<PAGE>
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

(MARK ONE)
[X]         QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
            EXCHANGE ACT OF 1934

                   For the quarterly period ended May 31, 2005

                                       OR

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


                         Commission File Number 1-13419

                            Lindsay Manufacturing Co.
             (Exact name of registrant as specified in its charter)


                      DELAWARE                                   47-0554096
                      ---------                                  -----------
          (State or other jurisdiction of                     (I.R.S. Employer
           incorporation or organization)                    Identification No.)

2707 NORTH 108TH STREET, SUITE 102, OMAHA,  NEBRASKA                68164
----------------------------------------------------               -------
     (Address of principal executive offices)                     (Zip Code)

402-428-2131
------------
Registrant's telephone number, including area code



Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934
during the preceding 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 [ ]

Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act). Yes [X] No [ ]

As of July 7, 2005, 11,517,536 shares of the registrant's common stock were
outstanding.



<PAGE>
                   LINDSAY MANUFACTURING CO. AND SUBSIDIARIES
                                 INDEX FORM 10-Q

<TABLE>
<CAPTION>
                                                                                                 Page No.
                                                                                                 --------
<S>                                                                                              <C>
PART I - FINANCIAL INFORMATION

       ITEM 1 - CONSOLIDATED FINANCIAL STATEMENTS

           Consolidated Balance Sheets, May 31, 2005 and 2004
           and August 31, 2004                                                                       3

           Consolidated Statements of Operations for the three-months and nine-months ended
           May 31, 2005 and 2004                                                                     4

           Consolidated Statements of Cash Flows for the nine-months
           ended May 31, 2005 and 2004                                                               5

           Notes to Consolidated Financial Statements                                              6-14


       ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS
       OF OPERATIONS AND FINANCIAL CONDITION                                                       15-21

       ITEM 3 - QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT
       MARKET RISK                                                                                 21-22

       ITEM 4 - CONTROLS AND PROCEDURES                                                             22

PART II - OTHER INFORMATION

       ITEM 1 - LEGAL PROCEEDINGS                                                                   23

       ITEM 2 - UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS                         23

       ITEM 3 - DEFAULTS UPON SENIOR SECURITIES                                                     23

       ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS                                 23

       ITEM 5 - OTHER INFORMATION                                                                   23

       ITEM 6 - EXHIBITS                                                                           23-24

SIGNATURE                                                                                           25
</TABLE>



                                       2
<PAGE>

PART I - FINANCIAL INFORMATION

ITEM 1 -  CONSOLIDATED FINANCIAL STATEMENTS

                   LINDSAY MANUFACTURING CO. AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS
                    MAY 31, 2005 AND 2004 AND AUGUST 31, 2004


<TABLE>
<CAPTION>
                                                                         (UNAUDITED)       (UNAUDITED)
                                                                             MAY               MAY             AUGUST
($ IN THOUSANDS, EXCEPT PAR VALUES)                                         2005              2004              2004
-----------------------------------                                         -----             -----             ----
<S>                                                                       <C>               <C>               <C>
ASSETS
Current assets:
  Cash and cash equivalents ......................................        $  19,755         $  12,055         $   8,973
  Marketable securities ..........................................           11,759            12,692            14,802
  Receivables ....................................................           32,392            36,427            34,369
  Inventories ....................................................           22,684            22,700            19,780
  Deferred income taxes ..........................................            1,684             2,539             1,026
  Other current assets ...........................................            3,426             2,142             2,422
                                                                          ---------         ---------         ---------
  Total current assets ...........................................           91,700            88,555            81,372

Long-term marketable securities ..................................           22,154            32,462            32,527
Property, plant and equipment, net ...............................           16,732            14,992            16,355
Other noncurrent assets ..........................................            8,654             8,394             8,747
                                                                          ---------         ---------         ---------
Total assets .....................................................        $ 139,240         $ 144,403         $ 139,001
                                                                          =========         =========         =========

LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
  Accounts payable ...............................................        $  10,398         $   9,879         $   9,117
  Other current liabilities ......................................           14,234            20,261            15,359
                                                                          ---------         ---------         ---------
  Total current liabilities ......................................           24,632            30,140            24,476

Pension benefits liability .......................................            4,733             2,315             2,169
Other noncurrent liabilities .....................................              155               179               172
                                                                          ---------         ---------         ---------
Total liabilities ................................................           29,520            32,634            26,817
                                                                          ---------         ---------         ---------

Shareholders' equity:
  Preferred stock, ($1 par value, 2,000,000 shares
    authorized, no shares issued and outstanding) ................                -                 -                 -
  Common stock, ($1 par value, 25,000,000 shares authorized,
    17,565,184, 17,485,679 and 17,493,841 shares issued in
    May 2005 and 2004 and August 2004, respectively) .............           17,565            17,486            17,494
  Capital in excess of stated value ..............................            3,500             2,677             2,966
  Retained earnings ..............................................          183,834           181,511           181,209
  Less treasury stock (at cost, 6,048,448, 5,724,069 and 5,724,069
    shares, respectively) ........................................          (96,547)          (89,898)          (89,898)
  Accumulated other comprehensive income (loss), net .............            1,368                (7)              413
                                                                          ---------         ---------         ---------
Total shareholders' equity .......................................          109,720           111,769           112,184
                                                                          ---------         ---------         ---------
Total liabilities and shareholders' equity .......................        $ 139,240         $ 144,403         $ 139,001
                                                                          =========         =========         =========
</TABLE>


The accompanying notes are an integral part of the consolidated financial
statements.


                                       3
<PAGE>

                   LINDSAY MANUFACTURING CO. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS
        FOR THE THREE-MONTHS AND NINE-MONTHS ENDED MAY 31, 2005 AND 2004
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                        THREE MONTHS ENDED                NINE MONTHS ENDED
                                                    -------------------------         ------------------------
                                                       MAY              MAY              MAY             MAY
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)              2005             2004             2005            2004
----------------------------------------              ----             ----             ----            ----
<S>                                                 <C>              <C>              <C>             <C>
Operating revenues .........................        $ 55,985         $ 62,286         $137,239        $150,274
Cost of operating revenues .................          43,792           49,299          110,707         118,323
                                                    --------         --------         --------        --------
Gross profit ...............................          12,193           12,987           26,532          31,951
                                                    --------         --------         --------        --------

Operating expenses:
  Selling expense ..........................           2,692            2,830            8,438           8,588
  General and administrative expense .......           3,421            3,255           10,415           9,527
  Engineering and research expense .........             714              762            2,070           2,198
                                                    --------         --------         --------        --------
Total operating expenses ...................           6,827            6,847           20,923          20,313
                                                    --------         --------         --------        --------

Operating income ...........................           5,366            6,140            5,609          11,638

Interest income, net .......................             264              341              820           1,126
Other income, net ..........................            (137)             (53)             315             437
                                                    --------         --------         --------        --------

Earnings before income taxes ...............           5,493            6,428            6,744          13,201

Income tax provision .......................           1,723            2,083            2,199           4,260
                                                    --------         --------         --------        --------

Net earnings ...............................        $  3,770         $  4,345         $  4,545        $  8,941
                                                    ========         ========         ========        ========


Basic net earnings per share ...............        $   0.33         $   0.37         $   0.39        $   0.76
                                                    ========         ========         ========        ========

Diluted net earnings per share .............        $   0.32         $   0.36         $   0.38        $   0.75
                                                    ========         ========         ========        ========

Average shares outstanding .................          11,596           11,760           11,693          11,752
Diluted effect of stock options ............              83              187              155             207
                                                    --------         --------         --------        --------
Average shares outstanding assuming dilution          11,679           11,947           11,848          11,959
                                                    ========         ========         ========        ========

Cash dividends per share ...................        $  0.055         $  0.050         $  0.165        $  0.150
                                                    ========         ========         ========        ========
</TABLE>


The accompanying notes are an integral part of the consolidated financial
statements.



                                       4
<PAGE>

                   LINDSAY MANUFACTURING CO. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                 FOR THE NINE-MONTHS ENDED MAY 31, 2005 AND 2004
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                             MAY              MAY
($ IN THOUSANDS)                                                            2005             2004
----------------                                                            ----             ----
<S>                                                                       <C>              <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net earnings ..................................................        $  4,545         $  8,941
   Adjustments to reconcile net earnings to net cash used in
        operating activities:
      Depreciation and amortization ..............................           2,639            2,242
      Amortization of marketable securities premiums, net ........             176              109
      Loss (gain) on sale of property, plant and equipment .......              21              (30)
      Provision for uncollectible accounts receivable ............              72              178
      Equity in net (earnings) losses of equity method investments            (201)             235
      Deferred income taxes ......................................            (158)            (134)
      Other, net .................................................              28              (56)
   Changes in assets and liabilities:
      Receivables ................................................           2,664          (13,432)
      Inventories ................................................          (2,454)          (2,522)
      Other current assets .......................................            (438)          (1,335)
      Accounts payable ...........................................             803            1,694
      Other current liabilities ..................................          (2,931)           3,379
      Current taxes payable ......................................           1,370              661
      Other noncurrent assets and liabilities ....................           2,640             (630)
                                                                          --------         --------
   Net cash provided by (used in) operating activities ...........           8,776             (700)
                                                                          --------         --------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Purchases of property, plant and equipment ....................          (2,903)          (3,308)
   Proceeds from sale of property, plant and equipment ...........              24               90
   Purchases of marketable securities held-to-maturity ...........               -           (2,982)
   Proceeds from maturities or sales of marketable securities
held-to-maturity .................................................               -            6,676
   Purchases of marketable securities available-for-sale .........          (1,841)          (7,371)
   Proceeds from maturities or sales of marketable securities
available-for-sale ...............................................          14,500            5,861
                                                                          --------         --------
   Net cash provided by (used in) investing activities ...........           9,780           (1,034)
                                                                          --------         --------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Proceeds from issuance of common stock under stock option plan              561              225
   Repurchases of common shares ..................................          (6,649)               -
   Dividends paid ................................................          (1,920)          (1,763)
                                                                          --------         --------
   Net cash used in financing activities .........................          (8,008)          (1,538)
                                                                          --------         --------

   Effect of exchange rate changes on cash .......................             234              (41)
                                                                          --------         --------
   Net increase (decrease) in cash and cash equivalents ..........          10,782           (3,313)
   Cash and cash equivalents, beginning of period ................           8,973           15,368
                                                                          --------         --------
   Cash and cash equivalents, end of period ......................        $ 19,755         $ 12,055
                                                                          ========         ========
</TABLE>


The accompanying notes are an integral part of the consolidated financial
statements.


                                       5
<PAGE>

                   LINDSAY MANUFACTURING CO. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

(1) CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

The consolidated financial statements are presented in accordance with the
requirements of Form 10-Q and do not include all of the disclosures normally
required by accounting principles generally accepted in the United States of
America for financial statements contained in Lindsay Manufacturing Co.'s (the
"Company") annual Form 10-K filing. Accordingly, these condensed consolidated
financial statements should be read in conjunction with the consolidated
financial statements and notes thereto included in the Company's most recent
Form 10-K for the fiscal year ended August 31, 2004.

         In the opinion of management, the consolidated financial statements of
the Company reflect all adjustments of a normal recurring nature necessary to
present a fair statement of the financial position and the results of operations
and cash flows for the respective interim periods. The results for interim
periods are not necessarily indicative of trends or results expected by the
Company for a full year.

         Notes to the consolidated financial statements describe various
elements of the financial statements and the accounting policies, estimates, and
assumptions applied by management. While actual results could differ from those
estimated by management in the preparation of the consolidated financial
statements, management believes that the accounting policies, assumptions, and
estimates applied promote the representational faithfulness, verifiability,
neutrality, and transparency of the accounting information included in the
consolidated financial statements.

(2) STOCK BASED COMPENSATION

The Company maintains a stock option plan and accounts for this plan under the
recognition and measurement principles of APB Opinion No. 25, "Accounting for
Stock Issued to Employees". Net earnings does not reflect stock-based employee
compensation cost as all options granted under this plan had an exercise price
equal to the market value of the underlying common stock on the date of grant.
The following table illustrates the effect on net income and earnings per share
if the Company had applied the fair value recognition provisions of SFAS No.
123, "Accounting for Stock-Based Compensation", to stock-based employee
compensation.

<TABLE>
<CAPTION>
                                                                   FOR THE THREE-MONTHS ENDED       FOR THE NINE-MONTHS ENDED
                                                                     MAY               MAY              MAY              MAY
$ IN THOUSANDS                                                       2005             2004             2005             2004
--------------                                                       ----             ----             ----             -----
<S>                                                                <C>              <C>              <C>              <C>
Net earnings, as reported .................................        $   3,770        $   4,345        $   4,545        $   8,941

Deduct: total stock-based employee compensation expense
   determined under fair value based method for all awards,
   net of related tax effects .............................              240              323              962              934
                                                                   ---------        ---------        ---------        ---------
Proforma net earnings .....................................        $   3,530        $   4,022        $   3,583        $   8,007
                                                                   =========        =========        =========        =========

Earnings per share:
      Basic-as reported ...................................        $    0.33        $    0.37        $    0.39        $    0.76
      Basic-pro forma .....................................        $    0.30        $    0.34        $    0.31        $    0.68

      Diluted-as reported .................................        $    0.32        $    0.36        $    0.38        $    0.75
      Diluted-pro forma ...................................        $    0.30        $    0.34        $    0.30        $    0.67
</TABLE>


         SFAS No. 123R, (revised December 2004), "Share-Based Payment" sets
accounting requirements for "share-based" compensation to employees, including
employee-stock-purchase-plans (ESPPs) and provides guidance on accounting for
awards to non-employees. This Statement will require the Company to recognize in
the income statement the grant-date fair value of stock options and other
equity-based compensation issued to employees, but expresses no preference for a
type of valuation model. For public entities, this Statement is effective for
the first interim or annual reporting period beginning after June 15, 2005. The
Company has historically provided proforma disclosures pursuant to SFAS No. 123
and SFAS No. 148 as if the fair value method of accounting for stock options had
been applied, assuming use of the Black-Scholes option-pricing model and that
all option


                                       6
<PAGE>

grants were recorded at fair value. Although not currently anticipated, other
assumptions may be utilized when SFAS No. 123R is adopted. In addition, the
Company will also take into consideration the recently issued Staff Accounting
Bulletin No. 107. The Company will adopt SFAS No. 123R "Share Based-Payment"
during the first quarter of fiscal year 2006. The Company expects that the
adoption of SFAS No 123R will have a negative impact on the Company's reported
consolidated results of operations.

(3) CASH EQUIVALENTS, MARKETABLE SECURITIES, AND LONG-TERM MARKETABLE SECURITIES

Cash equivalents are included at cost, which approximates market. At May 31,
2005, a single financial institution held substantially all the Company's cash
equivalents. The Company considers all highly liquid investments with original
maturities of three months or less to be cash equivalents, while those having
original maturities in excess of three months are classified as marketable
securities or as long-term marketable securities when maturities are in excess
of one year. Marketable securities and long-term marketable securities consist
of investment-grade municipal bonds.

         At the date of acquisition of an investment security, management
designates the security as belonging to a trading portfolio, an
available-for-sale portfolio, or a held-to-maturity portfolio. Following
management's fiscal year 2004 decision to transfer debt securities from the
held-to-maturity portfolio to the available-for-sale portfolio, the Company will
not purchase held-to-maturity investments until after August 2006. .Currently,
the Company holds no securities designated as held-to-maturity or trading. All
investment securities are classified as available-for-sale and carried at fair
value. Unrealized appreciation or depreciation in the fair value of
available-for-sale securities is reported in accumulated other comprehensive
income, net of related income tax effects. The Company monitors its investment
portfolio for any decline in fair value that is other-than-temporary and records
any such impairment as an impairment loss. No impairment losses for
other-than-temporary declines in fair value have been recorded in the
nine-months ended May 31, 2005 and 2004. In the opinion of management, the
Company is not subject to material market risks with respect to its portfolio of
investment securities because the relatively short maturities of these
securities make their value less susceptible to interest rate fluctuations.

Gross realized gains and losses from sale of available-for-sale securities are
as follows:

<TABLE>
<CAPTION>
$ IN THOUSANDS
--------------
                                     THREE-MONTHS ENDED MAY 31,    NINE-MONTHS ENDED MAY 31,
                                     --------------------------    -------------------------
                                        2005          2004           2005           2004
                                        ----          ----           ----           ----
<S>                                     <C>           <C>            <C>            <C>
Gross realized gains ............       $  -          $ 28           $  5           $ 28
Gross realized losses............       $  -          $(10)          $(51)          $(10)
</TABLE>



Amortized cost and fair value of investments in marketable securities classified
as held-to-maturity or available-for-sale according to management's intent are
summarized as follows:

$ IN THOUSANDS

HELD-TO-MATURITY SECURITIES

<TABLE>
<CAPTION>
                                                             GROSS           GROSS
                                             AMORTIZED     UNREALIZED      UNREALIZED
                                                COST         GAINS           LOSSES      FAIR VALUE
                                                ----         -----           ------      ----------
<S>                                           <C>            <C>             <C>           <C>
As of May 31, 2005:
Due within one year ..................        $     -        $     -         $    -        $     -

Due after one year through five years               -              -              -              -
                                              -------        -------         ------        -------
                                              $     -        $     -         $    -        $     -
                                              =======        =======         ======        =======

As of May 31, 2004:
Due within one year .................         $12,692        $    98         $    -        $12,790
Due after one year through five years          20,703            122            (78)        20,747
                                              -------        -------         ------        -------
                                              $33,395        $   220         $  (78)       $33,537
                                              =======        =======         ======        =======

As of August 31, 2004:
Due within one year .................         $     -        $     -         $    -        $     -
Due after one year through five years               -              -              -              -
                                              -------        -------         ------        -------
                                              $     -        $     -         $    -        $     -
                                              =======        =======         ======        =======
</TABLE>



                                       7
<PAGE>


AVAILABLE-FOR-SALE SECURITIES

<TABLE>
<CAPTION>
                                                              GROSS            GROSS
                                             AMORTIZED      UNREALIZED       UNREALIZED
                                               COST            GAINS           LOSSES        FAIR VALUE
                                               ----            -----           -----         ----------
<S>                                          <C>             <C>              <C>              <C>
As of May 31, 2005:
Due within one year .................        $ 11,783        $      3         $    (27)        $ 11,759
Due after one year through five years          22,366               1             (213)          22,154
                                             --------        --------         --------         --------
                                             $ 34,149        $      4         $   (240)        $ 33,913
                                             ========        ========         ========         ========

As of May 31, 2004:
Due within one year .................        $      -        $      -         $      -         $      -
Due after one year through five years          11,825              22              (88)          11,759
                                             --------        --------         --------         --------
                                             $ 11,825        $     22         $    (88)        $ 11,759
                                             ========        ========         ========         ========

As of August 31, 2004:
Due within one year .................        $ 14,678        $    124             $  -         $ 14,802
Due after one year through five years          32,353             214              (40)          32,527
                                             --------        --------         --------         --------
                                             $ 47,031        $    338         $    (40)        $ 47,329
                                             ========        ========         ========         ========
</TABLE>



(4)  INVENTORIES

Inventories are stated at the lower of cost or market value. Cost is determined
by the last-in, first-out (LIFO) method for the Company's Lindsay, Nebraska
inventory. Cost is determined by the weighted average method for inventories at
the Company's other operating locations in Washington State, France, Brazil, and
South Africa. At all locations, the Company establishes reserves for obsolete,
slow moving, and excess inventory by estimating the net realizable value based
on the potential future use of such inventory.

<TABLE>
<CAPTION>
                                                 MAY            MAY              AUGUST
$ IN THOUSANDS                                  2005            2004              2004
--------------                                  ----            ----              ----
<S>                                           <C>              <C>              <C>
Inventory:
  First-in, first-out (FIFO) inventory        $ 16,722         $ 17,584         $ 16,043
  LIFO reserves ......................          (4,546)          (4,043)          (5,333)
                                              --------         --------         --------
LIFO inventory .......................          12,176           13,541           10,710
  Weighted average inventory .........          11,232            9,700            9,597
  Obsolescence reserve ...............            (724)            (541)            (527)
                                              --------         --------         --------
Total inventories ....................        $ 22,684         $ 22,700         $ 19,780
                                              ========         ========         ========
</TABLE>


The estimated percentage distribution between major classes of inventory before
reserves is as follows:

<TABLE>
<CAPTION>
                                         MAY            MAY           AUGUST
                                         2005           2004           2004
                                         ----           ----           ----
<S>                                       <C>            <C>            <C>
Raw materials ....................        25%            20%            20%
Work in process ..................         5%            10%            10%
Finished goods and purchased parts        70%            70%            70%
</TABLE>


SFAS No. 151, "Inventory Costs" eliminates the "so abnormal" criterion in ARB 43
Chapter 4 "Inventory Pricing". This Statement no longer permits a company to
capitalize inventory costs on their balances sheets when the production defect
rate varies significantly from the expected rate. The Statement reduces the
differences between U.S. and international accounting standards. This Statement
is effective for inventory cost incurred during annual periods beginning after
June 15, 2005. The Company will adopt this Statement in the first quarter of
fiscal 2006 and is evaluating this pronouncement's effect on the Company's
financial position and net income.



                                       8
<PAGE>

(5) PROPERTY, PLANT AND EQUIPMENT

Property, plant and equipment are stated at cost, net of accumulated
depreciation, as follows:

<TABLE>
<CAPTION>
                                                   MAY              MAY             AUGUST
$ IN THOUSANDS                                     2005             2004             2004
--------------                                     ----             ----             ----
<S>                                              <C>              <C>              <C>
Property, plant and equipment:
    Land ................................        $    336         $    336         $    336
    Buildings ...........................          10,612            9,609           10,192
    Equipment ...........................          39,694           37,973           38,886
     Other ..............................           5,323            3,339            3,954
                                                 --------         --------         --------
Total property, plant and equipment .....          55,965           51,257           53,368
Accumulated depreciation and amortization         (39,233)         (36,265)         (37,013)
                                                 --------         --------         --------
Property, plant and equipment, net ......        $ 16,732         $ 14,992         $ 16,355
                                                 ========         ========         ========
</TABLE>



Depreciation expense was $811,000 and $718,000 for the three-months ended May
31, 2005 and 2004, respectively, and $2.5 million and $2.2 million for the
nine-months ended May 31, 2005 and 2004, respectively.


(6)  CREDIT ARRANGEMENTS

The Company has an agreement with a commercial bank for a $10.0 million
unsecured revolving line of credit through December 28, 2005. Proceeds from this
line of credit, if any, are to be used for working capital and general corporate
purposes including stock repurchases. There have been no borrowings made under
such unsecured revolving line of credit. Under the terms of the line of credit,
borrowings, if any, bear interest at a rate equal to one percent per annum under
the rate in effect from time to time and designated by the commercial bank as
its National Base Rate (6.0% at May 31, 2005). The Company expects to renew this
line of credit on substantially similar terms.

         The Company's European subsidiary, Lindsay Europe, has an unsecured
revolving line of credit with a commercial bank under which it could borrow up
to the Euro equivalent of $2.7 million for working capital purposes. As of May
31, 2005, there was an outstanding balance equal to the Euro equivalent of
$891,000 on this line. Under the terms of the line of credit, borrowings, if
any, bear interest at a floating rate in effect from time to time designated by
the commercial bank as LIBOR+200 basis points (4.1% at May 31, 2005).


 (7)  NET EARNINGS PER SHARE

Basic net earnings per share is computed by dividing net earnings by the
weighted average number of shares outstanding during the period. Diluted net
earnings per share includes the incremental dilutive effect of stock options,
which have an exercise price below the average market price of the Company's
common shares during the period.

         The Company had additional stock options outstanding during the period,
but these options were excluded from the calculation of diluted earnings per
share because they had an exercise price exceeding the average market price of
the Company's common shares during the period, as set forth in the following
table:

<TABLE>
<CAPTION>
                      MAY 31, 2005                                         MAY 31, 2004
----------------------------------------------------  ---------------------------------------------------
                 WEIGHTED AVERAGE                                  WEIGHTED AVERAGE
    SHARES           PRICE             EXPIRE          SHARES            PRICE             EXPIRE
    ------           ------            ------          ------            -----             ------
<S>              <C>              <C>                  <C>         <C>                <C>
                                  September , 2007-                                   November , 2007 -
   524,372           $24.04         October, 2014      206,250           $26.48           April, 2014
   =======           ======                            =======           ======
</TABLE>


(8)  INDUSTRY SEGMENT INFORMATION

The Company manages its business activities in two reportable segments:


                                       9
<PAGE>


     Irrigation: This segment includes the manufacture and marketing of center
pivot, lateral move, and hose reel irrigation systems. The irrigation segment
consists of six operating segments that have similar economic characteristics
and meet the aggregation criteria of Statement of Financial Accounting Standards
(SFAS) No. 131 "Disclosures about Segments of an Enterprise and Related
Information."

     Diversified Products: This segment includes providing outsource
manufacturing services and the manufacturing and selling of large diameter steel
tubing.

     The accounting policies of the two reportable segments are the same as
those described in the "Accounting Policies" in Note A to the consolidated
financial statements contained in the Company's 10-K for the fiscal year ended
August 31, 2004. The Company evaluates the performance of its operating segments
based on segment sales, gross profit, and operating income, with operating
income for segment purposes excluding general and administrative expenses (which
include corporate expenses), engineering and research expenses, interest income
net, other income and expenses, and net income taxes, and assets. Operating
income for segment purposes does include selling expenses and other overhead
charges directly attributable to the segment. There are no inter-segment sales.
Because the Company utilizes common operating assets for its irrigation and
diversified segments, it is not practical to separately identify assets by
reportable segment. Similarly, other segment reporting proscribed by SFAS No.
131 is not shown as this information cannot be reasonably disaggregated by
segment and is not utilized by the Company's management.

     The Company has no single customer representing 10% or more of its total
revenues during the three-months or nine-months ended May 31, 2005 or 2004,
respectively.

Summarized financial information concerning the Company's reportable segments is
shown in the following table:

<TABLE>
<CAPTION>
                                                                      FOR THE THREE-MONTHS ENDED       FOR THE NINE-MONTHS ENDED
                                                                      --------------------------       -------------------------
                                                                         MAY              MAY            MAY              MAY
$ IN THOUSANDS                                                           2005            2004            2005            2004
--------------                                                           ----            ----            ----            ----
<S>                                                                    <C>             <C>             <C>             <C>
Operating revenues:
     Irrigation ...............................................        $ 49,978        $ 58,744        $121,541        $141,447
     Diversified products .....................................           6,007           3,542          15,698           8,827
                                                                       --------        --------        --------        --------
Total operating revenues ......................................        $ 55,985        $ 62,286        $137,239        $150,274
                                                                       ========        ========        ========        ========

Operating income:
     Irrigation ...............................................        $  8,671        $ 10,060        $ 16,331        $ 22,740
     Diversified products .....................................             830              97           1,763             623
                                                                       --------        --------        --------        --------
Segment operating income ......................................           9,501          10,157          18,094          23,363
Unallocated general & administrative and engineering & research
     expenses .................................................           4,135           4,017          12,485          11,725
Interest and other income, net
                                                                            127             288           1,135           1,563
                                                                       --------        --------        --------        --------
Earnings before income taxes ..................................        $  5,493        $  6,428        $  6,744        $ 13,201
                                                                       ========        ========        ========        ========
</TABLE>




                                       10
<PAGE>

(9) OTHER NONCURRENT ASSETS

<TABLE>
<CAPTION>
                                                         MAY           MAY         AUGUST
$ IN THOUSANDS                                          2005          2004          2004
--------------                                          ----          ----          ----
<S>                                                    <C>           <C>           <C>
Cash surrender value of life insurance policies        $1,966        $1,881        $1,903
Deferred income taxes .........................         1,340         1,495         1,840
Equity method investments .....................         1,565         1,202         1,364
Goodwill ......................................         1,378         1,251         1,254
Split dollar life insurance ...................           954           916           916
Intangible pension assets .....................           373           442           373
Other intangibles, net ........................           746           495           472
Other .........................................           332           712           625
                                                       ------        ------        ------
Total noncurrent assets .......................        $8,654        $8,394        $8,747
                                                       ======        ======        ======
</TABLE>




Goodwill represents the excess of the allocable purchase price for assets
acquired in certain business acquisitions over the fair value of these assets at
the time of the acquisitions. Other intangible assets include non-compete
agreements, tradenames, patents, and plans and specifications. Goodwill and
intangible assets with indefinite useful lives are not amortized, but instead
are tested for impairment of their values at least annually in accordance with
SFAS No. 142, "Goodwill and Other Intangible Assets." The estimated fair value
of these assets depends on a number of assumptions including forecasted sales
growth and operating expenses of the reporting segment in which the assets are
used. To the extent that the relevant reporting unit is unable to achieve these
assumptions, impairment losses may be recognized. The Company completed its
annual impairment evaluation of these non-amortizing assets at August 31, 2004
and determined that no impairment losses were indicated. Other intangible assets
that have finite lives are amortized over their realizable lives. Amortization
expense for these other intangible assets was $45,000 and $27,000 for the
three-months ended May 31, 2005 and 2004, respectively, and $98,000 and $77,000
for the nine-months ended May 31, 2005 and 2004, respectively. These other
intangible assets include software rights acquired in fiscal year 2005 for
$364,000, which are being amortized on a 3-year straight-line method. The
following table summarizes the Company's other intangible assets:


<TABLE>
<CAPTION>
                                             MAY           MAY        AUGUST
$ IN THOUSANDS                              2005          2004         2004
--------------                              ----          ----         ----
<S>                                        <C>           <C>           <C>
Other intangible assets:
     Non-compete agreements .......        $ 404         $ 333         $ 385
     Tradenames ...................          146           145           145
     Patent .......................          100           100           100
     Plans and specifications .....           75            75            75
     Software .....................          364             -             -
     Other ........................           32            31            31
  Accumulated amortization ........         (375)         (189)         (264)
                                           -----         -----         -----
Total other intangibles assets, net        $ 746         $ 495         $ 472
                                           =====         =====         =====
</TABLE>



 (10) COMPREHENSIVE INCOME

The accumulated other comprehensive income or loss shown in the Company's
consolidated balance sheets includes the unrealized gains on securities and
accumulated foreign currency translation adjustment. The following table shows
the difference between the Company's reported net earnings and its comprehensive
income:

<TABLE>
<CAPTION>

                                                                FOR THE THREE-MONTHS ENDED      FOR THE NINE-MONTHS ENDED
                                                                --------------------------      -------------------------
                                                                    MAY            MAY              MAY             MAY
$ IN THOUSANDS                                                      2005           2004            2005            2004
--------------                                                      ----           ----            ----            ----
<S>                                                               <C>             <C>             <C>             <C>
Comprehensive income:
     Net earnings ........................................        $ 3,770         $ 4,345         $ 4,545         $ 8,941
Other comprehensive (loss) income:
     Unrealized (losses) gains on securities, net of taxes            (74)           (201)           (332)             21
     Foreign currency translation ........................           (493)           (188)          1,287              60
                                                                  -------         -------         -------         -------
Total comprehensive income ...............................        $ 3,203         $ 3,956         $ 5,500         $ 9,022
                                                                  =======         =======         =======         =======
</TABLE>


                                       11
<PAGE>


(11) GUARANTEES

The Company is currently party to guarantee arrangements relating to
dealer/customer financing arrangements, and warranties of the Company's
products.

          The following table provides the amount of estimated maximum potential
future payments for each major group of the Company's guarantees:

<TABLE>
<CAPTION>

                                                                 MAY           MAY          AUGUST
$ IN THOUSANDS                                                   2005          2004          2004
--------------                                                   ----          ----          ----
<S>                                                             <C>           <C>           <C>
Guarantees:
     Guarantees for customer equipment financing .......        $2,271        $3,900        $3,700
     Guarantees on third party debt of equity investment             -           700           700
     Product warranties ................................           N/A           N/A           N/A
                                                                ------        ------        ------
Total guarantees .......................................        $2,271        $4,600        $4,400
                                                                ======        ======        ======
</TABLE>


CUSTOMER EQUIPMENT FINANCING
In the normal course of its business, the Company has arranged for unaffiliated
financial institutions to make favorable financing terms available to end-user
purchasers of the Company's irrigation equipment. In order to facilitate these
arrangements, the Company provided the financial institutions with limited
recourse guarantees or full guarantees as described below. The Company recorded,
at estimated fair value, deferred revenue of $75,000 at May 31, 2005, compared
to $84,000 at May 31, 2004 and $83,000 at August 31, 2004, classified with other
current liabilities, for guarantees. The estimated fair values of these
guarantees are based, in large part, on the Company's experience with this
agreement and related transactions. The Company recognizes the revenue for the
estimated fair value of the guarantees ratably over the term of the guarantee.
Separately, related to these exposures, the Company has accrued a liability of
$297,000, $319,000, and $290,000 at May 31, 2005 and 2004, and August 31, 2004,
respectively, also classified with other current liabilities, for estimated
losses on such guarantees.

         The Company maintains an agreement with a single financial institution
that guarantees the financial institution's pool of financing agreements with
end users. This guarantee is approximately $1.4 million at May 31, 2005, $1.7
million at May 31, 2004, and $1.5 million at August 31, 2004. Generally, the
Company's exposure is limited to unpaid interest and principal where the first
and/or second annual customer payments have not yet been made as scheduled. The
maximum exposure of these limited recourse guarantees is equal to 2.75% of the
aggregate amounts originally financed.

         Separately, the Company maintains limited, specific customer financing
recourse arrangements with three financial institutions including the
institution referred to above. The original amount of these specific guarantees
is approximately $871,000 at May 31, 2005, and approximately $2.2 million at May
31, 2004, and approximately $2.2 million at August 31, 2004. Generally, the
Company's exposure is limited to unpaid interest and principal where customer
payments have not yet been made as scheduled. In some cases, the guarantee may
cover all scheduled payments of a loan.

         All of the Company's customer-equipment recourse guarantees are
collateralized by the value of the equipment being financed.

GUARANTEES ON THIRD PARTY DEBT RELATED TO EQUITY INVESTMENT
The Company had guaranteed three bank loans and a standby letter of credit on
behalf of the irrigation dealership based in Kansas in which the Company
previously held a minority equity investment position. By the end of the second
quarter fiscal 2005, all underlying bank loans guaranteed had been paid in full
and the guarantees released.

PRODUCT WARRANTIES
The Company generally warrants its products against certain manufacturing and
other defects. These product warranties are provided for specific periods and/or
usage of the product. The accrued product warranty costs are for a combination
of specifically identified items and other incurred, but not identified, items
based primarily on historical experience of actual warranty claims. This reserve
is classified with other current liabilities. The following table provides the
changes in the Company's product warranties:



                                       12
<PAGE>

<TABLE>
<CAPTION>

                                                              FOR THE THREE-MONTHS ENDED
                                                                  MAY             MAY
$ IN THOUSANDS                                                   2005            2004
--------------                                                   ----            ----
<S>                                                             <C>             <C>
Warranties:
    Product warranty accrual balance, March 1 ..........        $ 1,164         $ 1,157
    Liabilities accrued for warranties during the period            427             395
    Warranty claims paid during the period .............           (567)           (187)
                                                                -------         -------
Product warranty accrual balance, end of period ........        $ 1,024         $ 1,365
                                                                =======         =======
</TABLE>

<TABLE>
<CAPTION>
                                                               FOR THE NINE-MONTHS ENDED
                                                                  MAY            MAY
$ IN THOUSANDS                                                   2005            2004
--------------                                                   ----            ----
<S>                                                             <C>             <C>
Warranties:
    Product warranty accrual balance, September 1 ......        $ 1,339         $ 1,152
    Liabilities accrued for warranties during the period            856           1,065
    Warranty claims paid during the period .............         (1,171)           (852)
                                                                -------         -------
Product warranty accrual balance, end of period ........        $ 1,024         $ 1,365
                                                                =======         =======
</TABLE>


(12) RETIREMENT PLAN

The Company has a supplementary non-qualified, non-funded retirement plan for
six current and former executives. Plan benefits are based on the participant's
average total compensation during the three highest compensation years of
employment. This unfunded supplemental retirement plan is not subject to the
minimum funding requirements of ERISA. The Company has purchased life insurance
policies on four of the participants named in this supplemental retirement plan
to provide partial funding for this liability. Components of net periodic
benefit cost for the Company's supplemental retirement plan include:

<TABLE>
<CAPTION>
                                    FOR THE THREE-MONTHS ENDED     FOR THE NINE-MONTHS ENDED
                                    --------------------------     -------------------------
                                          MAY         MAY               MAY        MAY
$ IN THOUSANDS                           2005        2004              2005        2004
--------------                           ----        ----              ----        ----
<S>                                      <C>         <C>               <C>         <C>
Net periodic benefit cost:
    Service cost .................       $  9        $ 10              $ 27        $ 30
    Interest cost ................         67          72               201         217
    Net amortization and deferral.         76          74               228         222
                                         ----        ----              ----        ----
Total net periodic benefit cost...       $152        $156              $456        $469
                                         ====        ====              ====        ====
</TABLE>


(13) COMMITMENTS AND CONTINGENCIES

In the ordinary course of its business operations, the Company is involved, from
time to time, in commercial litigation, employment disputes, administrative
proceedings, and other legal proceedings. These include a consent decree that
the Company entered in 1992 with the U.S. Environmental Protection Agency
concerning groundwater contamination at its Lindsay, Nebraska facility, which is
included as an EPA superfund site. Management does not believe that these
matters, individually or in the aggregate, are likely to have a material adverse
effect on the Company's consolidated financial condition, results of operations,
or cash flows.

         The Company holds a minority position in an irrigation dealership based
outside of the United States. The Company has an obligation to purchase the
remaining shares of this company for an amount of approximately $1.5 million by
August 31, 2005.

On June 23, 2005, the Company settled a pending lawsuit through mediation. Under
generally accepted accounting principles, the settlement of this litigation
required that the Company increase the estimate of settlement costs related to
this matter as of May 31, 2005 by $335,000. The settlement charge is included in
cost of operating revenues in the consolidated statements of operations.




                                       13
<PAGE>

(14) INCOME TAXES

It is the Company's policy to report income tax expense for interim periods
using an estimated annual effective income tax rate. However, the tax effects of
significant or unusual items are not considered in the estimated annual
effective tax rate. The tax effect of such events is recognized in the interim
period in which the event occurs.

         The effective tax rate for the income tax provision for the nine-month
period ended May 31, 2005 increased 0.3% due to a change in the estimated
calculation for the income tax provisions recorded for the previous year's
Federal and State income tax liabilities and lower tax credits when compared to
the same period in fiscal 2004. The effective tax rate for the three-months
ended May 31, 2005 was 31.4% compared with 32.4% for the same period in fiscal
2004. This decrease is due to lower effective tax rates at several foreign
subsidiaries offset by lower tax credits when compared to the same period in
fiscal 2004. Overall, the Company benefits from a U.S. effective tax rate which
is lower than the combined federal and state statutory rates primarily due to
the federal tax-exempt interest income on its investment portfolio.

The American Jobs Creation Act of 2004 (the "Jobs Act").

         On October 22, 2004, the Jobs Act was enacted, which directly impacts
the Company in several areas.

         The Company currently takes advantage of the extraterritorial income
exclusion ("EIE") in calculation of its federal income tax liability. The Jobs
Act repealed the EIE, the benefits of which will be phased out over the next
three years, with 80% of the prior benefit allowed in 2005, 60% in 2006 and 0%
allowed in any year after 2006. The Company reported at year ended August 31,
2004 an EIE of $253,000. The Jobs Act replaced the EIE with the new
"manufacturing deduction" that allows a deduction from taxable income of up to
9% of "qualified production activities income" not to exceed taxable income. The
deduction is phased in over a nine-year period, with the eligible percentage
increasing from 3% in 2005 to 9% in 2010.

         The Jobs Act includes a foreign earnings repatriation provision that
provides an 85% dividends received deduction for certain dividends received from
controlled foreign corporations. The Company does not intend to repatriate
earnings of its foreign subsidiaries and accordingly, under APB Opinion No. 23,
"Accounting for Income Taxes-Special Areas" has not recorded deferred tax
liabilities for unpatriated foreign earnings. However, the Company will continue
to analyze the potential tax impact should it elect to repatriate foreign
earnings pursuant to the Jobs Act.



                                       14
<PAGE>


ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND
FINANCIAL CONDITION

CONCERNING FORWARD-LOOKING STATEMENTS

This quarterly report on Form 10-Q contains not only historical information, but
also 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.
Statements that are not historical are forward-looking and reflect expectations
for future Company conditions or performance. In addition, forward-looking
statements may be made orally or in press releases, conferences, reports, on the
Company's worldwide web site, or otherwise, in the future by or on behalf of the
Company. When used by or on behalf of the Company, the words "expect",
"anticipate", "estimate", "believe", "intend", and similar expressions generally
identify forward-looking statements. The entire section entitled "Market
Conditions and Fiscal 2005 Outlook" should be considered forward-looking
statements. For these statements, the Company claims the protection of the safe
harbor for forward-looking statements contained in the Private Securities
Litigation Reform Act of 1995.

         Forward-looking statements involve a number of risks and uncertainties,
including but not limited to those discussed in the "Risk Factors" section in
the Company's annual report on Form 10-K for the year ended August 31, 2004.
Readers should not place undue reliance on any forward-looking statement and
should recognize that the statements are predictions of future results or
conditions, which may not occur as anticipated. Actual results or conditions
could differ materially from those anticipated in the forward-looking statements
and from historical results, due to the risks and uncertainties described
herein, as well as others not now anticipated. The risks and uncertainties
described herein are not exclusive and further information concerning the
Company and its businesses, including factors that potentially could materially
affect the Company's financial results, may emerge from time to time. Except as
required by law, the Company assumes no obligation to update forward-looking
statements to reflect actual results or changes in factors or assumptions
affecting such forward-looking statements.

ACCOUNTING POLICIES

In preparing the Company's consolidated financial statements in conformity with
accounting principles generally accepted in the United States of America,
management must make a variety of decisions, which impact the reported amounts
and the related disclosures. These decisions include the selection of the
appropriate accounting principles to be applied and the assumptions on which to
base accounting estimates. In making these decisions, management applies its
judgment based on its understanding and analysis of the relevant circumstances
and the Company's historical experience.

         The Company's accounting policies that are most important to the
presentation of its results of operations and financial condition, and which
require the greatest use of judgments and estimates by management, are
designated as its critical accounting policies. Disclosure on these critical
accounting policies is incorporated by reference under Item 7 - "Management's
Discussion and Analysis of Financial Condition and Results of Operations" in the
Company's Annual Report on Form 10-K for the Company's year ended August 31,
2004. Management periodically re-evaluates and adjusts its critical accounting
policies as circumstances change. However, there were no significant changes in
the Company's critical accounting policies during the nine-months ended May 31,
2005.

INTERNAL CONTROLS OVER FINANCIAL REPORTING

Section 404 of the Sarbanes-Oxley Act of 2002 requires the Company to include in
the annual report on Form 10-K a report on management's assessment of the
effectiveness of the Company's internal controls over financial reporting and a
statement that the Company's independent auditor has issued an attestation
report on management's assessment of the Company's internal controls over
financial reporting. The Company believes it is progressing on the project plan
generally as expected to meet this requirement, and does not have unremediated
material weaknesses in internal controls over financial reporting. There are no
assurances however, that the Company will not discover material weaknesses in
its internal controls as it implements new documentation and testing procedures
to comply with the new Section 404 reporting requirement. If the Company
discovers material weaknesses or is unable to complete the work necessary to
properly evaluate its internal controls over financial reporting, there is a
risk that management and or the Company's independent auditor may not be able to
conclude that the Company's internal controls over financial reporting are
effective.

OVERVIEW

Lindsay Manufacturing Co. ("Lindsay" or the "Company") is a leading designer and
manufacturer of self-propelled center pivot and lateral move irrigation systems,
which are used, principally in the agricultural industry to increase or
stabilize crop


                                       15
<PAGE>
production while conserving water, energy, and labor. The Company has been in
continuous operation since 1955, making it one of the pioneers in the automated
irrigation industry. The Company markets its standard size center pivot and
lateral move irrigation systems domestically and internationally under its
Zimmatic brand. The Company also manufactures and markets separate lines of
center pivot and lateral move irrigation equipment for use on smaller fields
under its Greenfield and Stettyn brands, and hose reel travelers under the
Perrot brand (Greenfield in the United States). The Company also produces
irrigation controls and chemical injection systems and remote monitoring which
it sells under its GrowSmart brand. In addition to whole systems, the Company
manufactures and markets repair and replacement parts for its irrigation systems
and controls. Lindsay also produces and sells large diameter steel tubing
products and manufactures and assembles diversified agricultural and
construction products on a contract manufacturing basis for certain large
industrial companies. Industry segment information about Lindsay is included in
Note 8 to the consolidated financial statements.

         Lindsay, a Delaware corporation, maintains its corporate offices in
Omaha, Nebraska, USA. The Company's principal manufacturing facilities are
located in Lindsay, Nebraska, USA. The Company also has foreign sales and
production facilities in France, Brazil, and South Africa which provide it with
important bases of operations in key international markets. Lindsay Europe SAS,
located in France, manufactures and markets irrigation equipment for the
European market. Lindsay America do Sul Ltda., located in Brazil, was acquired
in April 2002 and manufactures and markets irrigation equipment for the South
American market. Lindsay Manufacturing Africa, (PTY) Ltd, located in South
Africa, was organized in September 2002 and manufactures and markets irrigation
equipment in markets in southern Africa.

         Lindsay has two additional operating subsidiaries including Irrigation
Specialists, Inc., which is a retail irrigation dealership based in Washington
State that operates at four locations ("Irrigation Specialists"). Irrigation
Specialists was acquired by the Company in March 2002 and provides a strategic
distribution channel in a key regional irrigation market. The other operating
subsidiary is Lindsay Transportation, Inc.


RESULTS OF OPERATIONS

The following section presents an analysis of the Company's consolidated
operating results displayed in the consolidated statements of operations for the
three-months and nine-months ended May 31, 2005 and 2004. It should be read
together with the industry segment information in Note 8 to the consolidated
financial statements:

<TABLE>
<CAPTION>
                                                   FOR THE THREE-MONTHS ENDED                    FOR THE NINE-MONTHS ENDED
                                       ----------------------------------------------     ------------------------------------------
                                                                             PERCENT                                       PERCENT
($ IN THOUSANDS)                          MAY               MAY             INCREASE        MAY              MAY          INCREASE
----------------                         2005              2004            (DECREASE)       2005             2004         (DECREASE)
                                         ----              ----            ----------       ----             ----         ----------
<S>                                    <C>               <C>               <C>            <C>              <C>            <C>
Consolidated
     Operating revenues ............   $ 55,985          $ 62,286            (10.1)%      $137,239         $150,274           (8.7)%
     Cost of operating revenues.....   $ 43,792          $ 49,299            (11.2)       $110,707         $118,323           (6.4)
     Gross profit ..................   $ 12,193          $ 12,987             (6.1)       $ 26,532         $ 31,951          (17.0)
     Gross margin ..................      21.8%              20.9%                            19.3%            21.3%
     Operating expenses ............   $  6,827          $  6,847             (0.3)       $ 20,923         $ 20,313            3.0
     Operating income ..............   $  5,366          $  6,140            (12.6)       $  5,609         $ 11,638          (51.8)
     Operating margin ..............        9.6%              9.9%                             4.1%           7.7%
     Interest income, net ..........   $    264          $    341            (22.6)       $    820         $  1,126          (27.2)
     Other income, net .............   $   (137)         $    (53)           158.5        $    315         $    437          (27.9)
     Income tax provision ..........   $  1,723          $  2,083            (17.3)       $  2,199         $  4,260          (48.4)
     Effective income tax rate             31.4%             32.4%                            32.6%            32.3%
     Net earnings ..................   $  3,770          $  4,345            (13.2)       $  4,545         $  8,941          (49.2)
Irrigation Equipment Segment (1)....
     Operating revenues ............   $ 49,978          $ 58,744            (14.9)       $121,541         $141,447          (14.1)
     Operating income ..............   $  8,671          $ 10,060            (13.8)       $ 16,331         $ 22,740          (28.2)
     Operating margin ..............       17.4%             17.1%                            13.4%            16.1%
Diversified Products Segment (1)
     Operating revenues ............   $  6,007          $  3,542             69.6        $ 15,698         $  8,827           77.8
     Operating income ..............   $    830          $     97            755.2        $  1,763         $    623          183.0
     Operating margin ..............       13.8%              2.7%                            11.2%             7.1%
</TABLE>


                                       16
<PAGE>


     (1) Excludes unallocated general & administrative and engineering &
         research expenses


FOR THE THREE-MONTHS ENDED MAY 31, 2005

REVENUES
Operating revenues for the three-months ended May 31, 2005 declined 10% to $56.0
million compared to $62.3 million for the three-months ended May 31, 2004. This
decrease was attributable to a 15% decline in irrigation equipment revenues
partially offset by a 70% increase in revenues from our diversified
manufacturing segment.

         Domestic irrigation equipment revenues for the three-months ended May
31, 2005 declined $9.4 million or 22%, compared to the same period last year.
The decline in irrigation revenue was due to approximately a 36% decline in unit
volume compared to the third quarter of fiscal 2004. Management believes that a
combination of factors have contributed to the lower demand for irrigation
equipment during the quarter. These factors include significantly lower
agricultural commodity prices, higher farm input costs, and a reduction in
drought conditions. While agricultural commodity prices have rebounded from
earlier this year, the price of corn has declined approximately 19%, and
soybeans approximately 21%, from the same time last year. In addition,
reflecting a plentiful harvest last season, domestic ending inventories of corn,
cotton and soybeans more than doubled. While ethanol demand continues to drive
corn usage higher, ending inventories for corn are not projected to decline this
season. Currently, overall growing conditions for farmers throughout most of the
United States remain favorable. The drought conditions experienced in much of
the West and Plains regions have been greatly alleviated. The combination of
these factors and higher costs for energy and fertilizer, and other farm inputs
contributed to reduced demand for products such as irrigation equipment, which
represent substantial capital expenditures.

         International irrigation equipment revenues increased $637,000 or 4%
for the three-months ended May 31, 2005 when compared to the same period in
fiscal 2004. The increase in irrigation revenue was due to the acquisition of
the Stettyn irrigation company in South Africa in the fourth quarter of fiscal
2004 and an increase in exports to the Middle East. This increase in revenue was
partially offset by many of the same factors affecting domestic sales of
irrigation equipment, including the negative effects of depressed agricultural
commodity prices. In addition, the lower value of the United States dollar
relative to local currencies continues to negatively impact farmers'
profitability due to the fact that world commodity prices are denominated in US
dollars and a depressed US dollar yields less revenue for farmers.

         Diversified manufacturing revenues for the three-months ended May 31,
2005 increased 70% to $6.0 million, from $3.5 million during the second quarter
of fiscal 2004. Revenues grew in both contract manufacturing and commercial
tubing. The Company continues to develop new relationships for diversified
manufacturing in industries outside of agriculture and irrigation. Additionally,
the Company is pursuing incremental growth paths for its commercial tubing
business. The diversified segment continues to achieve success in developing new
business opportunities and expects to see continued growth supported by
appropriate investment.

GROSS MARGIN
Gross margin for the quarter increased to 22% from the 21% gross margin achieved
during the third quarter of fiscal 2004. The increase in gross margin is largely
attributable to product price increases implemented in 2004 that were designed
to pass-through the steel cost increases that occurred in fiscal 2004, partially
offset by lower manufacturing variances resulting from lower production volumes.
During the third quarter of fiscal 2005, the Company experienced a slight
reduction in steel costs from the high level of fiscal 2004. In addition, the
Company experienced improved margins with its diversified manufacturing segment
due primarily to higher manufacturing volumes which spread fixed costs over a
larger base. In addition, Company-wide cost reduction actions have also improved
gross margins.

OPERATING EXPENSES
Operating expenses for the quarter were $6.8 million, which is equal to the
prior year period. Operating expenses were positively affected by cost
reductions made earlier this year and lower insurance costs offset by
incremental operating expenses of Stettyn, the irrigation company which was
acquired in the fourth quarter of fiscal 2004, and Sarbanes-Oxley compliance
related costs.



                                       17
<PAGE>

INTEREST INCOME, OTHER INCOME, AND TAXES

Net interest income during the three-months ended May 31, 2005 of $264,000
declined 22.6% from the $341,000 earned during the same period of fiscal 2004.
This decrease primarily reflects a reduction of interest income from securities
due to smaller balances held in marketable securities and higher balances in
interest bearing accounts earning a lower interest rate when compared to the
average interest rate earned on securities held.

         Other income, net was a loss of $137,000 during the three-months ended
May 31, 2005, which reflects an increase in the net loss of $84,000 when
compared to the same period in fiscal 2004. This increase primarily resulted
from a net foreign currency loss of $47,000 and an increase in miscellaneous
expenses of $37,000 when compared to the same prior year period.

         The effective tax rate for the income tax provision for the
three-months ended May 31, 2005 decreased due to lower effective tax rates at
several foreign subsidiaries offset by lower tax credits when compared to the
three-months ended May 31, 2004. The effective tax rate for the three-months
ended May 31, 2005 was 31.4% compared with 32.4% for the same period in fiscal
2004. Overall, the Company benefits from a U.S. effective tax rate which is
lower than the combined federal and state statutory rates primarily due to the
federal tax-exempt interest income on its investment portfolio.

         The American Jobs Creation Act of 2004 (the "Job's Act") which was
signed into law on October 22, 2004 includes provisions which phase out the
extraterritorial income deduction over a two year period beginning January 1,
2005. The first year phase out of 20% will impact the Company's tax rates for
the eight months of fiscal 2005 occurring after that date. Accordingly, the
effect of this phase out has been included in the calculation of the Company's
effective tax rate. The Job's Act also includes a one-time deduction for
qualifying repatriations of foreign earnings during fiscal 2005. However, the
Company does not intend to repatriate earnings of its foreign subsidiaries
during fiscal 2005. The incentive for U.S. production activities included in the
Job's Act, effective for fiscal years beginning after December 31, 2004, will
not impact the Company's tax rate in fiscal 2005.

FOR THE NINE-MONTHS ENDED MAY 31, 2005

REVENUES
Operating revenues for the nine-months ended May 31, 2005 declined 9% to $137.2
million compared with $150.3 million for the nine-months ended May 31, 2004.
This decrease was attributable to a 14% decline in irrigation equipment revenues
partially offset by a 78% increase in revenues from our diversified
manufacturing segment.

         Domestic irrigation equipment revenues for the nine-months ended May
31, 2005 declined $21.1 million or 20%, compared to the same period last year.
The decline in irrigation revenue was due to a 36% decline in unit volume
compared to the nine-months ended May 31, 2004, which was partially offset by
increases in the selling price of irrigation equipment. Management believes that
the combination of factors described above in the discussion of the three-months
ended May 31, 2005 also contributed to the decline in domestic irrigation
revenues for the nine-months ended May 31, 2005.

         International irrigation equipment revenues for the nine-months ended
May 31, 2005 increased $1.2 million or 3% over the nine-months ended May 31,
2004. The acquisition of Stettyn, the irrigation company in South Africa, in the
fourth quarter of fiscal 2004 contributed additional revenues during the
nine-months ended May 31, 2005. This increase was largely offset by a decline in
unit volume in other international markets. The decline in unit volume compared
to the nine-months ended May 31, 2004 was partially offset by increases in the
average selling price of irrigation equipment. Management believes that the
combination of factors described above in the discussion of the three-months
ended May 31, 2005 also contributed to the decline in unit volume in
international irrigation markets for the nine-months ended May 31, 2005.

Diversified manufacturing revenues of $15.7 million for the nine-months ended
May 31, 2005 represented an increase of $6.9 million or 78% from the same prior
year period. Management believes that the combination of factors described above
in the discussion of the three-months ended May 31, 2005 also contributed to the
increase in diversified manufacturing revenues for the nine-months ended May 31,
2005.

GROSS MARGINS
The Company's gross margin decreased to 19% in the nine-months ended May 31,
2005, from 21% for the same prior year period. The decrease in gross margin is
primarily attributable to the significant reduction in unit volume offset by
product price increases implemented in 2004 that were designed to pass-through
the steel cost increases that occurred in fiscal 2004. In addition, gross
margins continue to improve at the international locations as well as in the
diversified manufacturing segment for the reasons set forth in the discussion of
the three-months ended May 31, 2005.


                                       18
<PAGE>

OPERATING EXPENSES
Operating expenses during the nine-months ended May 31, 2005 rose by $610,000 or
3% from the same prior year period. Operating expenses increased due to
incremental operating expenses of the Stettyn irrigation company, which was
acquired in the fourth quarter of fiscal 2004, and Sarbanes-Oxley compliance
related costs, partially offset by cost reductions made earlier this year.

INTEREST INCOME, OTHER INCOME, AND TAXES

Net interest income during the nine-months ended May 31, 2005 of $820,000
declined 27.2% from the $1.1 million earned during the same period of fiscal
2004. This decrease primarily reflects a reduction of interest income from
securities due to smaller balances held in these securities and higher balances
in interest bearing accounts earning a lower interest rate when compared to the
average interest rate earned on securities held.

         Other income, net of $315,000 during the nine-months ended May 31, 2005
reflects a decrease of $122,000 compared to other income, net of $437,000 for
the same prior year period. This decrease primarily resulted from lower foreign
currency net gains of $467,000, and an increase in other miscellaneous expenses
of $91,000 partially offset by higher net earnings from minority equity
investments of $436,000.

         The effective rate for the income tax provision for the nine-months
ended May 31, 2005 increased due to a change in the estimated calculation for in
the income tax provisions recorded for the previous year's Federal and State
income tax liabilities and lower tax credits when compared to the same period in
fiscal 2004. The effective tax rate for the nine-months ended May 31, 2005 was
32.6% compared with 32.3% for the same period in fiscal 2004. Overall, the
Company benefits from a U.S. effective tax rate which is lower than the combined
federal and state statutory rates primarily due to the federal tax-exempt
interest income on its investment portfolio.

LIQUIDITY AND CAPITAL RESOURCES

The Company requires cash for financing its receivables and inventories, paying
operating costs and capital expenditures, and for dividends. The Company may
also use cash to finance business acquisitions and additional stock repurchases
from time to time. Historically, the Company has met its liquidity needs and
financed all capital expenditures exclusively from its available cash and funds
provided by operations.

         The Company's cash and marketable securities totaled $53.7 million at
May 31, 2005, $57.2 million at May 31, 2004, and $56.3 million at August 31,
2004. The Company's marketable securities consist primarily of investment-grade
municipal bonds.

         Cash flows provided by operations totaled $8.8 million during the
nine-months ended May 31, 2005, compared to $700,000 used in operations during
the same prior year period. The $9.5 million increase in cash flows provided by
operations was primarily due to a $16.1 million increase in cash provided by
accounts receivables, $4.1 million increase in cash provided by noncurrent
assets and liabilities and current assets offset by a $6.3 million decrease in
cash from current liabilities, and a $4.4 million decrease in net earnings. The
accounts receivable change was primarily due to collection of dealer programs
combined with lower revenues in the current nine-months ended May 31, 2005 when
compared to the same period in fiscal 2004.

         Cash flows provided by investing activities totaled $9.8 million during
the nine-months ended May 31, 2005 compared to cash flows used in investing
activities of $1.0 million during the same prior year period. Cash flows
provided by investing activities increased by $10.8 million compared to the same
prior year period primarily due to higher proceeds from maturities and sales of
marketable securities and lower purchases of marketable securities.

         Capital expenditures were $2.9 million during the nine-months ended May
31, 2005 compared to $3.3 million during the same prior year period. Capital
expenditures were used primarily for updating manufacturing plant and equipment,
expanding manufacturing capacity, and further automating the Company's
facilities. Capital expenditures for fiscal 2005 are expected to be
approximately $4.0 to $4.5 million and will be used to improve the Company's
facilities and expand its manufacturing capacity.

         Cash flows used in financing activities totaled $8.0 million during the
nine-months ended May 31, 2005 compared to $1.5 million during the same prior
year period. The increase in cash used for the nine-months ended May 31, 2005 as
compared to the same prior year period, is primarily the result of repurchases
of common shares of $6.6 million.



                                       19
<PAGE>

         The Company repurchased 324,379 shares of common stock on the open
market under the Company's stock repurchase plan during the nine-months ended
May 31, 2005. The Company repurchased 185,879 shares of common stock during the
three-months ended May 31, 2005. As of May 31, 2005, the Company has existing
authorization, without further action by our Board of Directors, to repurchase
up to approximately 881,000 shares of the Company's common stock in the open
market or otherwise.

         The Company has an agreement with a commercial bank for a $10.0 million
unsecured revolving line of credit through December 28, 2005. Proceeds from this
line of credit, if any, are to be used for working capital and general corporate
purposes including stock repurchases. There have been no borrowings made under
such unsecured revolving line of credit. Under the terms of the line of credit,
borrowings, if any, bear interest at a rate equal to one percent per annum under
the rate in effect from time to time and designated by the commercial bank as
its National Base Rate (6.0% at May 31, 2005). The Company expects to renew this
line of credit on substantially similar terms.

         The Company's European subsidiary, Lindsay Europe, has an unsecured
revolving line of credit with a commercial bank under which it could borrow up
to the Euro equivalent of $2.7 million for working capital purposes. As of May
31, 2005, there was an $891,000 outstanding balance on this line, which is a
$1.3 million decrease during the quarter. Under the terms of the line of credit,
borrowings, if any, bear interest at a floating rate in effect from time to time
designated by the commercial bank as LIBOR+200 basis points (4.1% at May 31,
2005).

         The Company believes its current cash resources (including cash and
marketable securities balances), projected operating cash flow, and bank lines
of credit are sufficient to cover all of its expected working capital needs,
planned capital expenditures, dividends, and other cash needs.

OFF-BALANCE SHEET ARRANGEMENTS
During the three-months ended May 31, 2005, the Company reduced its off-balance
sheet exposure to guarantees as described in Note 11, Guarantees, to the
consolidated financial statements.

CONTRACTUAL OBLIGATIONS AND COMMERCIAL COMMITMENTS
There have been no material changes in our contractual obligations and financial
commitments as described on page 18 in our Form 10-K for the fiscal year ended
August 31, 2004.

MARKET CONDITIONS AND FISCAL 2005 OUTLOOK
For the fourth-quarter of fiscal 2005, the Company expects irrigation system
unit volumes in the domestic and international markets to be lower than the
fourth quarter of fiscal 2004. Significantly lower agricultural commodity
prices, higher farm input costs, and a reduction in drought conditions in the
United States continues to reduce the demand for irrigation systems. The Company
expects diversified manufacturing to remain strong for the fourth quarter of
fiscal 2005 due to the continued expansion and investment in this business
segment. Management believes it has taken appropriate actions to tightly control
operating expenses for fiscal 2005.

RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS
SFAS No. 123R, (revised December 2004), "Share-Based Payment" sets accounting
requirements for "share-based" compensation to employees, including
employee-stock-purchase-plans (ESPPs) and provides guidance on accounting for
awards to non-employees. This Statement will require the Company to recognize in
the income statement the grant-date fair value of stock options and other
equity-based compensation issued to employees, but expresses no preference for a
type of valuation model. For public entities, this Statement is effective for
the first interim or annual reporting period beginning after June 15, 2005. The
Company has historically provided proforma disclosures pursuant to SFAS No. 123
and SFAS No. 148 as if the fair value method of accounting for stock options had
been applied, assuming use of the Black-Scholes option-pricing model and that
all option grants were recorded at fair value. Although not currently
anticipated, other assumptions may be utilized when SFAS No. 123R is adopted. In
addition, the Company will also take into consideration the recently issued
Staff Accounting Bulletin No. 107. The Company will adopt SFAS No. 123R "Share
Based Payment" during the first quarter of fiscal year 2006. The Company expects
that the adoption of SFAS 123 R will have a negative impact on the Company's
reported consolidated results of operations.

         SFAS No. 151, "Inventory Costs" eliminates the "so abnormal" criterion
in ARB 43 Chapter 4 "Inventory Pricing". This Statement no longer permits a
company to capitalize inventory costs on their balances sheets when the
production defect rate varies significantly from the expected rate. The
Statement reduces the differences between U.S. and international accounting
standards. This Statement is effective for inventory cost incurred during annual
periods beginning after June 15, 2005. The Company will


                                       20
<PAGE>


adopt this Statement in the first quarter of fiscal 2006 and is evaluating this
pronouncement's effect on the Company's financial position and net income.

         SFAS No. 153, "Exchanges of Nonmonetary Assets" eliminates the
exception to the fair-value principle for exchanges of "similar productive
assets," which had been accounted for based on the book value of the asset
surrendered with no gain recognition. Nonmonetary exchanges have to be accounted
for at fair-value, recognizing any gain or loss, if the transactions meet the
commercial-substance criterion and fair-value determinable. The Statement
reduces the differences between U.S. and international accounting standards.
This Statement is effective for nonmonetary asset exchanges occurring in fiscal
periods beginning after June 15, 2005. The Company will adopt this Statement in
the first quarter of fiscal 2006 and does not expect this pronouncement to have
a material impact on the Company's financial position and net income.

         In December 2004, the Financial Accounting Standard Board (FASB) issued
FASB Staff Position No. FAS 109-1 ("FSP FAS 109-1"), "Application of FASB
Statement No. 109, Accounting for Income Taxes, to the Tax Deduction on
Qualified Production Activities provided by the American Jobs Creation Act of
2004." FSP FAS 109-1 clarifies that the deduction will be treated as a "special
deduction" as described in SFAS 109, "Accounting for Income Taxes." As such, the
special deduction has no effect on deferred tax assets and liabilities existing
at the date of enactment. The impact of the deduction will be reported in the
period in which the deduction is claimed. The incentive for U.S. qualified
production activities included in the Act is effective as of December 21, 2004.
See further discussion of the effect on the Company's consolidated financial
statements in Note 14, Income Taxes.

         SFAS No. 154, "Accounting Changes and Error Corrections" replaces APB
Opinion No. 20, "Accounting Changes", and SFAS No. 3, "Reporting Accounting
Changes in Interim Financial Statements" and changes the requirements for the
accounting for and reporting of a change in accounting principle. This Statement
applies to all voluntary changes in accounting principle. It also applies to
changes required by an accounting pronouncement in the unusual instance that the
pronouncement does not include specific transition provisions. This Statement
requires retrospective application to prior periods' financial statements of
changes in accounting principle. This Statement shall be effective for
accounting changes and corrections of errors made in fiscal years beginning
after December 15, 2005. The Company does not expect this pronouncement to have
a material impact on the Company's financial position and net income.

ITEM 3 - QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The market value of the Company's investment securities fluctuates inversely
with movements in interest rates because all of these investment securities bear
interest at fixed rates. Accordingly, during periods of rising interest rates,
the market value of these securities will decline. However, the Company does not
consider itself to be subject to material market risks with respect to its
portfolio of investment securities because the maturity of these securities is
relatively short, making their value less susceptible to interest rate
fluctuations.

         The Company has manufacturing operations in the United States, France,
Brazil, and South Africa. The Company has sold products throughout the world and
purchases certain of its components from third-party foreign suppliers. Export
sales made from the United States are principally U.S. dollar denominated.
Accordingly, these sales are not subject to significant currency translation
risk. However, a majority of the Company's revenue generated from operations
outside the United States is denominated in local currency. The Company's most
significant transactional foreign currency exposures are the Euro, Brazilian
real, and the South African rand in relation to the U.S. dollar. Fluctuations in
the value of foreign currencies create exposures which can adversely affect the
Company's results of operations. The Company attempts to manage its
transactional foreign exchange exposure by monitoring foreign currency cash flow
forecasts and commitments arising from the settlement of receivables and
payables, and from future purchases and sales.



                                       21
<PAGE>


         The Company's translation exposure resulting from translating the
financial statements of foreign subsidiaries into U.S. dollars is not hedged.

ITEM 4 - CONTROLS AND PROCEDURES

Based upon their evaluation of the effectiveness of the Company's disclosure
controls and procedures (as defined in Exchange Act Rule 13a-15(e)) ,
management, including the Chief Executive Officer and Chief Financial Officer,
concluded that the Company's disclosure controls and procedures were effective
as of May 31, 2005.

         There were no significant changes in the Company's internal control
over financial reporting or in other factors that could significantly affect
these controls during the quarter ended May 31, 2005, including any corrective
actions with regard to significant deficiencies and material weaknesses.









                                       22
<PAGE>

PART II - OTHER INFORMATION

ITEM 1 - LEGAL PROCEEDINGS

In the ordinary course of its business operations, the Company is involved, from
time to time, in commercial litigation, employment disputes, administrative
proceedings, and other legal proceedings. These include a consent decree that
the Company entered in 1992 with the U.S. Environmental Protection Agency
concerning groundwater contamination at its Lindsay, Nebraska facility, which is
included as an EPA superfund site. Management does not believe that these
matters, individually or in the aggregate, are likely to have a material adverse
effect on the Company's consolidated financial condition, results of operations,
or cash flows.

ITEM 2 - UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

                      ISSUER PURCHASES OF EQUITY SECURITIES

<TABLE>
<CAPTION>
                                                               (c) Total Number of        (d) Maximum Number
                           (a) Total                           Shares Purchased as        of Shares that May
                           Number of        (b) Average         Part of Publicly            Yet Be Purchased
                             Shares        Price Paid per      Announced Plans or         Under the Plans and
Period                     Purchased            Share             Programs (2)                 Programs
------                     ---------            -----             ------------                 --------
<S>                       <C>              <C>                 <C>                        <C>
March 1, 2005 to
March 31, 2005 .......      78,700(1)        $   19.03                78,700                    988,318

April 1, 2005 to
April 30, 2005 .......      59,800(1)        $   18.95                59,800                    928,518

May 1, 2005 to
May 31, 2005 .........      47,379(1)        $   17.79                47,379                    881,139
                           -------           ---------               -------                    -------
    Total ............     185,879           $   18.69               185,879                    881,139
                           =======           =========               =======                    =======
</TABLE>


     (1)  All shares were purchased in open market transactions.
     (2)  The Company originally announced a plan to repurchase 250,000 shares
          on July 26, 1989. Increases in the number of shares that the Company
          is authorized to repurchase under the plan were announced from time to
          time since that date, including increases due to three stock splits
          declared by the Company. As a result, the total number of shares the
          Company was authorized to purchase under this plan was 1,898,437 on a
          split-adjusted basis.

ITEM 3 - DEFAULTS UPON SENIOR SECURITIES
          None

ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
          None

ITEM 5- OTHER INFORMATION
          None

ITEM 6 - EXHIBITS

          3(a)   Restated Certificate of Incorporation of the Company,
                 incorporated by reference to Exhibit 3(a) to the Company's
                 Report on Form 10-Q for the fiscal quarter ended February 28,
                 1997.

          3(b)   By-Laws of the Company amended and restated by the Board of
                 Directors on December 16, 2004, incorporated by reference to
                 Exhibit 3(b) of the Company's Report on Form 8-K filed on
                 December 22, 2004.



                                       23
<PAGE>

          3(c)   Certificate of Amendment of the Restated Certificate of
                 Incorporation of Lindsay Manufacturing Co. dated February 7,
                 1997, incorporated by reference to Exhibit 3(b) to the
                 Company's Report on Form 10-Q for the fiscal quarter ended
                 February 28, 1997.

          4(a)   Specimen Form of Common Stock Certificate incorporated by
                 reference to Exhibit 4 to the Company's report on Form 10-Q for
                 the fiscal quarter ended November 30, 1997.

          31(a)  Certification of Chief Executive Officer pursuant to
                 Section 302 of the Sarbanes-Oxley Act of 2002 18 U.S.C.
                 Section 1350.

          31(b)  Certification of Chief Financial Officer pursuant to
                 Section 302 of the Sarbanes-Oxley Act of 2002 18 U.S.C.
                 Section 1350.

          32(a)  Certification of Chief Executive Officer and Chief Financial
                 Officer pursuant to Section 906 of the Sarbanes-Oxley Act of
                 2002 18 U.S.C. Section 1350.



                                       24
<PAGE>
                                    SIGNATURE

         Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized on this 11th day of
July 2005.

                                 LINDSAY MANUFACTURING CO.

                                 By:  /s/ DAVID B. DOWNING
                                      --------------------------------------
                                 Name:   David B. Downing
                                 Title:  Vice President, Chief Financial Officer
                                         (Principal Financial Officer)



                                       25