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): October 21, 2003





                                  A.S.V., INC.
             (Exact name of registrant as specified in its charter)


          Minnesota                      0-25620                  41-1459569
(State or other jurisdiction     (Commission file number)      (I.R.S. Employer
     of incorporation)                                       Identification No.)



                  840 Lily Lane, Grand Rapids, Minnesota 55744
                    (Address of principal executive offices)


       Registrant's telephone number, including area code: (218) 327-3434








Item 7.           Financial Statements and Exhibits.
                  ---------------------------------

                  c.           Exhibits

                  Exhibit      Description of Exhibit
                  -------      ----------------------
                  99           Press release dated October 21, 2003

Item 9.           Regulation FD Disclosure.
                  ------------------------

                  On October 21, 2003 ASV, Inc. ("ASV") announced it issued an
                  Acceleration Notice to Caterpillar Inc. with respect to
                  1,040,069 shares of ASV's common stock issuable pursuant to
                  the warrant issued to Caterpillar. Under the terms of the
                  Acceleration Notice, Caterpillar has 75 days to exercise its
                  rights to purchase 1,040,069 newly issued shares of ASV common
                  stock at $21.00 per share under its warrant with ASV, or lose
                  the ability to acquire those shares under the terms of
                  warrant.

                  For additional information, see the press release included as
                  Exhibit 99 hereto.

                  The attached Exhibit is furnished pursuant to Item 12 on Form
                  8-K.







 SIGNATURE

             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.

Date:  October 21, 2003



                                                 A.S.V., INC.


                                                 By: /s/ Gary Lemke
                                                     ---------------------------
                                                     Its:  President
                                                           ---------------------





                                  EXHIBIT INDEX


          Exhibit   Description of Exhibit
          -------   ----------------------
             99     Press release dated October 21, 2003