8-K

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                 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):  DECEMBER 4, 2002


                 STEWART & STEVENSON SERVICES, INC.
      (Exact name of registrant as specified in its charter)


            TEXAS                          0-8493                74-1051605
(State or other jurisdiction      (Commission File Number)    (I.R.S. Employer
      of incorporation)                                      Identification No.)


          2707 NORTH LOOP WEST
             HOUSTON, TEXAS                                        77008
(Address of principal executive offices)                         (Zip code)


       Registrant's telephone number, including area code:  (713) 868-7700


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Item 5.  OTHER EVENTS.

On December 4, 2002, Stewart & Stevenson Services, Inc. (the "Company")
issued the press release attached hereto as Exhibit 99.1 announcing the
Company's Fiscal 2002 Third Quarter Results.


Item 7.  EXHIBITS.

EXHIBIT 99.1  COMPANY PRESS RELEASE DATED DECEMBER 4, 2002, TITLED STEWART &
              STEVENSON SERVICES REPORTS FISCAL THIRD QUARTER RESULTS.



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 hereto duly authorized.

                                        STEWART & STEVENSON SERVICES, INC.


Date:   December 4, 2002                By: /s/    John B. Simmons
                                            --------------------------------
                                            Name:  John B. Simmons
                                            Title: Vice President and Chief
                                                   Financial Officer



EXHIBIT INDEX

Company Press Release dated December 4, 2002, titled Stewart & Stevenson
Services Reports Fiscal Third Quarter Results.

EX-99.1

[STEWART & STEVENSON LOGO]                           PRESS RELEASE

                                            Contact: John B. Simmons, CFO
                                            Stewart & Stevenson Services, Inc.
                                            713-868-7865

EXHIBIT 99.1                                Ken Dennard / kdennard@easterly.com
                                            Lisa Elliott / lisae@easterly.com
FOR IMMEDIATE RELEASE                       DRG&E
                                            713-529-6600

                      STEWART & STEVENSON SERVICES REPORTS
                          FISCAL THIRD QUARTER RESULTS
      NET EARNINGS FROM CONTINUING OPERATIONS WERE $0.17 PER DILUTED SHARE

        HOUSTON - December 4, 2002 - Stewart & Stevenson Services, Inc.
(NYSE: SVC), a leading manufacturer, service provider, and distributor of
industrial and energy related equipment; oilfield and airline ground support
equipment; and medium tactical vehicles for the U.S. Army, announced results
for the fiscal third quarter ending November 2, 2002.

        Sales for the third quarter of 2002 were $296.6 million compared to
sales of $317.3 million in the same period a year ago.  The decrease in sales
resulted principally from lower sales volumes in the company's Power Products
segment year over year as the markets in which that segment operates continue
to be impacted by the weakness in the domestic economy.  Net earnings from
continuing operations were $5.0 million or $0.17 per diluted share, compared
to net earnings from continuing operations of  $11.7 million, or $0.40 per
diluted share, in last year's third quarter.  Pretax costs of $1.2 million or
$0.03 per diluted share on an after tax basis associated with the recently
announced organization changes in the Power Products segment were included in
the current quarter results.  Last year's third quarter included an $11.8
million after tax gain associated with a settlement with the U.S. Army
related to the company's Tactical Vehicle Systems segment.

        Net loss from discontinued operations in the third quarter of 2002
was $1.2 million or $0.04 per diluted share and in the same period of the
prior year there was no net effect from discontinued operations.

        Total net income for the third quarter of 2002 was $3.8 million or
$0.13 per diluted share compared with net earnings of $11.7 million or $0.40
per diluted share for the comparable period of 2001.

        Michael L. Grimes, President and Chief Executive Officer, stated,
"All of our segments are operating in challenging market environments and are
being impacted by the general weakness in the economy.  Although we are
seeing some increase in quote activity in certain markets we serve, we
continue to aggressively reduce costs and develop market opportunities as
they arise.  Our Tactical Vehicle Systems segment has submitted its proposal
to the U.S. Army for the next FMTV contract and we await the decision next
year as to the successful bidder."

        SEGMENT DATA

        The TACTICAL VEHICLE SYSTEMS segment, which manufactures tactical
vehicles for the U.S. Army and others, recorded sales of $113.7 million in
the third quarter of 2002 compared to $103.8 million a year ago.  Third
quarter sales improved on slightly higher truck shipments and a favorable mix
as compared to the same period of 2001.  Operating profit for the quarter
totaled $18.4 million, compared with $33.0 million in the third quarter of
2001.  The prior year quarter included a pretax gain associated with a
settlement from the U.S. Army of $18.2 million.  After taking this settlement
into account, operating margins improved from 14.2 percent in the third
quarter of the prior year to 16.2 percent in the current quarter as a result
of the favorable mix as well as productivity improvements and lower spending
realized in the current period.  The company has submitted its proposal to
the U.S. Army for the next multi-year



contract award for the production of the FMTV.  Backlog is $388.9 million at
the end of the quarter which relates to an option period through September
2003 under the current contract.  A second option year that would extend
production through September 2004 is provided for under the current contract
and has been funded by the U.S. Congress, however is not included in the
current backlog as the contract has not yet been executed.

        The POWER PRODUCTS segment, which is responsible for sales and
aftermarket support of a wide range of industrial and transportation
equipment, recorded third quarter 2002 sales of $129.6 million, a 13 percent
decrease over sales of $148.9 million in the same period of 2001. The sales
decrease was the result of lower equipment, service, parts, and rental sales
year over year. Operating loss totaled $4.2 million versus a profit of $3.3
million in the comparable period of last year.  Included in the operating
loss for the current quarter were $1.2 million in costs associated with the
recently announced organization changes in this segment.  Lower margin rates
realized on sales for the quarter and higher operating expenses associated
with implementation of information management systems, bad debt, and warranty
obligations contributed to the net operating loss for the period.  Backlog
was $50.3 million versus $56.9 million in the previous quarter.

        The DISTRIBUTED ENERGY SOLUTIONS segment, which is responsible for
activities associated with the higher horsepower reciprocating power
generation equipment business, recorded sales of  $18.3 million in the third
quarter of 2002 versus $15.0 million in the same period of 2001, an increase
of 22%.  The higher sales level combined with cost reductions allowed this
business to post an operating profit of $635,000 for the quarter versus a
$5.2 million loss in the same quarter of the previous year.  The backlog
decreased $9.6 million during the current quarter to $24.2 million.
Subsequent to the end of the current quarter, contracts were awarded with a
value of $12.4 million and there has been an increase in the quote activity
in this segment.  Continued performance above breakeven levels is dependent
on winning additional contracts in the near term.

        The PETROLEUM EQUIPMENT segment manufactures equipment for the well
servicing industry.  Sales totaled $18.4 million for the third quarter of
2002 compared to $25.1 million in the same period of 2001.  The decrease in
sales was primarily attributable to the generally lower business levels in
earlier periods that resulted in delays in receiving orders for new equipment
sales.  Although the order backlog remained relatively unchanged versus the
previous quarter at $44.3 million, the order activity for this segment is
showing some strength.  This segment posted an operating profit for the third
quarter of $351,000 versus an operating loss of $1.1 million in the previous
year.

        The AIRLINE PRODUCTS segment, which manufactures airline ground
support products, mobile railcar movers, and snow blowers recorded sales of
$16.6 million in the third quarter of 2002, compared with $17.7 million in
the same quarter last year.  The level of equipment sales continues to be
lower than last year due to the impact of the decline in the airline industry
in the domestic market resulting in lower levels of capital spending. This
lower level of spending is also reflected in the backlog of $4.2 million as
of the end of the current quarter.  Operating losses for the third quarter
totaled $2.7 million as compared to operating losses of $7.8 million in the
previous year's third quarter.  The previous year's quarter results included
$4.0 million in non-recurring expenses related to restructuring of this
segment. The current low levels of capital spending in the airline industry
are expected to continue in the near term.

        DISCONTINUED OPERATIONS

        The loss from discontinued operations in the third quarter of 2002
was $1.2 million, net of tax, or $0.04 per diluted share. Included in
discontinued operations is the Petroleum Equipment segment's blowout
preventer, valve, elastomer, and drilling riser business that was
reclassified for accounting purposes as a discontinued operation during the
fourth quarter of 2001.  This business was subsequently sold during the third
quarter of the current fiscal year. The loss pertained to costs related to
the sale of the business as well as expenses related to the execution of
certain retained contracts.

        OTHER

        The balance in cash and equivalents was $118.4 million at quarter
end, an increase of  $19.1 million during the quarter.    Third quarter total
debt was unchanged at $58.2 million.



        CONFERENCE CALL

        Stewart & Stevenson has scheduled a conference call, which will be
broadcast live over the Internet, on Wednesday, December 4, 2002 at 11:00
a.m. Eastern Time to review the third quarter results. To listen to the call,
dial 303-262-2127 at least ten minutes before the conference begins and ask
for the Stewart & Stevenson Services conference call.  To listen to the call
free over the Internet, sign on to the Stewart & Stevenson web site at
www.ssss.com at least fifteen minutes early to register, download, and
install any necessary audio software.

        A telephonic replay of the conference call will be available through
Wednesday, December 11, 2002 and may be accessed by dialing 303-590-3000 and
using pass code 511598.  An audio archive will also be available on the
Stewart & Stevenson website at www.ssss.com shortly after the call and will
be accessible for approximately 90 days.

        Stewart & Stevenson Services, Inc., founded in 1902, is a
billion-dollar company that manufactures, distributes, and provides services
for a wide range of industrial products and diesel-powered equipment to key
industries worldwide, including petroleum, power generation, defense,
airline, marine, and transportation.  For more information, please contact
Donna Washburn at DRG&E at 713-529-6600 or email donna@easterly.com.  For
more information on Stewart & Stevenson visit www.ssss.com.



This press release contains forward-looking statements that are based on
management's current expectations, estimates, and projections.  These
statements are not guarantees of future performance and involve a number of
risks, uncertainties, and assumptions and are made pursuant to the Safe
Harbor Provisions of the Private Securities Litigation Reform Act of 1995.
Many factors, including those discussed more fully elsewhere in this release
and in the Company's filings with the Securities and Exchange Commission,
particularly its latest annual report on Form 10-K, as well as others, could
cause results to differ materially from those stated.  Specific important
factors that could cause actual results, performance, or achievements to
differ materially from such forward-looking statements include risk of
competition, risks relating to technology, risks of general economic
conditions, risks of oil and gas industry economic conditions, risks of
airline industry economic conditions, risks as to terrorist attacks on the
U.S. and their impact on the U.S. economy, risks relating to personnel,
risks of dependence on government and failure to obtain new government
contracts, inherent risks of government contracts, risks of claims and
litigation, risks of product defects, risks as to foreign sales and global
trade matters, risks as to cost controls, risks as to acquisitions, risks as
to currency fluctuations, risks as to environmental and safety matters, risks
as to distributorships, risks as to licenses, and credit risks, all as more
specifically outlined in the Company's latest annual report on Form 10-K.  In
addition, such forward-looking statements could be affected by general
industry and market conditions and growth rates, general domestic and
international conditions including interest rates, inflation and currency
exchange rates and other future factors.  Actual outcomes and results may
differ materially from what is expressed or forecasted in such
forward-looking statements.