##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-Q
 þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 for the quarterly period ended October 31, 2008.
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 for the transition period from  to .
 COMMISSION FILE NUMBER 1-9235
 THOR INDUSTRIES, INC.
  Delaware
    
    93-0768752(State or other jurisdiction of
    
    (I.R.S. Employerincorporation or organization)
    
    Identification No.)419 West Pike Street, Jackson Center, OH
    
    45334-0629(Address of principal executive offices)
    
    (Zip Code)
 (Registrants telephone number, including area code)
  þ o
  Large accelerated filer þ
    
    Accelerated filer o
    
    Non-accelerated filer o
(Do not check if a smaller reporting company)
    
    Smaller reporting company o
  o þ
  Class
    
    Outstanding at 10/31/2008Common stock, par value
$.10 per share
    
    55,440,924 shares




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TABLE OF CONTENTS  PART I    Financial InformationITEM 1. Financial StatementsITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSITEM 3. Quantitative and Qualitative Disclosures About Market RiskITEM 4. Controls and ProceduresPART II    Other InformationITEM 1. LEGAL PROCEEDINGSITEM 1A. RISK FACTORSITEM 6. EXHIBITSSIGNATURESEX-31.1EX-31.2EX-32.1EX-32.2    Table of Contents  
 PART I   Financial Information
 Unless otherwise indicated, all amounts presented in thousands except units, share and per share
data.
 
 ITEM 1.Financial Statements
 THOR INDUSTRIES, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS
 October 31, 2008
    
    
    July 31, 2008ASSETSCurrent assets:Cash and cash equivalents
    
    $
    177,731
    
    
    $
    189,620Accounts receivable:Trade
    
    
    113,222
    
    
    
    136,866Other
    
    
    5,411
    
    
    
    9,489Inventories
    
    
    166,563
    
    
    
    152,582Deferred income taxes and other
    
    
    39,504
    
    
    
    39,363Total current assets
    
    
    502,431
    
    
    
    527,920Property:Land
    
    
    20,832
    
    
    
    21,090Buildings and improvements
    
    
    132,998
    
    
    
    135,167Machinery and equipment
    
    
    73,045
    
    
    
    71,965Total cost
    
    
    226,875
    
    
    
    228,222Accumulated depreciation
    
    
    76,563
    
    
    
    74,992Property, net
    
    
    150,312
    
    
    
    153,230Investment in joint ventures
    
    
    2,428
    
    
    
    3,269Other assets:Long term investments
    
    
    121,392
    
    
    
    126,403Goodwill
    
    
    158,128
    
    
    
    158,128Non-compete agreements
    
    
    893
    
    
    
    1,093Trademarks
    
    
    13,900
    
    
    
    13,900Other
    
    
    11,479
    
    
    
    12,619Total other assets
    
    
    305,792
    
    
    
    312,143TOTAL ASSETS
    
    $
    960,963
    
    
    $
    996,562LIABILITIES AND STOCKHOLDERS EQUITYCurrent liabilities:Accounts payable
    
    $
    76,981
    
    
    $
    96,158Accrued liabilities:Taxes
    
    
    11,371
    
    
    
    26,050Compensation and related items
    
    
    23,007
    
    
    
    24,845Product warranties
    
    
    58,823
    
    
    
    61,743Promotions and rebates
    
    
    13,276
    
    
    
    10,781Product/property liability and related
    
    
    12,035
    
    
    
    12,560Other
    
    
    16,195
    
    
    
    16,279Total current liabilities
    
    
    211,688
    
    
    
    248,416Long Term Liabilities:Unrecognized tax benefits
    
    
    32,771
    
    
    
    29,332Other
    
    
    17,303
    
    
    
    19,118Total long term liabilities
    
    
    50,074
    
    
    
    48,450Stockholders equity:Common stock  authorized 250,000,000 shares;
issued 57,318,263 shares @ 10/31/08 and 57,317,263
shares @ 7/31/08; par value of $.10 per share
    
    
    5,732
    
    
    
    5,732Additional paid-in capital
    
    
    93,862
    
    
    
    93,683Retained earnings
    
    
    677,168
    
    
    
    675,928Accumulated other comprehensive income
    
    
    (3,877
    )
    
    
    (1,963
    )Less Treasury shares of 1,877,339 @ 10/31/08 & 7/31/08
    
    
    (73,684
    )
    
    
    (73,684
    )Total stockholders equity
    
    
    699,201
    
    
    
    699,696TOTAL LIABILITIES AND STOCKHOLDERS EQUITY
    
    $
    960,963
    
    
    $
    996,562
  2




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THOR INDUSTRIES, INC. AND SUBSIDIARIES
STATEMENTS OF CONDENSED CONSOLIDATED INCOME  FOR THE THREE MONTHS ENDED OCTOBER 31, 2008 AND 2007
 Three Months Ended2008
    
    
    2007Net sales
    
    $
    438,817
    
    
    $
    763,736Cost of products sold
    
    
    398,754
    
    
    
    662,461Gross profit
    
    
    40,063
    
    
    
    101,275Selling, general and
administrative expenses
    
    34,466
    
    
    
    45,410Interest income
    
    
    2,017
    
    
    
    4,196Interest expense
    
    
    130
    
    
    
    360Other income
    
    
    766
    
    
    
    779Income before income taxes
    
    
    8,250
    
    
    
    60,480Provision for income taxes
    
    
    3,130
    
    
    
    22,271Net income
    
    $
    5,120
    
    
    $
    38,209Average common shares outstanding:Basic
    
    
    55,408,576
    
    
    
    55,757,338Diluted
    
    
    55,472,773
    
    
    
    55,966,614Earnings per common share:Basic
    
    $
    .09
    
    
    $
    .69Diluted
    
    $
    .09
    
    
    $
    .68Regular dividends declared and paid per common share:
    
    $
    .07
    
    
    $
    .07Special dividends declared and paid per common share:
    
    $
    
    
    
    $
    2.00
  3




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THOR INDUSTRIES, INC. AND SUBSIDIARIES
STATEMENTS OF CONDENSED CONSOLIDATED CASH FLOWS  FOR THE THREE MONTHS ENDED OCTOBER 31, 2008 AND 2007
 Three Months Ended October 312008
    
    
    2007Cash flows from operating activities:Net income
    
    $
    5,120
    
    
    $
    38,209Adjustments to reconcile net income to net cash (used in)
provided by operating activities:Depreciation
    
    
    3,293
    
    
    
    3,353Amortization
    
    
    200
    
    
    
    213Deferred income taxes
    
    
    
    
    
    
    (7,026
    )Loss on disposition of assets
    
    
    14
    
    
    
    3Stock based compensation
    
    
    152
    
    
    
    84Changes in non cash assets and liabilities, net of effect
from acquisitions:Accounts receivable
    
    
    27,722
    
    
    
    (1,822
    )Inventories
    
    
    (13,981
    )
    
    
    (18,899
    )Other current assets
    
    
    1,566
    
    
    
    (12,854
    )Accounts payable
    
    
    (19,174
    )
    
    
    4,029Accrued liabilities
    
    
    (14,113
    )
    
    
    22,071Other liabilities
    
    
    (2,791
    )
    
    
    5,677Net cash (used in) provided by operating activities
    
    
    (11,992
    )
    
    
    33,038Cash flows from investing activities:Purchase of property, plant & equipment
    
    
    (1,865
    )
    
    
    (3,087
    )Proceeds from disposition of assets
    
    
    1,342
    
    
    
    10Proceeds from dissolution of joint venture
    
    
    1,578
    
    
    
    Purchases of available for sale investments
    
    
    
    
    
    
    (15,300
    )Proceeds from sale of available for sale investments
    
    
    4,450
    
    
    
    29,325Net cash provided by investing activities
    
    
    5,505
    
    
    
    10,948Cash flows from financing activities:Cash dividends
    
    
    (3,880
    )
    
    
    (115,601
    )Proceeds from issuance of common stock
    
    
    27
    
    
    
    2,158Net cash used in financing activities
    
    
    (3,853
    )
    
    
    (113,443
    )Effect of exchange rate changes on cash
    
    
    (1,549
    )
    
    
    2,019Net (decrease) in cash and cash equivalents
    
    
    (11,889
    )
    
    
    (67,438
    )Cash and
cash equivalents, beginning of period
    
    
    189,620
    
    
    
    171,889Cash and cash equivalents, end of period
    
    $
    177,731
    
    
    $
    104,451Supplemental cash flow information:Income taxes paid
    
    $
    15,044
    
    
    $
    9,495Interest paid
    
    $
    130
    
    
    $
    360Non cash transactions:Capital expenditures in accounts payable
    
    $
    540
    
    
    $
    228
  4




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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
 1.
    
    The July 31, 2008 amounts are derived from the annual audited financial statements. The
interim financial statements are unaudited. In the opinion of management, all adjustments
(which consist of normal recurring adjustments) necessary to present fairly the financial
position, results of operations and change in cash flows for the interim periods presented
have been made. These financial statements should be read in conjunction with the Companys
Annual Report on Form 10-K for the year ended July 31, 2008. The results of
operations for the three months ended October 31, 2008 are not necessarily indicative of the
results for the full year.
 2.
    
    Major classifications of inventories are:
 October 31, 2008
    
    
    July 31, 2008Raw materials
    
    $
    79,872
    
    
    $
    79,356Chassis
    
    
    39,147
    
    
    
    37,562Work in process
    
    
    51,289
    
    
    
    51,162Finished goods
    
    
    25,337
    
    
    
    13,584Total
    
    
    195,645
    
    
    
    181,664Less excess of FIFO costs
over LIFO costs
    
    
    29,082
    
    
    
    29,082Total inventories
    
    $
    166,563
    
    
    $
    152,582
 3.
    
    Earnings Per Share
 Three Months
    
    
    Three MonthsEnded
    
    
    EndedOctober 31, 2008
    
    
    October 31, 2007Weighted average shares
outstanding for basic
earnings per share
    
    
    55,408,576
    
    
    
    55,757,338Stock options and
restricted stock
    
    
    64,197
    
    
    
    209,276Total  For diluted shares
    
    
    55,472,773
    
    
    
    55,966,614
 4.
    
    Comprehensive Income
 Three Months
    
    
    Three MonthsEnded
    
    
    EndedOctober 31, 2008
    
    
    October 31, 2007Net income
    
    $
    5,120
    
    
    $
    38,209Foreign
currency translation adjustment
    
    
    (1,549
    )
    
    
    2,019Unrealized depreciation on investments
    
    
    (365
    )
    
    
    Comprehensive income
    
    $
    3,206
    
    
    $
    40,228
 5.
    
    Segment InformationThe Company has three reportable segments: (1) towable recreation vehicles, (2) motorized
recreation vehicles, and (3) buses. The towable recreation vehicle segment consists of product
lines from the following operating companies that have been aggregated: Airstream,
Breckenridge, CrossRoads, Dutchmen, General Coach, Keystone and Komfort. The motorized
recreation vehicle segment consists of product lines from the following operating companies
that have been aggregated: Airstream, Damon and Four Winds. The bus segment consists of the
following operating companies that have been aggregated: Champion Bus, ElDorado California,
ElDorado Kansas and Goshen Coach.
 5




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Three Months
    
    
    Three MonthsEnded
    
    
    EndedOctober 31, 2008
    
    
    October 31, 2007Net Sales:Recreation vehicles:Towables
    
    $
    285,537
    
    
    $
    523,711Motorized
    
    
    44,865
    
    
    
    140,500Total recreation vehicles
    
    
    330,402
    
    
    
    664,211Buses
    
    
    108,415
    
    
    
    99,525Total
    
    $
    438,817
    
    
    $
    763,736
 Three Months
    
    
    Three MonthsEnded
    
    
    EndedOctober 31, 2008
    
    
    October 31, 2007Income Before Income Taxes:Recreation vehicles:Towables
    
    $
    12,374
    
    
    $
    50,812Motorized
    
    
    (6,602
    )
    
    
    6,853Total recreation vehicles
    
    
    5,772
    
    
    
    57,665Buses
    
    
    5,297
    
    
    
    4,139Corporate
    
    
    (2,819
    )
    
    
    (1,324
    )Total
    
    $
    8,250
    
    
    $
    60,480
 October 31, 2008
    
    
    July 31, 2008Identifiable Assets:Recreation vehicles:Towables
    
    $
    397,315
    
    
    $
    409,793Motorized
    
    
    110,114
    
    
    
    108,740Total recreation vehicles
    
    
    507,429
    
    
    
    518,533Buses
    
    
    107,481
    
    
    
    110,647Corporate
    
    
    346,053
    
    
    
    367,382Total
    
    $
    960,963
    
    
    $
    996,562
 6.
    
    Treasury SharesIn the first quarter of fiscal 2007, the Company purchased 40,400 shares and held them as
treasury stock at a cost of $1,630, an average cost of $40.33 per share.
 7.
    
    Investments and Fair Value MeasurementsEffective August 1, 2008, the Company adopted SFAS No. 157, Fair Value Measurements (SFAS
157). In February 2008, the FASB issued FASB Staff Position No. FAS 157-2, Effective Date of
FASB Statement No. 157, which provides a one year deferral of the effective date of SFAS 157
for non-financial assets and non-financial liabilities, except those that are recognized or
disclosed in the financial statements at fair value at least annually. Therefore, the Company
has adopted the provisions of SFAS 157 with respect to its financial assets and liabilities
only. The adoption of this statement did not have a material impact on the Companys
consolidated results of operations or financial condition. On October 10, 2008, the FASB
issued FSP No. 157-3, Determining the Fair Value of a Financial Asset When the Market for That
Asset is Not Active, (FSP 157-3) that clarifies the application of SFAS 157 in a market that
is not active and provides an example to illustrate key considerations in determining the fair
value of a financial asset when the market for that financial assets is not active. The FSP
157-3 is applicable to the valuation of auction rate securities held by the Company for which
there was no active market as of October 31, 2008. FSP 157-3 is effective upon issuance,
including prior periods for which the financial statements have not been issued. The adoption
of FSP 157-3 during the three month period ended October 31, 2008 did not have a material
impact on the Companys consolidated results of operations or financial condition.
 6




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INVESTMENTS
  Gross
    
    GrossUnrealized
    
    Unrealized
    
    FairCost
    
    Gains
    
    Losses
    
    ValueOctober 31, 2008Long-term investments:Auction rate securities
    
    $
    128,100
    
    
    $
    
    
    
    $
    (6,708
    )
    
    $
    121,392July 31, 2008Long-term investments:Auction rate securities
    
    $
    132,550
    
    
    $
    
    
    
    $
    (6,147
    )
    
    $
    126,403
   Cost
    
    Fair ValueMature in more than five years
    
    $
    128,100
    
    
    $
    121,392
  FAIR VALUE MEASUREMENTS
    7




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SignificantQuoted Market
    
    
    Other
    
    
    SignificantPrices in
    
    
    Observable
    
    
    Unobservable
    
    
    Fair Value atActive Markets
    
    
    Inputs
    
    
    Inputs
    
    
    October 31,(Level 1)
    
    
    (Level 2)
    
    
    (Level 3)
    
    
    2008Cash & cash equivalents
    
    $
    177,731
    
    
    $
    
    
    
    $
    
    
    
    $
    177,731Auction rate securities
    
    
    
    
    
    
    
    
    
    
    121,392
    
    
    
    121,392Total
    
    $
    177,731
    
    
    $
    
    
    
    $
    121,392
    
    
    $
    299,123
   Fair Value Measurements atReporting Date UsingSignificant Unobservable Inputs(Level 3)Balance at August 1, 2008
    
    $
    126,403Unrealized loss included in other comprehensive income
    
    
    (561
    )Purchases
    
    
    Sales/Maturities
    
    
    (4,450
    )Balance at October 31, 2008
    
    $
    121,392
    8




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8.
    
    Goodwill and Other Intangible Assets
   October 31, 2008
    
    July 31, 2008Accumulated
    
    
    
    
    
    AccumulatedCost
    
    Amortization
    
    Cost
    
    AmortizationAmortized Intangible Assets:Non-compete agreements
    
    $
    2,938
    
    
    $
    2,045
    
    
    $
    5,938
    
    
    $
    4,845
 Three Months
    
    Three MonthsEnded
    
    EndedOctober 31, 2008
    
    October 31, 2007Non-compete Agreements:Amortization Expense
    
    $
    200
    
    
    $
    213
 9




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For the year ending July 2009
    
    $
    476For the year ending July 2010
    
    $
    322For the year ending July 2011
    
    $
    238For the year ending July 2012
    
    $
    57
   Goodwill
    
    
    TrademarksRecreation Vehicles:Towables
    
    $
    143,795
    
    
    $
    10,237Motorized
    
    
    9,717
    
    
    
    2,600Total Recreation Vehicles
    
    
    153,512
    
    
    
    12,837Bus
    
    
    4,616
    
    
    
    1,063Total
    
    $
    158,128
    
    
    $
    13,900
 9.
    
    Warranty
  Three Months
    
    
    Three MonthsEnded
    
    
    EndedOctober 31, 2008
    
    
    October 31, 2007Beginning Balance
    
    $
    61,743
    
    
    $
    64,310Provision
    
    
    11,614
    
    
    
    18,550Payments
    
    
    (14,534
    )
    
    
    (16,849
    )Ending Balance
    
    $
    58,823
    
    
    $
    66,011
 10.
    
    Commercial Commitments
  Total
    
    Term ofCommitment
    
    Amount Committed
    
    CommitmentGuarantee on dealer financing
    
    $
    2,613
    
    
    less than 1 yearStandby repurchase obligation
on dealer financing
    
    $
    706,055
    
    
    less than 1 year
 10




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Three Months
    
    
    Three MonthsEnded
    
    
    EndedOctober 31, 2008
    
    
    October 31, 2007Cost of units repurchased
    
    $
    10,181
    
    
    $
    5,187Realization on units resold
    
    
    8,392
    
    
    
    4,922Losses due to repurchase
    
    $
    1,789
    
    
    $
    265
  11.
    
    Provision for Income Taxes
    12.
    
    Retained Earnings
  Balance @ 7/31/08
    
    $
    675,928Net Income
    
    
    5,120Dividends Paid
    
    
    (3,880
    )Balance @ 10/31/08
    
    $
    677,168
 13.
    
    Line of Credit
  11




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14.
    
    Subsequent Events
         12




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ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
 Unless otherwise indicated, all amounts presented in thousands of dollars except unit, share and
per share data.
 Executive Overview
        Trends and Business Outlook
   13




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14




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Three Months Ended October 31, 2008 vs.
 Three Months Ended October 31, 2007
 Three Months Ended
    
    
    Three Months Ended
    
    
    ChangeOctober 31, 2008
    
    
    October 31, 2007
    
    
    Amount
    
    
    %NET SALES:Recreation VehiclesTowables
    
    $
    285,537
    
    
    $
    523,711
    
    
    $
    (238,174
    )
    
    
    (45.5
    )Motorized
    
    
    44,865
    
    
    
    140,500
    
    
    
    (95,635
    )
    
    
    (68.1
    )Total Recreation Vehicles
    
    
    330,402
    
    
    
    664,211
    
    
    
    (333,809
    )
    
    
    (50.3
    )Buses
    
    
    108,415
    
    
    
    99,525
    
    
    
    8,890
    
    
    
    8.9Total
    
    $
    438,817
    
    
    $
    763,736
    
    
    $
    (324,919
    )
    
    
    (42.5
    )# OF UNITS:Recreation VehiclesTowables
    
    
    12,539
    
    
    
    23,815
    
    
    
    (11,276
    )
    
    
    (47.3
    )Motorized
    
    
    522
    
    
    
    1,771
    
    
    
    (1,249
    )
    
    
    (70.5
    )Total Recreation Vehicles
    
    
    13,061
    
    
    
    25,586
    
    
    
    (12,525
    )
    
    
    (49.0
    )Buses
    
    
    1,648
    
    
    
    1,543
    
    
    
    105
    
    
    
    6.8Total
    
    
    14,709
    
    
    
    27,129
    
    
    
    (12,420
    )
    
    
    (45.8
    )
 % of
    
    
    
    
    
    
    % ofSegment
    
    
    
    
    
    
    Segment
    
    
    ChangeNet Sales
    
    
    
    
    
    
    Net Sales
    
    
    Amount
    
    
    %GROSS PROFIT:Recreation VehiclesTowables
    
    $
    30,822
    
    
    
    10.8
    
    
    $
    79,176
    
    
    
    15.1
    
    
    $
    (48,354
    )
    
    
    (61.1
    )Motorized
    
    
    (776
    )
    
    
    (1.7
    )
    
    
    13,818
    
    
    
    9.8
    
    
    
    (14,594
    )
    
    
    (105.6
    )Total Recreation Vehicles
    
    
    30,046
    
    
    
    9.1
    
    
    
    92,994
    
    
    
    14.0
    
    
    
    (62,948
    )
    
    
    (67.7
    )Buses
    
    
    10,017
    
    
    
    9.2
    
    
    
    8,281
    
    
    
    8.3
    
    
    
    1,736
    
    
    
    21.0Total
    
    $
    40,063
    
    
    
    9.1
    
    
    $
    101,275
    
    
    
    13.3
    
    
    $
    (61,212
    )
    
    
    (60.4
    )SELLING, GENERAL AND
ADMINISTRATIVE EXPENSES:Recreation VehiclesTowables
    
    $
    18,500
    
    
    
    6.5
    
    
    $
    28,519
    
    
    
    5.4
    
    
    $
    (10,019
    )
    
    
    (35.1
    )Motorized
    
    
    5,821
    
    
    
    13.0
    
    
    
    6,962
    
    
    
    5.0
    
    
    
    (1,141
    )
    
    
    (16.4
    )Total Recreation Vehicles
    
    
    24,321
    
    
    
    7.4
    
    
    
    35,481
    
    
    
    5.3
    
    
    
    (11,160
    )
    
    
    (31.5
    )Buses
    
    
    4,589
    
    
    
    4.2
    
    
    
    3,796
    
    
    
    3.8
    
    
    
    793
    
    
    
    20.9Corporate
    
    
    5,556
    
    
    
    
    
    
    
    6,133
    
    
    
    
    
    
    
    (577
    )
    
    
    (9.4
    )Total
    
    $
    34,466
    
    
    
    7.9
    
    
    $
    45,410
    
    
    
    5.9
    
    
    $
    (10,944
    )
    
    
    (24.1
    )INCOME BEFORE INCOME TAXES:Recreation VehiclesTowables
    
    $
    12,374
    
    
    
    4.3
    
    
    $
    50,812
    
    
    
    9.7
    
    
    $
    (38,438
    )
    
    
    (75.6
    )Motorized
    
    
    (6,602
    )
    
    
    (14.7
    )
    
    
    6,853
    
    
    
    4.9
    
    
    
    (13,455
    )
    
    
    (196.3
    )Total Recreation Vehicles
    
    
    5,772
    
    
    
    1.7
    
    
    
    57,665
    
    
    
    8.7
    
    
    
    (51,893
    )
    
    
    (90.0
    )Buses
    
    
    5,297
    
    
    
    4.9
    
    
    
    4,139
    
    
    
    4.2
    
    
    
    1,158
    
    
    
    28.0Corporate
    
    
    (2,819
    )
    
    
    
    
    
    
    (1,324
    )
    
    
    
    
    
    
    (1,495
    )
    
    
    (112.9
    )Total
    
    $
    8,250
    
    
    
    1.9
    
    
    $
    60,480
    
    
    
    7.9
    
    
    $
    (52,230
    )
    
    
    (86.4
    )
 As of
    
    
    As of
    
    
    ChangeOctober 31, 2008
    
    
    October 31, 2007
    
    
    Amount
    
    
    
    %ORDER BACKLOG:Recreation VehiclesTowables
    
    $
    92,238
    
    
    $
    179,948
    
    
    $
    (87,710
    )
    
    
    (48.7
    )Motorized
    
    
    32,305
    
    
    
    69,774
    
    
    
    (37,469
    )
    
    
    (53.7
    )Total Recreation Vehicles
    
    
    124,543
    
    
    
    249,722
    
    
    
    (125,179
    )
    
    
    (50.1
    )Buses
    
    
    256,644
    
    
    
    226,342
    
    
    
    30,302
    
    
    
    13.4Total
    
    $
    381,187
    
    
    $
    476,064
    
    
    $
    (94,877
    )
    
    
    (19.9
    )
 15




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##### Table of Contents



CONSOLIDATED
     Segment Reporting
 RECREATION VEHICLES
  Average PricePer Unit
    
    Units
    
    Net ChangeRecreation VehiclesTowables
    
    1.8%
    
    (47.3)%
    
    (45.5)%Motorized
    
    2.4%
    
    (70.5)%
    
    (68.1)%
 TOWABLE RECREATION VEHICLES
     16




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##### Table of Contents



MOTORIZED RECREATION VEHICLES
    BUSES
  Average Price Per Unit
    
    Units
    
    Net ChangeBuses
    
    
    2.1
    %
    
    
    6.8
    %
    
    
    8.9
    %
    Financial Condition and Liquidity
    17




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18




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##### Table of Contents



Critical Accounting Principles
   Insurance Reserves
  Warranty
  Income Taxes
  19




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##### Table of Contents



Revenue Recognition
  1)
    
    An order for a product has been received from a dealer;2)
    
    Written or oral approval for payment has been received from the dealers flooring
institution;3)
    
    A common carrier signs the delivery ticket accepting responsibility for the product as
agent for the dealer; and4)
    
    The product is removed from the Companys property for delivery to the dealer who
placed the order.
  Repurchase Commitments
  Investments
  Accounting Pronouncements
 Business Combinations
 §
    
    Transaction costs, many of which are currently treated as costs of the acquisition, will
generally be expensed.§
    
    In-process research and development will be accounted for as an asset, with the cost
recognized as the research and development is realized or abandoned. These costs are
currently expensed at the time of the acquisition.§
    
    Contingencies, including contingent consideration, will generally be recorded at fair
value
with subsequent adjustments recognized in operations. Contingent consideration is
currently accounted for as an adjustment of the purchase price.
 20




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##### Table of Contents



§
    
    Decreases in valuation allowances on acquired deferred tax assets will be recognized in
operations. Previously such changes were considered to be subsequent changes in
consideration and were recorded as decreases in goodwill.
  Forward Looking Statements
  
 ITEM 3.Quantitative and Qualitative Disclosures About Market Risk
     21




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ITEM 4.Controls and Procedures
   22




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PART II    Other Information
 
 ITEM 1. LEGAL PROCEEDINGS.
    
 ITEM 1A. RISK FACTORS.
  Our repurchase agreements with floor plan lenders could result in increased costs.
  
 ITEM 6. EXHIBITS
 Exhibit
    
    Description31.1
    
    Chief Executive Officers Certification filed pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.31.2
    
    Chief Financial Officers Certification filed pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.32.1
    
    Chief Executive Officers Certification furnished pursuant to Section 906 of the
Sarbanes-Oxley Act 2002.32.2
    
    Chief Financial Officers Certification furnished pursuant to Section 906 of the
Sarbanes-Oxley Act 2002.
 23




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SIGNATURES
  THOR INDUSTRIES, INC.

          (Registrant)DATE: December 1, 2008
    By:
    /s/ Wade F. B. ThompsonWade F. B. ThompsonChairman of the Board, President
and Chief Executive OfficerDATE: December 1, 2008
    /s/ Christian G. FarmanChristian G. FarmanSenior Vice President
and Chief Financial Officer 24