SC TO-T/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

AMENDMENT NO. 2

TO

SCHEDULE TO

Tender Offer Statement under Section 14(d)(1) or 13(e)(1)

of the Securities Exchange Act of 1934

GEHL COMPANY

(Name of Subject Company (Issuer))

Tenedor Corporation

and

Manitou BF S.A.

(Names of Filing Persons (Offerors))

Common Stock, par value $0.10 per share

(Title of Class of Securities)

368483103

(CUSIP Number of Class of Securities)

Marcel Claude Braud

Bruno Fille

Manitou BF S.A.

Tenedor Corporation

Z1 430 Route l’Aubiniere

BP 249

Ancenis Cedex, France 44158

+33 (2) 40-09-10-11

(Name, Address and Telephone Numbers of Person Authorized

to Receive Notices and Communications on Behalf of Filing Persons)

Copy to:

Ethan A. Klingsberg, Esq.

Cleary Gottlieb Steen & Hamilton LLP

One Liberty Plaza

New York, New York 10006

(212) 225-2000

CALCULATION OF FILING FEE

Transaction Valuation*	Amount of Filing Fee**
$328,968,630	$12,928.47

* For purposes of calculating the filing fee pursuant to Rule 0-11(d) only, the Transaction Valuation was calculated on the basis of (i) the aggregate of 12,713,667 shares of common stock, par value $0.10 per share, of Gehl Company outstanding on a fully diluted basis as of August 31, 2008, consisting of: (a) 12,135,737 shares of common stock issued and outstanding, plus (b) 577,930 shares of common stock issuable on or before expiration of the offer pursuant to existing stock options that are exercisable at amounts below the offer price, less (ii) 1,748,046 shares of common stock beneficially owned by the offerors that will not be tendered, and (iii) the tender offer price of $30.00 per Share.

** The filing fee, calculated in accordance with Rule 0-11 of the Securities Exchange Act of 1934, is calculated by multiplying the Transaction Valuation by 0.00003930.

x Check the box if any part of the fee is offset as provided by Rule 0-11(a)(2) and identify the filing with which the offsetting fee was previously paid. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.

Amount Previously Paid: $12,928.47	Filing Party: Tenedor Corporation and Manitou BF S.A.
Form or Registration No.: Schedule TO	Date Filed: September 8, 2008

¨ Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer.

Check the appropriate boxes below to designate any transactions to which the statement relates:

x third-party tender offer subject to Rule 14d-1.

¨ issuer tender offer subject to Rule 13e-4.

x going-private transaction subject to Rule 13e-3.

x amendment to Schedule 13D under Rule 13d-2.

Check the following box if the filing is a final amendment reporting the results of the tender offer:  ¨

This Amendment No. 2 to Schedule TO (this “Amendment No. 2”) amends and supplements the Tender Offer Statement, Rule 13e-3 Transaction Statement and amended Schedule 13D Beneficial Ownership Statement initially filed with the Securities and Exchange Commission on September 8, 2008 on Schedule TO, as amended by Amendment No. 1 to Schedule TO, filed on September 9, 2008 (the “Schedule TO”). This Amendment No. 2 and the Schedule TO relate to the offer by Tenedor Corporation, a Wisconsin corporation (“Purchaser”) and a direct wholly-owned subsidiary of Manitou BF S.A., a French limited company (Société Anonyme) (“Parent”), to purchase all outstanding shares of common stock, par value $0.10 per share (the “Shares”), of Gehl Company, a Wisconsin corporation (the “Company”), at a price of $30.00 per Share, net to the seller in cash, without interest thereon and less any required withholding taxes, upon the terms and subject to the conditions set forth in the Offer to Purchase dated September 7, 2008 (the “Offer to Purchase”) and in the related Letter of Transmittal (which, together with any amendments or supplements thereto, collectively constitute the “Offer”), which are annexed to and filed with the Schedule TO as Exhibits (a)(1)(A) and (a)(1)(B), respectively.

This Amendment No. 2 and Schedule TO also relate to the Agreement and Plan of Merger, dated as of September 7, 2008, among Parent, Purchaser and the Company pursuant to which, after the completion of the Offer and the satisfaction or waiver of certain conditions, Purchaser will be merged with and into the Company and the Company will be the surviving corporation and a subsidiary of Parent.

This Amendment No. 2 is being filed on behalf of Parent and Purchaser to amend and supplement the exhibit index in order to file additional materials as exhibits to the Schedule TO.

Item 12 is amended and supplemented to include the following exhibits:

(a)(1)(K)	Text of press release issued by Parent, dated September 12, 2008
(d)(6)	Rights Agreement, dated as of May 25, 2007, between Gehl Company and American Stock Transfer & Trust Company, as rights agent (Incorporated by reference to Exhibit 4.1 to the Registration Statement on Form 8-A of Gehl Company, filed on May 25, 2007)
(d)(7)	Amendment to Rights Agreement, dated as of September 7, 2008, between Gehl Company and American Stock Transfer & Trust Company, as rights agent (Incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K of Gehl Company, filed on September 11, 2008)

SIGNATURE

After due inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Manitou BF S.A.
By:	/s/    Bruno Fille
Name:	Bruno Fille
Title:	Executive Vice President
Tenedor Corporation
By:	/s/    Bruno Fille
Name:	Bruno Fille
Title:	Executive Vice President

Dated: September 12, 2008

EXHIBIT INDEX

(a)(1)(K)	Text of press release issued by Parent, dated September 12, 2008
(d)(6)	Rights Agreement, dated as of May 25, 2007, between Gehl Company and American Stock Transfer & Trust Company, as rights agent (Incorporated by reference to Exhibit 4.1 to the Registration Statement on Form 8-A of Gehl Company, filed on May 25, 2007)
(d)(7)	Amendment to Rights Agreement, dated as of September 7, 2008, between Gehl Company and American Stock Transfer & Trust Company, as rights agent (Incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K of Gehl Company, filed on September 11, 2008)

EX-99.(A)(1)(K)

Exhibit (a)(1)(K)

September 12, 2008

ADDITIONAL INFORMATION

Concerning the friendly tender offer

to acquire all outstanding shares of GEHL

Wednesday, September 12, 2008 – After the announcement in France of a tender offer to acquire all shares of GEHL Company, GEHL has filed the offering documents concerning this offer with the Securities and Exchange Commission as required by U.S. regulation. These documents are available directly from the Securities and Exchange Commission or via links on GEHL’s website (www.gehl.com).

GEHL’s most recent financial statements, as of June 30, 2008, are also available directly from the Securities and Exchange Commission or via links on GEHL’s website. These financial statements have been prepared in accordance with U.S. generally accepted accounting principles (U.S. GAAP) and must be interpreted with care in view of the significant differences between U.S. GAAP and IFRS, which would be applied in the event of a post-acquisition consolidation of financial reporting. The most significant impact of these differences in accounting standards concerns the treatment of the securitization program and sales of receivables with limited recourse, which are not required to be shown on GEHL’s balance sheet under U.S. GAAP. In the financial presentation which MANITOU posted online simultaneously with the distribution of the press release announcing the transaction, this impact was assessed to be a $250 million increase in GEHL’s debt, as shown on the balance sheet at June 30, 2008 (page 13 of the presentation). The effect of this restatement is to increase the post-acquisition ratio of indebtedness (ratio of net debt and EBITDA*) from a range of 1.1/1.3 to a range of 2.0/2.2, as indicated on page 14 of the financial presentation noted above. In addition, information concerning the accretive impact of the transaction on MANITOU’s earnings per share in the event that all GEHL shares are acquired is also shown on page 14.

PRESS CONTACT:

FINANCIAL COMMUNICATION

communication.financiere@manitou.com

www.manitou.com

TEL: +33 (0)2.40.09.21.56

FAX: +33 (0)2.40.09.21.90

September 12, 2008

Under U.S. GAAP, GEHL had 2007 sales of $457.6 million, operating earnings of $43.6 million and net income of $24.4 million. Its net indebtedness as of December 31, 2007 amounted to $ 61.3 million.

The press release announcing the acquisition transaction and the attached financial presentation were made available simultaneously on the websites of MANITOU and GEHL.

For more information on the companies: www.manitou.com and www.gehl.com

* Consolidated pro-forma EBITDA on the basis of earnings estimates for both companies.

The tender offer described herein has commenced. The description contained herein is neither an offer to purchase nor a solicitation of an offer to sell shares of GEHL. TENEDOR Corporation and MANITOU have filed a Tender Offer Statement and Rule 13e-3 Transaction Statement on Schedule TO containing an offer to purchase, forms of letters of transmittal and other documents relating to the tender offer and GEHL has filed a Recommendation Statement on Schedule 14D-9 with respect to the tender offer. TENEDOR Corporation, MANITOU and GEHL are mailing these documents to the shareholders of GEHL. These and other documents that Manitou and GEHL have filed and will file with the SEC relating to the tender offer contain and will contain important information about the tender offer and shareholders of GEHL are urged to read them carefully.

Shareholders of GEHL can obtain a free copy of these documents at http://www.manitou.com/ and http://www.gehl.com/ and the website maintained by the Securities and Exchange Commission at http://www.sec.gov/. In addition, shareholders will be able to obtain a free copy of these documents from MANITOU by contacting MANITOU’s Information Agent, D.F. King, at (800) 967-7921 or from GEHL by contacting GEHL’s Investor Relations Department at (262) 334-9461.

This press release contains forward-looking statements, including statements in connection with the tender offer and the proposed acquisition, which involve a number of risks and uncertainties. These statements are based on MANITOU’s and GEHL’s current expectations and beliefs. Actual results could differ materially from the results implied by these statements. Factors that may cause or contribute to such differences include: the risk that the conditions to the offer or the merger set forth in the merger agreement will not be satisfied, changes in both companies’ businesses during the period between now and the closing, developments in obtaining regulatory approvals for the transaction and difficulties that MANITOU may suffer in connection with its plans for financing the tender offer and acquisition of GEHL.

PRESS CONTACT:

FINANCIAL COMMUNICATION

communication.financiere@manitou.com

www.manitou.com

TEL: +33 (0)2.40.09.21.56

FAX: +33 (0)2.40.09.21.90

September 12, 2008

Risks relating to the tender offer and merger are described in the documentation filed with the SEC by MANITOU and GEHL as referenced in the immediately preceding paragraph. Risks relating to GEHL are described in GEHL’s report on Form 10-K filed with the Securities and Exchange Commission (SEC) for the fiscal year ended December 31, 2007, and GEHL’s reports on Form 10-Q filed with the Securities and Exchange Commission (SEC) for subsequent quarterly periods. GEHL and MANITOU are under no obligation to (and expressly disclaim any such obligation to) update or alter their forward-looking statements whether as a result of new information, future events or otherwise.

PRESS CONTACT:

FINANCIAL COMMUNICATION

communication.financiere@manitou.com

www.manitou.com

TEL: +33 (0)2.40.09.21.56

FAX: +33 (0)2.40.09.21.90