SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 8-K

                    Current Report Pursuant to Section 13 or
                       15(d) of The Securities Act of 1934



      Date of Report (Date of earliest event reported): September 30, 1998



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


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



                             14100 S.W. 72nd Avenue
                             Portland, Oregon 97224
                             ----------------------
                 (Address of principal executive offices)(Zip Code)


                                 (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 5.  Other Events.

     Williams Controls,  Inc. (the "Registrant")  adopted a plan of disposal for
the Agriculture Equipment segment of its business in the fourth quarter of 1998.
The  Registrant  retained  the  national  investment  banking  firm of JWGenesis
Capital  Markets,  LLC as  financial  advisers  to  maximize  the  value  to the
Registrant  of the  disposal in a manner that seeks to preserve the value of the
operation  as a going  concern  for the  benefit  of the  employees,  customers,
suppliers  and  future  owners.  JWGenesis'  New  York-based  corporate  finance
operation  will be seeking  buyers for the unit,  which  consists  of Hardee,  a
manufacturer  of agriculture and landscape  maintenance  equipment,  Agrotec,  a
manufacturer  of  agriculture  and  nursery   sprayers  and  Waccamaw  Wheel,  a
manufacturer  of  wheel  products  primarily  used  in the  agriculture  market.
JWGenesis  is a  publicly-traded,  full-service  investment  bank and a national
leader in middle market divestures and financings.

Item 7.  Financial Statements and Exhibits

         (c)      Exhibits

                  99.1     Press released dated December 14, 1998.

                                   SIGNATURES
                                   ----------

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

                                                    WILLIAMS CONTROLS, INC.



Date: December 14, 1998                             By:  /s/ Gerard A. Herlihy
                                                    Gerard A. Herlihy,
                                                    Chief Financial Officer and
                                                    Chief Administrative Officer

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