8-K

UNITED STATES
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): May 10, 2006

POLARIS INDUSTRIES INC.

(Exact name of Registrant as specified in its charter)

Minnesota
(State of Incorporation) 1-11411
(Commission File Number) 41-1790959
(I.R.S. Employer Identification No.)

2100 Highway 55
Medina, Minnesota 55340
(Address of principal executive offices)
(Zip Code)

(763) 542-0500
(Registrant’s telephone number, including area code)

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:

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

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

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

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

Item 7.01 REGULATION FD DISCLOSURE.

     Attached hereto as Exhibit 99.1 is a copy of materials dated May 10, 2006 and prepared with respect to presentations to investors and others that may be made by Michael W. Malone, Vice President—Finance, Chief Financial Officer and Secretary, or other senior officers of Polaris Industries Inc. (the “Company”). These materials are also available on the Company’s website at www.polarisindustries.com. These materials replace and supercede the presentation materials included as Exhibit 99.1 to the Company’s Current Report on Form 8-K furnished to the Securities and Exchange Commission on March 8, 2006.

     The information contained in this report is furnished and not deemed to be filed for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. The information in this Current Report shall not be incorporated by reference into any filing or other document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing or document.

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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, thereunto duly authorized.

Date: May 10, 2006

POLARIS INDUSTRIES INC.
 

/s/Michael W. Malone  

Michael W. Malone 

Vice President — Finance,
Chief Financial Officer and
Secretary of Polaris Industries Inc. 

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EXHIBIT INDEX

Exhibit No.	Description
99.1	Presentation materials dated May 10, 2006

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EX-99.1

DETERMINED THE MINDSET OF A WINNER Wednesday, May 10, 2006

Successes: Sales grew by 5 percent to a record $1.87 billion Net income increased for the 24th consecutive year. Earnings per share increased 8 percent to $3.29 per share Return on Equity was 39 percent while debt to total capital remained at a low 5 percent Victory motorcycles became profitable for the first quarter in its history Purchased 25 percent of Austrian motorcycle company - KTM Completed the new Research and Development Center Disappointments: Execution in snowmobiles was below expectations Overall North American ATV and snowmobiles markets slowed Increased commodity prices eroded gross margins in 2005 Experienced higher inventory levels 2005 in Summary

$1.26 $1.40 $1.49 $1.64 $1.83 $1.99 $2.29 $2.58 $2.97 $3.15 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 Consistent Financial Performance Dollars (in millions) Net Income Per Share from Continuing Operations 1996-2005* $3.08 - $3.20 - -2% to +2% 24 consecutive years of earnings growth Sales from Continuing Operations 1996-2005 Down 1% to Down 3% *Note: Starting in the first quarter of 2006, Polaris will begin expensing stock options in accordance with the Statement of Financial Accounting Standard 123 (SFAS 123). The adoption of SFAS 123 is expected to result in a charge to full year 2006 earnings of approximately $0.12 to $0.14 per diluted share. Assuming the Company had adopted SFAS 123 for fiscal year 2005, pro forma diluted earnings per share from continuing operations would have been reduced by $0.14 per share to $3.15. The pro forma diluted earnings per share of $3.15 for calendar 2005 forms the basis from which we derived our 2006 earnings expectations. The diluted earnings per share from continuing operations amounts shown for years 1996 through 2004 have also been reflected on pro forma basis to recognize this compensation expense, which historically was reported in the Notes to our Consolidated Financial Statements. Per Diluted Share Ten Year CAGR: 11% Ten Year CAGR: 7% Guidance Guidance $985 $948 $1,106 $1,245 $1,327 $1,427 $1,468 $1,552 $1,773 $1,870 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006

Consistent Financial Performance Debt to Total Capital Ratio 1996-2005 Ample Credit Capacity 1993 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 0.41 0.52 0.47 0.49 0.53 0.48 0.44 0.43 0.4 0.4 0.39 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 0.18 0.13 0.12 0.19 0.19 0.07 0.06 0.05 0.05 0.05 Return on Shareholders Equity from Continuing Operations 1996-2005 Industry-Leading

Ten Year CAGR: 9% Consistent Financial Performance 1993 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 59 96 100 109 120 129 150 174 178 201 208 (Dollars in Millions) *Before Changes in Current Operating Items and Deferred Taxes Note: A reconciliation of the Company's calculation of cash flow provided to the most directly comparable cash flow measure, as required by Regulation G, appears in the appendix of this presentation. Cash Flow from Continuing Operations* 1996-2005

1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 0.3 0.32 0.36 0.4 0.44 0.5 0.56 0.62 0.92 1.12 1.24 West 38.6 34.6 31.6 North 46.9 45 43.9 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 Q1 2006 East 1 3 2.2 3 2.4 2.2 2.4 2.4 1.4 2.4 0.3 West 38.6 34.6 31.6 North 46.9 45 43.9 Consistent Financial Performance Cash Flow Used to Fund... Capital Investments for Continuing Operations Shares Repurchased Cumulatively the Company has repurchased 22.7 million of 27.0 million authorized at an average price of $26 per share. Dividends In Millions 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 Q1 2006 East 14 40 38 52 40 49 76 73 67 132 16 West 38.6 34.6 31.6 North 46.9 45 43.9 Shares repurchased $ In Millions $ In Millions $65 - $70 Cash spent +11% $0.32 $0.36 $0.40 $0.44 $0.50 $0.56 $0.62 $0.92 $1.12 $0.30 $1.24 $90 $89 $59 $52 $53 $62 2000 2001 2002 2003 2004 2005 2006 Guidance Guidance

The Road Ahead - 2006 and Beyond Three Strategic Goals Grow to $3 billion in sales by 2009 Expand net margins to 9% by 2009 Build a dominant brand with industry-leading product quality and distribution How? A number of opportunities exist to achieve the sales and net margin objectives, including: Continue the rapid growth in Victory Motorcycles, RANGERs, and International business Sustain or modestly expand market share in North America ATVs Potential execution of Phase II of the KTM strategic partnership Fix our snowmobile business

Worldwide ATV Industry Growth Worldwide Utility Industry Growth * Includes Utility Vehicles Utility Vehicles ATVs Motorcycles* Snowmobiles 2004 Guidance 2 6.5 6.3 1 1043 52 52 North 45.9 46.9 45 Estimated Worldwide Market $2.0 $6.5 $6.3 $ in billions $0.7 Utility Vehicles ATVs Motorcycles (N.A. Cruisers and Touring) Snowmobiles Build Strength in Existing Strong Businesses ATVs and Utility Vehicles Polaris ATV Sales* Increase in the 1% to 3% range $ In millions +7% $938 $1,043 $1,160 $1,239 2002 2003 2004 2005 2006 Guidance The ATV and Utility vehicles Industry combined, grew 4% in 2005 with approximately 1,383,000 units sold worldwide. Year 2005: 1% growth Rapid Growth 25% in 2005 The Road Ahead - 2006 and Beyond

Fix our Snowmobile Business 1998 2000 2001 2002 2003 2004 2005 2006 255.9 213 213 206 187 181 174 162 Worldwide Snowmobile Industry Growth Season-end March 31 Polaris Snowmobile Sales $ in millions Utility Vehicles ATVs Motorcycles* Snowmobiles 2004 Guidance 2 6.5 6 1 1043 52 52 North 45.9 46.9 45 Estimated Worldwide Market $2.0 $6.5 $6.3 $ in billions $0.7 Utility Vehicles ATVs Motorcycles (N.A. Cruiser & Touring) Snowmobiles Worldwide Industry Snowmobile Sales by Region 2004/2005 Down 30% to 40% Rocky Mtn South Northern Plains Great Lakes North East E. Canada W. Canada Central Canada International Pie 2 0.12598 0.0159 0.08306 0.1494 0.20603 0.12922 0.05359 0.08369 0.15269 21889 2763 14431 25963 35796 22452 9311 14541 26530 173741 $293 $229 $288 $257 2002 2003 2004 2005 2006 Guidance The Road Ahead - 2006 and Beyond

Expand Parts, Garments & Accessories (PG&A) 1999 2002 2003 2004 2005 2006 Guidance East 158 203 223 251 274 274 19 North 45.9 43.9 PG&A Sales $ in millions +9% $203 $223 Snowmobiles PWC ATVs PG&A Motorcycles 25 2 62 6 5 PWC 2% General Merchandise 6% ATV / RANGER 62% Snowmobiles 25% Victory 5% 2005 Sales Breakdown Snowmobiles PWC ATVs PG&A Motorcycles 43 53 6 7 4 2005 PG&A Sales by Product Accessories 42% Garments 6% Parts 52% $251 Slightly faster than overall company sales $274 The Road Ahead - 2006 and Beyond

Grow Financial Services 2005 Year End: Generated $38.6 million of income in 2005 from financial services Now 19% of pretax income High return on investment Wholesale portfolio losses are within industry norms Retail Credit Agreement Modified In August 2005: Income to be paid based on volume of retail credit business generated Income potential to Polaris is maintained HSBC will continue to offer consumer financing at approx. 1,500 Polaris dealerships in U.S. Polaris' cash deposit requirement is eliminated All credit and funding risk to Polaris removed 2006 Guidance: Income is expected to change at a similar pace as total sales. Wholesale Portfolio - Polaris Acceptance Income from PA Receivable Portfolio Retail Portfolio - HSBC Income from HSBC (millions) (millions) (millions) $14.2 $11.5 $9.3 2003 2004 2005 $581 $669 2003 2004 2005 $797 $22.2 $19.2 $13.2 2003 2004 2005 32% 34% 37% 2003 2004 2005 Penetration Rate The Road Ahead - 2006 and Beyond

Grow Victory Motorcycles The Size of the Prize Viewed as $300-$500 million opportunity At 5% target share in 2010 = $300+ million Longer-term $1 billion opportunity We have the plan to get there: hot new products, growing brand strength, and an improving and growing dealer network Utility Vehicles ATVs Motorcycles* Snowmobiles 2004 Guidance 2 6.5 6 1 1043 52 52 North 45.9 46.9 45 Estimated Worldwide Market $2.0 $6.5 $6.3 $ in billions $0.7 Utility Vehicle ATVs Motorcycles (N.A. Cruiser & Touring) Snow- mobiles 2000 2001 2002 2003 2004 2005 Cruisers 220 259 308 344 354 372 Touring 80.2 90 107 143 147 154 All Motorcycles 420 432 514 560 593 623 Year 2005 growth for cruisers and touring combined was 5% Motorcycle Industry Growth Victory Sales $ in millions +34% Increase in the range of 15% to 20% $34 $57 $74 $99 2002 2003 2004 2005 2006 Guidance The Road Ahead - 2006 and Beyond

* Polaris Estimate 2005 Market - $1.8 Billion Estimated Market Size For Polaris Products* Polaris Subsidiaries France Australia/NZ UK Sweden/Norway Finland Russia Germany Italy Spain Portugal Others Japan International Growth 107% 296% 160% 1999 2001 2002 2003 2004 2005 East 68 83 90 142 194 233 $83 $141 $90 International Sales $194 Expand Globally Victory ATV Snowmobile PG&A East 72 15 13 West 30.6 38.6 34.6 31.6 North 45.9 46.9 45 43.9 International Revenue Mix Percent of 2005 Sales from Continuing Operations Victory 0% ATV/Utility 72% Snowmobile 15% PG&A 13% +20% $233 The Road Ahead - 2006 and Beyond

Capitalize on Polaris/KTM Strategic Partnership The Road Ahead - 2006 and Beyond

Why KTM? Growing by acquisition is a good idea for Polaris Slower growth in core businesses Low debt/strong cash flow make it manageable Experienced management team can drive the benefits Consistent with our strategic direction - "The chart" Polaris has carefully evaluated every potential opportunity in our industry for several years. KTM is the best option for Polaris: A quality company with outstanding track record Highly complimentary with existing business Long relationship with management The deal is structured to balance risk and reward Motorcycles are critical for long term growth, brand and distribution development, and financial performance.

The Market Opportunities Snowmobiles $ 0.7B Utility Vehicles $ 2.0B ATV's $ 6.5B Motorcycles ~ $ 25.0B Biggest market Polaris participates in. Polaris currently has less than 1% share of the total market.

Potential Benefits Polaris KTM Strengths North America ATVs Cost/Efficiency Europe Motorcycles Racing Opportunities Europe Motorcycles High Performance Engines North America ATV Cost/Efficiency We Help Each Other

Builds race-ready motorcycles for competitive as well as recreational riding Wins Races - 120 world championships Recent wins: DAKAR RALLY: 6 consecutive wins (2001-2006) MOTOCROSS: MX3 World Champion SUPERCROSS: Runner-Up in the U.S. Nationals 125 cc, 2 Runner-up titles (U.S. Nationals East/West) CROSS COUNTRY: Champion title in U.S offroad series, the GNCC ENDURO: 3 World Championship titles SUPERMOTO: Championship title for S1 ROAD RACING: Design Engineer World Champion at the 125 cc Insights gained from motor sport racing circuit are passed directly into series production Adventure Tours Customer Loyalty Brand Awareness Brand Awareness Brand Awareness Brand Awareness Brand Awareness Brand Awareness Brand Awareness Brand Awareness Brand Awareness Brand Awareness Brand Awareness Brand Awareness Brand Awareness Brand Awareness Brand Awareness Brand Awareness Brand Awareness Brand Awareness Brand Awareness Brand Awareness Brand Awareness Brand Awareness Brand Awareness Brand Awareness Brand Awareness Brand Awareness Brand Awareness Brand Awareness Brand Awareness Brand Awareness Brand Awareness Brand Awareness Brand Awareness Brand Awareness Brand Awareness Brand Awareness Brand Awareness Brand Awareness Brand Awareness Brand Awareness Brand Awareness Who is KTM? "READY TO RACE"

Source: 7/19/2005 KTM Company Presentation found at www.KTM.com under Investor Relations/Company/Presentations CAGR 19.0% 17,257 20,554 26,214 28,794 34,097 45,648 61,723 70,514 76,815 CAGR 23.0% 78.3 95.1 112.8 116.3 160.3 229.7 314.1 375.7 402.4 451.2 KTM is Europe's second largest sport motorcycle manufacturer. 80% of sales through wholly-owned subsidiaries. Top 5 Markets: USA Germany France Australia Italy KTM Unit Sales KTM Sales (in Euros) Growth Drivers: Improved dealer network, new products. Sales by Regions: 67% Europe 21% North America 12% Other countries Sales by Products 65% Off-road 13% On-road 6% Sportminis 16% Related Products Who is KTM? 80,356 In millions

Deal Overview Phase I In Summer of 2005 Polaris purchased ~25% of KTM for $83MM We also entered into agreements for another transaction to potentially occur in the fall of 2007 (Phase II) During phase I, the companies will be run separately: We have representatives on each other's Board We communicate regularly We are conducting 7 joint projects Phase II KTM management has the first option to buy our shares back Polaris has the second option, but not the obligation, to buy KTM management's shares Price is based on PII's market multiples (Sales, EBITDA, Net Income) applied to KTM's GAAP adjusted financials in 2007 The majority of KTM management's consideration will be paid in Polaris stock

What If it Works? Polaris - With a Successful Phase II transaction: Bigger & stronger in motorcycles ~30% of revenue ^ Cruisers ^ Sport Bikes ^ Dirt Bikes ^ NEW PRODUCTS COMING Much stronger internationally ~30% of revenue Becoming a global company Stronger in sport ATVs Stronger in engines and technology More efficient and flexible. Utilizing European and N.A. manufacturing Even more diverse than today Across both products and geography 3 solid brands - Victory, KTM, Polaris The Next Level

New Polaris Technology Center opened in Wyoming, Minnesota in April 2005 World Class Technology Single biggest capital investment in Company history: $35M Required to remain a technology leader in the industry Consolidate R&D personnel into two locations Wyoming, Minnesota Roseau, Minnesota Supports future growth of the Company in technology, Powertrain and emissions On-site field proving grounds Roseau Wyoming The Road Ahead - 2006 and Beyond

Ongoing Efficiency Improvements Aggressively seek improvement to our cost structure Continue to reduce the number of platforms where feasible Use more common components More disciplined logistics solutions Global sourcing 2005 decline due to snowmobile quality issues and margin pressures, and increased commodity cost pressures 1 2 3 4 2005 2006 Guidance East 21.5 22.6 23.4 23.9 22.3 22.8 West 0.5 North Gross Margin Percentage from Continuing Operations 2001 2002 2003 2004 21.5% 22.6% 23.4% 23.9% 2006 Guidance Expect improvement in the range of 70 to 100 basis points 22.3% 2005 The Road Ahead - 2006 and Beyond

2006 Year Guidance Full Year 2006 Full year 2006 earnings from continuing operations is expected to be in the range of $3.08 to $3.20 per diluted share, a minus 2% to plus 2% change over the $3.15 in 2005, after reflecting the effect of stock option expensing. Sales growth is expected to be in a range down 1% - 3% from 2005 sales of $1.87 billion. Second Quarter 2006 Second quarter 2006 earnings from continuing operations guidance range is $0.50 to $0.54 per diluted share down from last year's earnings per share of $0.66 per share, after reflecting the effect of stock option expensing. Sales are expected to be down 9 percent to 12 percent from 2005 Q2 sales. The decrease is primarily due to lower snowmobile sales and the Company limiting ATV shipments to help the dealers reduce their inventories.

Private Securities Litigation Reform Act of 1995 Polaris Industries Inc. Disclosure Litigation Statement Our presentation and responses to your questions may contain certain statements which may be considered forward looking for the purposes of the Private Securities Litigation Reform Act of 1995. We caution you that actual results could differ materially from those projected in a forward looking statement which by their nature involve risk that results may differ from those anticipated. Additional information concerning the factors that could cause results to differ materially from those anticipated may be found in Polaris' annual report, 10-K, 8-K, 10- Q and form S-3 registration statements.

Appendix Regulation G Reconciliation