been less affected by the diesel engine emissions standards changes than our concrete placement business. Overall, we’ve taken the necessary steps to reduce staffing and expenses to match the lower volume.

The Geesink Norba Group incurred an operating loss of $5.4 million in the quarter including facility rationalization charges of $1.3 million.

Backlog for the commercial segment was down 33.0% at December 31, 2007 compared to December 31, 2006, with the biggest declines concentrated in our concrete placement business as a result of the large pre-buy related backlog last year.

Please turn to slide 14 for a review of our guidance for the full fiscal year 2008.

Oshkosh Fiscal 2008 Estimates

All comparisons are to our fiscal 2007 actual results and assume no new acquisitions.

It is too early to tell what, if any, impact the recent actions by the Federal Reserve and Washington to stimulate the economy will have on our markets or our customers buying plans in fiscal 2008. As such, we have not factored in any impact in our estimates for these actions.

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We are maintaining our full year revenue forecast of between $7.1 and $7.3 billion.

For access equipment, we are adjusting our revenue expectation up slightly to a growth rate of about 25%, above our previous estimate of 20%. This is based on our strong first quarter results, an expectation of stronger than previously estimated sales in international markets and a slightly improved expectation of North American sales compared to our previous estimates.

We are also slightly raising our estimate for defense sales. We now expect the segment to grow by about 25%, driven by both our vehicle and parts & service businesses. Our estimates for the defense segment are independent of any potential MRAP vehicle business that we may be awarded.

We are adjusting the estimated growth rate for fire & emergency to an increase of approximately 5%, down from the prior range of a 5% to 10% increase, reflecting the weakness we are experiencing in several of our businesses in this segment.

And finally, we expect that commercial sales will be down approximately 15% to 20% for the year as we expect the depth and duration of the residential construction weakness to work against us. We believe that the pre-buy ahead of 2010 diesel engine emissions standards changes will benefit us, but due to economic conditions, most likely not until fiscal 2009.

Turning to slide 15, let’s review our operating income assumptions.

Oshkosh Fiscal 2008 Estimates

We are updating our expectations for full year operating income to a range of approximately $675 to $700 million. This implies a consolidated operating income margin of 9.2% to 9.9%.

We believe access equipment margins will improve by 150 to 200 basis points due generally to higher volumes, a favorable product mix, the benefits from foreign currency exchange rate changes, cost reductions and one time purchase accounting charges in the prior fiscal year that will not repeat in fiscal 2008. We are slightly lowering our defense margin expectations to be down in a range of 250 to 300 basis points, reflecting the impact of lower contractual margins on certain of our programs, as previously discussed, and anticipated incremental spending on the JLTV program.

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We are modestly reducing our estimate for fire & emergency margins and now expect them to remain flat in fiscal 2008 due to the weakness in several of our businesses in this segment.

Given the low order intake in our commercial segment domestic businesses during the quarter, we are lowering our estimated earnings in the commercial segment for the year. We now expect commercial segment margins to decline between 150 and 200 basis points compared to our previous estimate of a slight decline in margins. Coupled with our lower sales estimate, this is a significant change, implying recession-like performance for the segment.

We still expect corporate and intersegment elimination expenses will increase by about $30 million in fiscal 2008. As we said on the last call, the larger than historical increase reflects additional estimated expense associated with stock-based compensation awards, the costs of several large information technology projects and the investment in additional staff.

Turning to slide 16, let’s take care of a few more P&L items.

Oshkosh Fiscal 2008 Estimates

We estimate our interest expense will be in a range of $215 to $220 million, reflecting a full year of higher leverage following the JLG acquisition.

We are lowering our full year tax rate estimate slightly to 33.5%, reflecting the favorable impact of tax planning strategies.

Expectations for equity in earnings remain unchanged from our previous estimates at a range of $3.5 to $4.0 million of income.

And finally, we are lowering our estimate of average shares outstanding to approximately 75.2 million shares for our earnings per share calculation.

Oshkosh Fiscal 2008 Estimates

Finishing up with slide 17, before I turn it back over to Bob, we are maintaining our fiscal 2008 earnings per share estimate of $4.15 to $4.35. This is an increase of 16% to 22% over our fiscal 2007 performance. While we have areas of strength in a number of our businesses, we are today more cautious than on November 1 regarding continued weakness in the U.S. economy and its potential effects on our businesses. This outlook is evident in our fire & emergency and commercial segment guidance.

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We are estimating a range of $0.85 to $0.90 earnings per share for the second fiscal quarter of 2008. This represents an increase of 25% to 32% from the second quarter of fiscal 2007, driven by continued strong performance at our access equipment and defense segments.

We are maintaining our capital expenditures estimate for the year at $110 million and our debt target of between $2.65 and $2.75 billion by the end of fiscal 2008.

I’ll turn it back over to Bob for a final wrap-up before the Q&A. Please turn to slide 18.

Q1 2008 Summary

Bob Bohn

Thanks, Dave.

We are now into our second year of JLG ownership and the integration is proceeding exceedingly well. I think you’ll agree with me that the results have been stellar. But we’re not through yet and we will work hard in continuing to bring JLG into the Oshkosh family.

We are still confident in our ability to grow Oshkosh in a variety of economic conditions. That is clearly the story today and going forward as we see solid growth in our two biggest segments, access equipment and defense. We expect to feel the effects of weaker markets in our fire & emergency segment and in our commercial segment. We are proud to be announcing strong results and a positive, yet responsible outlook today as we maintain our full-year EPS estimates that result in a 16% to 22% growth rate over fiscal 2007, despite these tough markets.

Our defense business reported some impressive results today and we have good visibility into the government’s needs for our tactical wheeled vehicles. We also made recent announcements on our JLTV and MRAP II opportunities. I know you will be monitoring the progress of these exciting programs.

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The commercial part of our business is in the down cycle associated with the downturn in residential construction and the aftereffects of the 2007 engine emissions pre-buy, but I believe that this segment will come back in fiscal 2009 as we work to turn around the Geesink Norba Group and prepare for the increase in demand ahead of the 2010 engine emissions standards changes. We have strong franchises in our fire & emergency segment and will manage through a period of weaker spending. We have a strong outlook for our ARFF products, which is being driven by robust international orders as airports continue to be constructed in growing areas around the world.

We know that many of you listening today are frustrated by our recent share price decline. We are, too. We do not think that the current price accurately reflects the strength of our management team, our ability to mitigate weaker economic conditions or our long-term prospects for the Oshkosh family of companies. The challenge for us is to continue to lead in our selected markets and to grow this company to new heights through continued hard work, determination and execution. That is our commitment to you.

With that, I will turn it back over to Pat and the operator for questions.

Pat Davidson

Let’s continue to limit the number of questions per person to one plus a follow-up question. This works well and gives us the best opportunity for participation on your end. After the follow-up, we ask that each participant get back in queue to ask further questions.

Operator, please begin the question and answer period of this call.



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