##### Table of Contents



FORM 10-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 (Mark One) [X]
    
    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF
THE SECURITIES EXCHANGE ACT OF 1934
 For the fiscal year ended January 31, 2004 [  ]
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
 For the transition period from  to . Commission File: 0-3136 RAVEN INDUSTRIES, INC.
(Exact name of registrant as specified in its charter) South Dakota
    
    46-0246171(State of incorporation)
    
    (IRS Employer Identification No.)
 205 E. 6th Street, P.O. Box 5107
Sioux Falls, South Dakota 57117-5107
(Address of principal executive offices) (605) 335-2750
(Registrants telephone number including area code) Securities registered pursuant to Section 12(b) of the Act:  Securities registered pursuant to Section 12(g) of the Act: Common stock, $1 par value
 Indicate by checkmark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934
during the preceding twelve months, and (2) has been subject to such filing
requirements for the past ninety days. [X] Yes [] No Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of Registrants knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to
this Form 10-K. [   ] Indicate by check mark (X) whether the registrant is an accelerated filer (as
defined by Rule 12b-2 of the Exchange Act.) [X] Yes [] No The aggregate market value of the registrants common stock held by
nonaffiliates at July 31, 2003 was approximately $170,159,626. The aggregate
market value was computed by reference to the closing price as reported on the
NASDAQ National Market System, $21.78, on July 31, 2003, which was as of the
last business day of the registrants most recently completed second fiscal
quarter. Shares of common stock
outstanding at March 25, 2004: 9,028,789.




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DOCUMENTS INCORPORATED BY REFERENCE The following terms  the company, Raven or the registrant  are intended to
apply to Raven Industries, Inc. and its consolidated subsidiaries listed in
Exhibit 21 to this report, unless the context indicates otherwise. The following table shows, except as otherwise noted, the location of
information, required in this Form 10-K, in the registrants Annual Report to
Shareholders for the year ended January 31, 2004 and the Proxy Statement for
the registrants 2004 annual meeting, a definitive copy of which will be filed
in April 2004. All such information set forth under the heading Reference
below is included herein or incorporated herein by reference. A copy of the
registrants Annual Report to Shareholders for the year ended January 31, 2004
is included as an exhibit to this report.  
 PART I.
    
    ITEM IN FORM 10-K
    
    REFERENCEItem 1.
    
    Business
    
    Business, pages 4-7, this
document; Business Segments
pages 1, 16 and 38 of the Annual
Report to ShareholdersItem 2.
    
    Properties
    
    Properties, page 7, this documentItem 3.
    
    Pending Legal Proceedings
    
    Pending Legal Proceedings, page
8, this documentItem 4.
    
    Submission of Matters to a Vote of Security Holders
    
    Submission of Matters to a Vote of Security Holders, page 8,
this documentPART II.Item 5.
    
    Market for the Registrants Common Equity and Related
Shareholder Matters
    
    Page 8, this document, Quarterly
Information (unaudited), page
26, Eleven-year Financial
Summary, pages 14-15, and inside
back cover, Annual Report to
ShareholdersItem 6.
    
    Selected Financial Data
    
    Eleven-year Financial Summary,
pages 14-15, Annual Report to
ShareholdersItem 7.
    
    Managements Discussion and Analysis of Financial Condition
and Results of Operations
    
    Financial Review and Analysis,
pages 17-25, Annual Report to
ShareholdersItem 7A.
    
    Quantitative and Qualitative
 Disclosures About Market Risk
    
    Page 9, this documentItem 8.
    

Financial
Statements and Supplementary Data
    
    Pages 27-39, Annual Report to ShareholdersItem 9.
    
    Changes in and Disagreements with
Auditors on Accounting and Financial Disclosure
    
    Changes in and Disagreements with Auditors on Accounting
and Financial Disclosure, page 9, this documentItem 9A.
    
    Controls and Procedures
    
    Page 9, this document
 2




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PART III.Item 10.
    
    Directors and Executive Officers
of the Registrant
    
    Pages 9-10, this document
Election of Directors, Executive
Compensation, Board of Directors and Committees, Corporate Governance
and Other Matters, Proxy StatementItem 11.
    
    Executive Compensation
    
    Executive Compensation, Proxy StatementItem 12.
    
    Security Ownership of Certain
Beneficial Owners and Management
and Related Shareholder Matters
    
    Ownership of Common Stock, Proxy Statement, Annual Report
to Shareholders and page 10, this documentItem 13.
    
    Certain Relationships and Related
Transactions
    
    Election of Directors, Proxy StatementItem 14.
    
    Principal Auditor Fees and Services
    
    Independent Auditors Fees, Proxy StatementPART IV.Item 15.
    
    Exhibits, Financial Statement
Schedule and Reports on Form 8-K.
    
    Exhibits, Financial Statement Schedule and Reports on
Form 8-K, pages 10-12, this document.Employment Agreement - Ronald M. MoquistEmployment Agreement - Thomas IacarellaSchedule A to Employment AgreementsEmployment Agreement - Barbara OhmeChange in Control Agreement - Barbara Ohme2004 Annual Report to ShareholdersSubsidiaries of the RegistrantConsent of Independent AuditorsCertification of CEO Pursuant to Section 302Certification of CFO Pursuant to Section 302Certifications Pursuant to Section 906
  FORWARD-LOOKING STATEMENTS The Private Securities Litigation Reform Act provides a safe harbor for
forward-looking statements. Certain information included in this Form 10-K and
other materials filed or to be filed by the company with the Securities and
Exchange Commission (as well as information included in statements made or to
be made by the company) contains statements that are forward-looking. Although
the company believes that the expectations reflected in such forward-looking
statements are based on reasonable assumptions, there is no assurance that such
expectations will be achieved. Such assumptions involve important risks and
uncertainties that could significantly affect results in the future. These
risks and uncertainties include, but are not limited to, those relating to
weather conditions, which could affect certain of the companys primary
markets, such as agriculture and construction, or changes in competition,
material availability, technology or relationships with the companys largest
customers, any of which could adversely impact any of the companys product
lines. The foregoing list is not exhaustive and the company disclaims any
obligation to subsequently revise any forward-looking statements to reflect
events or circumstances after the date of such statements. 3




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RAVEN INDUSTRIES, INC.
FORM 10-K
FISCAL YEAR ENDED JANUARY 31, 2004 
 Item 1.
    
    Business
 General
Raven Industries, Inc., was incorporated in February 1956 under the laws of the
State of South Dakota and began operations later that same year. Raven is an
industrial manufacturer providing a variety of products to customers throughout
North America. The company began operations as a manufacturer of high-altitude
research balloons before diversifying into the industrial, agricultural,
construction and military/aerospace markets. The company employs approximately
785 persons on active status in four states and is headquartered at 205 E.
Sixth Street, Sioux Falls, SD 57104  telephone (605) 336-2750. The companys
Internet address is located at http//www.ravenind.com and its common stock
trades on the NASDAQ National Market System under the symbol RAVN. During
fiscal 2004 the company also adopted a Code of Ethics applicable to all
officers, directors, and employees which is available on the website. All reports (including annual reports on Form 10-K, quarterly reports on Form
10-Q and current reports on Form 8-K) and proxy and information statements
filed with the Securities and Exchange Commission (SEC) are available through a
link from the companys web site to the SEC web site. All such information is
available as soon as reasonably practicable after it has been electronically
filed. Filings can also be obtained free of charge by contacting the company,
the SECs Public Reference Room at 450 Fifth Street, N.W., Washington, DC
20549, through its web site at http://www.sec.gov, or by calling the SEC at
1-800-SEC-0330. The company has four ongoing business segments consisting of three Raven
divisions and one subsidiary: Electronic Systems Division, Flow Controls
Division, Engineered Films Division, and Aerostar International, Inc.
(Aerostar). Beta Raven, a wholly owned subsidiary, was partially merged into
the Electronic Systems Division in fiscal 2002 and the remaining operating
assets were sold to a third party or liquidated into Raven Industries, Inc. in
fiscal 2003. Substantially all of the companys plastic tank product lines were
sold in the third quarter of fiscal 2001. Many of the past and present product
lines are an extension of technology and production methods developed in the
original balloon business. Product lines have been grouped in these segments
based on common technologies, production methods and raw materials; however,
more than one business segment may serve each of the product markets identified
above. Page 16 of the companys Annual Report to Shareholders, incorporated
herein by reference, provides financial information concerning the business
segments, including sold businesses. Following is a summary of company net sales by principal product categories
(dollars in thousands): FY 2004
    
    
    FY 2003
    
    
    FY 2002Electronics manufacturing services
    
    $
    44,307
    
    
    $
    38,589
    
    
    $
    32,289Flow control devices and accessories
    
    
    35,059
    
    
    
    28,496
    
    
    
    23,178Reinforced plastic sheeting
    
    
    42,636
    
    
    
    35,096
    
    
    
    35,796Cargo parachutes
    
    
    6,828
    
    
    
    813
    
    
    
    Uniforms and protective wear
    
    
    5,730
    
    
    
    4,957
    
    
    
    4,329Other
    
    
    8,167
    
    
    
    11,638
    
    
    
    16,426Total ongoing operation sales
    
    
    142,747
    
    
    
    119,589
    
    
    
    112,018Businesses sold:Plastic tanks
    
    
    
    
    
    
    
    
    
    
    3,500Feedmill controls
    
    
    
    
    
    
    1,314
    
    
    
    2,997Total sales
    
    $
    142,747
    
    
    $
    120,903
    
    
    $
    118,515
 Business Segments
Flow Controls
Products in this segment are electronic speed and global positioning system
(GPS)-based, location compensated application control products. They are used
primarily for precision farming applications, as well as marine navigation.
The company has developed new products for field 4




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location control and chemical injection. During fiscal 2004, the company acquired the assets of Fluent
Systems, LLC. The monitoring system and wireless technology acquired is
expected to provide a competitive advantage in the support of precision
agriculture in future years. Home office personnel sell flow control devices directly to original equipment
manufacturers (OEMs) and independent third-party distributors. In fiscal 2004,
the segment expanded their marketing and distribution plans through on-site
precision agriculture representatives in key geographic areas. The companys
competitive advantage in this segment is product reliability, ease of use,
product availability and service after the sale. Engineered Films
This segment produces rugged reinforced plastic sheeting for industrial,
construction and agricultural applications and high altitude balloons for
public and commercial research. The companys sales force sells plastic sheeting to independent third-party
distributors in each of the various markets it serves. The company extrudes a
significant portion of the film converted for its commercial products and
believes it is one of the largest sheeting converters in the United States. A
number of suppliers of sheeting compete with Raven on both price and product
availability. To increase production, a $7.3 million two-year capital
investment plan was completed in fiscal 2003 including a new extruder believed
to be one of the largest in North America, nearly doubling capacity. Plans
for fiscal 2005 include capital expenditures in excess of $5 million for new
extrusion technology and warehouse capacity. High-altitude research balloons are sold directly to public agencies (usually
funded by the National Aeronautics and Space Administration) or commercial
users. Demand for these products is small but stable. Raven is the largest
balloon supplier for high-altitude research in the United States. Electronic Systems
The company has focused this segments capabilities in electronics
manufacturing services (EMS) for commercial customers with a focus on high-mix,
low-volume production. Historically, the companys Electronic Systems segment
provided a variety of assemblies and controls to the United States Department
of Defense and other military contractors. Assemblies manufactured by the
Electronic Systems segment include communication, environmental control,
computer and other products where high quality is critical. The Electronic
Systems segment expanded its capacity in fiscal 2002 by purchasing System
Integrators and moving it into its EMS facility in St. Louis, Missouri. EMS sales are made in response to competitive bid requests by commercial
customers and military contractors. The level and nature of competition varies
with the type of product, but the company frequently competes with a number of
EMS manufacturers on any given bid request. The markets in which the company
participates are highly competitive, with customers having many suppliers to
choose from. Aerostar
The Aerostar subsidiary produces and sells custom-shaped advertising
inflatables that have a number of uses including parade floats and advertising
media. In fiscal 2003, the subsidiary was awarded a $7.65 million contract to
produce cargo parachutes for the US Army. Shipments were substantially
completed during fiscal 2004, but a $7.75 million add-on to the contract was
received in fiscal 2004 that will be shipped during fiscal 2005. The company
is the originator of modern hot-air ballooning and continues to be a leader in
design and technical expertise. Aerostar also manufactures other sewn and
sealed products on a contract basis. It continues to produce uniforms for US
government agencies as a subcontractor. The subsidiary was previously in the
cold-weather commercial outerwear business, but with the closure of a sewing
plant in fiscal 2003 and prior plant sales, has now exited that business. The Aerostar segment sells inflatable displays directly to corporate customers,
advertising agencies, and public relations firms, and are subject to varying
levels of competition. Generally, the more customized the product, the greater
the companys market share. Hot-air balloons are sold through an independent
third-party dealer network. Government sales are made in response to
competitive bid requests. 5




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Sold Businesses
The Beta Raven Industrial Controls Division produced and sold computerized
process-control systems directly to feedmills and to other markets. The
business was sold during fiscal 2003. In prior years, the company has disposed
of its pickup-truck topper and plastic tank businesses. Major Customer Information
No one customer accounted for 10% or more of consolidated sales in fiscal 2004
or more than 10 percent of the companys consolidated accounts receivable at
January 31, 2004. In fiscal 2003, one customer (General Dynamics) in the
Electronic Systems segment accounted for $12.9 million, or 10.7%, of the
companys consolidated sales. No customers reached the 10% threshold in fiscal
2002. Two customers, including General Dynamics, in the Electronic Systems
segment accounted for more than 57% of the segments sales in fiscal 2004. The
loss of these accounts would adversely affect profitability; however, the
company believes its relationships with these customers are strong. In
addition, the breadth of the companys product lines helps protect it from the
impact of losing any single customer. Seasonal Working Capital Requirements
Some seasonal demand exists in Flow Controls agricultural market. The Flow
Controls Division builds product in the fall for winter/spring delivery.
Certain sales to agricultural customers offer spring dating terms for late fall
and early winter shipments. The resulting fluctuations in inventory and
accounts receivable balances may require, and have required, seasonal
short-term financing. Financial Instruments
The principal financial instruments the company maintains are in short-term
investments, accounts receivable and long-term debt. The company believes that
the interest rate, credit and market risk related to these accounts is not
significant. The company manages the risk associated with these accounts
through periodic reviews of the carrying value of assets and liabilities and
establishment of appropriate allowances in connection with the company
policies. Except for operating leases, the company does not enter into hedging,
derivative instruments, or off balance sheet financing. Raw Materials
The company obtains a wide variety of materials from numerous vendors.
Principal materials include numerous electronic components for the Electronic
Systems and Flow Controls segments, various plastic resins for the Engineered
Films segment and fabrics for the Aerostar segment. The company has not
experienced any significant shortages or other problems in purchasing raw
materials to date, and alternative sources of supply are generally available.
However, predicting future material shortages and the related potential impact
on Raven is not possible. Patents
The company owns a number of patents. However, Raven does not believe that its
business, as a whole, is materially dependent on any one patent or related
group of patents. It believes the successful manufacture and sale of its
products generally depend more upon its technical expertise and manufacturing
skills. Research and Development
The business segments conduct ongoing research and development efforts. Most of
the companys research and development expenditures are directed toward new
products in the Flow Controls segment. Total company research and development
costs are disclosed in Note 1 to the Consolidated Financial Statements located
on page 32 of the 2004 Annual Report to Shareholders, incorporated herein by
reference. Environmental Matters
Except as described below, the company believes that, in all material respects,
it is in compliance with applicable federal, state and local environmental laws
and regulations. Expenditures relating to compliance for operating facilities
incurred in the past have not significantly affected the companys capital
expenditures, earnings or competitive position. 6




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In connection with the sale of
substantially all of the assets of the companys
Glasstite, Inc. subsidiary in fiscal 2000, the company has agreed to assume responsibility for the investigation and
remediation of any pre-October 29, 1999 environmental contamination at the
companys Glasstite pickup-truck topper facility in Dunnell, Minnesota as
required by the Minnesota Pollution Control Agency (MPCA) or the United States
Environmental Protection Agency (EPA). Also, in connection with the sale of substantially all of the assets of the
companys Plastic Tank Division in fiscal 2001, the company has agreed to
assume responsibility for the investigation and remediation of any pre-August
28, 2000 environmental contamination at the property located at 1813 E Avenue,
Sioux Falls, S.D. in accordance with the South Dakota Department of Environment
and Natural Resources (DENR). The company and the purchasers of the companys Glasstite subsidiary and
Plastic Tank Division have conducted preliminary environmental assessments of
the properties used in these businesses. Although these assessments are still
being evaluated by the MPCA and DENR, respectively, on the basis of the data
available, there is no reason to believe that any activities which might be
required as a result of the findings of the assessments will have a material
effect on the companys results of operations, financial position or cash flow
of the company. The company had accrued approximately $228,000 at January 31,
2004, its best estimate of probable costs to be incurred related to these
matters. Backlog
As of February 1, 2004, the companys backlog of firm orders totaled $47.1
million. Backlog amounts as of February 1, 2003 and 2002 were $42.8 million and
$33.8 million, respectively. Employees
As of January 31, 2004, the company had approximately 800 employees, 785 in an
active status. Following is a summary of active employees by segment:
Electronic Systems  240; Flow Controls  160; Engineered Films  135; Aerostar
- 205; Administration  45. Management believes its employee relations are
satisfactory. 
 Item 2.
    
    Properties
 The company maintains the following properties in connection with its
operations, all of which the company owns, unless indicated otherwise: Square
    
    
    
    BusinessLocation
    
    Feet
    
    Function
    
    SegmentsSioux Falls, SD
    
    
    150,000
    
    
    Corporate office; electronics
manufacturing
    
    All69,300
    
    
    Plastic sheeting manufacturing
    
    Engineered Films59,000
    
    
    Plastic sheeting and hot-air
balloon manufacturing
    
    Engineered Films;
Aerostar30,800
    
    
    Warehouse
    
    Engineered Films27,000
    
    
    Offices and material handling
facility
    
    Aerostar25,300
    
    
    Inflatable manufacturing
    
    Aerostar24,000
    
    
    Electronics manufacturing
    
    Electronic Systems10,200
    
    
    Machine shop
    
    Flow Controls*9,000
    
    
    Warehouse
    
    Engineered Films6,200
    
    
    Training/meeting center
    
    AllSulphur Springs, TX
    
    
    63,900
    
    
    Research balloon
manufacturing
    
    Engineered FilmsSpringfield, OH
    
    
    30,000
    
    
    Plastic sheeting manufacturing
    
    Engineered FilmsHuron, SD
    
    
    24,100
    
    
    Sewing plant
    
    AerostarSt. Louis, MO
    
    
    21,000
    
    
    Electronics manufacturing
    
    Electronic Systems*3,600
    
    
    Warehouse
    
    Electronic SystemsMadison, SD
    
    
    20,000
    
    
    Sewing plant
    
    AerostarAustin, TX
    
    
    *12,000
    
    
    Product development and
manufacturing
    
    Flow Controls
  *
    
    Leased 7




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Most of the companys
manufacturing plants also serve as distribution centers
and contain offices for sales, engineering and manufacturing support staff. The company believes that its
properties are, in all material respects, in good condition and are adequate to
meet existing production needs. The company owns 6.95 acres of undeveloped land
adjacent to the other owned property in Sioux Falls, which is available for
expansion. 
 Item 3.
    
    Pending Legal Proceedings
 The company is responsible for investigation and remediation of environmental
contamination at two of its sold facilities (see Item 1, Business -
Environmental Matters). In addition, the company is involved as a defendant in
lawsuits, claims or disputes arising in the normal course of its business. The
potential costs and liability of such claims cannot be determined at this time.
Management believes that any liability resulting from these claims will be
substantially mitigated by insurance coverage. Accordingly, management does
not believe the ultimate outcome of these matters will be significant to its
results of operations, financial position or cash flows. 
 Item 4.
    
    Submission of Matters to a Vote of Security Holders
 There were no matters submitted during the fourth quarter to a vote of security
holders of the company. 
 Item 5.
    
    Market for the Registrants Common Equity and Related Shareholder Matters
 Incorporated by reference to pages 26 (Quarterly Information), 14-15
(Eleven-year Financial Summary), and inside back cover of the 2004 Annual
Report to Shareholders. Repurchases of the companys common stock during the fourth quarter of fiscal
2004 were as follows: Period
    
    Total number
    
    
    Average priceNovember 2003
    
    
    
    
    
    $
    December 2003
    
    
    2,000
    
    
    $
    28.08January 2004
    
    
    28,500
    
    
    $
    28.83Total Fourth Quarter
    
    
    30,500
    
    
    $
    28.78
 The company repurchases stock under an authorization from its Board of
Directors. It has not publicly announced its repurchase plans, other than to
indicate a willingness to buy less than 2% of shares outstanding on an annual
basis. Under a resolution from the Board of Directors, dated March 13, 2004,
the company has authority to repurchase up to $1.5 million of stock on the open
market. The Board of Directors has renewed these authorizations quarterly;
there is no assurance the Board will continue this practice. 8




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Item 6.
    
    Selected Financial Data
 Incorporated by reference to pages 14-15 of the companys Annual Report to
Shareholders. 
 Item 7.
    
    Managements Discussion and Analysis of Financial Condition and Results of Operations
 Incorporated by reference to pages 17-25 of the companys Annual Report to
Shareholders. 
 Item 7A.
    
    Quantitative and Qualitative Disclosures About Market Risk
 The exposure to market risks pertains mainly to changes in interest rates on
cash and cash equivalents and short-term investments. The companys debt
consists of capital leases, all of which have fixed interest rates. The
company does not expect operating results or cash flows to be significantly
affected by changes in interest rates. Additionally, the company has no
derivative contracts and typically buys materials and sells products in US
dollars. 
 Item 8.
    
    Financial Statements and Supplementary Data
 Incorporated by reference to pages 27-39 of the companys Annual Report to
Shareholders. 
 Item 9.
    
    Changes In and Disagreements With Accountants on Accounting and
Financial Disclosure
 None. 
 Item 9A.
    
    Controls and Procedures
 Under the supervision and with the participation of the companys management,
including the Chief Executive Officer and Chief Financial Officer, the company
conducted an evaluation of the effectiveness of the design and operation of its
disclosure controls and procedures, as such term is defined under Exchange Act
Rule 13a-15(e) and 15(d)-15(e) as of January 31, 2004. Based on that
evaluation, the Chief Executive Officer and Chief Financial Officer concluded
that the design and operation of these disclosure controls and procedures were
effective. There have been no significant changes in the companys internal
controls or in other factors that could significantly affect these controls
subsequent to the date of the evaluation referenced above, including any
corrective actions with regard to significant deficiencies and material
weaknesses. 
 Item 10.
    
    Directors and Executive Officers of the Registrant
 Incorporated by reference to the sections entitled Election of Directors,
Executive Compensation, Board of Directors and
Committees, Corporate Governance,andOther Matterswithin the
companys Proxy Statement relating to its 2004 Annual Meeting of Shareholders. Executive Officers Name
    
    Age
    
    PositionRonald M. Moquist
    
    
    58
    
    
    President and Chief Executive OfficerThomas Iacarella
    
    
    50
    
    
    Vice President and Chief Financial Officer
 Each of the above executive officers serves at the pleasure of the Board of
Directors on a year-to-year basis. Mr. Moquist has been President and Chief Executive Officer of the company since
2000. He served as the Executive Vice President of Raven from 1985 through
2000. He joined the company in 1975 as Sales and Marketing Manager. 9




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Mr. Iacarella has been the companys Chief Financial Officer, Secretary and
Treasurer since 1998. He joined Raven as Corporate Controller, in 1991. Prior
to joining the company, he held positions with Tonka Corporation and Ernst &
Young, LLP. 
 Item 11.
    
    Executive Compensation
 Incorporated by reference to the section entitled Executive Compensation
within the companys Proxy Statement relating to its 2004 Annual Meeting of
Shareholders. 
 Item 12.
    
    Security Ownership of Certain Beneficial Owners and Management and
Related Shareholder Matters
 Incorporated by reference to the section entitled Ownership of Common Stock
within the companys Proxy Statement relating to its 2004 Annual Meeting of
Shareholders. The number of shares to be issued upon exercise and the number of shares
remaining available for future issuance under the Companys equity compensation
plans at January 31, 2004 is presented in the following table. Equity Compensation Plan Information Number of securities
    
    Weighted-averageto be issued upon
    
    exercise price of
    
    Number ofexercise of
    
    outstanding
    
    securities availablePlan Category
    
    outstanding options
    
    options
    
    for future issuanceEquity compensation
plans approved by
security holders (1)
    
    
    163,304
    
    
    $
    7.13
    
    
    
    364,400Equity compensation
plans not approved
by security holders
    
    
    None
    
    
    
    None
    
    
    
    None
 (1) Description of plan is included in Note 11 to the Consolidated Financial
Statements located on pages 36-37 of the 2004 Annual Report to Shareholders
incorporated herein by reference. 
 Item 13.
    
    Certain Relationships and Related Transactions
 Incorporated by reference to the section entitled Election of Directors,
contained in the companys Proxy Statement relating to its 2004 Annual Meeting
of Shareholders. 
 Item 14.
    
    Principal Auditor Fees and Services
 Incorporate by reference to the section entitled Independent Auditors Fees,
contained in the companys Proxy Statement relating to its 2004 Annual Meeting
of Shareholders. 
 Item 15.
    
    Exhibits, Financial Statement Schedule and Reports on Form 8-K
  (a)
    
    Consolidated Financial Statements and Schedule  1.
    
    Incorporated by reference from the attached
exhibit containing the 2004 Annual Report to Shareholders:  10




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Consolidated Statements of Income      2.
    
    Included in Part II: Report of Independent Auditors on Financial Statement Schedule  The following schedules are omitted as they are not applicable or
are not required: I, III and IV.  (b)
    
    Reports on Form 8-K We furnished a Form 8-K dated November 19, 2003 under Item 12 to
disclose our third quarter earnings.  (c)
    
    Exhibits Filed The following exhibits are filed as part of this report: ExhibitNumber
    
    Description2(a)
    
    Asset Purchase Agreement dated December 5, 2001 by and among
Raven Industries, Starlink Incorporated and the shareholders of
Starlink Incorporated (incorporated by reference to Exhibit 2.1 of
the Registrants Current Report on Form 8-K dated December 5, 2001).3(a)
    
    Articles of Incorporation of Raven Industries, Inc. and all amendments thereto.*3(b)
    
    By-Laws of Raven Industries, Inc.*3(c)
    
    Extract of Shareholders Resolution adopted on April 7, 1962
with respect to the by-laws of Raven Industries, Inc.*10(a)
    
    Raven Industries, Inc. 2000 Stock Option and Compensation Plan
adopted May 24, 2000 (incorporated by reference to Exhibit A to the
companys definitive Proxy Statement filed April 19, 2000).10(b)
    
    Raven Industries, Inc. 1990 Stock Plan adopted January 30,
1990 (incorporated by reference to Exhibit A to the companys
definitive Proxy Statement filed April 25, 1990).10(c)
    
    Change in Control Agreement between Raven Industries, Inc. and
Ronald M. Moquist dated as of March 17, 1989.*10(d)
    
    Change in Control Agreement between Raven Industries, Inc. and
Thomas Iacarella dated as of August 1, 1998 (incorporated by
reference to Exhibit 10.1 of the companys Form 10-Q for the quarter
ended July 31, 1998).10(e)
    
    Employment Agreement between Raven Industries, Inc. and Ronald
M. Moquist dated as of February 1, 2004.
 11




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##### Table of Contents



10(f)
    
    Employment Agreement between Raven Industries, Inc. and Thomas
Iacarella dated as of February 1, 2004.10(g)
    
    Schedule A to Employment Agreements between Raven Industries,
Inc. and Ronald M. Moquist and Thomas Iacarella dated as of February
1, 2004.10(h)
    
    Employment Agreement between Raven Industries, Inc. and
Barbara Ohme dated as of February 1, 2004.10(i)
    
    Change in Control Agreement between Raven Industries, Inc. and
Barbara Ohme dated as of February 1, 2004.10(j)
    
    Trust Agreement between Raven Industries, Inc. and Norwest
Bank South Dakota, N.A. dated April 26, 1989. *13
    
    2004 Annual Report to Shareholders (only those portions
specifically incorporated herein by reference shall be deemed filed
with the Commission).21
    
    Subsidiaries of the Registrant.23
    
    Consent of Independent Auditors.31(a)
    
    Certification of CEO Pursuant to Section 302 of Sarbanes-Oxley Act.31(b)
    
    Certification of CFO Pursuant to Section 302 of Sarbanes-Oxley Act.32
    
    Certifications pursuant to Section 906 of Sarbanes-Oxley Act of 2002.
  *
    
    Incorporated by reference to corresponding Exhibit Number of the
companys Form 10-K for the year ended January 31, 1989. 12




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##### Table of Contents



SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized. RAVEN INDUSTRIES, INC.
(Registrant)March 31, 2004

    By:
    /S/ Ronald M. MoquistDate

    
    Ronald M. MoquistPresident (Principal Executive Officer and
Director)Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.March 31, 2004


    /S/ Ronald M. MoquistDate

    
    Ronald M. MoquistPresident (Principal Executive
Officer and Director)March 31, 2004


    /S/ Thomas IacarellaDate

    
    Thomas IacarellaVice President and Chief Financial
Officer (Principal Financial and
Accounting Officer)Directors:March 31, 2004


    /S/ Conrad J. HoigaardDate

    
    Conrad J. HoigaardMarch 31, 2004


    /S/ Anthony W. BourDate

    
    Anthony W. BourMarch 31, 2004


    /S/ David A. ChristensenDate

    
    David A. ChristensenMarch 31, 2004


    /S/ Thomas S. EveristDate

    
    Thomas S. EveristMarch 31, 2004


    /S/ Mark E. GriffinDate

    
    Mark E. GriffinMarch 31, 2004


    /S/ Cynthia H. MilliganDate

    
    Cynthia H. Milligan




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REPORT OF INDEPENDENT AUDITORS
ON FINANCIAL STATEMENT SCHEDULE To the Board of Directors and Shareholders of Raven Industries, Inc.: Our audits of the consolidated financial statements referred to in our report
dated March 8, 2004 appearing in the 2004 Annual Report to Shareholders of
Raven Industries, Inc. (which report and consolidated financial statements are
incorporated by reference in this Annual Report on Form 10-K) also included an
audit of the financial statement schedule listed in Item 15(a)(2) of this Form
10-K. In our opinion, this financial statement schedule presents fairly, in all
material respects, the information set forth therein when read in conjunction
with the related consolidated financial statements. PricewaterhouseCoopers LLP
Minneapolis, Minnesota
March 8, 2004 14




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SCHEDULE II  VALUATION AND QUALIFYING ACCOUNTS for the years ended January 31, 2004, 2003 and 2002 (Dollars in thousands) Column A
    
    Column B
    
    
    Column C
    
    Column D
    
    
    Column EAdditionsBalance at
    
    
    Charged to
    
    
    Charged to
    
    
    DeductionsBeginning
    
    
    Costs and
    
    
    Other
    
    
    From
    
    
    Balance atDescription
    
    of Year
    
    
    Expenses
    
    
    Accounts
    
    
    Reserves (1)
    
    
    End of YearDeducted in the balance sheet
from the asset to which it
applies:Allowance for doubtful
accounts:Year ended January 31, 2004
    
    $
    240
    
    
    $
    67
    
    
    None
    
    $
    42
    
    
    $
    265Year ended January 31, 2003
    
    $
    310
    
    
    $
    (125
    ) (2)
    
    None
    
    $
    (55
    )
    
    $
    240Year ended January 31, 2002
    
    $
    400
    
    
    $
    126
    
    
    None
    
    $
    216
    
    
    $
    310
 Note:  (1)
    
    Represents uncollectible accounts receivable written off during the
year, net of recoveries.(2)
    
    $100 was included as a reduction in bad debt expense and $25 as an
increase in the net gain on sale of assets. 15