----

----

|   |   | COACHMEN INDUSTRIES, INC.                              |   |   |
|--------|--------|--------------------------------------------------------|--------|--------|
|   |   | (Exact name of registrant as specified in its charter) |   |   |

| Indiana                                  |   | 35-1101097                        |
|------------------------------------------|--------|-----------------------------------|
| (State of incorporation or organization) |   | (IRS Employer Identification No.) |

| 2831 Dexter Drive, Elkhart, Indiana      |   | 46514      |
|------------------------------------------|--------|------------|
| (Address of principal executive offices) |   | (Zip Code) |

| Registrant's telephone number, including area code: |   | (574) 266-2500 |
|-----------------------------------------------------|--------|----------------|

| Large accelerated filer  ̈ |   | Accelerated filer  ̈ |   | Non-accelerated filer  ̈ |   | Smaller reporting company x |
|-------------------------------------|--------|-------------------------------|--------|------------------------------|--------|----------------------------------|

----

| FORM 10-Q                                                                                             |
|-------------------------------------------------------------------------------------------------------|
|                                                                                                  |   |
|                                                                                                  |   |
| INDEX                                                                                                 |
|                                                                                                  |   |
| Part I. Financial Information                                                                    | Page |
|                                                                                                  |   |
| Financial Statements:                                                                                 |   |
|                                                                                                  |   |
| Consolidated Balance Sheets at September 30, 2009 and December 31, 2008                               | 3 |
|                                                                                                  |   |
| Consolidated Statements of Operations for the three and nine months ended September 30, 2009 and 2008 | 4 |
|                                                                                                  |   |
| Consolidated Statements of Cash Flows for the nine months ended September 30, 2009 and 2008      | 5 |
|                                                                                                  |   |
| Notes to Consolidated Financial Statements                                                            | 6-15 |
|                                                                                                  |   |
| Management’s Discussion and Analysis of Financial Condition and Results of Operations           | 16-23 |
|                                                                                                  |   |
| Quantitative and Qualitative Disclosures About Market Risk                                            | 24 |
|                                                                                                  |   |
| Controls and Procedures                                                                               | 24 |
|                                                                                                  |   |
| Part II. Other Information                                                                            |   |
|                                                                                                  |   |
| Item 4. Submission of Matters to a Vote of Security Holders                                           | 25 |
|                                                                                                  |   |
| Item 6. Exhibits                                                                                      | 25 |
|                                                                                                  |   |
| Signatures                                                                                            | 26 |
|                                                                                                  |   |
| Index to Exhibits                                                                                     | 27 |

----

Index

Coachmen Industries, Inc. and Subsidiaries

|                                                                                                                         |   | September 30, |    |   | December 31, |    |
|------------------------------------------------------------------------------------------------------------------------------|--------|---------------|---------|--------|--------------|---------|
|                                                                                                                         |   | 2009          |    |   | 2008         |    |
| Assets                                                                                                                       |   | (Unaudited)   |    |   |         |    |
| CURRENT ASSETS                                                                                                               |   |          |    |   |         |    |
| Cash and cash equivalents                                                                                                    |   | $             | 4,829   |   |         | $       | 15,745 |   |
| Restricted cash                                                                                                              |   |          | 3,791   |   |         |    | 1,600 |   |
| Trade receivables, less allowance for doubtful receivables 2009 - $1,488 and 2008 - $1,676                                   |   |          | 1,655   |   |         |    | 1,837 |   |
| Other receivables                                                                                                            |   |          | 1,565   |   |         |    | 4,666 |   |
| Refundable income taxes                                                                                                      |   |          | 1,534   |   |         |    | 1,559 |   |
| Inventories                                                                                                                  |   |          | 16,744  |   |         |    | 19,910 |   |
| Prepaid expenses and other                                                                                                   |   |          | 3,739   |   |         |    | 4,390 |   |
| Assets held for sale                                                                                                         |   |          | 4,657   |   |         |    | 2,913 |   |
|                                                                                                                         |   |          |    |   |         |    |   |   |
| Total current assets                                                                                                         |   |          | 38,514  |   |         |    | 52,620 |   |
|                                                                                                                         |   |          |    |   |         |    |   |   |
| Property, plant and equipment, net                                                                                           |   |          | 29,067  |   |         |    | 30,922 |   |
| Cash value of life insurance, net of loans                                                                                   |   |          | 3,418   |   |         |    | 4,710 |   |
| Restricted cash                                                                                                              |   |          | 12,978  |   |         |    | 17,321 |   |
| Other                                                                                                                        |   |          | 1,716   |   |         |    | 1,831 |   |
|                                                                                                                         |   |          |    |   |         |    |   |   |
| TOTAL ASSETS                                                                                                                 |   | $             | 85,693  |   |         | $       | 107,404 |   |
|                                                                                                                         |   |          |    |   |         |    |   |   |
| Liabilities and Shareholders’ Equity                                                                                   |   |          |    |   |         |    |   |   |
| CURRENT LIABILITIES                                                                                                          |   |          |    |   |         |    |   |   |
| Accounts payable, trade                                                                                                      |   | $             | 5,828   |   |         |  $ | 11,414 |   |
| Accrued income taxes                                                                                                         |   |          | 825     |   |         |    | 1,470 |   |
| Accrued expenses and other liabilities                                                                                       |   |          | 15,826  |   |         |    | 31,127 |   |
| Floorplan notes payable                                                                                                      |   |          | -       |   |         |    | 3,096 |   |
| Current maturities of long-term debt                                                                                         |   |          | 1,064   |   |         |    | 819 |   |
|                                                                                                                         |   |          |    |   |         |    |   |   |
| Total current liabilities                                                                                                    |   |          | 23,543  |   |         |    | 47,926 |   |
|                                                                                                                         |   |          |    |   |         |    |   |   |
| Long-term debt                                                                                                               |   |          | 3,885   |   |         |    | 2,190 |   |
| Deferred income taxes                                                                                                        |   |          | 457     |   |         |    | 457 |   |
| Postretirement deferred compensation benefits                                                                                |   |          | 2,870   |   |         |    | 3,104 |   |
| Other                                                                                                                        |   |          | 797     |   |         |    | 1,038 |   |
|                                                                                                                         |   |          |    |   |         |    |   |   |
| Total liabilities                                                                                                            |   |          | 31,552  |   |         |    | 54,715 |   |
|                                                                                                                         |   |          |    |   |         |    |   |   |
| COMMITMENTS AND CONTINGENCIES (Note 9)                                                                                  |   |          |    |   |         |    |   |   |
|                                                                                                                         |   |          |    |   |         |    |   |   |
| SHAREHOLDERS’ EQUITY                                                                                                   |   |          |    |   |         |    |   |   |
| Common shares, without par value: authorized 60,000 shares; issued 2009 – 21,255 shares and 2008 – 21,236 shares |   |          | 92,707  |   |         |    | 92,688 |   |
| Additional paid-in capital                                                                                                   |   |          | 6,487   |   |         |    | 7,213 |   |
| Accumulated other comprehensive loss                                                                                         |   |          | (53     | )      |         |    | (75 | ) |
| Retained earnings                                                                                                            |   |          | 12,095  |   |         |    | 10,925 |   |
| Treasury shares, at cost, 2009 – 5,074 shares and 2008 – 5,236 shares                                            |   |          | (57,095 | )      |         |    | (58,062 | ) |
| Total shareholders’ equity                                                                                             |   |          | 54,141  |   |         |    | 52,689 |   |
|                                                                                                                         |   |          |    |   |         |    |   |   |
| TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY                                                                             |   | $             | 85,693  |   |         | $       | 107,404 |   |

See Notes to Consolidated Financial Statements

----

Index

Coachmen Industries, Inc. and Subsidiaries

|                                                                          |   | Three Months Ended September 30, |   |    | Nine Months Ended September 30, |   |
|-------------------------------------------------------------------------------|--------|----------------------------------|--------|---------|---------------------------------|--------|
|                                                                          |   | 2009                             |   |    | 2008                            |   |   | 2009 |   |   | 2008 |   |
|                                                                          |   |                             |   |    |                            |   |   |   |   |   |   |   |
| Net sales                                                                     |   |                             |   |    |                            |   |   |   |   |   |   |   |
| Products                                                                      |   | $                                | 15,064 |    |                            | $      | 28,560 |   |   | $ | 41,857 |   |   | $ | 90,011 |   |
| Delivery and set                                                              |   |                             | 1,010  |    |                            |   | 3,006 |   |   |   | 3,231 |   |   |   | 10,727 |   |
|                                                                          |   |                             | 16,074 |    |                            |   | 31,566 |   |   |   | 45,088 |   |   |   | 100,738 |   |
| Cost of sales                                                                 |   |                             |   |    |                            |   |   |   |   |   |   |   |   |   |   |   |
| Products                                                                      |   |                             | 15,810 |    |                            |   | 23,539 |   |   |   | 43,318 |   |   |   | 72,475 |   |
| Delivery and set                                                              |   |                             | 1,208  |    |                            |   | 3,175 |   |   |   | 3,938 |   |   |   | 10,919 |   |
|                                                                          |   |                             | 17,018 |    |                            |   | 26,714 |   |   |   | 47,256 |   |   |   | 83,394 |   |
|                                                                          |   |                             |   |    |                            |   |   |   |   |   |   |   |   |   |   |   |
| Gross profit (loss)                                                           |   |                             | (944   | )  |                            |   | 4,852 |   |   |   | (2,168 | ) |   |   | 17,344 |   |
|                                                                          |   |                             |   |    |                            |   |   |   |   |   |   |   |   |   |   |   |
| Operating expenses:                                                      |   |                             |   |    |                            |   |   |   |   |   |   |   |   |   |   |   |
| Selling                                                                       |   |                             | 1,083  |    |                            |   | 1,993 |   |   |   | 2,717 |   |   |   | 5,466 |   |
| General and administrative                                                    |   |                             | 2,856  |    |                            |   | 3,616 |   |   |   | 8,978 |   |   |   | 8,435 |   |
| (Gain) loss on sale of assets, net                                            |   |                             | (8     | )  |                            |   | 8 |   |   |   | (22 | )  |   |   | (48 | )  |
| Impairment charges                                                            |   |                             | -      |    |                            |   | 3,448 |   |   |   | - |   |   |   | 3,448 |   |
|                                                                          |   |                             | 3,931  |    |                            |   | 9,065 |   |   |   | 11,673 |   |   |   | 17,301 |   |
| Operating income (loss)                                                       |   |                             | (4,875 | )  |                            |   | (4,213 | )  |   |   | (13,841 | )  |   |   | 43 |   |
| Nonoperating (income) expense:                                           |   |                             |   |    |                            |   |   |   |   |   |   |   |   |   |   |   |
| Interest expense                                                              |   |                             | 924    |    |                            |   | 310 |   |   |   | 2,385 |   |   |   | 892 |   |
| Investment income                                                             |   |                             | (598   | )  |                            |   | (231 | )  |   |   | (1,168 | )  |   |   | (685 | )  |
| Other income, net                                                             |   |                             | (42    | )  |                            |   | (496 | )  |   |   | (892 | )  |   |   | (565 | )  |
|                                                                          |   |                             | 284    |    |                            |   | (417 | )  |   |   | 325 |   |   |   | 358 |   |
| Income (loss) from continuing operations before income taxes                  |   |                             | (5,159 | )  |                            |   | (3,796 | )  |   |   | (14,166 | )  |   |   | 401 |   |
| Income taxes, (credit)                                                   |   |                             | 34     |    |                            |   | - |   |   |   | (19 | )  |   |   | - |   |
| Net income (loss) from continuing operations                                  |   |                             | (5,193 | )  |                            |   | (3,796 | )  |   |   | (14,147 | )  |   |   | 401 |   |
|                                                                          |   |                             |   |    |                            |   |   |   |   |   |   |   |   |   |   |   |
| Discontinued operations:                                                      |   |                             |   |    |                            |   |   |   |   |   |   |   |   |   |   |   |
| Income (loss) from operations of discontinued entities (net of taxes of $0)   |   |                             | 1,298  |    |                            |   | (10,741 | ) |   |   | 382 |   |   |   | (16,765 | ) |
| Gain on sale of assets of discontinued entities (net of taxes of $0)          |   |                             | -      |    |                            |   | 74 |   |   |   | 25 |   |   |   | 265 |   |
| Income from legal settlement (net of taxes of $0)                             |   |                             | -      |    |                            |   | - |   |   |   | 14,910 |   |   |   | - |   |
| Income (loss)  from discontinued operations                              |   |                             | 1,298  |    |                            |   | (10,667 | ) |   |   | 15,317 |   |   |   | (16,500 | ) |
|                                                                          |   |                             |   |    |                            |   |   |   |   |   |   |   |   |   |   |   |
| Net income (loss)                                                             |   | $                                | (3,895 | )       |                            | $      | (14,463 | ) |   | $ | 1,170 |   |   | $ | (16,099 | ) |
|                                                                          |   |                             |   |    |                            |   |   |   |   |   |   |   |   |   |   |   |
| Earnings (loss) per share – Basic and Diluted                           |   |                             |   |    |                            |   |   |   |   |   |   |   |   |   |   |   |
| Continuing operations                                                         |   | $                                | (0.32  | )       |                            | $      | (0.24 | )  |   | $ | (0.89 | ) |   | $ | 0.03 |   |
| Discontinued operations                                                       |   |                             | 0.08   |    |                            |   | (0.68 | ) |   |   | 0.96 |   |   |   | (1.05 | ) |
| Net income (loss) per share                                                   |   | $                                | (0.24  | )       |                            | $      | (0.92 | ) |   | $ | 0.07 |   |   | $ | (1.02 | ) |
|                                                                          |   |                             |   |    |                            |   |   |   |   |   |   |   |   |   |   |   |
| Number of common shares used in the computation of earnings (loss) per share: |   |                             |   |    |                            |   |   |   |   |   |   |   |   |   |   |   |
| Basic                                                                         |   |                             | 16,024 |    |                            |   | 15,815 |   |   |   | 15,946 |   |   |   | 15,787 |   |
| Diluted                                                                       |   |                             | 16,024 |    |                            |   | 15,815 |   |   |   | 15,965 |   |   |   | 15,787 |   |
|                                                                          |   |                             |   |    |                            |   |   |   |   |   |   |   |   |   |   |   |
| See Notes to Consolidated Financial Statements                                |   |                             |   |    |                            |   |   |   |   |   |   |   |   |   |   |   |

----

Index

Coachmen Industries, Inc. and Subsidiaries

|                                                                                      |   | Nine Months Ended |    |
|-------------------------------------------------------------------------------------------|--------|-------------------|---------|
|                                                                                      |   | September 30,     |    |
|                                                                                      |   | 2009              |    |   | 2008 |   |
| CASH FLOWS FROM OPERATING ACTIVITIES:                                                     |   |              |    |   |   |   |
| Net income (loss)                                                                         |   | $                 | 1,170   |   |   | $ | (16,099 | ) |
| Adjustments to reconcile net income (loss) to net cash used in operating activities: |   |              |    |   |   |   |   |   |
| Depreciation                                                                              |   |              | 1,910   |   |   |   | 3,872 |   |
| Provision for doubtful receivables, net of recoveries                                     |   |              | (374    | )  |   |   | 670 |   |
| Net realized and unrealized losses on derivatives                                    |   |              | 22      |   |   |   | 16 |   |
| Impairment charges                                                                        |   |              | -       |   |   |   | 3,448 |   |
| Gain on sale of properties and other assets, net                                          |   |              | (47     | ) |   |   | (313 | ) |
| Increase in cash surrender value of life insurance policies                               |   |              | (931    | ) |   |   | (661 | ) |
| Other                                                                                     |   |              | (187    | )  |   |   | (738 | )  |
| Changes in certain assets and liabilities:                                                |   |              |    |   |   |   |   |   |
| Accounts receivable                                                                       |   |              | 1,870   |   |   |   | (7,495 | )  |
| Inventories                                                                               |   |              | 3,166   |   |   |   | 23,331 |   |
| Prepaid expenses and other                                                                |   |              | 651     |   |   |   | 601 |   |
| Accounts payable, trade                                                                   |   |              | (5,586  | )  |   |   | (1,710 | )  |
| Income taxes – accrued and refundable                                               |   |              | (620    | )  |   |   | 37 |   |
| Accrued expenses and other liabilities                                                    |   |              | (15,301 | )  |   |   | (9,859 | ) |
| Net cash used in operating activities                                                |   |              | (14,257 | )  |   |   | (4,900 | ) |
|                                                                                      |   |              |    |   |   |   |   |   |
| CASH FLOWS FROM INVESTING ACTIVITIES:                                                     |   |              |    |   |   |   |   |   |
| Proceeds from sale of properties and other assets                                         |   |              | 713     |   |   |   | 1,283 |   |
| Investments in life insurance policies                                                    |   |              | 771     |   |   |   | (1,026 | ) |
| Purchases of property and equipment                                                       |   |              | (712    | ) |   |   | (1,441 | ) |
| Other                                                                                     |   |              | 2,301   |   |   |   | 174 |   |
| Net cash provided by (used in) investing activities                                       |   |              | 3,073   |   |   |   | (1,010 | )  |
|                                                                                      |   |              |    |   |   |   |   |   |
| CASH FLOWS FROM FINANCING ACTIVITIES:                                                     |   |              |    |   |   |   |   |   |
| Proceeds from short-term borrowings                                                       |   |              | 2,345   |   |   |   | 16,813 |   |
| Payments of short-term borrowings                                                         |   |              | (5,441  | ) |   |   | (22,708 | ) |
| Proceeds from long-term debt                                                              |   |              | 2,375   |   |   |   | - |   |
| Payments of long-term debt                                                                |   |              | (435    | ) |   |   | (236 | ) |
| Proceeds from borrowings on cash value of life insurance policies                         |   |              | 1,452   |   |   |   | 32,000 |   |
| Payments of borrowings on cash value of life insurance policies                           |   |              | -       |   |   |   | (19,000 | ) |
| Issuance of common shares under stock incentive plans                                     |   |              | 19      |   |   |   | 113 |   |
| Purchases of common shares for treasury                                                   |   |              | (47     | ) |   |   | - |   |
| Net cash provided by financing activities                                            |   |              | 268     |   |   |   | 6,982 |   |
|                                                                                      |   |              |    |   |   |   |   |   |
| Increase (decrease) in cash and cash equivalents                                          |   |              | (10,916 | )  |   |   | 1,072 |   |
|  CASH AND CASH EQUIVALENTS:                                                          |   |              |    |   |   |   |   |   |
| Beginning of period                                                                       |   |              | 15,745  |   |   |   | 1,549 |   |
| End of period                                                                             |   | $                 | 4,829   |   |   | $ | 2,621 |   |
|                                                                                      |   |              |    |   |   |   |   |   |
| Supplemental disclosures of cash flow information:                                   |   |              |    |   |   |   |   |   |
| Operating cash received during the period related to insurance settlement                 |   | $                 | 139     |   |   | $ | 988 |   |

See Notes to Consolidated Financial Statements.

----

Index

Coachmen Industries, Inc. and Subsidiaries

----

Index

2. 

Note 11

|                                                         | Three Months Ended September 30, |   | Nine Months Ended September 30, |    |
|--------------------------------------------------------------|----------------------------------|--------|---------------------------------|---------|
|                                                         | 2009                             |   | 2008                            |    | 2009 |   |   | 2008 |   |
| Net sales                                                    |                             |   |                            |    |   |   |   |   |   |   |   |   |
| Specialty vehicles                                           |                             | $      | 3,948                           |    |   | $ | 803 |   |   | $ | 7,887 |   |   | $ | 1,209 |   |
| Housing                                                      |                             |   | 12,126                          |    |   |   | 30,763 |   |   |   | 37,201 |   |   |   | 99,529 |   |
|        Consolidated total |                             | $      | 16,074                          |    |   | $ | 31,566 |   |   | $ | 45,088 |   |   | $ | 100,738 |   |
|                                                         |                             |   |                            |    |   |   |   |   |   |   |   |   |   |   |   |   |
| Gross profit                                                 |                             |   |                            |    |   |   |   |   |   |   |   |   |   |   |   |   |
| Specialty vehicles                                           |                             | $      | 265                             |    |   | $ | (79 | ) |   |  $ | (330 | )  |   | $ | (385 | ) |
| Housing                                                      |                             |   | (1,202                          | )  |   |   | 4,931 |   |   |   | (1,814 | )  |   |   | 17,729 |   |
| Other reconciling items                                      |                             |   | (7                              | )  |   |   | - |   |   |   | (24 | ) |   |   | - |   |
| Consolidated total                                           |                             | $      | (944                            | )  |   | $ | 4,852 |   |   | $ | (2,168 | ) |   | $ | 17,344 |   |
|                                                         |                             |   |                            |    |   |   |   |   |   |   |   |   |   |   |   |   |
| Operating expenses                                           |                             |   |                            |    |   |   |   |   |   |   |   |   |   |   |   |   |
| Specialty vehicles                                           |                             | $      | 287                             |    |   | $ | - |   |   | $ | 860 |   |   | $ | 1 |   |
| Housing                                                      |                             |   | 3,437                           |    |   |   | 4,347 |   |   |   | 9,481 |   |   |   | 12,664 |   |
| Other reconciling items                                      |                             |   | 207                             |    |   |   | 4,718 |   |   |   | 1,332 |   |   |   | 4,636 |   |
| Consolidated total                                           |                             | $      | 3,931                           |    |   | $ | 9,065 |   |   | $ | 11,673 |   |   | $ | 17,301 |   |
|                                                         |                             |   |                            |    |   |   |   |   |   |   |   |   |   |   |   |   |
| Operating income (loss)                                      |                             |   |                            |    |   |   |   |   |   |   |   |   |   |   |   |   |
| Specialty vehicles                                           |                             | $      | (22                             | )       |   | $ | (79 | ) |   | $ | (1,190 | ) |   | $ | (386 | ) |
| Housing                                                      |                             |   | (4,639                          | )  |   |   | 584 |   |   |   | (11,296 | )  |   |   | 5,065 |   |
| Other reconciling items                                      |                             |   | (214                            | )  |   |   | (4,718 | ) |   |   | (1,355 | )  |   |   | (4,636 | )  |
| Consolidated total                                           |                             | $      | (4,875                          | )       |   | $ | (4,213 | )  |   | $ | (13,841 | ) |   | $ | 43 |   |
|                                                         |                             |   |                            |    |   |   |   |   |   |   |   |   |   |   |   |   |
| Pre-tax income (loss)                                        |                             |   |                            |    |   |   |   |   |   |   |   |   |   |   |   |   |
| Specialty vehicles                                           |                             | $      | (22                             | )       |   | $ | (79 | ) |   | $ | (1,190 | ) |   | $ | (386 | ) |
| Housing                                                      |                             |   | (4,650                          | )  |   |   | 572 |   |   |   | (11,367 | )  |   |   | 4,981 |   |
| Other reconciling items                                      |                             |   | (487                            | )  |   |   | (4,289 | )  |   |   | (1,609 | )  |   |   | (4,194 | )  |
| Consolidated total                                           |                             | $      | (5,159                          | )       |   | $ | (3,796 | )  |   | $ | (14,166 | ) |   | $ | 401 |   |

|                                  |   | September 30, |   |   |  December 31, |   |
|---------------------------------------|--------|---------------|--------|--------|--------------------|--------|
|                                  |   | 2009          |   |   | 2008               |   |
| Total assets                          |   |          |   |   |               |   |
| Specialty vehicles                    |   | $             | 3,942  |   |               | $      | 1,655 |   |
| Housing                               |   |          | 39,644 |   |               |   | 43,456 |   |
| Corporate and other reconciling items |   |          | 42,107 |   |               |   | 62,293 |   |
| Consolidated total                    |   | $             | 85,693 |   |               | $      | 107,404 |   |

----

Index

|               |   | September 30, |   |   | December 31, |   |
|--------------------|--------|---------------|--------|--------|--------------|--------|
|               |   | 2009          |   |   | 2008         |   |
| Raw materials      |   |          |   |   |         |   |
| Specialty vehicles |   | $             | 1,189  |   |         | $      | 902 |   |
| Housing            |   |          | 3,045  |   |         |   | 4,157 |   |
| Other              |   |          | 15     |   |         |   | -  |   |
| Consolidated total |   |          | 4,249  |   |         |   | 5,059 |   |
|               |   |          |   |   |         |   |   |   |
| Work in process    |   |          |   |   |         |   |   |   |
| Specialty vehicles |   |          | 1,658  |   |         |   | 385 |   |
| Housing            |   |          | 1,521  |   |         |   | 2,392 |   |
| Consolidated total |   |          | 3,179  |   |         |   | 2,777 |   |
|               |   |          |   |   |         |   |   |   |
| Improved lots      |   |          |   |   |         |   |   |   |
| Housing            |   |          | 391    |   |         |   | 434 |   |
| Consolidated total |   |          | 391    |   |         |   | 434 |   |
|               |   |          |   |   |         |   |   |   |
| Finished goods     |   |          |   |   |         |   |   |   |
| Specialty vehicles |   |          | 352    |   |         |   | 824 |   |
| Housing            |   |          | 8,573  |   |         |   | 10,816 |   |
| Consolidated total |   |          | 8,925  |   |         |   | 11,640 |   |
|               |   |          |   |   |         |   |   |   |
| Consolidated total |   | $             | 16,744 |   |         | $      | 19,910 |   |

|                               |   | September 30, |   |   | December 31, |   |
|------------------------------------|--------|---------------|--------|--------|--------------|--------|
|                               |   | 2009          |   |   | 2008         |   |
|                               |   |          |   |   |         |   |
| Land and improvements              |   | $             | 7,485  |   |         | $      | 7,700 |   |
| Buildings and improvements         |   |          | 31,466 |   |         |   | 32,849 |   |
| Machinery and equipment            |   |          | 11,064 |   |         |   | 10,637 |   |
| Transportation equipment           |   |          | 10,493 |   |         |   | 11,035 |   |
| Office furniture and fixtures      |   |          | 13,891 |   |         |   | 13,992 |   |
|                               |   |          |   |   |         |   |   |   |
| Total                              |   |          | 74,399 |   |         |   | 76,213 |   |
| Less, accumulated depreciation     |   |          | 45,332 |   |         |   | 45,291 |   |
|                               |   |          |   |   |         |   |   |   |
| Property, plant and equipment, net |   | $             | 29,067 |   |         | $      | 30,922 |   |

----

Index

5. 

|                                                                                                                   |   | September 30,2009 |   |   | December 31,2008 |   |
|------------------------------------------------------------------------------------------------------------------------|--------|-------------------|--------|--------|------------------|--------|
|                                                                                                                   |   |              |   |   |             |   |
| Wages, salaries, bonuses and commissions and other compensation                                                        |   | $                 | 336    |   |             | $      | 5,022 |   |
| Dealer incentives, including volume bonuses, dealer trips, interest reimbursement, co-op advertising and other rebates |   |              | 164    |   |             |   | 989 |   |
| Warranty                                                                                                               |   |              | 5,431  |   |             |   | 9,688 |   |
| Insurance-products and general liability, workers compensation, group health and other                                 |   |              | 3,946  |   |             |   | 6,320 |   |
| Customer deposits and unearned revenues                                                                                |   |              | 1,904  |   |             |   | 2,545 |   |
| Interest                                                                                                               |   |              | 42     |   |             |   | 395 |   |
| Sales and property taxes                                                                                               |   |              | 939    |   |             |   | 920 |   |
| Deferred gain on sale of real estate                                                                                   |   |              | -      |   |             |   | 814 |   |
| Repurchase liability                                                                                                   |   |              | 1,344  |   |             |   | 2,671 |   |
| Other current liabilities                                                                                              |   |              | 1,720  |   |             |   | 1,763 |   |
|                                                                                                                   |   |              |   |   |             |   |   |   |
| Total                                                                                                                  |   | $                 | 15,826 |   |             | $      | 31,127 |   |

|                                                                                     |   | Three Months EndedSeptember 30, |   |   | Nine Months EndedSeptember 30, |   |
|------------------------------------------------------------------------------------------|--------|---------------------------------|--------|--------|-------------------------------------|--------|
|                                                                                     |   | 2009                            |   |   | 2008                                |   |   | 2009 |   |   | 2008 |   |
| Balance of accrued warranty at beginning of period                                       |   | $                               | 6,565  |   |                                | $      | 6,511 |   |   | $ | 9,688 |   |   | $ | 8,123 |   |
| Warranties issued during the period and changes in liability for pre-existing warranties |   |                            | 544    |   |                                |   | 1,838 |   |   |   | 1,399 |   |   |   |   7,594 |   |
| Settlements made during the period                                                       |   |                            | (1,678 | )      |                                |   | (3,025 | ) |   |   | (5,656 | ) |   |   | (10,393 | ) |
|                                                                                     |   |                            |   |   |                                |   |   |   |   |   |   |   |   |   |   |   |
| Balance of accrued warranty at September 30                                              |   | $                               | 5,431  |   |                                | $      | 5,324 |   |   | $ | 5,431 |   |   | $ | 5,324 |   |

Note 11
Note 12

----

Index

|                                               |   | Three Months EndedSeptember 30, |   |   | Nine Months EndedSeptember 30, |   |
|----------------------------------------------------|--------|---------------------------------|--------|--------|--------------------------------|--------|
|                                               |   | 2009                            |   |   | 2008                           |   |   | 2009 |   |   | 2008 |   |
| Net income (loss)                                  |   | $                               | (3,895 | )      |                           | $      | (14,463 | ) |   | $ | 1,170 |   |   | $ | (16,099 | ) |
| Unrealized gains on securities                     |   |                            | (59    | )      |                           |   | - |   |   |   | - |   |   |   | - |   |
| Unrealized gains on cash flow hedges, net of taxes |   |                            | 9      |   |                           |   | 12 |   |   |   | 22 |   |   |   | 16 |   |
|                                               |   |                            |   |   |                           |   |   |   |   |   |   |   |   |   |   |   |
| Comprehensive income (loss)                        |   | $                               | (3,945 | )      |                           | $      | (14,451 | ) |   | $ | 1,192 |   |   | $ | (16,083 | ) |

|                                                                                                                          |   | Three Months EndedSeptember 30, |   |   | Nine Months EndedSeptember 30, |   |
|-------------------------------------------------------------------------------------------------------------------------------|--------|---------------------------------|--------|--------|--------------------------------|--------|
|                                                                                                                          |   | 2009                            |   |   | 2008                           |   |   | 2009 |   |   | 2008 |   |
| Numerator:                                                                                                                    |   |                            |   |   |                           |   |   |   |   |   |   |   |
| Net income (loss) available to common stockholders                                                                            |   | $                               | (3,895 | )      |                           | $      | (14,463 | ) |   | $ | 1,170 |   |   | $ | (16,099 | ) |
| Denominator:                                                                                                                  |   |                            |   |   |                           |   |   |   |   |   |   |   |   |   |   |   |
| Number of shares outstanding, end of period:                                                                                  |   |                            |   |   |                           |   |   |   |   |   |   |   |   |   |   |   |
| Weighted average number of common shares used in basic EPS                                                                    |   |                            | 16,024 |   |                           |   | 15,815 |   |   |   | 15,946 |   |   |   | 15,787 |   |
|                 Effect of dilutive securities |   |                            | -      |   |                           |   | - |   |   |   | 19 |   |   |   | - |   |
| Weighted average number of common shares used in dilutive EPS                                                                 |   |                            | 16,024 |   |                           |   | 15,815 |   |   |   | 15,965 |   |   |   | 15,787 |   |

8. 

----

Index

9. 

----

Index

----

Index

10. 

11. 

12. 

|                                                    |   | September 30, |   |   | December 31, |    |
|---------------------------------------------------------|--------|---------------|--------|--------|--------------|---------|
|                                                    |   | 2009          |   |   | 2008         |    |
| Cash collateral for letters of credit (1)               |   |  $       | 9,667  |   |         | $       | 7,492 |   |
| Indemnity escrow account (2)                            |   |          | 6,000  |   |         |    | 10,000 |   |
| Cash collateral for workers compensation trust accounts |   |          | 1,102  |   |         |    | 1,429 |   |
| Total restricted cash                                   |   |  $       | 16,769 |   |         |  $ | 18,921 |   |

|   | (1) The amount classified as current assets is $3.8 million and $1.6 million as of September 30, 2009 and December 31, 2008, respectively. |
|--------|--------------------------------------------------------------------------------------------------------------------------------------------|

|   | (2) The indemnity escrow account is related to the agreement for the asset sale of the recreational vehicle business (see Note 11, Discontinued Operations).  |
|--------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------|

----

Index

|                   |   |               |       |    | Fair Value Measurements at Reporting Date Using |
|------------------------|--------|--------------------|------------|---------|-------------------------------------------------|
|                   |   |               |       |    |                                            |   |   |   |   |   |   |
|                   |   |               |       |    | Quoted Prices in                                |   |   |   |   |   |   |
|                   |   |               |       |    | Active Markets                                  |   |   | Significant |   |   | Significant |
|                   |   |               |       |    | For Identical                                   |   |   | Other Observable |   |   | Unobservable |
|                   |   |               |       |    | Assets                                          |   |   | Inputs |   |   | Inputs |
|                   |   | Total as of        |       |    |                                            |   |   |   |   |   |   |
| Description            |   | September 30, 2009 |       |    | (Level 1)                                       |   |   | (Level 2) |   |   | (Level 3) |
|                   |   |               |       |    |                                            |   |   |   |   |   |   |   |   |   |   |
| Interest Rate Swap (1) |   | $             | (58        | )       |                                            | $  | - |   |   | $ | (58 | ) |   | $  | - |
|                   |   |               |       |    |                                            |   |   |   |   |   |   |   |   |   |   |
| Net                    |   | $                  |   (58 | )  |                                            | $ | - |   |   | $ | (58 | ) |   | $ | - |

|   |   |
|--------|--------|

----

Index

----

Index

Coachmen Industries, Inc. and Subsidiaries

|                                                                  |   | Three Months Ended |     |
|-----------------------------------------------------------------------|--------|--------------------|----------|
|                                                                  |   |               |     |   |   |   |   |   |   |   |   |   |   | Percentage Change |   |
|                                                                  |   |               |     |   | Percentage |   |   |   |   |   | Percentage |   |   | 2009 |   |
|                                                                  |   | September 30,      |     |   | of |   |   | September 30, |   |   | of |   |   | to |   |
|                                                                  |   | 2009               |     |   | Net Sales |   |   | 2008 |   |   | Net Sales |   |   | 2008 |   |
| Net sales:                                                       |   |               |     |   |   |   |   |   |   |   |   |   |   |   |   |
| Specialty vehicles                                                    |   | $                  | 3,948    |   |   |   | 24.6 | %  |   | $ | 803 |   |   |   | 2.5 | %  |   |   | 391.7 | % |
| Housing                                                               |   |               | 12,126   |   |   |   | 75.4 |   |   |   | 30,763 |   |   |   | 97.5 |   |   |   | (60.6 | ) |
| Consolidated total                                                    |   |               | 16,074   |   |   |   | 100.0 |   |   |   | 31,566 |   |   |   | 100.0 |   |   |   | (49.1 | ) |
|                                                                  |   |               |     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Gross profit:                                                    |   |               |     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Specialty vehicles                                                    |   |               | 265      |   |   |   | 6.7 |   |   |   | (79 | ) |   |   | (9.8 | ) |   |   | 435.4 |   |
| Housing                                                               |   |               | (1,202   | )  |   |   | (9.9 | )  |   |   | 4,931 |   |   |   | 16.0 |   |   |   | (124.4 | ) |
| Other                                                                 |   |               | (7       | ) |   |   | n/m |   |   |   | - |   |   |   | n/m |   |   |   | n/m |   |
| Consolidated total                                                    |   |               | (944     | )  |   |   | (5.9 | )  |   |   | 4,852 |   |   |   | 15.4 |   |   |   | (119.5 | ) |
|                                                                  |   |               |     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Operating expenses:                                              |   |               |     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Selling                                                          |   |               | 1,083    |   |   |   | 6.7 |   |   |   | 1,993 |   |   |   | 6.3 |   |   |   | 45.7 |   |
| General and administrative                                       |   |               | 2,856    |   |   |   | 17.8 |   |   |   | 3,616 |   |   |   | 11.5 |   |   |   | 21.0 |   |
| (Gain) loss on sale of assets, net                               |   |               | (8       | ) |   |   | - |   |   |   | 8 |   |   |   | - |   |   |   | n/m |   |
| Impairment charges                                                    |   |               |   - |   |   |   |   |   |   |   | 3,448 |   |   |   | 10.9 |   |   |   |   |   |
| Consolidated total                                                    |   |               | 3,931    |   |   |   | 24.5 |   |   |   | 9,065 |   |   |   | 28.7 |   |   |   | 56.6 |   |
|                                                                  |   |               |     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Nonoperating (income) expense                                    |   |               | 284      |   |   |   | 1.7 |   |   |   | (417 |  ) |   |   | (1.3 | )  |   |   | n/m |   |
|                                                                  |   |               |     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Loss from continuing operations before income taxes              |   |               | (5,159   | ) |   |   | (32.1 | ) |   |   | (3,796 | )  |   |   | (12.0 | )  |   |   | (35.9 | )  |
| Tax expense                                                           |   |               | 34       |   |   |   | (0.2 | ) |   |   | - |   |   |   | - |   |   |   | - |   |
| Net loss from continuing operations                              |   |               | (5,193   | ) |   |   | (32.3 | )  |   |   | (3,796 | )  |   |   | (12.0 | )  |   |   | (36.8 | )  |
|                                                                  |   |               |     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Discontinued operations:                                         |   |               |     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Income (loss) from operations of discontinued entities (net of taxes) |   |               | 1,298    |   |   |   | 8.1 |   |   |   | (10,741 | ) |   |   | (34.0 | ) |   |   | 112.1 |   |
| Gain on sale of discontinued RV assets (net of taxes)                 |   |               | -        |   |   |   | - |   |   |   | 74 |   |   |   | 0.2 |   |   |   | n/m |   |
| Income (loss) from discontinued operations                            |   |               | 1,298    |   |   |   | 8.1 |   |   |   | (10,667 | ) |   |   | (33.8 | ) |   |   | 112.2 |   |
|                                                                  |   |               |     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Net loss                                                              |   | $                  | (3,895   | ) |   |   | (24.2 | )% |   | $ | (14,463 | ) |   |   | (45.8 | )% |   |   | 73.1 | % |
|                                                                  |   |               |     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| n/m - not meaningful                                             |   |               |     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |

----

Index

|                                                                  |   | Nine Months Ended |     |
|-----------------------------------------------------------------------|--------|-------------------|----------|
|                                                                  |   |              |     |   |   |   |   |   |   |   |   |   |   | Percentage Change |   |
|                                                                  |   |              |     |   | Percentage |   |   |   |   |   | Percentage |   |   | 2009 |   |
|                                                                  |   | September 30,     |     |   | of |   |   | September 30, |   |   | of |   |   | to |   |
|                                                                  |   | 2009              |     |   | Net Sales |   |   | 2008 |   |   | Net Sales |   |   | 2008 |   |
| Net sales:                                                       |   |              |     |   |   |   |   |   |   |   |   |   |   |   |   |
| Specialty vehicles                                                    |   | $                 | 7,887    |   |   |   | 17.5 | %  |   | $ | 1,209 |   |   |   | 1.2 | %  |   |   | 552.3 | % |
| Housing                                                               |   |              | 37,201   |   |   |   | 82.5 |   |   |   | 99,529 |   |   |   | 98.8 |   |   |   | (62.6 | ) |
| Consolidated total                                                    |   |              | 45,088   |   |   |   | 100.0 |   |   |   | 100,738 |   |   |   | 100.0 |   |   |   | (55.2 | ) |
|                                                                  |   |              |     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Gross profit:                                                    |   |              |     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Specialty vehicles                                                    |   |              | (330     | ) |   |   | (4.2 | ) |   |   | (385 | ) |   |   | (31.8 | )  |   |   | 14.3 |   |
| Housing                                                               |   |              | (1,814   | ) |   |   | (4.9 | )  |   |   | 17,729 |   |   |   | 17.8 |   |   |   | (110.2 | ) |
| Other                                                                 |   |              | (24      | ) |   |   | - |   |   |   |  - |   |   |   | n/m |   |   |   | n/m |   |
| Consolidated total                                                    |   |              | (2,168   | ) |   |   | (4.8 | )  |   |   | 17,344 |   |   |   | 17.2 |   |   |   | (112.5 | ) |
|                                                                  |   |              |     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Operating expenses:                                              |   |              |     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Selling                                                          |   |              | 2,717    |   |   |   | 6.0 |   |   |   | 5,466 |   |   |   | 5.4 |   |   |   | 50.3 |   |
| General and administrative                                       |   |              | 8,978    |   |   |   | 19.9 |   |   |   | 8,435 |   |   |   | 8.4 |   |   |   | (6.4 | )  |
| (Gain) loss on sale of assets, net                               |   |              | (22      | ) |   |   | - |   |   |   | (48 | ) |   |   | - |   |   |   | n/m |   |
| Impairment charge                                                     |   |              |   - |   |   |   |   |   |   |   | 3,448 |   |   |   | 3.4 |   |   |   |   |   |
| Consolidated total                                                    |   |              | 11,673   |   |   |   | 25.9 |   |   |   | 17,301 |   |   |   | 17.2 |   |   |   | 32.5 |   |
|                                                                  |   |              |     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Nonoperating expense                                             |   |              | 325      |   |   |   | 0.7 |   |   |   | 358 |   |   |   | 0.4 |   |   |   | 9.2 |   |
|                                                                  |   |              |     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Income (loss) from continuing operations before income taxes          |   |              | (14,166  | ) |   |   | (31.4 | ) |   |   | 401 |   |   |   | 0.4 |   |   |   | n/m |   |
| Tax credit                                                            |   |              | (19      | ) |   |   | (0.1 | )  |   |   | - |   |   |   | - |   |   |   | - |   |
| Net income (loss) from continuing operations                          |   |              | (14,147  | ) |   |   | (31.3 | )  |   |   | 401 |   |   |   | 0.4 |   |   |   | n/m |   |
|                                                                  |   |              |     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Discontinued operations:                                         |   |              |     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Income (loss) from operations of discontinued entities (net of taxes) |   |              | 382      |   |   |   | 0.8 |   |   |   | (16,765 | ) |   |   | (16.6 | ) |   |   | n/m |   |
| Gain on sale of discontinued RV assets (net of taxes)                 |   |              | 25       |   |   |   | - |   |   |   | 265 |   |   |   | 0.2 |   |   |   | n/m |   |
| Income from legal settlement (net of tax)                             |   |              | 14,910   |   |   |   | 33.1 |   |   |   | - |   |   |   |   |   |   |   | n/m |   |
| Income (loss) from discontinued operations                            |   |              | 15,317   |   |   |   | 33.9 |   |   |   | (16,500 | ) |   |   | (16.4 | ) |   |   | 192.8 |   |
|                                                                  |   |              |     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Net income (loss)                                                |   | $                 | 1,170    |   |   |   | 2.6 | % |   | $ | (16,099 | ) |   |   | (16.0 | )% |   |   | 107.3 | % |
|                                                                  |   |              |     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| n/m - not meaningful                                             |   |              |     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |

|                               | Three Months  |    | Three Months  |   | Nine Months   |    | Nine Months        |   |
|------------------------------------|---------------|---------|---------------|--------|---------------|---------|--------------------|--------|
|                               | Ended         |    | Ended         |   | Ended         |    | Ended              |   |
|                               | September 30, |    | September 30, |   | September 30, |    | September 30,      |   |
|                               | 2009          |    | 2008          |   | 2009          |    | 2008               |   |
| Legal/Insurance expense recoveries |          |  $ | -             |   |          |  $ | (388)              |   |   |  $ | (139) |   |   |  $ | (2,428) |   |
| Impairment charges                 |          |    |  -       |   |          |    |   3,448  |   |   |   | -  |   |   |   | 3,448  |   |

----

Index

----

Index

Note 8

----

Index

Note 5

----

Index

----

Index

| • | liquidity;                                                                                                                                                                                                                    |
|---------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| • | the ability of the management team to achieve desired results;                                                                                                                                                                |
| • | interest rates, which affect the affordability of the Company's products;                                                                                                                                                     |
| • | consumer confidence and the availability of consumer credit;                                                                                                                                                                  |
| • | the availability and related costs of working capital and financing to the Company;                                                                                                                                           |
| • | uncertainties regarding the length and depth of the recession and the timing and speed of recovery in the housing market;                                                                                                     |
| • | the ability of the Company to bond major government contracts;                                                                                                                                                                |
| • | the ability to produce buses to meet demand;                                                                                                                                                                                  |
| • | the availability of chassis utilized for bus production;                                                                                                                                                                      |
| • | the availability of financing to the Company’s customers;                                                                                                                                                               |
| • | the Company’s ability to introduce new homes and features that achieve consumer acceptance;                                                                                                                             |
| • | the margins associated with the mix of products the Company sells in a particular period;                                                                                                                                     |
| • | the impact of sub-prime lending on the availability of credit for the broader housing market;                                                                                                                                 |
| • | adverse weather conditions affecting home deliveries;                                                                                                                                                                         |
| • | potential liabilities under repurchase agreements and guarantees;                                                                                                                                                             |
| • | tax law changes could make home ownership more expensive or less attractive;                                                                                                                                                  |
| • | legislation governing the relationships of the Company with its builders;                                                                                                                                                     |
| • | the price volatility of materials used in production and the ability to pass on rapidly increasing costs of product components and raw materials to end buyers;                                                               |
| • | the availability and cost of real estate for residential housing;                                                                                                                                                             |
| • | the increased size and scope of work of major projects, as compared to the Company's traditional single-family homes business, with increased reliance on third parties for performance which could impact the Company;  |
| • | the ability to perform in new market segments or geographic areas where it has limited experience;                                                                                                                            |
| • | the over supply of existing homes within the Company’s markets;                                                                                                                                                         |
| • | the impact of home values on housing demand;                                                                                                                                                                                  |
| • | changing government regulations, including those covering accounting standards;                                                                                                                                               |
| • | environmental matters or product warranties and recalls, which may affect costs of operations, revenues, product acceptance and profitability;                                                                                |
| • | changes in property taxes and energy costs;                                                                                                                                                                                   |
| • | changes in federal income tax laws and federal mortgage financing programs;                                                                                                                                                   |
| • | competition in the industries in which the Company operates;                                                                                                                                                                  |
| • | further developments in the war on terrorism and related international crises;                                                                                                                                                |
| • | uncertainties of matters in litigation and other risks and uncertainties;                                                                                                                                                     |
| • | the ability of the Company to generate taxable income in future years to utilize deferred tax assets and net operating loss carryforwards that may be available, and the tax interpretations as to their availability;        |
| • | the collectibility of debt owed to the Company for sold assets;                                                                                                                                                               |
| • | the Company’s ability to increase gross margins which are critical whether or not there are increased sales;                                                                                                            |
| • | the Company’s use of incentives at either the wholesale or retail level;                                                                                                                                                |
| • | the dependence on key customers within certain product types;                                                                                                                                                                 |
| • | the potential fluctuation in the Company’s operating results;                                                                                                                                                           |
| • | the addition or loss of builders;                                                                                                                                                                                             |
| • | the introduction and marketing of competitive product by others, including significant discounting offered by our competitors;                                                                                                |
| • | uncertainties regarding the impact of the disclosed restructuring steps;                                                                                                                                                      |
| • | the ability to sell excess properties held by the Company;                                                                                                                                                                    |
| • | the ability to attract and retain qualified senior managers;                                                                                                                                                                  |
| • | the ability to obtain government and other major projects.                                                                                                                                                                    |

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Index

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Index

ITEM 3.

ITEM 4.

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Index

Item 4.

Item 6. Exhibits

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Index

SIGNATURES

| Date: October 29, 2009 | By:    | /s/ Richard M. Lavers                      |
|------------------------|--------|--------------------------------------------|
|                   |   | Richard M. Lavers, Chief Executive Officer |
|                   |   |                                       |
|                   |   |                                       |
|                   |   |                                       |
|                   |   |                                       |
| Date: October 29, 2009 | By:    | /s/ Colleen A. Zuhl                        |
|                   |   | Colleen A. Zuhl, Chief Financial Officer   |
|                   |   |                                       |
|                   |   |                                       |
|                   |   |                                       |
|                   |   |                                       |
| Date: October 29, 2009 | By:    | /s/ Stephen L. Patterson                   |
|                   |   | Stephen L. Patterson, Corporate Controller |
|                   |   |                                       |

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Index

INDEX TO EXHIBITS

| Number AssignedIn RegulationS-K, Item 601 | Description of Exhibit                                                                                                                                                                                                                                                                                                                                                                                                       |
|-------------------------------------------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|                                      |                                                                                                                                                                                                                                                                                                                                                                                                                         |
| (3)(a)(i)                                 | Articles of Incorporation of the Company as amended on May 30, 1995 (incorporated by reference to Exhibit 3(i) to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 1995).                                                                                                                                                                                                                     |
|                                      |                                                                                                                                                                                                                                                                                                                                                                                                                         |
| (3)(a)(ii)                                | Articles of Amendment to Articles of Incorporation (incorporated by reference to Exhibit 4.2 to the Company's Form S-3 Registration Statement, File No. 333-14579).                                                                                                                                                                                                                                                          |
|                                      |                                                                                                                                                                                                                                                                                                                                                                                                                         |
| (3)(b)                                    | By-Laws as modified through October 27, 2009 (incorporated by reference to Exhibit 3(ii) to the Company’s Current Report on Form 8-K/A filed October 29, 2009).                                                                                                                                                                                                                                                        |
|                                      |                                                                                                                                                                                                                                                                                                                                                                                                                         |
| 4(a)                                      | Loan Agreement dated October 27, 2009 for up to $20,000,000 in financing by Coachmen Industries, Inc. as borrower, payable to H.I.G. All American, LLC, an affiliate of H.I.G. Capital, LLC. on or before October 27, 2011 (incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K/A filed October 29, 2009).                                                                       |
|                                      |                                                                                                                                                                                                                                                                                                                                                                                                                         |
| 4(b)                                      | Amended and Restated Rights Agreement, dated as of October 23, 2009 and effective as of October 26, 2009, between Coachmen Industries, Inc. and Continental Stock Transfer & Trust as rights agent (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K/A filed October 29, 2009)                                                                                                 |
|                                      |                                                                                                                                                                                                                                                                                                                                                                                                                         |
| 4(c)                                      | Senior Secured Revolving Note, dated October 27, 2009, for up to $10,000,000 in a revolving line of credit by Coachmen Industries, Inc. and several of its subsidiaries as Borrowers, payable to H.I.G. All American LLC, an affiliate of H.I.G. Capital, LLC, on or before October 27, 2011 (incorporated by reference to Exhibit 4.2 to theCompany’s Current Report on Form 8-K/A filed October 29, 2009)            |
|                                      |                                                                                                                                                                                                                                                                                                                                                                                                                         |
| 4(d)                                      |  Secured Subordinated Convertible Tranche B Note, dated October 27, 2009, in the principal amount of $10,000,000 by Coachmen Industries, Inc. and several of its subsidiaries as Borrowers, payable to H.I.G. All American LLC, an affiliate of H.I.G. Capital, LLC, on or before October 27, 2011 (incorporated by reference to Exhibit4.3 to the Company’s Current Report on Form 8-K/A filed October 29, 2009) |
|                                      |                                                                                                                                                                                                                                                                                                                                                                                                                         |
| 4(e)                                      | Common Stock Purchase Warrant, dated October 27, 2009, for the purchase of 6,654.855 shares of Common Stock by Coachmen Industries, Inc. in favor of  H.I.G. All American LLC, an affiliate of H.I.G. Capital, LLC  (incorporated by reference to Exhibit 4.4 to the Company’s Current Report on Form 8-K/A filed October29, 2009)                                                                 |
|                                      |                                                                                                                                                                                                                                                                                                                                                                                                                         |
| 4(f)                                      | Registration Rights, dated October 27, 2009, by Coachmen Industries, Inc. and H.I.G. All American LLC, an affiliate of H.I.G. Capital, LLC  (incorporated by reference to Exhibit 4.5 to the Company’s Current Report on Form 8-K/A filed October 29, 2009)                                                                                                                                                  |
|                                      |                                                                                                                                                                                                                                                                                                                                                                                                                         |
| (10)(a)                                   | Demand Promissory Note, dated March 23, 2009, in the original principal amount of $2,344,801.71 by Coachmen Industries, Inc. as maker and endorser, payable to Robert J. Deputy (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed March 24, 2009).                                                                                                                          |
|                                      |                                                                                                                                                                                                                                                                                                                                                                                                                         |
| (10)(b)                                   | Promissory Note dated April 9, 2009 in the original principal amount of $2,000,000 by Coachmen Industries, Inc. as maker and endorser, payable to Lake City Bank on or before April 9, 2012 (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed April 9, 2009).                                                                                                               |
|                                      |                                                                                                                                                                                                                                                                                                      |
| (10)(c)                                   | Promissory Note dated April 9, 2009 in the maximum principal amount of $500,000 by Coachmen Industries, Inc. as maker and endorser, payable to Lake City Bank on or before March 31, 2012 (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed April 9, 2009).                                                                                                            |
|                                      |                                                                                                                                                                                                                                                                                                                                                                                                                         |
| 10(f)                                     | Director Indemnification Agreement, dated October 27, 2009, by and between Coachmen Industries, Inc., Matthew Sanford and Fabian de Armas (incorporated by reference to Exhibit 99.1 to the Company’s Current Report on Form 8-K/A filed October 29, 2009                                                                                                                                                              |
|                                      |                                                                                                                                                                                                                                                                                                                                                                                                                         |
| (31.1)                                    | Rule 13a-14(a) Certification of Chief Executive Officer.                                                                                                                                                                                                                                                                                                                                                                     |
|                                      |                                                                                                                                                                                                                                                                                                                                                                                                                         |
| (31.2)                                    | Rule 13a-14(a) Certification of Chief Financial Officer.                                                                                                                                                                                                                                                                                                                                                                     |
|                                      |                                                                                                                                                                                                                                                                                                                                                                                                                         |
| (32.1)                                    | Section 1350 Certification of Chief Executive Officer.                                                                                                                                                                                                                                                                                                                                                                       |
|                                      |                                                                                                                                                                                                                                                                                                                                                                                                                         |
| (32.2)                                    | Section 1350 Certification of Chief Financial Officer.                                                                                                                                                                                                                                                                                                                                                                       |

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