UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 8-K

                                 CURRENT REPORT
     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934



         Date of Report (Date of Earliest Event Reported): July 29, 1998
                                                           -------------



                             WILLIAMS CONTROLS, INC.
                            ------------------------
               (Exact name of Company as specified in its charter)


          Delaware                   0-18083                     84-1099587
-----------------------------   -------------------          -------------------
(State or other jurisdiction   (Commission File No.)           (IRS Employer
jurisdiction of incorporation)                               Identification No.)




                   14100 S.W. 72ND Avenue, Portland, OR 97224
                   ------------------------------------------
                    (Address of Principal Executive Offices)


                                 (503) 684-8600
               --------------------------------------------------
              (Registrant's telephone number, including area code)


                                 Not Applicable
          ------------------------------------------------------------
         (Former name or former address, if changed since last report.)

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Item 4.   Change in Registrant's Certifying Accountant.

     (a) On July 29, 1998, Williams Controls,  Inc. (the "Registrant") dismissed
Horwath Gelfond  Hochstadt  Pangburn & Co. as its independent  certified  public
accountant.  There  have been no  adverse  opinions,  disclaimers  of opinion or
qualifications  or  modifications  as to uncertainty,  audit scope or accounting
principles  regarding the reports of Horwath Gelfond Hochstadt Pangburn & Co. on
the Registrant's  financial  statements for either of the two most recent fiscal
years  or  any  subsequent   interim  period.  The  change  of  accountants  was
recommended and approved by the Audit Committee of the Board of Directors of the
Registrant  and  ratified  and  approved  by  the  Registrant's  full  Board  of
Directors. There were no disagreements with Horwath Gelfond Hochstadt Pangburn &
Co. on any matter of accounting  principles or  practices,  financial  statement
disclosure, or auditing scope or procedures leading to their dismissal.

     (b)  Simultaneously  with the  dismissal  of its  former  accountants,  the
Registrant  approved and engaged Arthur  Andersen LLP to act as its  independent
certified public accountant as successor to Horwath Gelfond Hochstadt Pangburn &
Co. During the Registrant's  two most recent fiscal years or subsequent  interim
periods the  Registrant  has not  consulted  Arthur  Andersen LLP  regarding the
application  of  accounting  principles  to  a  specified  transaction,   either
completed  or proposed;  or the type of audit  opinion that might be rendered on
the Registrant's financial statements,  or on any matter that was the subject of
a disagreement or a reportable event.


Item 7.  Financial Statements, Pro Forma Financial Information and Exhibits.

(c)  EXHIBITS

     16.1 Letter from Horwath  Gelfond  Hochstadt  Pangburn & Co. dated July 30,
          1998, addressed to the Securities and Exchange Commission.

                                    SIGNATURE

     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
Registrant has duly caused this report to be signed for and on its behalf by the
undersigned hereunto duly authorized.

                                                 WILLIAMS CONTROLS, INC.


Dated: July 31, 1998                             By /s/ Gerard A. Herlihy
                                                    ----------------------------
                                                    Gerard A. Herlihy,
                                                    Chief Administrative Officer
                                                    and Chief Financial Officer


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July 30, 1998

Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C.  20549

Re:  Williams Controls, Inc.

We were previously the principal  accountants for Williams  Controls,  Inc. and,
under the date of December 18, 1997, we reported on the  consolidated  financial
statements of Williams  Controls,  Inc. and  subsidiaries  (the "Company") as of
September 30, 1997 and 1996, and for each of the years in the three-year  period
ended September 30, 1997.

On July 29, 1998, our appointment as principal  accountants  was terminated.  We
have read the Company's  statements  included under Item 4 of its Form 8-K dated
July 31,  1998,  and we agree with the first,  second  and fourth  sentences  of
section  (a) of Item 4.  We have no  basis  to  agree  or  disagree  with  other
statements of the registrant contained therein.
Very truly yours,



HORWATH GELFOND HOCHSTADT PANGBURN & CO.


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