8-K

                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 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 6, 2001

                           ATHEY PRODUCTS CORPORATION
               (Exact Name of Registrant as Specified in Charter)

       Delaware                            1-2723               36-0753480
(State or other jurisdiction            (Commission           (IRS Employer
of incorporation)                       File Number)        Identification No.)

         1839 South Main Street
   Wake Forest, North Carolina                                  27587-9289
(Address of principal executive offices)                        (Zip Code)

Registrant's telephone number, including area code: 919-556-5171

                                 Not Applicable
          (Former Name or Former Address, if Changed Since Last Report)


Item 5.  Other Events.

         On February 6, 2001, Athey Products Corporation issued a press release,
which is attached to this Current Report on Form 8-K as Exhibit 99.1.

Item 7.  Financial Statements, Pro Forma Financial Information and Exhibits.

         (c)      Exhibits.

Exhibit Number                   Description
- --------------                   -----------

99.1                             Press Release dated February 6, 2001.


                                   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.

                                     ATHEY PRODUCTS CORPORATION

Date:    February 8, 2001                 /s/ Thomas N. Nelson
                                          --------------------
                                     By:   Thomas N. Nelson
                                     Its:  President and Chief Executive Officer

EX-99.1

                                                                    Exhibit 99.1

ATHEY PRODUCTS ENTERS PURCHASE AGREEMENT WITH ALAMO GROUP

WAKE FOREST, N.C., February 6, 2001/PRNewswire/ -

Athey Products Corporation (Nasdaq: ATPCQ - news), a manufacturer of street
sweeping and material handling equipment, filed a voluntary petition for relief
pursuant to Chapter 11 of the Bankruptcy code with the U. S. Bankruptcy Court
for the Eastern District, Raleigh Division, on December 8, 2000. After
considering various reorganization options, including asset sales, the Company
announced today that it had entered into a Purchase Agreement with Alamo Group
(NC) Inc. (a subsidiary of the Alamo Group Inc., San Antonio, Texas) for the
sale of substantially all of its assets. The purchase price is $11 million in
cash (subject to contractual adjustments as applicable) and the assumption by
Alamo of certain obligations including existing sale agreements to its
customers, warranties and dealer agreements.

The sale is subject to notice and hearing by the Bankruptcy Court. The initial
hearing is scheduled for February 9, 2001, with the final hearing on February
20, 2001. Possible overbids are due on or before February 20. In the event there
are overbids, they will be reviewed and a final determination as to the
purchaser will be made on February 20 with a projected closing date of March 5,
2001.

Pending closing of the Alamo offer or an overbid offer, the Company will
continue production of its products and operation of its business as presently
being conducted.

This news release contains forward-looking statements that are made pursuant to
the safe harbor provisions of the Securities Reform Act of 1995. Such statements
involve risks and uncertainties that may cause results to differ materially from
those set forth in those statements. In addition to these factors, the economic,
competitive, governmental, technological and other factors identified in the
Company's filings with the Securities and Exchange Commission, including, but
not limited to, its quarterly report on Form 10Q for the quarter ended September
30, 2000, could affect the forward-looking statements contained in this news
release.