UNITED STATES
                    SECURITIES AND EXCHANGE COMMISSION

                         Washington, D.C. 20549


                              FORM 10-KSB

  (Mark one)
[X] ANNUAL REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT
    OF 1934

               For the fiscal year ended September 30, 2003

    [  ] TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE
          EXCHANGE ACT OF 1934

              For the transition period from ________ to ________

                  Commission file number: 333-68570
                                          ---------

                   Cycle Country Accessories Corp.
 ----------------------------------------------------------------
           (Name of small business issuer in its charter)

         Nevada                            42-1523809
  ---------------------                 ------------------
(State or other jurisdiction of          (IRS Employer Identification No.)
 incorporation or organization)

                   2188 Highway 86, Milford, Iowa 51351
    --------------------------------------------------------------
                  (Address of principal executive offices)

                            (712) 338-2701
    --------------------------------------------------------------
                     (Issuer's telephone number)

Securities registered under Section 12(g) of the Exchange Act:

             Common Stock, par value $0.0001 per share
     --------------------------------------------------------
                           (Title of class)

Check whether the issuer (1) filed all reports required to be
filed by Section 13 or 15(d) of the  Exchange  Act during the
past 12 months (or for such shorter period that the registrant
was required to file such reports),  and (2) has been subject to
such filing requirements for the past 90 days. Yes  [X]   No [ ]

Check if there is no disclosure of delinquent filers in response
to Item 405 of Regulation S-B is not contained in this form, and
no disclosure will 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-KSB or any
amendment to this Form 10-KSB. [X]

The Company's revenues for the year ended September 30, 2003
were $13,891,993.

As of September 30, 2003, the aggregate market value of the
voting stock held by non-affiliates of the registrant (based on
a closing price of $4.80 per share held by non-affiliates on
December 5, 2003) was $13,372,594.

The number of shares of the registrant's common stock, par value
$0.0001 per share, outstanding as of December 5, 2003 was
3,949,337.

Transitional Small Business Disclosure Format (check one): Yes [ ]; No [X]



<PAGE>



PART I.

Item 1.  DESCRIPTION OF THE BUSINESS

GENERAL

    Cycle Country Accessories Corp. (a Nevada corporation) was
incorporated in the State of Nevada on August 15, 2001 as a C
corporation.  On August 21, 2001, we entered into an agreement
to purchase all of the outstanding common stock of Cycle Country
Accessories Corp. (an Iowa corporation) for $4,500,000 in cash
and 1,375,000 shares of our common stock.  Cycle Country
Accessories Corp. (an Iowa corporation) was originally
incorporated on August 8, 1983 and is headquartered in Milford,
Iowa.  In addition, on August 14, 2001, Cycle Country
Accessories Corp. (an Iowa corporation) merged with Okoboji
Industries Corporation.  Okoboji Industries Corporation
manufactured the plastic wheel covers for what is considered our
Plastic Wheel Cover segment.  As a result of these transactions
we are the Successor Company to the business of both companies.

    We are one of the world's largest manufacturers of
accessories for all terrain vehicles ("ATVs").  We manufacture a
complete line of branded products, including snowplow blades,
lawnmowers, spreader, sprayers, tillage equipment, winch mounts,
utility boxes, oil filters and oil coolers, baskets and an
assortment of other ATV accessory products.  These products
custom fit essentially all ATV models from Honda, Yamaha,
Kawasaki, Suzuki, Polaris, Arctic Cat and Bombardier.  We
design, engineer and assemble all accessory products at our
headquarters and subcontract the manufacturer of many original
equipment components.

    We are recognized as a leader in the manufacturing of high
quality ATV accessory products.  This reputation has enabled us
to develop key, long-term relationships with ATV manufacturers
and distributors.  We have sold our products to 16 distributors
in the United States for the past 22 years.  The distributors
call on and sell Cycle Country products to virtually every ATV
dealer in North America.  Similar strategic arrangements have
also been developed internationally.  We currently have 19
international distributors distributing our products to 35
countries.

    We are also the largest manufacturer of golf car hubcaps
in the world. We estimate that we maintain 90% of the original
equipment manufacturer ("OEM") hubcap business.  We have always
sold directly to golf car manufacturers and we believe that we
have an excellent distribution network that reaches the after
market throughout the United States, Europe and Asia.

    Additionally, we have successfully entered into the lawn
and garden industry.  Our market research tells us that the
manufacturers of garden tractors and utility vehicles need
accessories similar to those available in the ATV industry.


<PAGE>

We have identified several Cycle Country accessories that can be
used with lawn and garden tractors and utility vehicles.  We are
working with several Lawn and Garden equipment manufacturers to
introduce these accessories into their product lines.  We have
also designed several new accessories that are going to be
marketed only in the Lawn and Garden market.  Cycle Country will
manufacture most of these products under the private label of
the manufacturer.

    Our three largest customers accounted for approximately
42% of our net sales in the year ended September 30, 2003.
These three customers have represented a significant amount of
our business every year for at least the past 17 years.  While
the percentage of total net sales these customers represent
should continue to decrease as our sales grow in other areas,
such as Lawn and Garden, we do anticipate these customers will
continue to represent a significant amount of our business.


INDUSTRY OVERVIEW

    ATV Accessories:
    ----------------

    In today's ATV market there are several OEM's competing
for market share.  Honda has been the world leader followed by
Polaris, Yamaha, Kawasaki, Suzuki, Arctic Cat and Bombardier.
According to the Motorcycle Industry Council, in 2002 there were
929,000 ATV's sold worldwide.  This represented a 7.1% increase
over 2001.  In 2000, ATV Magazine reported that of the 800,000
units sold in that year 75% were Utility and 40% were Sport
Quads.  We consider the Utility Division to be our target
market.


    Wheel Covers:
    -------------

    The golf car industry continues to expand each year and is
currently dominated by E-Z-Go, Club Car and Yamaha. Global, Par
Car and a few other OEM's compete for the remainder of the
market.  We estimate that we maintain 90% of the OEM hubcap
business and are the largest manufacturer of golf car hubcaps in
the world.  We have always sold directly to all the golf car
manufacturers and we have an excellent distribution network
throughout the United States, Europe and Asia to reach the after
market.

    Lawn and Garden:
    ----------------

    Our market research tells us that the manufacturers of
garden tractors and utility vehicles need accessories similar to
those available in the ATV industry.  We have identified several
Cycle Country accessories that can be used with lawn and garden
tractors and utility vehicles.  We are working with several Lawn
and Garden equipment manufacturers to introduce these
accessories into their product lines.  We have also designed
several new accessories that are going to be marketed only in
the Lawn and Garden market.  Cycle Country will manufacture most
of these products under the private label of the manufacturer.


<PAGE>


We anticipate that 5% of our sales will be derived from the lawn
and garden industry in the next year and will increase to 10% of
sales over the next couple of years.


COMPANY HISTORY

    Cycle Country's market research has been a continued work
in process for the past 22 years and that work still continues
today.  Our success was accomplished by constant market research
and a constant effort to adjust to the changes in the industry.
When we started in the ATV accessory industry ATV's were much
smaller.  They were small 3-wheeled vehicles with two-wheel
drive.  Today they are powerful 4-wheel drive vehicles capable
of doing many more tasks.  The ATV industry falls within both
recreational and machinery industry depending on the product and
consumer.  In 2002, approximately 929,000 units were sold
worldwide and there are approximately 3 million units on the
market today.  Prospective ATV buyers lean toward a new purchase
because of the strides manufacturers have made in product
development.  Partly due to our line of utility products the ATV
manufacturers have focused their efforts to incorporate four
wheel drive and making larger ATV's for greater hauling and work
capacity.

    The idea for our business was born in 1981 when Jim Danbom
recognized that an ATV could be used to plow snow.  He
manufactured and sold 100 snowplow kits that year.  He sold more
the next year and then in 1983 decided to incorporate.  The
business has grown every year since.  Now in addition to
snowplows, Cycle Country manufactures and sells a full range of
farm products designed for the new and more powerful ATV's.
These products include mowers, sprayers, 3-point hitch,
moldboard plow, disc harrow, furrower, cultivator, rake, row
planter, and seeder.  We also manufacture winch mounts, chains,
gun racks, plastic cargo boxes, steel mesh baskets, a rear
hitch, and a very unique 5th wheel trailer.

    Over the last several years, we have expanded into
manufacturing injected molded wheel covers primarily for the
golf car industry.  We are now crossing over into the lawn &
garden industry with some current products as well as creating
new items specifically for that industry.  Our acquisition last
year of Weekend Warrior, with its garden utility attachments,
has provided us with new products and new markets within the
lawn and garden industry that will allow us to accelerate our
growth in this industry.  Another acquisition last year, Perf-
Form, Inc., has provided the company with a new line of premium
oil filters and oil cooler products that fit very well into our
current marketing and distribution channels and provides us the
opportunity to expand into the motorcycle industry.


<PAGE>



PRODUCTS

    ATV Accessories
    ---------------

    We offer a complete line of ATV accessories.  Our products
enhance the functionality and versatility of the ATV.  The ATV
was initially designed as a recreational vehicle but is rapidly
becoming a multi-purpose vehicle serving both recreational and
utility functions.  Our products help ATV owners perform many of
their utility needs.  We estimate that approximately 75% of all
the ATV's currently sold are for these utility functions.  We
offer a standard one-year warranty on all products except
snowplow blades, on which we offer a limited lifetime warranty.

    Seven manufacturers dominate the ATV industry.  We
manufacture accessories for all of the major manufacturer's ATV
models.

    We manufacture our products from high-quality parts
produced by local metal fabricators and metal stampers, with
final assembly and packaging performed at our headquarters.  The
following lists the major ATV accessory products and their
proportion of total sales of the ATV accessory segment for the
year ended September 30, 2003, which approximates 85% of total
company segment sales: (a) Blades: 63%, (b) Winches and Winch
Mounting Kits: 6%, (c) Mowers: 5%, (d) Tillage Equipment: 2%,
(e) Sprayers: 3%, (f) Spreaders: 1%.  "Other" products comprise
the remaining 20% of our sales and comprises some of the
following: OEM products (including John Deere and Land Pride):
9%, Perf-Form oil filters and oil coolers: 5%, electric blade
lift system: 2%, trailers: 2%, plastic cargo boxes and steel
mesh baskets: 2%.

    Our major ATV accessory products include:

    Blades.

    We manufacture four sizes of steel straight blades, which
include a 42", 48", 60" and 72" models.  We also offer 52" and
60" State Plows, a Power "Vee" blade and a 48" and 60" plastic
blade.  Our standard blade configuration features a universal
manual lift or a universal electric lift.  The blades can also
be lifted with a winch.  All of our blades come standard with
heavy-duty skids, heavy-duty trip springs, and a limited
lifetime warranty.

Winches and Winch Mounts.

    We offer a complete line of electric winches and winch
mounts to fit all ATV models.  Models include 1,500 and 2,000
pound capacity winches.


<PAGE>


Mowers.

    We offer two mowing systems, the "Quicksilver 54 Finish
Cut" mower and the "Rough Cut" mower.  The Quicksilver 54 is a
54" finish cut mower that can be mounted to the front of an ATV
or towed behind any tractor or ATV.  It is powered by a 10.5
horsepower engine by Briggs & Stratton.  The Rough Cut is a 48"
mower that is designed to cut thick weeds and overgrown brush.
It's powered by a 12.5 horsepower engine by Briggs & Stratton
and is pulled behind the ATV.  The Rough Cut offers an offset
hitch, which allows mowing to the left, right or directly behind
the ATV.  Both mowers are also available with Honda engines.

Tillage Equipment.

    We manufacture a three-point hitch that transforms the ATV
into a small working tractor.  The three-point hitch is designed
to fit on most four-wheel drive ATVs.  The hitch is effective
because it locks in the rear suspension and has built-in float
to provide the smooth operation of attached implements.  We have
two three-point hitch models, one meets engineering standards
for category zero hitches and the other meets engineering
standards for category one hitches.  The hitch design allows the
use of implements such as cultivators, moldboard plow, disc
harrow, furrower, rake, one row planter and a rear blade.  We
manufacture and sell all of these implements.

Sprayers.

    We offer two styles of sprayers.  The first is rack-
mounted on the ATV and the other is trailer mounted.  Rack-
mounted sprayers are offered in both 15 and 25-gallon sizes.
There are three different models of rack-mounted sprayers
available depending on spraying needs:  Econo Spot, Deluxe and
Ag-Commercial.  Trailer mounted sprayers are offered in 25 and
55 gallon sizes.  Both the rack-mounted sprayers and the
trailer-mounted sprayers can be purchased with either a 43" or
120" spray boom.

Spreaders.

    We offer a 100-pound capacity hopper for front or rear
mounting.  This product is used for spreading everything from
fertilizer to seed.

Other.

    Additionally, we offer a wide array of products such as
tire chains, rack boxes, CV boot guards, spotlights, trailers,
gun racks, cargo boxes, steel mesh baskets, and bed lift kits
for select utility vehicles.  Through acquisitions last year we
have added a branded product line to our ATV accessories
segment, Perf-Form Products, a line of premium oil filters and
oil coolers for motorcycles and ATVs.   The Perf-Form products
have performed well this past year and we believe there still is
great growth potential to be realized.



<PAGE>



    Wheel Covers
    ------------

    We are a leading producer of injection-molded plastic
specialty vehicle wheel covers for vehicles such as golf cars,
riding lawn mowers and light duty trailers.  This segment
represents approximately 13% of our total segment sales.  Wheel
cover products include 6", 8" and 10" sizes offered in a variety
of color options in both hot-stamped and metalized options.

    Lawn and Garden
    ---------------

    Our market research tells us that the manufacturers of
garden tractors and utility vehicles need accessories similar to
those available in the ATV industry.  We have identified several
Cycle Country accessories that can be used with lawn and garden
tractors and utility vehicles.  We are working with several Lawn
and Garden equipment manufacturers to introduce these
accessories into their product lines.  We have also designed
several new accessories that are going to be marketed only in
the Lawn and Garden market.  Additionally, through acquisitions
last year we have added a branded product line to our lawn and
garden segment, Weekend Warrior, a line of heavy-duty garden
utility attachments for ATVs and tractors that has allowed us to
accelerate our introductions into this market and expand our
product offerings. We are pursuing retail outlets as markets for
our lawn and garden products as well.  We believe that this
market will represent significant sales increases each year for
the next three years.  This segment represents approximately 2%
of our total segment sales.  Products include a 64" tandem disc,
60" cultivator, and three-point tillage equipment.


PRODUCT DEVELOPMENT

     We have remained competitive and grown over the past years
by designing and marketing new products continually.  We employ
an experienced staff of four product design professionals that
work with CAD/CAM technology in the design of new products.
This R&D group serves two primary functions: product
retrofitting and new product design.  Retrofitting of existing
products accounts for roughly 50 percent of the engineers' time.
Management considers the engineering group a critical factor to
the company's future and current success.

    New products introduced in 2003 included: a redesigned 5th
wheel trailer, an all-metalized turbine wheel cover, and a
variety of private label blades, racks, brush guards, winch
mounts, and bed lifts for lawn and garden and utility vehicle
original equipment manufacturers (OEM's), such as John Deere and
Land Pride.   New products introduced in 2002 included: front
and rear steel mesh baskets, a rear drop steel mesh basket, the
Rester and Relaxer plastic cargo boxes with a back rest and full
seat, respectively, the Hovel cab enclosure, heated hand grips,
a category one three-point hitch, and a 2000 pound winch.


<PAGE>



    There are no products presently being developed that will
require a material investment of our resources.


PATENTS AND TRADEMARKS

    We maintain trademarks for all of our product names.  In
addition, we maintain patents for wheel covers, 3-point hitches,
Snowmobile Chariot, rack utility boxes, work power lift system,
rub block on work power lift, grablight, the 5th wheel trailer,
Perf-Form oil filter, and the Weekend Warrior universal tow
frame.


SUPPLIERS

    During the year ended September 30, 2003, we purchased
approximately $5,113,000 of goods from Simonsen Iron Works,
Inc., our largest supplier who does the majority of our
ironworks.  This represented approximately 58% of our raw goods
purchases during that year.  Our partnership with Simonsen Iron
Works has been a key to the success of our Company as working
with this vendor allows us to maintain the highest quality parts
at the most economical cost.  While we anticipate this vendor
will continue to supply a majority of our ironwork, we recognize
the need to reduce the possibility of any adverse consequence of
this concentration so over the past three years we have begun
using additional suppliers where practical.


MARKETING - CHANNELS OF DISTRIBUTION:

    ATV Accessories:
    ----------------

Domestic Distribution

    We distribute our products domestically through 17
distributors that specialize in motorcycle and ATV accessories.
These distributors are either regional or national.  We believe
that virtually every ATV dealer in the United States is served
by at least two of these distributors.   Because of this overlap
we believe that we would experience a minimal decline in sales
if any one of our distributors decided to stop selling our
products.  Most of these distributors have been customers of
Cycle Country since we first began selling ATV accessories.  Our
most recent distributor was added this past year.

    During the year ended September 30, 2003, Domestic
accessory sales represent approximately 90% of our total ATV
Accessory sales.  For 2003, our largest distributor accounted
for 24% of our domestic accessory sales and our five largest
distributors accounted for 74% of our domestic accessory sales.


<PAGE>


    In cooperation with John Deere and Land Pride, we have
developed several products that are now being sold as
accessories for John Deere lawn and garden equipment and Land
Pride utility vehicles.  We intend to expand our associations
with John Deere and Land Pride in the future as well as to seek
new opportunities with other similar OEM's.

International Distribution

    We distribute our products internationally through 19
distributors that sell our products in 35 countries.  This
department is in its 7th year of existence and has provided us
with a profitable expansion of the ATV Accessory segment of
business.  We were recognized as the Iowa Small Business
Exporter of the year in 1997 and received the Governor's Export
Award in that same year.

    International accessory sales represent approximately 10%
of our total ATV Accessory sales.  We believe that the
international market will be a significant contributor to our
long-term sales growth.

    Wheel Covers:
    -------------

    We market wheel covers to virtually all golf car
manufacturers.  We estimate we provide approximately 90% of all
wheel covers sold to these golf car manufacturers.  Sales to
these golf car OEM's are made directly by our sales force.

    We also market our wheel covers to golf courses and golf
car dealers through an extensive network of golf equipment
distributors.  Management estimates that this distributor
network allows us to achieve an 80% market share of the golf car
after market wheel cover sales.

    Lawn and Garden:
    ----------------

    We market our lawn and garden accessories mainly by
working with lawn and garden equipment and utility vehicle
equipment manufacturers to introduce our accessories into their
product lines.  We also, through our Weekend Warrior products,
sell to national retail outlets and lawn and garden dealers.  As
this segment is a fairly new market for us we will continue to
pursue opportunities with OEM's and direct-to-market
distribution opportunities.


<PAGE>



Sales and Promotion

    ATV Accessories:
    ----------------

    We employ a sales force of five people to market our ATV
products.  Our primary method of penetrating the market of ATV
dealers is to leverage the sales work to the representatives
employed by our distributors.  These representatives call on
every ATV dealer in the United States and each of the 35
countries represented by our distributors.  We view our job as
educating these representatives so they can effectively sell our
product line.

    Each year we produce a catalog of our entire product line
and make a new video that demonstrates the applicability of our
products.  Distributors are allowed unlimited quantities of
these sales tools.  Sales programs such as an early order
program that allows for a discount off of distributor price and
an annual rebate incentive based on achievement of predefined
sales targets are utilized to promote the product line
throughout the year.

    Our representatives exhibit at several international trade
shows each year in conjunction with our distributors.  These
representatives also travel to each of our domestic distributors
each year to demonstrate new products and address concerns that
may arise.  In addition, we attend the Dealernews International
Powersports Dealer Expo to demonstrate our new products to our
distributors as well as ATV dealers.

    Golf Market:
    ------------

    The primary means we use to sell our wheel covers is to
attend semi-annual golf industry trade shows and produce a
brochure for distribution to interested parties.  Distributor
representatives assist in after market sales.

    Lawn and Garden
    ---------------

    We utilize a sales force of three people to market our
lawn and garden products.  Our primary method of penetrating the
market of OEM's is to make direct contact with potential
manufacturers or to follow up on leads brought to us through our
advertising or current OEM customers.  Our sales force also
contacts national, regional, and local retail outlets.

    Each year we produce a catalog of our entire product line
and make a new video that demonstrates the applicability of our
products.  Our retail outlet customers are allowed unlimited
quantities of these sales tools.

    Our sales people exhibit at several regional and national
trade shows each year.  They also travel to each OEM or retail
outlet customer to demonstrate our products and address concerns
that may arise.


<PAGE>



Advertising

    We advertise our ATV and lawn and garden accessories in
national trade magazines, professionally developed videos,
annual catalog, magazine and television advertising campaigns.
Additionally we have three Internet sites located at:
www.cyclecountry.com , www.perf-form.com , and www.weekend-
warrior.com.


COMPETITION

    We are one of the largest ATV accessory manufacturers in
the world.  Management estimates that we maintain a 50% market
share in the domestic ATV accessories market, with the next
largest manufacturer, Cambridge Metal and Plastics having an
estimated 20% share of the domestic market.  Management also
estimates that we control approximately 50% of the international
ATV market in the countries in which we distribute.
Additionally, management estimates that we control 90% market
share of the OEM golf car hubcap market and 80% of the golf car
hubcap aftermarket.

    As with any industry we are faced with competition.
However, due to our aggressive marketing and innovative product
line, we maintain the largest market share in the ATV Utility
Accessory Market as well as the wheel cover market.  With our
recent entry into the lawn & garden market, our goal is to
achieve a leading market share in that market.

    However, the markets for all of our products are
competitive. We expect the markets for our products to become
even more competitive if and when more companies enter them and
offer competition in price, support, additional value added
services, and quality, among other factors.


EMPLOYEES

    As of September 30, 2003, we have 70 full-time employees,
including 45 in production, 5 in sales, 4 in administration, 8
general office, 5 in research and development and 3 drivers.  We
presently have no labor union contract between any union and us
and we do not anticipate unionization of our personnel in the
foreseeable future.  We believe our relationship with our
employees is good.  From time to time, we hire part time
employees, ranging from a minimum of 1 to a maximum of 6.


<PAGE>



Item 2.  DESCRIPTION OF PROPERTIES

    Our principal office facility is a modern 106,000 square
foot facility located at 2188 Highway 86, Milford, Iowa, which
is located on 10 acres at the intersection of two major highways
which allows for easy entry and exit for truck traffic. This
property is zoned light industrial and will support an
additional 51,000 square foot building expansion.  We own this
facility and it is used as collateral for our loan with the
commercial lender.  In February of 2003, construction was
completed on a 28,000 square foot building expansion that added
needed floor space for our production areas and warehousing
needs.  The Company relocated the Perf-Form operations to the
Milford facility in March of 2003.


Item 3.  LEGAL PROCEEDINGS

    At times we are involved in lawsuits in the ordinary
course of business. These lawsuits primarily involve claims for
damages arising out of the use of our products.  As of the date
of this filing, we are not a party to any material legal
proceedings.  We currently carry two million dollars of product
liability insurance.


Item 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None.


PART II.

Item 5.  MARKET FOR THE REGISTRANT'S COMMON EQUITY AND RELATED
STOCKHOLDER MATTERS

Market Information
------------------

    Our common stock was approved for listing on the American
Stock Exchange under the symbol: ATC effective June 19, 2003.
Prior to June 19, 2003, our common stock was approved for
quotation on the National Association of Securities Dealers OTC
Bulletin Board under the symbol: CYCY.  The table below sets
forth the reported high and low bid prices for the periods
indicated. The bid prices shown during the period our stock was
on the OTC Bulletin Board reflect quotations between dealers,
without adjustment for markups, markdowns or commissions, and
may not represent actual transactions in the Company's
securities.

<PAGE>




                                             High               Low
--------------------------------------------------------------------------
FY 2003
Fourth Quarter                               $5.00              $4.50
Third Quarter                                $5.00              $3.30
Second Quarter                               $3.72              $3.05
First Quarter                                $4.14              $2.12


FY 2002
Fourth Quarter                               $3.15              $2.20
Third Quarter                                $4.07              $2.20
Second Quarter                               $5.75              $2.40
First Quarter                                See (a)


     (a) The Company consummated an initial public offering of
its Common Stock, par value $0.0001 per share pursuant to a
registration statement declared effective by the Commission on
November 28, 2001, File No.  333-68570 ("Registration
Statement").  The stock commenced trading on the OTC Bulletin
Board on February 5, 2002.

    As of December 5, 2003, there were approximately 806
holders of record of Common Stock inclusive of those brokerage
firms and/or clearing houses holding the Company's Common Stock
in street name for their clientele (with each such brokerage
house and/or clearing house being considered as one holder).

    The Company has never paid a dividend on its common stock.
It is the Company's present policy to retain all earnings to
provide funds for the future growth of the Company.

Recent Sales Of Unregistered Securities
---------------------------------------

    The following information is furnished with regard to all
securities sold by Cycle Country Accessories Corp. within the past
three years that were not registered under the Securities Act.
The issuances described hereunder were made in reliance upon the
exemptions from registration set forth in Section 4(2) of the
Securities Act relating to sales by an issuer not involving any
public offering.  None of the foregoing transactions involved a
distribution or public offering.


Date              Name               # of Shares      Total Price
----              ----               -----------      -----------
June 26, 2002     Go Company, LLC     155,000          $450,000*

* The shares were issued in lieu of cash for repayment of
$450,000 advanced from Go Company in connection with the
Company's acquisition of Perf-Form Products, Inc.


<PAGE>


Item 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF
       OPERATIONS AND FINANCIAL CONDITION

    The following is a discussion of our results of operations
and our liquidity and capital resources.  To the extent that our
analysis contains statements that are not of a historical
nature, these statements are forward-looking statements, which
involve risks and uncertainties.  See "Special Note Regarding
Forward-Looking Statements".  The following should be read in
conjunction with our Consolidated Financial Statements and the
related Notes included elsewhere in this filing.

Overview

    Cycle Country Accessories Corp. (a Nevada corporation) was
incorporated in the State of Nevada on August 15, 2001 as a C
corporation.  The initial capitalization consisted of 3,625,000
shares of common stock.  On August 21, 2001, we entered into an
agreement to purchase all of the outstanding common stock of
Cycle Country Accessories Corp. (an Iowa corporation) for
$4,500,000 in cash and 1,375,000 shares of our common stock.
Cycle Country Accessories Corp. (an Iowa corporation) was
originally incorporated on August 8, 1983 and is headquartered
in Milford, Iowa.  Since both Companies are under common control
by virtue of majority ownership and common management by the
same three individuals, this transaction was accounted for in a
manner similar to a pooling of interests.  We used the proceeds
from a $4,500,000 term note (see Note 10 to the Consolidated
Financial Statements) entered into with a commercial lender to
purchase all of the outstanding common stock of Cycle Country
Accessories Corp. (an Iowa corporation).  Additionally, any
proceeds from the sale of stock received from the exercise of
any of the 2,000,000 outstanding warrants shall be applied to
any outstanding balance on the Note.

    On August 21, 2001, Cycle Country Accessories Corp. (an
Iowa corporation) acquired its operating facility, which
consisted of land and building with a fair value of $1,500,000,
from certain stockholders.  The consideration given was
comprised of $300,000 in cash and 390,000 shares of common stock
of Cycle Country Accessories Corp. (a Nevada corporation).  On
August 14, 2001, Cycle Country Accessories Corp. (an Iowa
corporation) merged with Okoboji Industries Corporation.  Since
both Companies were owned and managed by the same three
individuals, this transaction was also accounted for in a manner
similar to a pooling of interests.

    As a result of the transactions described above, we are
the Successor Company to the business activities of the
aforementioned companies.

    In March of 2002, Jim Danbom, director, identified Perf-
Form Products, Inc. as a potential acquisition. The company was
purchased on March 11, 2002 for $462,100 in cash and 22,500
shares of stock for a total purchase price of approximately
$528,800.



<PAGE>



    In June of 2002, the Company identified Weekend Warrior,
an acquisition which closed in June of 2002. The purchase was
made for 10,000 shares of stock. The company's technology and
products allow many of the Weekend Warrior products to be
immediately useful in the Lawn and Garden applications.

    We are one of the world's largest manufacturers of
accessories for all terrain vehicles ("ATVs").  We manufacture a
complete line of branded products, including snowplow blades,
lawnmowers, spreaders, sprayers, tillage equipment, winch
mounts, utility boxes, baskets and an assortment of other ATV
accessory products.  These products custom fit essentially all
ATV models from Honda, Yamaha, Kawasaki, Suzuki, Polaris, Arctic
Cat and Bombardier.  We design, engineer and assemble all
accessory products at our headquarters and subcontract the
manufacture of many original equipment components.

    We are recognized as a leader in the manufacturing of high
quality ATV accessory products.  This reputation has enabled us
to develop key, long-term relationships with ATV manufacturers
and distributors.  We have sold our products to 16 distributors
in the United States for the past 22 years.  The distributors
call on and sell Cycle Country products to virtually every ATV
dealer in North America.  Similar strategic arrangements have
also been developed internationally.  We currently have 19
international distributors distributing our products to 35
countries.

    We are also the largest manufacturer of golf car hubcaps
in the world. We estimate that we maintain 90% of the Original
Equipment Manufacturer hubcap business.  We have always sold
directly to golf car manufacturers and we believe that we have
an excellent distribution network that reaches the after market
throughout the United States, Europe and Asia.

    Additionally, we have successfully entered into the lawn
and garden industry.  Our market research tells us that the
manufacturers of garden tractors and utility vehicles need
accessories similar to those available in the ATV industry.  We
have identified several Cycle Country accessories that can be
used with lawn and garden tractors and utility vehicles.  We are
working with several Lawn and Garden equipment manufacturers to
introduce these accessories into their product lines.  We have
also designed several new accessories that are going to be
marketed only in the Lawn and Garden market.  Cycle Country will
manufacture most of these products under the private label of
the manufacturer.


Critical Accounting Policies and Estimates

    The Company's discussion and analysis of its financial
condition and results of operations are based upon its
Consolidated Financial Statements, which have been prepared in
accordance with accounting principles generally accepted in the
United States of America.  The preparation of these financial
statements requires the Company to make estimates and judgments
that affect the reported amounts of assets, liabilities,


<PAGE>


revenues and expenses, and related disclosure of contingent
assets and liabilities.  On an on-going basis, the Company
evaluates the estimates including those related to bad debts and
inventories.  The Company bases its estimates on historical
experiences and on various other assumptions that are believed
to be reasonable under the circumstances, the results of which
form the basis for making judgments about the carrying value of
assets and liabilities that are not readily apparent from other
sources.  Actual results may differ from these estimates.

    The Company believes the following critical accounting
policies affect the more significant judgments and estimates
used in the preparation of the Consolidated Financial
Statements:

Allowance for Doubtful Accounts - the Company maintains an
allowance for doubtful accounts for estimated losses resulting
from the inability of its customers to make required payments.
If the financial condition of the Company's customers were to
deteriorate, resulting in an impairment of their ability to make
payments, additional allowance may be required.

Reserve for Inventory - the Company records valuation reserves
on its inventory for estimated excess and obsolete inventory
equal to the difference between the cost of inventory and the
estimated market value based upon assumptions about future
product demand and market conditions.  If future product demand
or market conditions are less favorable than those projected by
management, additional inventory reserves may be required.

Depreciation of Long-Lived Assets - the Company assigns useful
lives for long-lived assets based on periodic studies of actual
asset lives and the intended use for those assets.  Any change
in those assets lives would be reported in the statement of
operations as soon as any change in estimate is determined.

Accrued Warranty Costs  - the Company records a liability for
the expected cost of warranty-related claims as its products are
sold.  The Company provides a one-year warranty on all of its
products except the snowplow blade, which has a limited lifetime
warranty.  The amount of the warranty liability accrued reflects
the Company's estimate of the expected future costs of honoring
its obligations under the warranty plan.  The estimate is based
on historical experiences and known current events.  If future
estimates of expected costs were to be less favorable, an
increase in the amount of the warranty liability accrued may be
required.

Distributor Rebate Payable - the Company records a liability for
the expected cost of offering an annual rebate program to
certain eligible distributors.  The rebate liability is
calculated and recognized as eligible ATV accessory products are
sold based upon factors surrounding the activity and prior
experience of the eligible distributors.  The Program provides
for a 7% rebate on purchases of certain eligible products during
the Program period if certain pre-determined cumulative purchase
levels are obtained.  The Program rebate is provided to the
applicable distributors as a credit against future purchases of
the Company's products.

<PAGE>


Accounting for Income Taxes - the Company is required to
estimate income taxes in each of the jurisdictions in which it
operates.  This process involves estimating actual current tax
exposure for the Company together with assessing temporary
differences resulting from differing treatment of items, such as
property, plant and equipment depreciation, for tax and
accounting purposes.  Actual income taxes could vary from these
estimates due to future changes in income tax law or results
from final tax exam reviews.  At September 30, 2003, the Company
assessed the need for a valuation allowance on its deferred tax
assets.  A valuation allowance is provided when it is more
likely than not that some portion or all of the deferred tax
assets will not be realized.  Based upon the historical
operating profits and the near certainty regarding sufficient
near term taxable income, management believes that there is no
need to establish a valuation allowance.  Should the Company
determine that it would not be able to realize all or part of
its net deferred tax assets in the future, a valuation allowance
may be required.

Results of Operations - Year ended September 30, 2003 vs Year
ended September 30, 2002

    OVERALL.  Revenues for the year ended September 30, 2003
increased $528,441, or 4%, to $13,891,993 from $13,363,552 for
the year ended September 30, 2002.  Cost of goods sold increased
$770,531, or 7.8%, to $10,638,526 for the year ended September
30, 2003 from $9,867,995 for fiscal 2002.  Additionally, gross
profit as a percentage of revenue was 23.4% for the year ended
September 30, 2003 compared to 26.2% for fiscal 2002.  The
decrease in gross margin during fiscal 2003 of 2.8% is mainly
attributable to significant one-time adjustments of the cost of
an inventory sub-assembly part and to prepaid royalties, a long-
lived asset, related to our electric shift product, an increase
in direct labor costs in the Plastic Wheel Cover segment, and a
decrease in the gross profit margins of our snowplow blades,
mowers, and our OEM business.  Selling, general and
administrative expenses decreased $19,270, or 1%, to $2,762,626
for the year ended September 30, 2003 from $2,781,896 for fiscal
2002.  The decrease in operating expenses is primarily a result
of reduced spending of approximately $44,000 in travel and meal
expenses, approximately $49,000 in salaries and wages,
approximately $20,000 in commissions, approximately $17,000 in
show expenses, approximately $16,000 in rent, approximately
$14,000 in licenses and fees, and approximately $14,000 in
office, shipping supplies and postage.  The decreases were
offset by increases of approximately $32,000 in depreciation and
amortization expense and $109,000 in professional fees.  The
increase in professional fees is due to a few significant one-
time expenses the company incurred during fiscal 2003 to
strengthen and solidify its financial position in the long term.
The expenses included an $85,000 closing fee related to the
preferred stock financing agreement completed in June, 2003, a
$54,000 application and listing fee paid to the American Stock
Exchange upon approval of our stock for trading on their
Exchange, and approximately $20,000 paid in extra legal and
accounting fees related to both of these projects.  While
impacting current operating income, the benefits realizable to
the Company in the long term from the successful completion of
both of these projects are significant.  Non-operating income
(expense) decreased $58,709, or 25.8%, to $(168,708) for the

<PAGE>



year ended September 30, 2003, from $(227,417) for fiscal 2002.
The decrease is primarily due to a decrease of approximately
$63,000 of interest expense.

BUSINESS SEGMENTS  As more fully described in Note 15 to the
Consolidated Financial Statements, the Company operates three
reportable business segments:  ATV Accessories, Plastic Wheel
Covers, and Lawn and Garden.  The gross margins are vastly
different in our three reportable business segments due to the
fact that we assemble our ATV Accessories (i.e. we outsource the
ironworks to our main product supplier), we are vertically
integrated in our Plastic Wheel Cover segment, and we utilize a
single-step distribution method for our Lawn and Garden segment.

    ATV ACCESSORIES  Revenues for the year ended September 30,
2003 increased $518,009, or 4.5%, to $12,112,067 from
$11,594,058 for the year ended September 30, 2002.  The increase
is mainly attributable to increased sales of our core products
and OEM products during fiscal 2003 versus fiscal 2002 as
evidenced by increased Snowplow Blade (our mainstay product)
sales of approximately $290,000, increased mower unit sales of
approximately $71,000, increased basket sales of approximately
$109,000, and increased sales of OEM (Original Equipment
Manufacturer) products of approximately $201,000.  Management
has been working closely with the OEMs to develop products that
fit their needs and enhance their products.  Sales continue to
increase with current OEM customers and we are continuing to
work with new OEM customers to develop and produce products for
them.  Deliveries of our snowplow blades to our distributors
continued strong throughout the third and fourth quarters as
significant late season order deliveries went well into April
and significant new season order deliveries began in late May.
In fiscal 2002 deliveries for snowplow blades ended in January
and significant deliveries did not resume until the fourth
quarter of fiscal 2002.  Sales of our mowers for fiscal 2003
have exceeded fiscal 2002 levels as new retail price points and
redesigned components have re-established our significant share
of this market.  Our new steel mesh baskets that can easily
mount to any ATV rack system and have a multitude of uses
account for the increase in our basket sales.  Also contributing
to the increase in revenues for fiscal 2003 were increased sales
of our Perf-Form premium oil filter and oil cooler products,
which we acquired during the second quarter of fiscal 2002, of
approximately $170,000.  Decreased sales of winches and winch
mounts of approximately $235,000 and electric lift systems of
approximately $77,000 offset some of the increases realized
above.

    Cost of goods sold increased $777,997, or 9.8%, to
$8,711,963 for the year ended September 30, 2003 from $7,933,966
for fiscal 2002.  Gross profit as a percent of revenues was
28.1% for fiscal 2003 compared to 31.6% for the corresponding
period in 2002.  The decrease in gross profit for the year ended
September 30, 2003 as compared to the corresponding period in
fiscal 2002 is primarily due to significant one-time adjustments
of the cost of an inventory sub-assembly part and to prepaid
royalties, a long-lived asset, related to our electric shift
product and a decrease in the gross profit margins of our
snowplow blades, mowers, and our OEM business.  The decrease in
the gross profit margin of our Snowplow Blades and mowers is the
result of actions taken by our management team to address market
concerns and to strengthen our position as the leader in


<PAGE>


accessories for the ATV.  A new standard snowplow blade
configuration was implemented in the first quarter of fiscal
2003 that increases its durability, features, and use but
maintains its competitive pricing.  In the fourth quarter we
realized increased margins on our Snowplow Blades as planned
pricing increases went into effect at the start of the fourth
quarter.  OEM gross profits went down as a larger proportion of
less profitable products were sold in fiscal 2003 as compared to
fiscal 2002.  As additional OEM products for current and new OEM
customers enter into the sales mix the gross margins are
expected to increase going forward.  The adjustments to an
inventory sub-assembly item and the prepaid royalties asset
account caused significant additional expense to be incurred in
fiscal 2003 as these two items were determined to have values
that were too high given management's assessment of the market
for the company's electric shift product to which both of these
assets relate to.

    PLASTIC WHEEL COVERS  Revenues for the year ended
September 30, 2003 decreased $255,562, or 12.1%, to $1,849,391
from $2,104,953 for the year ended September 30, 2002.  The
decrease is attributable to changes in current market conditions
as last fiscal year golf cart OEM customers purchased record
high numbers of wheel covers while the current fiscal year of
2003 has seen a return to normal ordering levels by our golf
cart OEM customers.  Our continual research into new products
and improved processes, such as the clear coating we now utilize
and the metalizing process soon to be implemented, will allow us
to continue to address the needs of the markets our products
sell in.
    Cost of goods sold decreased $79,295, or 9%, to $800,911
for the year ended September 30, 2003 from $880,206 for fiscal
2002.  Gross profit as a percent of revenue was 56.7% for the
year ended September 30, 2003 compared to 58.2% for the
corresponding period in fiscal 2002.  The decrease in gross
profit for the year ended September 30, 2003 was attributable to
increased production staffing required to incorporate the
protective coating process.  However, in the third and fourth
quarters of fiscal 2003 gross profit increased over the same
periods of fiscal 2002 as improvements in production methods
reduced material waste, increased output, and reduced labor
hours needed to meet production requirements.  Management
expects these improved gross margins to continue.

    GEOGRAPHIC REVENUE  During fiscal 2003, revenue in the
United States increased $522,260, or 4.3%, to $12,721,018 from
$12,198,758 for the year ended September 30, 2002.  Revenue from
other countries increased $6,181, or 0.5%, to $1,170,975 for
fiscal 2003 from $1,164,794 for the year ended September 30,
2002.  The increase during the fiscal year 2003 in U.S. revenue
is due to a general increase across all regions previously
serviced in the United States of America.  The slight increase
during the fiscal year 2003 in revenue from other countries is
due to an increase of sales in Europe that was offset by a
decrease of sales in Canada.

Results of Operations - Year ended September 30, 2002 vs Year
ended September 30, 2001


<PAGE>


    OVERALL.  Revenues for the year ended September 30, 2002
increased $505,382, or 3.9%, to $13,363,552 from $12,858,170 for
the year ended September 30, 2001.  Cost of goods sold increased
$610,452, or 6.6%, to $9,867,995 for the year ended September
30, 2002 from $9,257,543 for fiscal 2001.  Additionally, gross
profit as a percentage of revenue was 26.2% for the year ended
September 30, 2002 compared to 28.0% for fiscal 2001.  The
decrease in gross margin during fiscal 2002 of 1.8% is mainly
attributable to an increase in direct labor costs and material
costs due to the addition of a new coating process in the
Plastic Wheel Cover segment, which was offset by a slight
increase in the ATV Accessory segment gross margin as new sales
from our Perf-Form oil filter and oil cooler products improved
this margin.  Selling, general and administrative expenses
increased $258,711, or 10.3%, to $2,781,896 for the year ended
September 30, 2002 from $2,523,185 for fiscal 2001.  The
increase in operating expenses is primarily a result of
additional spending of approximately $56,000 in professional
fees, approximately $72,000 in advertising and promotions,
approximately $21,000 in insurance, approximately $47,000 in
depreciation and amortization, approximately $25,000 in office
and shipping supplies and postage, approximately $24,000 in
wages, payroll taxes and related benefits, approximately $14,000
in shop supplies, approximately $42,000 in commissions, and
approximately $20,000 in warranty costs coupled with a decrease
of approximately $10,000 in repairs and maintenance costs and
$77,000 in building rent.  Non-operating income (expense)
decreased $268,616 to $(227,417) for the year ended September
30, 2002, from $41,199 for fiscal 2001.  The decrease is
primarily due to an increase of approximately $221,000 of
interest expense, a decrease of approximately $26,000 of
interest income and approximately $32,000 decrease due to a one-
time consulting fee that was earned during fiscal 2001.  These
decreases were offset by an increase of approximately $16,000 in
gains on sale of equipment and approximately $7,000 in truck
lease income during the year ended September 30, 2002.

BUSINESS SEGMENTS  As more fully described in Note 15 to the
Consolidated Financial Statements, the Company operated two
reportable business segments in fiscal 2002:  ATV Accessories
and Plastic Wheel Covers.  The gross margins are vastly
different in our two reportable business segments due to the
fact that we assemble our ATV Accessories (i.e. we outsource the
ironworks to our main product supplier) and are vertically
integrated in our Plastic Wheel Cover segment.

    ATV ACCESSORIES  Revenues for the year ended September 30,
2002 increased $457,667, or 4.1%, to $11,594,058 from
$11,136,391 for the year ended September 30, 2001.  The increase
is attributable to an increase in unit volume of our winches and
winch mounts of approximately $295,000, electric blade lift
systems of approximately $113,000, and products for John Deere
of approximately $176,000.  These unit volume increases were
offset by decreases in unit volume of our snowplow blades of
approximately $95,000 and our mowers of approximately $456,000.
Also contributing to the increase in revenues for fiscal 2002
were new sales of our Perf-Form premium oil filter and oil
cooler products, which we acquired during the second quarter of
fiscal 2002, of approximately $439,000.

    Cost of goods sold increased $32,184, or 0.4%, to
$7,933,966 for the year ended September 30, 2002 from $7,901,782
for fiscal 2001.  The slight increase is due to a change in the

<PAGE>


mix of products sold in fiscal 2002 as compared to fiscal 2001
as described above.  Gross profit as a percent of revenues was
31.6% for fiscal 2002 compared to 29.0% for the corresponding
period in 2001.  The increase in gross profit for the year ended
September 30, 2002 was attributable to the increase in new sales
of our Perf-Form products which have a higher margin and
ironwork material costs which were generally held to fiscal 2001
costs or slightly reduced on a majority of our ATV Accessory
products for fiscal 2002.

    PLASTIC WHEEL COVERS  Revenues for the year ended
September 30, 2002 increased $120,947, or 6.1%, to $2,104,953
from $1,984,006 for the year ended September 30, 2001.  The
increase in revenue was attributable to changes in current
market conditions as sales to Original Equipment Manufacturers
increased significantly in fiscal 2002.  Another factor that
contributed to the increase was the implementation of a new
coating method, similar to the coating method used for
automotive paint, which improves the wheel cover's durability
and useful life.  For fiscal 2003 our planned new product
introductions and improvements will continue to address the
needs of this market.

    Cost of goods sold increased $236,181, or 36.7%, to
$880,206 for the year ended September 30, 2002 from $644,025 for
fiscal 2001.  Gross profit as a percent of revenue was 58.2% for
the year ended September 30, 2002 compared to 67.5% for the
corresponding period in fiscal 2001.  The decrease in gross
profit for the year ended September 30, 2002 was attributable to
increases in production labor and the implementation of the new
protective coating process as described above.

    GEOGRAPHIC REVENUE  During fiscal 2002, revenue in the
United States increased $177,566, or 1.5%, to $12,198,758 from
$12,021,192 for the year ended September 30, 2001.  Revenue from
other countries increased $327,816, or 39.2%, to $1,164,794 from
$836,978 for the year ended September 30, 2001.  The increase
during the fiscal year 2002 in U.S. revenue is due to a general
increase across all regions previously serviced in the United
States of America.  The increase during the fiscal year 2002 in
revenue from other countries is due to an increase of sales in
Canada and Europe.

Liquidity and Capital Resources

    Our primary source of liquidity has been cash generated by
our operations and borrowings under our bank line of credit.

    Cash and cash equivalents were $215,551 at September 30,
2003 compared to $207,162 as of September 30, 2002.  Until
required for operations, our policy is to invest any excess cash
reserves in bank deposits, money market funds, and certificates
of deposit.  Net working capital was $ 2,192,089 at September
30, 2003 compared to $1,764,608 at September 30, 2002.  The
change in working capital is primarily due to the following:
Inventories increased by $57,448, or 1.9%, to $3,024,733 at
September 30, 2003 from $2,967,285 at September 30, 2002, taxes
receivable decreased by $95,117, or 51.5%, to $89,507 at
September 30, 2003 from $184,624 at September 30, 2002, accounts

<PAGE>



payable decreased $66,298, or 6.0%, to $1,042,046 at September
30, 2003 from $1,108,344 at September 30, 2002, accrued expenses
decreased $10,946, or 2.6%, to $409,865 at September 30, 2003
from $420,811 at September 30, 2002, current portion of bank
note payable decreased $405,735, or 45.6%, to $484,845 at
September 30, 2003 from $890,580 at September 30, 2002, and the
bank line of credit increased $20,000, or 5%, to $420,000 at
September 30, 2003 from $400,000 at September 30, 2002.

    On June 25, 2003, the Company and its commercial lender
amended the original secured credit agreement dated August 21,
2001.  Under the terms of the amended secured credit agreement,
the Company entered into a note payable for $1,500,000 ("Note
One") and a second note payable for $2,250,000 ("Note Two") with
the commercial lender, replacing the single, original note
entered into under the original secured credit agreement.  The
Notes are collateralized by all of the Company's assets, are
payable in monthly installments from July 2003 until June 2018
for Note One and until June 2008 for Note Two, which include
principal and interest at prime + 0.25% (4.50% at September 30,
2003) for Note One and principal and interest at prime + 0.625%
(4.625% at September 30, 2003) for Note Two, with a final
payment upon maturity on June 25, 2018 for Note One and June 25,
2008 for Note Two.  The variable interest rate can never exceed
9.5% or be lower than 4.5% for Note One and can never exceed
8.5% or be lower than 4.5% for Note Two.  The monthly payment is
$11,473 and $42,324 for Note One and Note Two, respectively, and
is applied to interest first based on the interest rate in
effect, with the balance applied to principal.  The interest
rate is adjusted daily.  Additionally, any proceeds from the
sale of stock received from the exercise of warrants shall be
applied to any outstanding balance on the Notes or the Line of
Credit described below.  At September 30, 2003, $1,482,717 and
$2,149,237 for Note One and Note Two, respectively, were
outstanding on the Notes.  At September 30, 2002, $3,603,281 was
outstanding on the Note entered into under the original secured
credit agreement.

    Under the terms of the amended secured credit agreement
noted above, the Company has a Line of Credit for the lesser of
$1,000,000 or 80% of eligible accounts receivable and 35% of
eligible inventory.  The original secured credit agreement noted
above had a line of credit for the lesser of $500,000 or 80% of
eligible accounts receivable and 35% of eligible inventory.  In
the fourth quarter of fiscal 2002, the Line of Credit under the
original secured credit agreement was increased to the lesser of
$1,000,000 or 80% of eligible accounts receivable and 35% of
eligible inventory.  The Line of Credit bears interest at prime
plus 0.75% (4.75% at September 30, 2003) and is collateralized
by all of the Company's assets.  The variable interest rate can
never exceed 7% or be lower than 4.75%.  The Line of Credit
matures on December 31, 2004.  At September 30, 2003 and 2002,
$420,000 and $400,000, respectively, was outstanding on the Line
of Credit.

    The secured credit agreement contains conditions and
covenants that prevent or restrict the Company from engaging in
certain transactions without the consent of the commercial
lender and require the Company to maintain certain financial
ratios, including term debt coverage and maximum leverage.  In
addition, the Company is required to maintain a minimum working
capital and shall not declare or pay any dividends or any other


<PAGE>


distributions except as may be required by the preferred shares
issued in June of 2003 and discussed below.  At September 30,
2003, the Company did not attain the minimum level required of
one of the covenants, term debt coverage.  However, the Company
did obtain a waiver of compliance from the commercial lender for
this covenant.  Management worked with the commercial lender to
revise the secured credit agreement and believes that all of the
covenants can be met in the future.

    On June 11, 2003, the Company entered into and closed upon
a financing agreement whereby the Company's newly authorized
preferred shares were issued in exchange for restricted cash.
The restricted cash will be made available to the Company for
use as general corporate purposes with the prior approval of the
preferred stockholder.  The preferred shares are convertible into the
Company's common shares based on an annually set conversion
price computed as the average of the five lowest closing prices
of the common stock for the twenty-two trading days prior to
each anniversary date.  Upon an event of default, the investment
may be reclassified as a debt obligation of the Company.  This
new series of preferred shares is cumulative and convertible
with dividends computed on a simple interest per annum basis
using the current prime interest rate plus 0.5% (4.5% at
September 30, 2003) and are to be paid prior to any dividends
being paid or declared on the Company's common stock.  The
Company has 2,000,000 shares of $0.0001 par value preferred
stock authorized and 2,000,000 shares issued and outstanding at
September 30, 2003.

    Consistent with normal practice, management believes that
the Company's operations are not expected to require significant
capital expenditures during fiscal year 2004.  Management
believes that existing cash balances, cash flow to be generated
from operating activities and available borrowing capacity under
its line of credit agreement will be sufficient to fund
operations, and capital expenditure requirements for at least
the next twelve months.  At this time management is not aware of
any factors that would have a materially adverse impact on cash
flow during this period.

Special Note Regarding Forward-Looking Statements

The Private Securities Litigation Reform Act of 1995 (the
"Reform Act") provides a safe harbor for forward-looking
statements made by or on behalf of the Company.  The Company and
its representatives may, from time to time, make written or
verbal forward-looking statements, including statements
contained in the Company's filings with the Securities and
Exchange Commission and in its reports to stockholders.
Generally, the inclusion of the words "believe", "expect",
"intend", "estimate", "anticipate", "will", and similar
expressions identify statements that constitute "forward-looking
statements" within the meaning of Section 27A of the Securities
Act of 1933 and Section 21E of the Securities Exchange Act of
1934 and that are intended to come within the safe harbor
protection provided by those sections.


<PAGE>



All statements addressing operating performance, events, or
developments that the Company expects or anticipates will occur
in the future, including statements relating to sales growth,
earnings or earnings per share growth, and market share, as well
as statements expressing optimism or pessimism about future
operating results (in particular, statements under Part II, Item
6, Management's Discussion and Analysis of Financial Condition
and Results of Operations), contain forward-looking statements
within the meaning of the Reform Act.  The forward-looking
statements are and will be based upon management's then-current
views and assumptions regarding future events and operating
performance, and are applicable only as of the dates of such
statements but there can be no assurance that the statement of
expectation or belief will result or be achieved or
accomplished.  In addition, the Company undertakes no obligation
to update or revise any forward-looking statements, whether as a
result of new information, future events, or otherwise.

By their nature, all forward-looking statements involve risk and
uncertainties.  Actual results may differ materially from those
contemplated by the forward-looking statements for a number of
reasons, including but not limited: competitive prices pressures
at both the wholesale and retail levels, changes in market
demand, changing interest rates, adverse weather conditions that
reduce sales at distributors, the risk of assembly and
manufacturing plant shutdowns due to storms or other factors,
the impact of marketing and cost-management programs, and
general economic, financial and business conditions.


Recent Accounting Pronouncements

In May 2003, the Financial Accounting Standards Board ("FASB")
issued SFAS No. 150, Accounting for Certain Financial
Instruments with Characteristics of both Liabilities and Equity.
This Statement establishes standards for how an issuer
classifies and measures certain financial instruments with
characteristics of both liabilities and equity. It requires that
an issuer classify a financial instrument that is within its
scope as a liability (or an asset in some circumstances). Many
of those instruments were previously classified as equity. Some
of the provisions of this Statement are consistent with the
current definition of liabilities in FASB Concepts Statement No.
6, Elements of Financial Statements. The remaining provisions of
this Statement are consistent with the FASB's proposal to revise
that definition to encompass certain obligations that a
reporting entity can or must settle by issuing its own equity
shares, depending on the nature of the relationship established
between the holder and the issuer. While the FASB still plans to
revise that definition through an amendment to Concepts
Statement 6, the FASB decided to defer issuing that amendment
until it has concluded its deliberations on the next phase of
this project. That next phase will deal with certain compound
financial instruments including puttable shares, convertible
bonds, and dual-indexed financial instruments.

This Statement requires an issuer to classify the following
instruments as liabilities (or assets in some circumstances):

<PAGE>



-   A financial instrument issued in the form of shares that is
mandatorily redeemable-that embodies an unconditional
obligation requiring the issuer to redeem it by transferring
its assets at a specified or determinable date (or dates) or
upon an event that is certain to occur

-   A financial instrument, other than an outstanding share,
that, at inception, embodies an obligation to repurchase the
issuer's equity shares, or is indexed to such an obligation,
and that requires or may require the issuer to settle the
obligation by transferring assets (for example, a forward
purchase contract or written put option on the issuer's
equity shares that is to be physically settled or net cash
settled)

-   A financial instrument that embodies an unconditional
obligation, or a financial instrument other than an
outstanding share that embodies a conditional obligation,
that the issuer must or may settle by issuing a variable
number of its equity shares, if, at inception, the monetary
value of the obligation is based solely or predominantly on
any of the following:

a.  A fixed monetary amount known at inception, for example, a
    payable settleable with a variable number of the issuer's
    equity shares

b.  Variations in something other than the fair value of the
    issuer's equity shares, for example, a financial
    instrument indexed to the S&P 500 and settleable with a
    variable number of the issuer's equity shares

c.  Variations inversely related to changes in the fair value
    of the issuer's equity shares, for example, a written put
    option that could be net share settled.

Management believes that the adoption of this Statement will
have no material effect on the Company's financial position or
results of operation.


Item 7.  FINANCIAL STATEMENTS

    The Financial Statements are included with this report
commencing on page F-1.

Item 8.  CHANGES IN ACCOUNTANTS AND DISAGREEMENTS WITH
         ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

Not applicable.

<PAGE>




PART III.

Item 9.  DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL
PERSONS; COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT

Directors and Executive Officers

    Our directors, executive officers and key employees are as follows:

                                                             Director
Name                  Age      Position                        Since
----                  ---      --------                        -----
Ron Hickman           53       Chief Executive Officer,         2001
                               President and Director
Dave Davis            38       Chief Financial Officer           -
Marie Matthiesen      41       Vice President of Manufacturing   -
F.L. Skip Miller      63       Director                         2001
Jim Danbom            60       Director                         2001
L.G. Bob Hancher Jr.  50       Director                         2001
Rod Simonson          48       Director                         2001

F.L. Skip Miller was President of Armstrong Wheels from 1970
until 1998. Then in 1999 from his Chief Executive Officer
position, Mr. Miller consummated the company's highly lucrative
buy-out from the international conglomerate GKN Wheels. The
selling of Armstrong Wheels for an impressive premium price was
largely based on his ability to build the company with
consistent double-digit annual growth. Mr. Miller participates
on the Audit and Operations committees of the board.  Mr. Miller
is currently serving a three year term, which will end in 2006.

Jim Danbom was our founder and served as our president from 1981
to 2001.  Mr. Danbom will lead the Operations and Planning
committees of the board. He has successfully created numerous
businesses in his 26 year career. Having successfully created
our products at Cycle Country, Mr. Danbom will now focus on
acquisitions and new product development while serving on the
Operations and Planning committees. Mr. Danbom is currently
serving a three-year term, which will end in 2006.

L.G. Bob Hancher Jr. has served as Chief Financial Officer of
Commerce Street Venture Group since 2000.  Mr. Hancher graduated
from Iowa University in 1974.  He served as Field Auditor and
Territory Manager of Shell Oil Co from 1974 to 1978 and the
Director of Marketing of Raynor Garage from 1978 to 1988.  In
1993, Mr. Hancher co-founded, and is now a past President of
International Sports Management, leaving in 2000 to co-found
Commerce Street Venture Group. Mr. Hancher participates on the
Planning and Audit committees of the board. Mr. Hancher is
currently serving a three-year term, which will end in 2006.


<PAGE>


Rod Simonson became a franchisee for Piccadilly Circus Pizza,
Inc. in 1980 by owning and operating 1 of the 5 restaurants
under the company's umbrella. Shortly thereafter, Mr. Simonson
purchased the parent company and became President of Piccadilly.
By 1987, the company became Land Mark Products, Inc., the
licensing company for Piccadilly Circus Pizza. Under his
leadership, the company evolved from several sit-down pizzerias
to a complete turnkey operational partner in convenience stores,
malls, hotels, amusement parks and video stores. Today, there
are over 800 locations primarily in convenience stores
throughout 42 states in the Continental U.S. Mr. Simonson is
serving on the Planning and Audit committees of the board. Mr.
Simonson is currently serving a three year term, which will end in
2006.

Ron Hickman, who became our President on August 1, 2001, has
been a CPA for 27 years, and was our accountant from our
inception until he took a position as General Manager for us in
1996.  Mr. Hickman is on the Operations and Planning committees
of the board.  Mr. Hickman is currently serving a three-year
term, which will end in 2006.

Directors' Remuneration

    Our directors are presently not compensated for serving on
the board of directors.

Executive Compensation

Employment Agreements

    We have entered into employment agreements with certain of
our key executives as follows:

    We entered into an employment agreement with Ron Hickman,
our President, effective August 1, 2001 for a period of five
years under which we have hired him to continue as our
President.  The agreement calls for Mr. Hickman to receive an
annual income of $150,000 per year plus a bonus equal to three
percent (3%) of our net income before taxes.  The agreement also
provides for Mr. Hickman to receive standard benefits such as
health insurance coverage, sick and vacation time and use of an
automobile.

    We entered into an employment agreement with Jim Danbom,
our former President, effective August 1, 2001 for a period of a
minimum of three years under which we have hired him to continue
as a consultant on an "as needed" basis.  The agreement calls
for Mr. Danbom to receive an annual income of $75,000 per year
and to receive standard benefits such as health insurance
coverage, sick and vacation time and use of an automobile.


<PAGE>



Section 16(a) Beneficial Ownership Reporting Compliance

    The Company is not aware of any director, officer or
beneficial owner of more than ten percent of the Company's
Common Stock that, during fiscal year 2003, failed to file on a
timely basis reports required by Section 16(a) of the Securities
Exchange Act of 1934.


Item 10. EXECUTIVE COMPENSATION

Summary Compensation Table

    The following table sets forth the total compensation paid
to or accrued for the fiscal years ended September 30, 2003,
2002, and 2001 to our Chief Executive Officer and our other most
highly compensated executive officers who were serving as
executive officers at the end of our last fiscal year.

Annual Compensation

<TABLE>
<CAPTION>


                                                  Other          Restricted    Securities                All
Name and               Fiscal                     Annual         Stock         Underlying     LTIP       Other
Principal Position     Year     Salary    Bonus   Compensation   Awards        Options        Payouts    Compensation
---------------------------------------------------------------------------------------------------------------------
<S>                    <C>      <C>       <C>      <C>           <C>           <C>            <C>        <C>
Ronald Hickman,
President              2003     150,000   12,772   500<F1>         0             0              0        7,106<F6>

                       2002     150,000   15,000   500<F1>         0             0              0        7,476<F3>
                       2001     104,808   30,000   500<F1>         0             0              0        6,469<F2>

Jim Danbom
Past President         2003      75,000      0     500<F1>         0             0              0        8,175<F7>

                       2002      75,000      0     500<F1>         0             0              0        8,044<F5>
                       2001     156,817      0       0             0             0              0        1,818<F4>

---------------------------------------------------------------------------------------------------------------------
<FN>
<F1>
(1)	Christmas bonus.
</FN>

<FN>
<F2>
(2)	Comprised of $1,444 value of personal use of company
auto and $5,025 paid for health insurance.
</FN>

<FN>
<F3>
(3)	Comprised of $1,913 value of personal use of company
auto and $5,563 paid for health insurance.
</FN>

<FN>
<F4>
(4)	Comprised entirely of value of personal use of
company auto.
</FN>

<FN>
<F5>
(5)	Comprised of $2,481 value of personal use of company
auto and $5,563 paid for health insurance.
</FN>

<FN>
<F6>
(6)	Comprised of $1,634 value of personal use of company
auto and $5,472 paid for health insurance.
</FN>

<FN>
<F7>
(7)	Comprised of $2,703 value of personal use of company
auto and $5,472 paid for health insurance.
</FN>

</TABLE>


<PAGE>


Stock Option Grants in the past fiscal year

We have not issued any grants of stock options in the past
fiscal year.


Employment Agreements

    We have entered into employment agreements with certain of
our key executives as follows:

    We entered into an employment agreement with Ron Hickman,
our President, effective August 1, 2001 for a period of five
years under which we have hired him to continue as our
President.  The agreement calls for Mr. Hickman to receive an
annual income of $150,000 per year plus a bonus equal to three
percent (3%) of our net income before taxes.  The agreement also
provides for Mr. Hickman to receive standard benefits such as
health insurance coverage, sick and vacation time and use of an
automobile.

    We entered into an employment agreement with Jim Danbom,
our former President, effective August 1, 2001 for a period of a
minimum of three years under which we have hired him to continue
as a consultant on an "as needed" basis.  The agreement calls
for Mr. Danbom to receive an annual income of $75,000 per year
and to receive standard benefits such as health insurance
coverage, sick and vacation time and use of an automobile.


Item 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT

    The following table sets forth information regarding
beneficial ownership of our common stock as of the date of this
report, by (i) those shareholders known to be the beneficial
owners of more than five percent of the voting power of our
outstanding capital stock, (ii) each director, and (iii) all
executive officers and directors as a group:



                           Number of
Name and Address of        Shares          Percent
Beneficial Owner           Owned           Owned
-------------------        ---------       -------

Ron Hickman                281,000          7.12%
c/o Cycle Country
Accessories Corp.
2188 Highway 86
Milford, Iowa 51351


Jim Danbom                 835,250         21.15%
106 Channel Court
Marco Island, FL 34145


Jan Danbom                 794,750         20.12%
106 Channel Court
Marco Island, FL 34145



<PAGE>


Commerce Street Venture       360,000       9.12%
Group
17322 Westfield Park Rd
Westfield, IN 46074



All Directors and Officers  1,163,380      29.46%
as a Group (6 Persons)






Item 12. CERTAIN TRANSACTIONS
         None.



Item 13. EXHIBITS AND REPORTS ON FORM 8-K
        No Reports on Form 8-K were filed during the last
quarter of the period covered by this report.


Item 14. CONTROLS AND PROCEDURES

    The Company maintains disclosure controls and procedures
that are designed to ensure that information required to be
disclosed in the Company's Securities Exchange Act reports is
recorded, processed, summarized and reported within the time
periods specified in the SEC's rules and forms, and that such
information is accumulated and communicated to the Company's
management, including its Chief Executive Officer and Chief
Financial Officer, as appropriate, to allow timely decisions
regarding required disclosure.  In designing and evaluating the
disclosure controls and procedures, management recognized that
any controls and procedures, no matter how well designed and
operated, can provide only reasonable assurance of achieving the
desired control objectives, and management necessarily was
required to apply its judgment in evaluating the cost-benefit
relationship of possible controls and procedures.

    During the 90 day period prior to the date of this report,
an evaluation was performed under the supervision and with the
participation of our Company's management, including the Chief
Executive Officer and the Chief Financial Officer, of the
effectiveness of the design and operation of the Company's
disclosure controls and procedures.  Based upon that evaluation,
the Chief Executive Officer and the Chief Financial Officer
concluded that the Company's disclosure controls and procedures
were effective.  Subsequent to the date of this evaluation,
there have been no significant changes in the Company's internal
controls or in other factors that could significantly affect


<PAGE>


these controls, and no corrective actions taken with regard to
significant deficiencies or material weaknesses in such
controls.


<PAGE>






                        CYCLE COUNTRY ACCESSORIES CORP.
                               AND SUBSIDIARIES


                       Consolidated Financial Statements


                         September 30, 2003 and 2002








                   TEDDER, JAMES, WORDEN & ASSOCIATES, P.A.
               CERTIFIED PUBLIC ACCOUNTANTS & BUSINESS ADVISORS
-------------------------------------------------------------------------------
          AN INDEPENDENTLY OWNED MEMBER OF THE RSM MCGLADREY NETWORK


<PAGE>



                        CYCLE COUNTRY ACCESSORIES CORP.
                               AND SUBSIDIARIES

                       Consolidated Financial Statements

                         September 30, 2003 and 2003



                               Table of Contents
                               -----------------


Independent Auditors' Report                                            1

Consolidated Financial Statements:

        Consolidated Balance Sheets                                     2

        Consolidated Statements of Income                               3

        Consolidated Statements of Stockholders' Equity                 4

        Consolidated Statements of Cash Flows                           5


Notes to Consolidated Financial Statements                              7




<PAGE>


                   TEDDER, JAMES, WORDEN & ASSOCIATES, P.A.
               CERTIFIED PUBLIC ACCOUNTANTS & BUSINESS ADVISORS
          AN INDEPENDENTLY OWNED MEMBER OF THE RSM MCGLADREY NETWORK


                         Independent Auditors' Report
                         ----------------------------


To the Board of Directors and Stockholders of
   Cycle Country Accessories Corp. and Subsidiaries:


We have audited the accompanying consolidated balance sheets of Cycle
Country Accessories Corp. and Subsidiaries (the "Company") as of
September 30, 2003 and 2002, and the related consolidated statements of
income, stockholders' equity, and cash flows for the years then ended.
These financial statements are the responsibility of the Company's
management.  Our responsibility is to express an opinion on these
financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally
accepted in the United States of America.  Those standards require that
we plan and perform the audit to obtain reasonable assurance about
whether the financial statements are free of material misstatement.  An
audit includes examining, on a test basis, evidence supporting the
amounts and disclosures in the financial statements.  An audit also
includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation.  We believe that our audits provide a reasonable
basis for our opinion.

In our opinion, the consolidated financial statements referred to above
present fairly, in all material respects, the financial position of Cycle
Country Accessories Corp. and Subsidiaries as of September 30, 2003 and
2002, and the results of their operations and their cash flows for the
years then ended in conformity with accounting principles generally
accepted in the United States of America.




/s/ Tedder, James, Worden & Associates, P.A.

Orlando, Florida
January 13, 2004




<PAGE>


               CYCLE COUNTRY ACCESSORIES CORP. AND SUBSIDIARIES

                         CONSOLIDATED BALANCE SHEETS

                         September 30, 2003 and 2002

<TABLE>
<CAPTION>

                        Assets                            2003             2002
                        ------                            ----             ----
<S>                                                    <C>              <C>
Current assets:
        Cash and cash equivalents                       $   215,551      $   207,162
         Accounts receivable - trade, net                 1,080,854        1,086,672
        Inventories                                       3,024,733        2,967,285
        Taxes receivable                                     89,507          184,624
        Deferred income taxes                                72,095           76,251
        Prepaid expenses and other                           66,105           62,349
                                                        -----------      -----------

                Total current assets                      4,548,845        4,584,343

        Property, plant, and equipment, net               2,930,878        2,558,328
        Restricted cash                                   1,901,898                -
        Intangible assets, net                              217,093          233,238
        Goodwill                                             41,700           41,700
        Other assets                                         63,007           79,459
                                                        -----------      -----------

                Total assets                            $ 9,703,421      $ 7,497,068
                                                        ===========      ===========


              Liabilities and Stockholders' Equity
              ------------------------------------

Current liabilities:
        Accounts payable                                $ 1,042,046      $ 1,108,344
        Accrued expenses                                    409,865          420,811
        Bank line of credit                                 420,000          400,000
        Current portion of bank note payable                484,845          890,580
                                                         ----------      -----------

                Total current liabilities                 2,356,756        2,819,735

         Bank note payable, less current portion          3,147,109        2,712,701

        Deferred income taxes                                96,405           51,788
                                                         ----------      -----------

                Total liabilities                         5,600,270        5,584,224

Stockholders' equity:
        Preferred stock                                         200                -
        Common stock                                            395              395
        Additional paid-in capital                        3,730,039        1,726,266
        Retained earnings (deficit)                         372,517          186,183
                                                         ----------      -----------

           Total stockholders' equity                     4,103,151        1,912,844
                                                         ----------      -----------

           Total liabilities and stockholders' equity   $ 9,703,421      $ 7,497,068
                                                         ==========      ===========


</TABLE>

See accompanying notes to the consolidated financial statements.


                                       F-2

<PAGE>



                   CYCLE COUNTRY ACCESSORIES CORP. AND SUBSIDIARIES

                        Consolidated Statements of Income

                  For the years ended September 30, 2003 and 2002


<TABLE>
<CAPTION>

                                                     2003                  2002
                                                     ----                  ----
<S>                                               <C>                     <C>

Net sales                                         $13,737,342             $13,257,895
Freight income                                        154,651                 105,657
                                                  -----------             -----------

      Total revenue                                13,891,993              13,363,552

Cost of goods sold                                (10,638,526)             (9,867,995)
                                                  -----------             -----------

      Gross profit                                  3,253,467               3,495,557

 Selling, general and administrative expenses      (2,762,626)             (2,781,896)
                                                  -----------             -----------

      Income from operations                          490,841                 713,661

 Non-operating income (expense), net                 (168,708)               (227,417)
                                                  -----------             -----------

      Income before provision for income taxes        322,133                 486,244

Income tax expense                                    114,826                 177,403
                                                  -----------             -----------

      Net income                                  $   207,307             $   308,841

Dividends on preferred stock                           20,974                       -
                                                  -----------             -----------

      Net income available to common stockholders $   186,333                 308,841
                                                  ===========             ===========

Weighted average shares of common
  stock outstanding:

        Basic                                       3,951,290               3,757,261
        Diluted                                     4,460,196               3,757,261

Earnings per common share:

        Basic                                     $      0.05                    0.08
        Diluted                                   $      0.05                    0.08




See accompanying notes to the consolidated financial statements.

</TABLE>


                                       F-3

<PAGE>

                  CYCLE COUNTRY ACCESSORIES CORP. AND SUBSIDIARIES

                  Consolidated Statements of Stockholders' Equity

                     Years ended September 30,2003 and 2002

<TABLE>
<CAPTION>




                                                                         Additional
                                         Preferred       Common          paid-in         Retained
                                         Stock           Stock           capital         earnings         Total
                                         --------        --------      -----------     ----------       ---------
<S>                                     <C>              <C>           <C>             <C>              <C>


Balances at September 30, 2001               -               363          994,641         (122,658)        872,346

Net income                                   -               -                -            308,841         308,841

Issuance of common stock for repayment
  of due to related parties                  -                19          566,681            -             566,700

Issuance of common stock to employees
  for compensation                           -                12          136,445            -             136,457

Issuance of common stock for acquisition
  of net assets of Weekend Warrior           -                 1           28,499            -              28,500
                                       ---------         ----------     ---------       -----------    ------------

Balances at September 30, 2002               -               395        1,726,266          186,183       1,912,844

Net income                                   -                -              -             207,307         207,307

Issuance of preferred stock                  200              -         1,982,800            -           1,983,000

Issuance of common stock for payment
  of dividends on preferred stock            -                 1           20,973          (20,974)            -

Cancellation of common stock previously
  issued and outstanding                     -                (1)            -                   1             -
                                       ---------         ----------     ---------       -----------    ------------
Balances at September 30, 2003         $     200             395        3,730,039          372,517       4,103,151
                                       ==========        ==========     =========       ===========    ============


See accompanying notes to the consolidated financial statements.

</TABLE>

                                       F-4


<PAGE>

                 CYCLE COUNTRY ACCESSORIES CORP. AND SUBSIDIARIES

                      Consolidated Statements of Cash Flows

                 For the years ended September 30, 2003 and 2002

<TABLE>
<CAPTION>
                                                                          2003            2002
                                                                          ----            ----
<S>                                                                    <C>               <C>

Cash flows from operating activities:
        Net income                                                     $  207,307           308,841
        Adjustments to reconcile net income to net cash
	  provided by operating activities:
                Depreciation                                              307,484           281,753
                Non-cash fund management fee                               85,000                 -
                Deferred income taxes                                      48,773            30,897
                Amortization                                               20,813            11,762
                Gain on sale of equipment                                 (15,829)          (17,010)
                Inventory reserve                                         (10,000)           41,000
		(Increase) decrease in assets:
                        Accounts receivable - trade, net                    5,818           (28,389)
                        Inventories                                       (47,448)         (219,006)
                        Taxes receivable                                   95,117           (84,107)
                        Prepaid expenses and other                         (3,756)            1,461
                        Other assets                                       41,452               881
		Increase (decrease) in liabilities:
                        Accounts payable                                  (66,298)           49,773
                        Accrued expenses                                  (10,946)          253,105
                                                                        ---------          ---------

                            Net cash provided by operating activities     657,487           630,961

Cash flows from investing activities:
         Deposits into restricted cash account                         (1,901,898)                -
         Purchase of property, plant, and equipment                      (685,216)         (270,478)
         Payment of patent costs                                           (4,668)                -
         Acquisition of net assets - subsidiary                                 -           (12,065)
         Proceeds from sale of property, plant, and equipment              21,011            21,886
                                                                        ---------          ---------

                       Net cash used in investing activities           (2,570,771)         (260,657)



Cash flows from financing activities:
        Proceeds from issuance of preferred stock                       1,898,000                 -
        Payments on bank note payable                                    (706,776)         (837,231)
        Net borrowings from bank line of credit                           755,439           400,000
        Payment of loan costs                                             (25,000)                -
                                                                       -----------      ------------

                 Net cash provided by (used in) financing activities    1,921,673          (437,231)
                                                                       -----------      ------------
                 Net increase (decrease) in cash and cash equivalents       8,389           (66,927)

Cash and cash equivalents - beginning of year                             207,162           274,089
                                                                       -----------      ------------

Cash and cash equivalents - end of year                                $  215,551           207,162
                                                                       ===========      ============


See the accompanying notes to the consolidated financial statements.


</TABLE>

                                       F-5

<PAGE>


                 CYCLE COUNTRY ACCESSORIES CORP. AND SUBSIDIARIES

                      Consolidated Statements of Cash Flows, Continued

                      For the years ended September 30, 2003 and 2002

<TABLE>
<CAPTION>

                                                                      2003             2002
                                                                     -------          -------

<S>                                                                <C>               <C>
Supplemental disclosures of cash flow information:

	Cash paid during the year for:
                Interest, net of amounts capitalized                $  193,572         256,419
                                                                    ===========      ==========

                Income taxes                                        $    1,900         331,130
                                                                    ===========      ==========

Supplemental schedule of non-cash financing and investing
	activities:

	Non-cash transaction incurred during the year for:

            Conversion of bank line of credit to bank notes
              payable                                               $  735,439               -
                                                                    ===========      ==========
            Issuance of common stock for payment of dividends
              on preferred stock                                    $   20,974               -
                                                                    ===========      ==========
            Issuance of common stock for repayment of due to
              related parties                                       $        -         566,700
                                                                    ===========      ==========
            Acquisition of net assets - subsidiary with funds
              advanced by related parties                           $        -         516,700
                                                                    ===========      ==========
            Issuance of common stock for payment of
              employee compensation                                 $        -         106,457
                                                                    ===========      ==========

            Increase in prepaid expenses advanced by related party  $        -          50,000
                                                                    ===========      ==========
            Issuance of common stock for payment of accrued officer
              bonus                                                 $        -          30,000
                                                                    ===========      ==========
            Issuance of common stock for acquisition of net assets
              of Weekend Warrior                                    $        -          28,500
                                                                    ===========      ==========


See accompanying notes to the consolidated financial statements.

</TABLE>

                                       F-6

<PAGE>


               CYCLE COUNTRY ACCESSORIES CORP. AND SUBSIDIARIES

                  Notes to Consolidated Financial Statements

                         September 30, 2003 and 2002



(1)	Summary of Significant Accounting Policies

(a)	Reporting Entity and Principles of Consolidation

	The consolidated financial statements include the accounts of
Cycle Country Accessories Corp. (a Nevada corporation) ("Cycle
Country (Nevada)") and its wholly-owned subsidiaries, Cycle
Country Accessories Corp. (an Iowa corporation) ("Cycle Country
(Iowa)"), Perf-Form, Inc. (an Iowa corporation) ("Perf-Form"),
and Cycle Country Accessories Subsidiary Corp. (a Nevada
corporation) ("Cycle Country Sub. Corp.") (collectively, the
"Company").  All significant intercompany accounts and
transactions have been eliminated in consolidation.

(b)	Nature of Business

	The Company is primarily engaged in the design, assembly, sale
and distribution of accessories for all terrain vehicles ("ATVs")
to various distributors, dealers and wholesalers throughout the
United States of America, Canada, Mexico, South America, Europe,
and the Pacific area.  Additionally, the Company manufactures,
sells, and distributes injection-molded plastic wheel covers for
vehicles such as golf carts, lawn mowers, and light-duty
trailers.  The Company's headquarters and assembly plant are
located in Milford, Iowa.  The Company had a second assembly
plant located in Big Lake, Minnesota until February 2003, at
which time the operations were relocated to the assembly plant in
Milford, Iowa.

(c)	Revenue Recognition

	The Company ships products to its customers predominantly by its
internal fleet and to a lesser extent by third party carriers.
The Company recognizes revenues from product sales when title to
the products is passed to the distributors, dealers, wholesalers,
or other customers and risk of loss transfers to an unrelated
third party, which occurs at the point of destination for
products shipped by the Company's internal fleet and at the point
of shipping for products shipped by third party carriers.

Certain costs associated with the shipping and handling of
products to customers are billed to the customer and included as
freight income in the accompanying consolidated statements of
income.  Royalty income earned in connection with the rights to
sell a product developed by the Company is recognized as earned
and included in non-operating income in the accompanying
consolidated statements of income.  Sales were recorded net of
sales discounts and allowances of approximately $476,000 and
$441,000 in fiscal 2003 and 2002, respectively.

                                       F-7

<PAGE>
               CYCLE COUNTRY ACCESSORIES CORP. AND SUBSIDIARIES

                  Notes to Consolidated Financial Statements






(1)	Summary of Significant Accounting Policies, Continued

(d)	Cost of Goods Sold

	The components of cost of goods sold in the accompanying
consolidated statements of income include all direct materials
and direct labor associated with the assembly and/or
manufacturing of the Company's products.  In addition, an
allocation of factory overhead costs is included in cost of
goods sold.

(e)	Allowances

	The Company provides appropriate provisions for uncollectible
accounts and credit for returns based upon numerous factors,
including past transaction history with customers, their credit
worthiness, and other information.  Initially, the Company
estimates a provision for uncollectible accounts as a percentage
of net sales based on historical bad debt experience and on a
quarterly basis, the Company writes-off uncollectible
receivables.  This estimate is periodically adjusted when the
Company becomes aware of a specific customer's inability to meet
its financial obligations (e.g. bankruptcy filing) or as a
result of changes in the overall aging of accounts receivable.
While the Company has a large customer base that is
geographically dispersed, a slowdown in markets in which the
Company operates may result in higher than expected
uncollectible accounts, and therefore, the need to revise
estimates for bad debts.  To the extent historical experience is
not indicative of future performance or other assumptions used
by management do not prevail, the provision for uncollectible
accounts could differ significantly, resulting in either higher
or lower future provisions for uncollectible accounts.  In the
opinion of management of the Company, no provision is deemed
necessary for credit for returns at September 30, 2003 or 2002.
The provision for uncollectible accounts of $10,000 at September
30, 2003 and 2002 reflects management's best estimate of future
uncollectible accounts.

(f)	Use of Estimates

	The preparation of financial statements in conformity with
accounting principles generally accepted in the United States of
America requires management to make estimates and assumptions
that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of
the financial statements and the reported amounts of revenues
and expenses during the reporting period.  Actual results could
differ from those estimates.

                                       F-8


<PAGE>

               CYCLE COUNTRY ACCESSORIES CORP. AND SUBSIDIARIES

                  Notes to Consolidated Financial Statements






(1)	Summary of Significant Accounting Policies, Continued

(g)	Cash and Cash Equivalents

	The Company considers cash on hand, deposits in banks, and
short-term investments with an original maturity of three months
or less when purchased to be cash and cash equivalents.

(h)	Restricted Cash

	The Company has approximately $1,902,000 in restricted cash and
it serves as collateral for the preferred stock issued by the
Company during fiscal 2003 (see Note 12(b)).  The restricted
cash can be used for general corporate purposes (in the ordinary
course of business and consistent with past practices) as
approved by the holders of the preferred stock.

(i)	Inventories

	Inventories are carried at the lower of cost or market.  The
cost is determined using the first-in, first-out method.  The
Company evaluates its inventory value at the end of each quarter
to ensure that it is carried at the lower of cost or market.
This evaluation includes an analysis of its physical inventory
results, a review of potential obsolete and slow-moving stock
based on historical product sales and forecasted sales, and an
overall consolidated analysis of potential excess inventory.  To
the extent historical physical inventory results are not
indicative of future results and if future events impact, either
favorably or unfavorably, the salability of the Company's
products or its relationship with certain key vendors, the
Company's inventory reserves could differ significantly,
resulting in either higher or lower future inventory provisions.

During the fourth quarter of fiscal 2003, the Company determined
that one of its sub-assembly components had incurred a permanent
decline in market value.  As a result, the Company wrote-off
approximately $84,500 to reflect this decline in market value.

(j)	Property, Plant, and Equipment

	Property, plant, and equipment are carried at cost less
accumulated depreciation.  Depreciation is provided over the
estimated useful lives of the assets by using the straight-line
and accelerated methods.  Interest costs on borrowings used in
connection with the construction of major facilities are
capitalized.  The capitalized interest is recorded as part of
the asset to which it relates and is depreciated over the
asset's estimated useful life.

                                       F-9

<PAGE>

               CYCLE COUNTRY ACCESSORIES CORP. AND SUBSIDIARIES

                  Notes to Consolidated Financial Statements


(1)	Summary of Significant Accounting Policies, Continued

(j)	Property, Plant, and Equipment, Continued

Routine maintenance and repairs are charged to expense as
incurred.  Major replacements and improvements are capitalized.
When assets are sold or retired, the related cost and
accumulated depreciation are removed from the accounts and gains
or losses from dispositions are credited or charged to income.

(k)	Goodwill and Other Intangible Assets

	Goodwill represents the excess of the purchase price over the
fair value of assets acquired.  Goodwill arising from the
Company's March 11, 2002 acquisition (see Note 3) is not being
amortized in accordance with Statement of Financial Accounting
Standards ("SFAS") No. 142, "Goodwill and Other Intangible
Assets."  SFAS No. 142 requires the use of a nonamortization
approach to account for purchased goodwill and certain
intangibles.  Under a nonamortization approach, goodwill and
certain intangibles would not be amortized into results of
operations, but instead would be reviewed for impairment at
least annually and written down and charged to results of
operations in the periods in which the recorded value of
goodwill and certain intangibles are determined to be greater
than their fair value.

	Other intangible assets are stated at cost and consist of
trademarks, covenant not-to-compete agreements, and patents.
The trademarks arising from the Company's March 11, 2002 and
June 13, 2002 acquisitions (see Note 3) have been deemed to have
an indefinite life and as such will not be amortized.  The
covenant not-to-compete agreements are being amortized over
their estimated useful lives (5 years for both) and the patents
are being amortized over their remaining useful lives of 11
years and 12 years, respectively, at the date of acquisition.

(l)	Impairment of Long-Lived Assets and Long-Lived Assets to Be Disposed Of

	The Company's long-lived assets, including property, plant, and
equipment, are reviewed for possible impairment whenever events
or changes in circumstances indicate that the carrying amount of
an asset may not be recoverable.  Recoverability of assets to be
held and used is measured by a comparison of the carrying amount
of an asset to future net cash flows (undiscounted and without
interest charges) expected to be generated by the asset.  If
these projected cash flows are less than the carrying amount, an
impairment loss is recognized based on the fair value of the
asset less any costs of disposition.  Assets to be disposed of
are reported at the lower of the carrying amount or fair value
less costs to sell.


                                       F-10


<PAGE>

               CYCLE COUNTRY ACCESSORIES CORP. AND SUBSIDIARIES

                  Notes to Consolidated Financial Statements



(1)	Summary of Significant Accounting Policies, Continued

(m)	Investment in Golden Rule (Bermuda) Ltd.

	The investment in Golden Rule (Bermuda) Ltd. stock is recorded
at cost due to less than 20% ownership.

(n)	Warranty Costs

	Estimated future costs related to product warranties are accrued
as products are sold based on prior experience and known current
events and are included in accrued expenses in the accompanying
consolidated balance sheets.  Accrued warranty costs have
historically been sufficient to cover actual costs incurred.

(o)	Income Taxes

	The Company accounts for income taxes utilizing the asset and
liability method.  This approach requires the recognition of
deferred tax assets and liabilities for the expected future tax
consequences attributable to temporary differences between the
financial statement carrying amounts of existing assets and
liabilities and their respective tax bases and operating loss
and tax credit carryforwards.  Deferred tax assets and
liabilities are measured using enacted tax rates expected to
apply to taxable income in the years in which those temporary
differences are expected to be recovered or settled.  The effect
on deferred tax assets and liabilities of a change in tax rates
is recognized in income in the period that includes the enacted
date.

(p)	Distributor Rebate Payable

	The Company offers an annual rebate program (the "Program") for
its ATV accessory distributors.  The Program provides for a 7%
rebate on purchases of certain eligible products during the
Program period if certain pre-determined cumulative purchase
levels are obtained.  The Program rebate is provided to the
applicable distributors as a credit against future purchases of
the Company's products.  The Program rebate liability is
calculated and recognized as eligible products are sold based
upon factors surrounding the activity and prior experience of
specific distributors and is included in accrued expenses in the
accompanying consolidated balance sheets.  The distributor
rebate expense totaled approximately $490,000 and $408,000 in
fiscal 2003 and 2002, respectively and is recorded as a
reduction of sales in the accompanying consolidated financial
statements.


                                       F-11

<PAGE>

               CYCLE COUNTRY ACCESSORIES CORP. AND SUBSIDIARIES

                  Notes to Consolidated Financial Statements




(1)	Summary of Significant Accounting Policies, Continued

(q)	Earnings Per Share

        Basic earnings per share ("EPS") is calculated by dividing net
income available to common stockholders by the weighted-average
number of common shares outstanding during the reporting period.
Diluted EPS is computed in a manner consistent with that of
basic EPS while giving effect to the potential dilution that
could occur if warrants to issue common stock were exercised and
the preferred stock was converted.  Preferred stock dividends
are added back to income since these would not be paid if the
preferred stock was converted to common stock.

(r)	Advertising

	Advertising consists primarily of television, videos, newspaper
and magazine advertisements, product brochures and catalogs, and
trade shows.  All costs are expensed as incurred or when first
utilized.  Advertising expense totaled approximately $430,000
and $438,000 in fiscal 2003 and 2002, respectively, and is
included in selling, general, and administrative expenses in the
accompanying consolidated statements of income.

(s)	Research and Development Costs

	Research and development costs are expensed as incurred.
Research and development costs incurred during fiscal 2003 and
2002 totaled approximately $128,000 and $178,000, respectively,
and are included in selling, general, and administrative
expenses in the accompanying consolidated statements of income.

(t)	Shipping and Handling Costs

        Shipping and handling costs represent costs associated with
shipping products to customers and handling finished goods.
Shipping and handling costs incurred totaled approximately
$244,000 and $202,000 in fiscal 2003 and 2002, respectively, and
are included in selling, general, and administrative expenses in
the accompanying consolidated statements of income.

(u)	Concentration of Credit Risk

	Financial instruments which potentially subject the Company to
concentrations of credit risk consist principally of cash and
trade accounts receivable.  The Company places its cash with
high credit quality financial institutions.  At various times
throughout fiscal 2003 and 2002 and at September 30, 2003 and
2002, cash balances held at a financial institution were in
excess of federally insured limits.


                                       F-12

<PAGE>

               CYCLE COUNTRY ACCESSORIES CORP. AND SUBSIDIARIES

                  Notes to Consolidated Financial Statements


(1)	Summary of Significant Accounting Policies, Continued

(u)	Concentration of Credit Risk, Continued

        The majority of the Company's sales are credit sales which are
made primarily to customers whose ability to pay is dependent
upon the industry economics prevailing in the areas where they
operate; however, concentrations of credit risk with respect to
trade accounts receivables is limited due to generally short
payment terms.  The Company also performs ongoing credit
evaluations of its customers to help further reduce credit risk.

(v)	Seasonality and Weather

	The ATV accessories market is seasonal as retail sales of
snowplow equipment are generally higher in the fall and winter,
and sales of farm and garden equipment are generally higher in
the spring and summer.  Accordingly, demand for the Company's
snowplow equipment is generally higher in the late summer and
fall (the Company's fourth and first fiscal quarters) as
distributors and dealers build inventories in anticipation of
the winter season, and demand for the Company's farm and garden
and golf equipment is generally highest in the late winter and
spring (the Company's second and third fiscal quarters) as
distributors and dealers build inventories in anticipation of
the spring season.

	Demand for snowplow, farm and garden and golf equipment is
significantly affected by weather conditions.  Unusually cold
winters or hot summers increase demand for these aforementioned
products.  Mild winters and cool summers usually have the
opposite effect.

(w)	Fair Value of Financial Instruments

	The carrying values of cash and cash equivalents, accounts
receivable, taxes receivable, accounts payable and accrued
expenses approximates their fair values because of the short-
term nature of these instruments.  The fair value of the
Company's bank notes payable and line of credit are assumed to
approximate the recorded value because there have not been any
significant changes in specific circumstances since the notes
payable and line of credit were originally recorded.

                                       F-13


<PAGE>

               CYCLE COUNTRY ACCESSORIES CORP. AND SUBSIDIARIES

                  Notes to Consolidated Financial Statements


(1)	Summary of Significant Accounting Policies, Continued

(x)	Recent Accounting Pronouncements

	In May 2003, the FASB issued SFAS No. 150, Accounting for
Certain Financial Instruments with Characteristics of both
Liabilities and Equity.  This Statement establishes accounting
standards for the classification and measurement of certain
financial instruments with characteristics of both liabilities
and equity.  It requires certain financial instruments that were
previously classified as equity to be classified as assets or
liabilities.  SFAS No. 150 is effective for financial
instruments entered into or modified after May 31, 2003, and
otherwise is effective at the beginning of the first interim
period beginning after June 15, 2003.  Adoption of SFAS No. 150
did not have a material effect on the Company's consolidated
financial position or results of operation.


(2)	Organization, Merger, Acquisitions of Common Stock of Cycle Country
(Iowa) and Operating Facility and Initial Public Offering

Cycle Country (Iowa) was incorporated in the State of Iowa in 1983
and operated as a Subchapter S corporation until August 21, 2001.
Okoboji Industries Corp. ("Okoboji Industries"), an entity owned and
managed by the same individuals as Cycle Country (Iowa) (i.e. under
common control), was incorporated in the State of Iowa in 1987 and
operated as a Subchapter S corporation until August 14, 2001.

On August 14, 2001, Cycle Country (Iowa) and Okoboji Industries
merged.  Okoboji Industries manufactured the plastic wheel covers
for what is considered the Company's Plastic Wheel Cover segment
(see Note 17).  Since both Cycle Country (Iowa) and Okoboji
Industries were entities under common control, this transaction has
been accounted for in a manner similar to a pooling of interests.

Cycle Country (Nevada) was incorporated in the State of Nevada on
August 15, 2001 as a C corporation.  On August 21, 2001, Cycle
Country (Nevada) acquired all of the outstanding common stock of
Cycle Country (Iowa) for $4,500,000 in cash and 1,375,000 shares of
common stock of Cycle Country (Nevada).  Since both Cycle Country
(Nevada) and Cycle Country (Iowa) were under common control by
virtue of majority ownership and common management by the same three
individuals, this transaction has been accounted for in a manner
similar to a pooling of interests.  Prior to August 21, 2001, Cycle
Country (Nevada) did not engage in any activities other than those
incidental to its formation, acquiring debt financing and the
pending acquisition of all of the outstanding common stock of Cycle
Country (Iowa).

                                       F-14

<PAGE>

               CYCLE COUNTRY ACCESSORIES CORP. AND SUBSIDIARIES

                  Notes to Consolidated Financial Statements


(2)	Organization, Merger, Acquisitions of Common Stock of Cycle Country
(Iowa) and Operating Facility and Initial Public Offering, Continued

Also on August 21, 2001, the Company acquired its operating
facility, which consisted of land and building with an appraised
value of $1,500,000, from certain stockholders.  The operating
facility was previously leased from those stockholders.  The
consideration given was comprised of $300,000 in cash and 390,000
shares of common stock of Cycle Country (Nevada).  The land and
building were recorded at their fair value of $1,500,000 which
included leasehold improvements with a net book value of
approximately $205,000 which were previously purchased and
capitalized by Cycle Country (Iowa).

As a result of the transactions described above, Cycle Country
(Nevada) is the Successor Company to the business activities of
Cycle Country (Iowa) and Okoboji Industries and, effective August
21, 2001, the S corporation tax status of Cycle Country (Iowa) was
terminated.

On August 29, 2001, the Company filed a Registration Statement on
Form SB-2 with the Securities and Exchange Commission ("SEC") to
register a total of 5,625,000 shares of common stock, 2,000,000
shares of which relate to warrants (see Note 12(a)).  The
Registration Statement on Form SB-2 (Amendment No. 3) was declared
effective by the SEC on November 28, 2001, File No. 333-68570.


(3)	Acquisition of Assets

On March 11, 2002, the Company entered into an asset purchase
agreement to purchase certain assets from Perf-form Products, Inc.
("Perf-form Products") for approximately $462,100 in cash and 22,500
shares of the Company's common stock for a total purchase price of
approximately $528,800.  One of the Company's stockholders paid
$450,000 of the cash consideration and another stockholder provided
the 22,500 shares of the Company's common stock used in the
acquisition.  Both of these stockholders were subsequently
reimbursed with shares of the Company's common stock.  The shares of
the Company's common stock issued both to effect the acquisition and
reimburse the stockholders were valued at the market price on the
date of acquisition.  Perf-form Products manufactured, sold, and
distributed premium oil filters and related products for the
motorcycle and ATV industries.  As a result of the acquisition, the
Company expects to be able to provide Perf-form Products a much
larger distribution channel through it's existing distributor
network in the United States and abroad; thereby, allowing Perf-form
Products to accelerate its sales growth.

                                       F-15

<PAGE>

               CYCLE COUNTRY ACCESSORIES CORP. AND SUBSIDIARIES

                  Notes to Consolidated Financial Statements



(3)	Acquisition of Assets, Continued

The acquisition was accounted for under the purchase method of
accounting; accordingly, the purchase price has been allocated to
reflect the fair value of assets acquired at the date of
acquisition.  The acquisition resulted in goodwill of $41,700;
however, this goodwill recorded will not be amortized as a result of
the adoption of SFAS No. 142.

The following table summarizes the estimated fair values of the
assets acquired at the date of acquisition at March 11, 2002:

Inventory                                $       147,065
Property and equipment                           120,000
Trademark                                        100,000
Covenant not-to-compete agreement                 70,000
Patent                                            50,000
                                         ----------------
        Total assets acquired            $       487,065
                                         ================

The results of operations of the acquired business have been
included in the accompanying consolidated financial statements from
the date of acquisition.

On June 13, 2002, the Company entered into an asset purchase
agreement to purchase certain assets from Weekend Warrior, Inc.
("Weekend Warrior") for 10,000 shares of the Company's common stock
for a total purchase price of approximately $28,500.  The shares of
the Company's common stock were valued at the market price on the
date of acquisition.  Weekend Warrior manufactured, sold, and
distributed a full line of heavy-duty agricultural equipment for the
Lawn and Garden and ATV industries; however, Weekend Warrior was
inactive for approximately two years preceding the acquisition.  As
a result of the acquisition, the Company expects to be able to
accelerate it's new product introductions for the Lawn & Garden
industry.

The acquisition was accounted for under the purchase method of
accounting; accordingly, the purchase price has been allocated to
reflect the fair value of assets acquired at the date of
acquisition.

The following table summarizes the estimated fair values of the
assets acquired at the date of acquisition at June 13, 2002:

Trademark                                   $         9,000
Covenant not-to-compete agreement                     8,000
Patent                                                8,000
Inventory                                             3,500
                                            ----------------
        Total assets acquired               $        28,500
                                            ================


                                       F-16

<PAGE>

               CYCLE COUNTRY ACCESSORIES CORP. AND SUBSIDIARIES

                  Notes to Consolidated Financial Statements


(3)	Acquisition of Assets, Continued

The results of operations of the acquired business have been
included in the accompanying consolidated financial statements from
the date of acquisition.

	Assuming the fiscal 2002 acquisitions of Perf-form Products and
Weekend Warrior had occurred on October 1, 2000, the consolidated
results of operations on a pro forma basis for fiscal 2002 would
have been approximately as follows:

Revenue                      $    13,588,000
Net income                           344,000
Earnings per share - basic              0.09
Earnings per share - diluted            0.09


(4)	Inventories

	The components of inventories at September 30 are summarized as
follows:

                                2003             2002
                           --------------    ------------
Raw materials               $  1,596,414       1,362,821
Work in progress                 133,513         151,508
Finished goods                 1,294,806       1,452,956
                           --------------    ------------
  Total inventories         $  3,024,733       2,967,285
                           ==============    ============

(5)	Prepaid Expenses and Other

	Prepaid expenses and other at September 30 consisted of the
following:

                                         2003             2002
                                    --------------    ------------
Prepaid insurance                    $   65,405           40,045
Prepaid promotion                           -             15,000
Prepaid royalty                             700            2,000
Prepaid rent                                -              5,304
                                    --------------    ------------
  Total prepaid expenses and other   $   66,105           62,349
                                    ==============    ============


                                       F-17

<PAGE>

               CYCLE COUNTRY ACCESSORIES CORP. AND SUBSIDIARIES

                  Notes to Consolidated Financial Statements


(6)	Acquired Intangible Assets

Acquired intangible assets consist of the following:

<TABLE>
<CAPTION>

                                                As of September 30, 2003
                                                ------------------------

                                        Weighted-
                                         average
                                       amortization     Gross Carrying     Accumulated
                                         period             Amount         Amortization
                                     --------------     ------------       ------------

<S>                                   <C>                <C>               <C>
Amortized intangible assets:
  Covenant not-to-compete agreements         5            $  78,000          24,433
  Patents                                 11.1               62,668           8,142
                                                          -----------       ----------
                                                            140,668          32,575
                                                          -----------       ----------

Unamortized intangible assets:
  Trademarks                                                109,000
                                                          -----------
    Total acquired intangible assets                      $ 249,668
                                                          ===========


</TABLE>

<TABLE>
<CAPTION>

                                                As of September 30, 2002
                                                ------------------------

                                        Weighted-
                                         average
                                       amortization     Gross Carrying     Accumulated
                                         period             Amount         Amortization
                                     --------------     ------------       ------------

<S>                                   <C>                <C>               <C>
Amortized intangible assets:
  Covenant not-to-compete agreements         5            $  78,000           8,833
  Patents                                 11.1               58,000           2,929
                                                          -----------       ----------
                                                            136,000          11,762
                                                          -----------       ----------

Unamortized intangible assets:
  Trademarks                                                109,000
                                                          -----------
    Total acquired intangible assets                      $ 245,000
                                                          ===========


</TABLE>

Amortization expense totaled $20,813 and $11,762 during fiscal 2003 and
2002, respectively.


                                       F-18

<PAGE>
               CYCLE COUNTRY ACCESSORIES CORP. AND SUBSIDIARIES

                  Notes to Consolidated Financial Statements



(6)	Acquired Intangible Assets, Continued

The estimated future amortization expense for each of the five
succeeding years is as follows:

Year ending September 30,
-------------------------

 2004                                         $	20,813
 2005                                           20,813
 2006                                           20,813
 2007                                   	11,979
 2008                                            5,213


(7)	Property, Plant, and Equipment

	Property, plant, and equipment, their estimated useful lives, and
related accumulated depreciation at September 30 are summarized as
follows:



                                Range
                               of lives
                                 in
                                years            2003             2002
                               --------       ----------      ----------

Land                             -            $  380,000         380,000
Building                       15-40           1,717,857       1,133,471
Plant equipment                  7             1,523,242       1,353,755
Tooling and dies                 7               670,507         662,969
Vehicles                        3-7              638,899         640,151
Office equipment                3-7              335,524         466,870
                                              ----------      ----------
                                               5,266,029       4,637,216
Less accumulated depreciation                 (2,335,151)     (2,200,060)
                                              ----------      ----------
                                               2,930,878       2,437,156
Construction-in-process                             -            121,172
                                              ----------      ----------
     Total property and equipment             $2,930,878       2,558,328
                                              ==========      ==========

Interest costs of approximately $23,000 were capitalized during the
year ended September 30, 2003.

                                       F-19

<PAGE>

               CYCLE COUNTRY ACCESSORIES CORP. AND SUBSIDIARIES

                  Notes to Consolidated Financial Statements


(8)	Other Assets

	The components of other assets at September 30 are summarized as
follows:
                                          2003           2002
                                       ----------    ------------
        Prepaid royalty - long-term    $  13,900     $    54,459
        Unamortized loan costs            24,107            -
        Investment in Golden Rule
          (Bermuda), Ltd.                 25,000          25,000
                                       ----------    ------------
           Total other assets          $  63,007     $    79,459
                                       ==========    ============




	During the fourth quarter of fiscal 2003, management of the Company
determined that the prepaid royalty was not fully recoverable due to
less than anticipated sales of a certain product.  As a result,
approximately $39,500 of the prepaid royalty's carrying value was
reduced and is included in royalty expense in the accompanying
consolidated statements of income.


(9)	Accrued Expenses

	The components of accrued expenses at September 30 are summarized as
follows:



                                            2003              2002
                                       --------------     -------------

Distributor rebate payable              $   215,145          193,765
Accrued salaries and related benefits       120,113          142,937
Accrued warranty expense                     39,000           54,156
Accrued real estate tax                      27,573           27,090
Accrued fund management fees                  5,834             -
Accrued interest expense                      2,200            2,863
                                       --------------     ------------
        Total accrued expenses          $   409,865          420,811


                                       F-20

<PAGE>

               CYCLE COUNTRY ACCESSORIES CORP. AND SUBSIDIARIES

                  Notes to Consolidated Financial Statements



(10)	Bank Notes Payable

On June 25, 2003, the Company and it's commercial lender amended the
original secured credit agreement dated August 21, 2001.  Under the
terms of the amended secured credit agreement, the Company entered
into a note payable for $1,500,000 ("Note One") and a second note
payable for $2,250,000 ("Note Two") with the commercial lender,
replacing the single, original note entered into under the original
secured credit agreement.  The Notes are collateralized by all of
the Company's assets, are payable in monthly installments from July
2003 until June 2018 for Note One and until June 2008 for Note Two,
which include principal and interest at prime + 0.25% (4.5% at
September 30, 2003) for Note One and principal and interest at prime
+ 0.625% (4.625% at September 30, 2003) for Note Two, with a final
payment upon maturity on June 25, 2018 for Note One and June 25,
2008 for Note Two.  The variable interest rate can never exceed 9.5%
or be lower than 4.5% for Note One and can never exceed 8.5% or be
lower than 4.5% for Note Two.  The monthly payment is $11,473 and
$42,324 for Note One and Note Two, respectively, and is applied to
interest first based on the interest rate in effect, with the
balance applied to principal.  The interest rate is adjusted daily.
Additionally, any proceeds from the sale of stock received from the
exercise of warrants shall be applied to any outstanding balance on
the Notes or the Line of Credit described below.  At September 30,
2003, $1,482,717 and $2,149,237 for Note One and Note Two,
respectively, were outstanding on the Notes.  At September 30, 2002,
$3,603,281 was outstanding on the Note entered into under the
original secured credit agreement.

Under the terms of the amended secured credit agreement noted above,
the Company has a Line of Credit for the lesser of $1,000,000 or 80%
of eligible accounts receivable and 35% of eligible inventory.  The
original secured credit agreement noted above had a line of credit
for the lesser of $500,000 or 80% of eligible accounts receivable
and 35% of eligible inventory.  In the fourth quarter of fiscal
2002, the Line of Credit under the original secured credit agreement
was increased to the lesser of $1,000,000 or 80% of eligible
accounts receivable and 35% of eligible inventory.  The Line of
Credit bears interest at prime plus 0.75% (4.75% at September 30,
2003) and is collateralized by all of the Company's assets.  The
variable interest rate can never exceed 7% or be lower than 4.75%.
The Line of Credit matures on December 31, 2004.  At September 30,
2003 and 2002, $420,000 and $400,000, respectively, was outstanding
on the Line of Credit.  As of September 30, 2003, $580,000 is
available on the Line of Credit.

                                       F-21

<PAGE>

               CYCLE COUNTRY ACCESSORIES CORP. AND SUBSIDIARIES

                  Notes to Consolidated Financial Statements


(10)	Bank Notes Payable, Continued

Future maturities of long-term debt are as follows:

Year ending September 30,
-------------------------

        2004                      $	484,845
        2005                            508,697
        2006                            533,723
        2007                            559,982
        2008                            459,876
        Thereafter                    1,084,831
                                  --------------
                                  $   3,631,954
                                  ==============
The secured credit agreement contains conditions and covenants that
prevent or restrict the Company from engaging in certain
transactions without the consent of the commercial lender and
require the Company to maintain certain financial ratios, including
term debt coverage and maximum leverage.  In addition, the Company
is required to maintain a minimum working capital and shall not
declare or pay any dividends or any other distributions except as
may be required by the preferred stock issued in June of 2003 (see
Note 12 (b)).  The Company was in noncompliance with the minimum
working capital requirement at December 31, 2002 and March 31, 2003,
as well as the term debt coverage ratio at March 31, 2003 and
September 30, 2003, and has requested and received waivers from the
commercial lender for the respective noncompliance in the first,
second and fourth quarters of fiscal 2003.


                                       F-22

<PAGE>

               CYCLE COUNTRY ACCESSORIES CORP. AND SUBSIDIARIES

                  Notes to Consolidated Financial Statements


(11)    Income Taxes

The provision for income taxes for the years ended September 30,
2003 and 2002 consists of the following:


                                              2003        2002

        Current tax provision
           Federal                        $   62,313      145,302
           State                               3,740        1,204
                                          ----------    ---------
                                              66,053      146,506
                                          ----------    ---------

        Deferred tax provision
           Federal                            46,011      29,861
           State                               2,762       1,036
                                          ----------    ---------
                                              48,773      30,897
                                          ----------    ---------
           Total income tax benefit       $  114,826     177,403
                                          ==========    =========




        Deferred tax assets and liabilities at September 30, are
        comprised of the following:


                                                   2003         2002
      Deferred tax assets:                      ----------    --------
         Inventory reserve                      $  26,843      30,376
         Accrued vacation                          19,676      19,128
         Accrued warranty                          13,775       4,218
         Accrued bonus                              5,318       3,875
         Allowance for uncollectable accounts       3,532       3,533
         Deferred profit                            2,951       4,218
                                                ----------    --------
           Total deferred assets                   72,095      76,251
                                                ----------    --------
      Deferred tax liability:
         Depreciation                             (96,405)    (51,788)
                                                ----------    ---------
           Net deferred tax asset (liability)   $ (24,310)     24,463
                                                ==========    =========

                                       F-23

<PAGE>

               CYCLE COUNTRY ACCESSORIES CORP. AND SUBSIDIARIES

                  Notes to Consolidated Financial Statements



(11)	Income Taxes, Continued

	These amounts are included in the accompanying consolidated balance
sheets at September 30 under the following captions:

                                                 2003         2002
                                             ------------   ----------
Current assets                               $    72,095       76,251
Non-current assets                               (96,405)     (51,788)
                                             ------------   ----------
   Net deferred tax asset (liability)        $   (24,310)      24,463
                                             ============   ==========


No valuation allowance has been provided for these deferred tax
assets at September 30, 2003 or 2002 as full realization of these
assets is more likely than not.

A reconciliation of the income tax provision (benefit) computed by
applying the federal statutory rate for the year ended September 30,
2003 and 2002 is as follows:


                                          2003                 2002

Federal statutory tax                   $  109,526   34.0%    165,323   34.0%
Change in effective tax rate                (5,792)  (1.8)      5,975    1.2
Non deductible expenses                      6,801    2.1       4,687    1.0
State and local income taxes, net of
    federal tax benefit                      4.291    1.3       1,418    0.3
                                        ----------   ----    ---------- -------
  Total income tax provision (benefit)  $  114,826   35.6     177,403   36.5
                                        ==========   ====    ========== =======




(12)	Stockholders' Equity

(a)	Common Stock

        The Company has 100,000,000 shares of $0.0001 par value common
stock authorized and 3,949,337 and 3,953,000 shares issued and
outstanding at September 30, 2003 and 2002, respectively.  Of
the 3,949,337 shares of common stock outstanding, 2,000,000 of
these shares of common stock have warrants attached which
entitles the holder to purchase one share of common stock per
warrant at $4.00 per share beginning March 28, 2002 and ending
August 21, 2004.  The Company has the right, under certain
circumstances, to redeem any unexercised warrants at $0.0001 per
share.

                                       F-24


<PAGE>

               CYCLE COUNTRY ACCESSORIES CORP. AND SUBSIDIARIES

                  Notes to Consolidated Financial Statements



(12)	Stockholders' Equity, Continued

(b)	Preferred Stock

        The Company has 20,000,000 shares of $0.0001 par value preferred
stock authorized and no shares issued and outstanding at
September 30, 2003 and 2002, respectively.  The Board of
Directors is authorized to adopt resolutions providing for the
issuance of preferred shares and the establishment of
preferences and rights pertaining to the shares being issued,
including dividend rates.

        In the event of any dissolution or liquidation of the Company,
whether voluntary or involuntary, the holders of shares of
preferred stock described above shall be paid the full amounts
of which they shall be entitled to receive before any holders of
common stock shall be entitled to receive, pro rata, any
remaining assets of the Company available for distribution to
its stockholders.

        On June 11, 2003, the Company entered into and closed upon a
financing agreement whereby the Company's newly authorized
preferred shares were issued in exchange for restricted cash.
The preferred shares are convertible into the Company's common
shares based on an annually set conversion price computed as the
average of the five lowest closing prices of the common stock
for the twenty-two trading days prior to each anniversary date.
The restricted cash investment will be made available to the
Company for use for general corporate purposes with the approval of the
preferred stockholder.  Upon an event of default,
the investment may be reclassified as a debt obligation of the
Company.  This new series of preferred shares requires dividends
computed on a simple interest per annum basis using the current
prime interest rate plus 0.5% (4.5% at September 30, 2003).
Such dividends are cumulative, and are payable in cash or the
Company's common stock at the holders option and are to be paid
prior to any dividends being paid or declared on the Company's
common stock.  The Company has 2,000,000 shares of $0.0001 par
value preferred stock authorized and 2,000,000 shares issued and
outstanding at September 30, 2003.

(c)	Registration Statement

        On July 3, 2002, the Company filed a Registration Statement on
Form SB-2 with the SEC to register a total of 500,000 shares of
common stock, 155,000 shares of which were offered by a selling
stockholder and 345,000 shares of which were offered by the
Company.  As of September 30, 2003, 304,913 of the 345,000
shares of common stock offered by the Company are not issued nor
outstanding.  The Registration Statement on Form SB-2 (Amendment
No. 1) was declared effective by the SEC on July 25, 2002, File
No. 333-92002.

                                       F-25

<PAGE>

               CYCLE COUNTRY ACCESSORIES CORP. AND SUBSIDIARIES

                  Notes to Consolidated Financial Statements


(13)	Earnings Per Share

	The following is a reconciliation of the numerators and denominators
of the basic and diluted EPS computations for the years ended
September 30, 2003 and 2002:

                                 For the year ended September 30, 2003
                                 -------------------------------------

                                Income            Shares        Per-share
                              (numerator)     (denominator)      amount
                              -----------     -------------     ---------

Basic EPS
Income available to common
  stockholders                $  186,333        3,951,290       $    0.05
                                                                =========
Effect of Dilutive Securities
  Convertible preferred stock     20,974          508,906
                              ----------        ---------

Diluted EPS
  Income available to common
   stockholders and assumed
   conversions                $  207,307        4,460,196       $    0.05
                              ==========        =========       =========




                                 For the year ended September 30, 2002
                                 -------------------------------------

                                Income            Shares        Per-share
                              (numerator)     (denominator)      amount
                              -----------     -------------     ---------

Basic EPS
Income available to common
  stockholders                $  308,841        3,757,261       $    0.08

Effect of Dilutive Securities
Warrants                          -                -                 -
                              ----------        ---------       ---------

Diluted EPS
Income available to common
  stockholders                $  308,841        3,757,261       $    0.08
                              ==========        =========       =========



                                       F-26

<PAGE>

               CYCLE COUNTRY ACCESSORIES CORP. AND SUBSIDIARIES

                  Notes to Consolidated Financial Statements


(14)	Non-Operating Income (Expense)

	Non-operating income (expense) for the years ended September 30,
2003 and 2002 consisted of the following:



                                           2003             2002
                                      -------------     -----------

Income:
  Gain on sale of equipment            $    15,829          17,010
  Truck lease                                 -              6,979
  Interest                                   6,296           5,884
  Royalties                                    220           1,560
  Other                                      1,855              20
                                       ------------     -----------
    Total income                            24,200          31,453
                                       ------------     -----------

Expense:
  Interest                                (192,908)       (255,663)
  Other                                       -             (3,207)
                                       ------------      ----------
    Total expense                         (192,908)       (258,870)
                                       ------------      ----------
    Total non-operating expense, net   $  (168,708)       (227,417)
                                       ============      ==========

(15)	Pension and Profit Sharing Plan

	The Company had a qualified defined contribution profit sharing plan
(the "Plan") covering all eligible employees with a specific period
of service which was terminated during fiscal 2003.  The
contributions were discretionary with the Board of Directors.  There
were no contributions to the Plan by the Company during the years
ended September 30, 2003 or 2002.

                                       F-27

<PAGE>


               CYCLE COUNTRY ACCESSORIES CORP. AND SUBSIDIARIES

                  Notes to Consolidated Financial Statements


(16)    Business Concentrations

	At September 30, 2003, customers with the two largest outstanding
accounts receivable balances totaled approximately $424,900 or 39%
of the gross accounts receivable.  At September 30, 2003, the
outstanding accounts receivable balances of customers that exceeded
10% of gross accounts receivable are as follows:


                                              Percent of gross
Customer         Accounts receivable          accounts receivable
---------        -------------------          -------------------
  A                $    247,300                     23%
  B                     177,600                     16%

	At September 30, 2002, customers with the two largest outstanding
accounts receivable balances totaled approximately $322,000 or 29%
of the gross accounts receivable.  At September 30, 2002, the
outstanding accounts receivable balances of customers that exceeded
10% of gross accounts receivable are as follows:

                                              Percent of gross
Customer         Accounts receivable          accounts receivable
---------        -------------------          -------------------
  A                $    173,400                     16%
  B                     148,500                     13%

        Sales to the Company's major customers, which exceeded 10% of net
sales, accounted for approximately 18.4% and 14.9% each of net sales
in fiscal 2003 and approximately 21.0% and 13.5% each of net sales
in fiscal 2002.

	The Company believes it has adequate sources for the supply of raw
materials and components for its production requirements.  The
Company's suppliers are located primarily in the state of Iowa.  The
Company has a policy of strengthening its supplier relationships by
concentrating its purchases for particular parts over a limited
number of suppliers in order to maintain quality and cost control
and to increase the suppliers' commitment to the Company.  The
Company relies upon, and expects to continue to rely upon, several
single source suppliers for critical components.  During fiscal 2003
and 2002, the Company purchased approximately $5,113,000 and
$4,691,000, respectively, of raw materials from one vendor, which
represented approximately 58% of materials used in products sold
during each year.


                                       F-28

<PAGE>

               CYCLE COUNTRY ACCESSORIES CORP. AND SUBSIDIARIES

                  Notes to Consolidated Financial Statements



(17)	Segment Information

	Segment information has been presented on a basis consistent with
how business activities are reported internally to management.
Management solely evaluates operating profit by segment by direct
costs of manufacturing its products without an allocation of
indirect costs.  In determining the total revenues by segment,
freight income and sales discounts and allowances are not allocated
to each of the segments for internal reporting purposes.  The
Company has three operating segments which assemble, manufacture,
and sell a variety of products:  ATV Accessories, Plastic Wheel
Covers, and Lawn and Garden.  ATV Accessories is engaged in the
design, assembly, and sale of ATV accessories such as snowplow
blades, lawnmowers, oil filters, spreaders, sprayers, tillage
equipment, winch mounts, and utility boxes.  Plastic Wheel Covers
manufactures and sells injection-molded plastic wheel covers for
vehicles such as golf carts and light-duty trailers.  Lawn and
Garden is engaged in the design, assembly, and sale of lawn and
garden accessories through our Weekend Warrior subsidiary.  These
lawn and garden accessories include lawnmowers, spreaders, sprayers,
and tillage equipment.  The significant accounting policies of the
operating segments are the same as those described in Note 1.  Sales
of snowplow blades comprised approximately 63% of ATV Accessories
revenues during each year.  Sales of snowplow blades comprised
approximately 55% of the Company's consolidated total revenues
during each year.

	The following is a summary of certain financial information related
to the two segments:

                                          2003               2002
                                   ----------------      -------------

Total revenues by segment
  ATV Accessories                    $  12,112,067         11,594,058
  Plastic Wheel Covers                   1,849,391          2,104,953
  Lawn and Garden                          251,576               -
                                   ----------------      -------------
       Total revenues by segment        14,213,034         13,699,011


Freight income                             154,651            105,657
Sales discounts and allowances            (475,692)          (441,116)
                                   ----------------       ------------
       Total combined revenue        $  13,891,993         13,363,552



                                       F-29

<PAGE>

               CYCLE COUNTRY ACCESSORIES CORP. AND SUBSIDIARIES

                  Notes to Consolidated Financial Statements


(17)	Segment Information, Continued


                                                2003               2002
                                          ---------------      ------------
Operating profit by segment
  ATV Accessories                         $    3,400,105         3,660,092
  Plastic Wheel Covers                         1,048,480         1,224,747
  Lawn and Garden                                 99,206              -
  Freight income                                 154,651           105,657
  Sales allowances                              (475,692)         (441,116)
  Factory overhead                              (973,283)       (1,053,823)
  Selling, general, and administrative        (2,762,626)       (2,781,896)
  Interest income (expense), net                (186,612)         (249,779)
  Other income (expense), net                     17,904            22,362
  Income tax (expense) benefit                  (114,826)         (177,403)
                                          ---------------      ------------
        Net income                        $      207,307           308,841
                                          ===============      ============

Identifiable assets
  ATV Accessories                         $    5,241,099         5,300,596
  Plastic Wheel Covers                           784,851           824,066
  Lawn and Garden                                153,166              -
                                          ---------------      ------------
        Total identifiable assets              6,179,116         6,124,662

Corporate and other assets                     3,524,305         1,372,406
                                          ---------------      ------------
        Total assets                      $    9,703,421         7,497,068
                                          ===============      ============
Depreciation by segment
  ATV Accessories                         $       96,675            93,766
  Plastic Wheel Covers                           100,029            94,822
  Lawn and Garden                                  1,807              -
  Corporate and other                            108,973            93,165
                                          ---------------      ------------
        Total depreciation                $      307,484           281,753
                                          ===============      ============
Capital expenditures by segment
  ATV Accessories                         $      293,944           156,156
  Plastic Wheel Covers                           141,025           124,835
  Lawn and Garden                                 11,688              -
  Corporate and other                            317,753           113,690
                                          ---------------      ------------
        Total capital expenditures        $      764,410           394,681
                                          ===============      ============

                                       F-30

<PAGE>

               CYCLE COUNTRY ACCESSORIES CORP. AND SUBSIDIARIES

                  Notes to Consolidated Financial Statements


(17)	Segment Information, Continued

	The following is a summary of the Company's revenue in different
geographic areas during the years ended September 30, 2003 and 2002:



                                      2003                2002
                                 ------------        ------------
United States                    $ 12,721,018          12,198,758
Other countries                     1,170,975           1,164,794
                                 ------------        ------------
        Total revenue            $ 13,891,993          13,363,552
                                 ============        ============

	As of September 30, 2003 and 2002, all of the Company's long-lived
assets are located in the United States of America.  During fiscal
2003 and 2002, ATV Accessories had sales to individual customers
which exceeded 10% of total revenues as described in Note 17.
Plastic Wheel Covers did not have sales to any individual customer
greater than 10% of total revenues during fiscal 2003 and 2002.


(18)	Commitments and Contingencies

(a)	Letters of Credit

	Letters of credit are purchase guarantees that ensure the
Company's payment to third parties in accordance with specified
terms and conditions which amounted to approximately $99,400 and
$179,800 as of September 30, 2003 and 2002, respectively.


                                       F-31

<PAGE>







                            Signatures
                            ----------

In accordance with Section 13 or 15(d) of the Exchange Act, the
registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized, on January 14, 2004.

                         CYCLE COUNTRY ACCESSORIES CORP.

                         By:  /s/ Ron Hickman
                            -----------------------
                                  Ron Hickman
                                  Principal Executive Officer,
                                  President and Director


    In accordance with the requirements of the Exchange Act, this
report has been signed by the following persons on behalf of the
registrant and in the capacities indicated on January 14, 2004.

By:  /s/ Ron Hickman         Principal Executive Officer, President and
   -----------------
        Ron Hickman          Director


By: /s/ David Davis          Principal Financial Officer and
   -----------------
        David Davis          Principal Accounting Officer

By: /s/ F.L. Miller          Director
   ----------------
	F.L. Miller

By: /s/ Jim Danbom           Director
   ---------------
	Jim Danbom

By: /s/ L.G. Hancher Jr.     Director
   --------------------
	L.G. Hancher Jr.

By: /s/ Rod Simonson         Director
   -----------------
        Rod Simonson


<PAGE>


                   SECTION 906 CERTIFICATIONS
                   --------------------------

Each of the undersigned hereby certifies in his capacity as an
officer of Cycle Country Accessories Corp. (the "Company") that
the Annual Report of the Company on Form 10-KSB for the period
ended September 30, 2003 fully complies with the requirements of
Section 13(a) of the Securities Exchange Act of 1934 and that
the information contained in such report fairly presents, in all
material respects, the financial condition and the results of
operations of the Company.


                             CYCLE COUNTRY ACCESSORIES CORP.




                             By: /s/ Ron Hickman
                                -------------------
                                     Ron Hickman
                                     President and Chief Executive Officer



                             By: /s/ David Davis
                               ------------------
                                     David Davis
                                     Chief Financial Officer


                                Date: January 14, 2004


<PAGE>