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UNITED STATES
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 September 28, 2002
	OR
( )	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
	SECURITIES EXCHANGE ACT OF 1934
	For the transition period from _____ to _____
Commission File No. 1-8183
SUPREME INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
Delaware				75-1670945
(State or other jurisdiction of				(I.R.S. Employer Identification No.)
incorporation or organization)
2581 E. Kercher Rd., P.O. Box 237, Goshen, Indiana 46528
(Address of principal executive offices)
Registrant's telephone number, including area code: (574) 642-3070
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 the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date.
Common Stock ($.10 Par Value)				Outstanding at November 7, 2002
	Class A				8,918,687
	Class B				1,917,394
Page 1 of 19
SUPREME INDUSTRIES, INC.
CONTENTS
					Page No.
PART I.	FINANCIAL INFORMATION
Item 1.	Financial Statements:
	Consolidated Balance Sheets				3 & 4
	Consolidated Statements of Income				5
	Consolidated Statements of Cash Flows				6
	Notes to Consolidated Financial Statements				7, 8 & 9
Item 2.	Management's Discussion and Analysis of
	Financial Condition and Results of Operations				9, 10 & 11
Item 4.	Controls and Procedures				11
PART II.	OTHER INFORMATION
Item 6.	Exhibits and Reports on Form 8-K				12
SIGNATURES					13
CERTIFICATIONS					14-17
Page 2 of 19

Part I. Financial Information
Item 1. Financial Statements
Supreme Industries, Inc. and Subsidiaries
Consolidated Balance Sheets
							September 28,		December 31,
							2002		2001
Assets							(Unaudited)
Current assets:
	Cash and cash equivalents.......................................					$	1,986,236	$	192,662
	Accounts receivable, net.........................................						18,689,465		20,526,224
	Inventories...............................................................						25,411,659		26,741,761
	Deferred income taxes.............................................						1,353,315		1,353,315
	Other current assets.................................................						3,444,746		1,946,978
		Total current assets........................................					50,885,421		50,760,940
Property, plant and equipment, at cost......................							67,475,993		68,514,749
	Less, Accumulated depreciation and amortization..						30,122,896		29,578,346
		Property, plant and equipment, net..............					37,353,097		38,936,403
Intangible assets, net....................................................							885,767		938,576
Other assets...................................................................							949,865		973,139
		Total assets......................................................				$	90,074,150	$	91,609,058
The accompanying notes are a part of the consolidated financial statements.
Page 3 of 19
Supreme Industries, Inc. and Subsidiaries
Consolidated Balance Sheets, Concluded
							September 28,		December 31,
							2002		2001
Liabilities and Stockholders' Equity							(Unaudited)
Current liabilities:
	Current maturities of long-term debt.......................					$	5,039,978	$	4,303,239
	Trade accounts payable...........................................						7,920,705		7,906,418
	Accrued income taxes.............................................						909,615		660,607
	Other accrued liabilities..........................................						7,413,604		8,479,341
		Total current liabilities..................................					21,283,902		21,349,605
Long-term debt.............................................................							8,101,000		13,075,971
Deferred income taxes..................................................							1,769,483		1,710,718
Other long-term liabilities...........................................							256,000		396,834
		Total liabilities................................................					31,410,385		36,533,128
Stockholders' equity.....................................................							58,663,765		55,075,930
		Total liabilities and stockholders' equity.....				$	90,074,150	$	91,609,058
The accompanying notes are a part of the consolidated financial statements.
Page 4 of 19

Supreme Industries, Inc. and Subsidiaries
Consolidated Statements of Income (Unaudited)
								Three Months Ended					Nine Months Ended
								September 28,		September 30,			September 28,		September 30,
								2002		2001			2002		2001
Revenues...........................................................							$	50,977,060	$	53,862,738		$	160,358,253	$	172,020,206
Costs and expenses:
	Cost of sales................................................							44,697,538		46,916,199			137,211,203		147,582,501
	Selling, general and administrative.............							5,384,100		5,145,897			16,859,731		16,596,035
	Interest.........................................................							200,745		428,501			748,336		1,799,626
								50,282,383		52,490,597			154,819,270		165,978,162
		Income before income taxes						694,677		1,372,141			5,538,983		6,042,044
Income taxes.......................................................								270,000		506,000			2,149,000		2,401,000
		Net income..........................................					$	424,677	$	866,141		$	3,389,983	$	3,641,044
Earnings per share:..........................................
		Basic.....................................................						$.04		$.08			$.31		$.34
		Diluted..................................................						.04		.08			.31		.34
Shares used in the computation of earnings
	per share:...................................................
		Basic.....................................................						10,830,523		10,798,384			10,813,598		10,812,758
		Diluted..................................................						10,993,212		10,875,809			11,014,312		10,881,497
The accompanying notes are a part of the consolidated financial statements.
Page 5 of 19

Supreme Industries, Inc. and Subsidiaries
Consolidated Statements of Cash Flows (Unaudited)
							Nine Months Ended
							September 28,		September 30,
							2002		2001
Cash flows from operating activities:
	Net income..........................................................					$	3,389,983	$	3,641,044
	Adjustments to reconcile net income to net cash
		provided by operating activities:
			Depreciation and amortization..............				3,166,158		3,392,916
			Loss (gain) on disposal of equipment...				19,505		(10,367)
			Changes in operating assets and
				liabilities.........................................			1,866,651		5,900,289
		Net cash provided by operating activities					8,442,297		12,923,882
Cash flows from investing activities:
	Additions to property, plant and equipment........						(1,561,949)		(1,303,522)
	Deposit................................................................						(1,000,000)		---
	Proceeds from disposal of equipment.................						12,400		27,196
	(Increase) decrease in other assets......................						23,274		(43,546)
		Net cash used in investing activities.........					(2,526,275)		(1,319,872)
Cash flows from financing activities:
	Proceeds from revolving line of credit and other
		long-term debt..............................................					14,258,925		46,724,607
	Repayments of revolving line of credit and
		other long-term debt.....................................					(18,497,157)		(57,902,408)
	Proceeds from exercise of stock options.............						123,939		---
	Acquisition of treasury stock..............................						(8,155)		(406,994)
		Net cash used in financing activities.........					(4,122,448)		(11,584,795)
Increase in cash and cash equivalents....................							1,793,574		19,215
Cash and cash equivalents, beginning of period...							192,662		184,004
Cash and cash equivalents, end of period..............						$	1,986,236	$	203,219
The accompanying notes are a part of the consolidated financial statements.
Page 6 of 19

Supreme Industries, Inc. And Subsidiaries
Notes to Consolidated Financial Statements
NOTE A - BASIS OF PRESENTATION AND OPINION OF MANAGEMENT
The accompanying unaudited consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and therefore do not include all of the information and financial statement disclosures necessary for a fair presentation of consolidated financial position, results of operations and cash flows in conformity with generally accepted accounting principles. In the opinion of management, the information furnished herein includes all adjustments necessary to reflect a fair statement of the interim periods reported. All adjustments are of a normal and recurring nature. The December 31, 2001 consolidated balance sheet data was derived from audited financial statements, but does not include all disclosures required by generally accepted accounting principles.
The Company has adopted a 52 or 53 week fiscal year ending the last Saturday in December. The results of operations for the three and nine months ended September 28, 2002 and September 30, 2001 are for 13 and 39 week periods, respectively.
NOTE B - INVENTORIES
Inventories, which are stated at the lower of cost or market with cost determined using the first-in, first-out method, consist of the following:
				September 28,			December 31,
				2002			2001
	Raw materials........................			$	13,698,997		$	15,974,583
	Work-in-progress...................				5,091,429			3,501,635
	Finished goods.......................				6,621,233			7,265,543
				$	25,411,659		$	26,741,761
The valuation of raw materials, work-in-progress and finished goods inventories at interim dates is based upon a gross profit percentage method and bills of materials. The Company has historically had favorable and unfavorable quarterly adjustments resulting from periodic physical inventories. The Company is continuing to refine its costing procedures for valuation of interim inventories in an effort to minimize book to physical inventory adjustments.
NOTE C - INTANGIBLE ASSETS
Intangible assets at September 28, 2002 subject to amortization consist of favorable lease commitments aggregating $1,048,167 less accumulated amortization of $897,414. Amortization expense for the three and nine months ended September 28, 2002 was $17,603 and $52,809, respectively. Annual amortization expense is estimated to be $70,412 for 2002, $51,542 for each of the years 2003 and 2004 and $30,066 for 2005.
Page 7 of 19

Intangible assets at September 28, 2002 not subject to amortization because they have indefinite lives consist of goodwill aggregating $2,330,864 less accumulated amortization of $1,595,850.
NOTE D - EARNINGS PER SHARE
The number of shares used in the computation of basic and diluted earnings per share are as follows (in thousands):
					Three Months Ended				Nine Months Ended
					September 28,		September 30,		September 28,		September 30,
					2002		2001		2002		2001
	Weighted average number
		of shares outstanding
		(used in computation
		of basic earnings per
		share)			10,831		10,798		10,814		10,813
	Effect of dilutive stock
		options			162		78		200		68
	Diluted shares outstanding
		(used in computation
		of diluted earnings per
		share)			10,993		10,876		11,014		10,881
NOTE E - NEW ACCOUNTING PRONOUNCEMENTS
The Company adopted SFAS No. 142, "Goodwill and Other Intangible Assets," effective January 1, 2002. SFAS No. 142 primarily addresses the accounting for goodwill and other intangible assets subsequent to their acquisition. The most significant changes made by SFAS 142 are: (1) goodwill and indefinite lived intangible assets will no longer be amortized, (2) goodwill will be tested for impairment at least annually at the reporting unit level, (3) other intangible assets deemed to have an indefinite life will be tested for impairment at least annually, and (4) the amortization period of intangible assets with finite lives will no longer be limited to 40 years. The effect of adopting SFAS No. 142 was to increase net income for the three and nine months ended September 28, 2002 by $25,942 and $77,826, respectively. Adjusted net income for the three and nine months ended September 30, 2001, as if the provisions of SFAS No. 142 had been applied retroactively to the beginning of those periods, would have been $892,083 or $.08 per basic and diluted share, and $3,718,870 or $.34 per basic and diluted share, respectively.
Page 8 of 19
In June 2001, the FASB issued SFAS No. 143, "Accounting for Asset Retirement Obligations." SFAS No. 143 addresses accounting and reporting for obligations associated with the retirement of tangible long-lived assets and the associated asset retirement costs. This statement is effective for fiscal years beginning after June 15, 2002. The Company is currently assessing the impact of this new standard.
NOTE F - RECLASSIFICATIONS
Certain items in the accompanying September 30, 2001 consolidated financial statements have been reclassified to conform to the 2002 presentation. The reclassifications had no impact on stockholders' equity, net income or cash flows as previously presented.
ITEM 2.		MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Results of Operations
Revenues for the quarter ended September 28, 2002 decreased $2.9 million to $51.0 million from $53.9 million for the quarter ended September 30, 2001. Revenues for the nine months ended September 28, 2002 decreased $11.7 million to $160.3 million from $172.0 million for the nine months ended September 30, 2001. For the three and nine months ended September 28, 2002, the Company's truck division, which comprises approximately 80% of total revenues, experienced decreased revenues of 2.4% and 2.3%, respectively, as compared to the prior year comparable periods. The remaining 20% of total revenues is generated by the Company's bus division which experienced decreased revenues of 30.5% and 22.7%, respectively, for the comparable periods. The decline in bus division revenues is attributable to industry-wide weakness in demand as a result of decreased activity in travel-related industries.
Gross profit as a percentage of revenues decreased to 12.3% for the quarter ended September 28, 2002 compared to 12.9% for the quarter ended September 30, 2001. Gross profit as a percentage of revenues increased to 14.4% for the nine months ended September 28, 2002 compared to 14.2% for the nine months ended September 30, 2001. The decline in gross profit for the third quarter of 2002 is primarily the result of the rising cost of group health and business insurance.
Selling, general and administrative expenses as a percentage of revenues increased to 10.6% for the quarter ended September 28, 2002 compared to 9.6% for the quarter ended September 30, 2001. Selling, general and administrative expenses as a percentage of revenues increased to 10.5% for the nine months ended September 28, 2002 compared to 9.6% for the nine months ended September 30, 2001. For the three and nine months ended September 28, 2002, selling expenses remained relatively unchanged as a percentage of revenues while general and administrative expenses increased as a percentage of revenues. The increase in general and administrative expenses was a result of an investment in personnel to improve engineering and bill of material accuracy coupled with the fixed nature of certain general and administrative expenses.
Page 9 of 19
Interest expense for the quarter ended September 28, 2002 decreased $227,756 to $200,745 from $428,501 for the quarter ended September 30, 2001. Interest expense for the nine months ended September 28, 2002 decreased $1,051,290 to $748,336 from $1,799,626 for the nine months ended September 30, 2001. The Company achieved the significant interest expense decline by reducing debt 34% during the twelve months ended September 28, 2002.
Net income for the quarter ended September 28, 2002 was $424,677 compared to $866,141 for the quarter ended September 30, 2001. Net income for the nine months ended September 28, 2002 was $3,389,983 compared to $3,641,044 for the nine months ended September 30, 2001. Basic and diluted earnings per share for the three and nine months ended September 28, 2002 were $.04 and $.31, receptively, compared to $.08 and $.34, respectively, for the three and nine months ended September 30, 2001.
Liquidity and Capital Resources
Cash flows from operating activities were the major sources of funds for operations, capital expenditures and to service debt during the first nine months of 2002. The largest components of cash provided by operations were net income of $3.4 million and depreciation and amortization of $3.2 million.
The Company invested $1.6 million in property, plant and equipment during the first nine months of 2002 compared to $1.3 million during the first nine months of 2001. In addition, the Company elected to make an interest-bearing cash deposit of $1.0 million during the third quarter of 2002 to secure the payment of premium and other amounts due under certain policies of insurance. The cash deposit replaces a previously issued letter of credit.
The significant financing activity which used cash was a $4.2 million reduction in long-term debt.
The Company believes that cash flows generated from operations and funds available under the Company's revolving line of credit will be sufficient to meet the Company's cash needs during the remainder of 2002.
Page 10 of 19
Forward-Looking Statements
This report contains forward-looking statements, other than historical facts, which reflect the view of the Company's management with respect to future events. When used in this report, words such as "believe," "expect," "anticipate," "estimate," "intend," and similar expressions, as they relate to the Company or its plans or operations, identify forward-looking statements. Such forward-looking statements are based on assumptions made by and information currently available to the Company's management. Although management believes that the expectations reflected in such forward-looking statements are reasonable, it can give no assurance that such expectations are reasonable, and it can give no assurance that such expectations will prove to have been correct. Important factors that could cause actual results to differ materially from such expectations include, without limitation, limitations on the availability of chassis on which the Company's product is depend ent, availability of raw materials and severe interest rate increases. The forward-looking statements contained herein reflect the current views of the Company's management with respect to future events and are subject to those factors and other risks, uncertainties and assumptions relating to the operations, results of operations, cash flows and financial position of the Company. The Company assumes no obligation to update the forward-looking statements or to update the reasons actual results could differ from those contemplated by such forward-looking statements.
ITEM 4.		CONTROLS AND PROCEDURES
	a)	Evaluation of disclosure controls and procedures.
		The Company's chief executive officer and its chief financial officer, after evaluating the effectiveness of the Company's disclosure controls and procedures (as defined in Securities Exchange Act Rules 13a-14(c) and 15-d-14(c)) as of a date within 90 days of the filing date of this quarterly report (the "Evaluation Date") have concluded that as of the Evaluation Date, the Company's disclosure controls and procedures were adequate and effective to ensure that material information relating to the Company and its consolidated subsidiaries would be made known to them by others within those entities, particularly during the period in which this quarterly report was being prepared.
	b)	Changes in internal controls.
		There were no significant changes in the Company's internal controls or in other factors that could significantly affect the Company's disclosure controls and procedures subsequent to the Evaluation Date, nor any significant deficiencies or material weaknesses in such disclosure controls and procedures requiring corrective actions. As a result, no corrective actions were taken.
Page 11 of 19
PART II. OTHER INFORMATION
ITEM 6.		EXHIBITS AND REPORTS ON FORM 8-K
	a)	Exhibits:
			Exhibit 99.1 - Certification of Chief Executive Officer
			Exhibit 99.2 - Certification of Chief Financial Officer
	b)	Reports on Form 8-K: None
Page 12 of 19
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
					SUPREME INDUSTRIES, INC.
DATE: November 7, 2002					BY: /s/ ROBERT W. WILSON
					Robert W. Wilson
					Executive Vice President, Treasurer, Chief Financial Officer and Director (Principal Financial and Accounting Officer)
					(Signing on behalf of the Registrant and as Principal Financial Officer)
Page 13 of 19
CERTIFICATION OF CHIEF EXECUTIVE OFFICER
I, Herbert M. Gardner, certify that:
1.	I have reviewed this quarterly report on Form 10-Q of Supreme Industries, Inc.;
2.	Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;
3.	Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report;
4.	The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:
	a)	Designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;
	b)	Evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the "Evaluation Date"); and
	c)	Presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;
5.	The registrant's other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent function):
	a)	All significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record, process, summarize and report financial data and have identified for the registrant's auditors any material weaknesses in internal controls; and
	b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and
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6.	The registrant's other certifying officers and I have indicated in this quarterly report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.
Date: November 7, 2002
					/s/ Herbert M. Gardner
					Chief Executive Officer
Page 15 of 19
CERTIFICATION OF CHIEF FINANCIAL OFFICER
I, Robert W. Wilson, certify that:
1	I have reviewed this quarterly report on Form 10-Q of Supreme Industries, Inc.;
2	Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;
3	Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report;
4	The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:
	a)	Designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;
	b)	Evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the "Evaluation Date"); and
	c)	Presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;
5	The registrant's other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent function):
	a)	All significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record, process, summarize and report financial data and have identified for the registrant's auditors any material weaknesses in internal controls; and
	b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and
Page 16 of 19
6	The registrant's other certifying officers and I have indicated in this quarterly report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.
Date: November 7, 2002
					/s/ Robert W. Wilson
					Chief Financial Officer
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Exhibit 99.1
Certification of Chief Executive Officer of Supreme Industries, Inc. Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
This certification is furnished solely pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350) and accompanies the quarterly report on Form 10-Q (the "Form 10-Q") for the quarter ended September 28, 2002 of Supreme Industries, Inc. (the "Company"). I, Herbert M. Gardner, the Chief Executive Officer of the Company, certify that, to the best of my knowledge:
(1) The Form 10-Q fully complies with the requirements of Section 13(a) or Section 15(d) of the Securities Exchange Act of 1934; and
(2) The information contained in the Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of the Company.
Dated: November 7, 2002
					/s/ Herbert M. Gardner
					Chief Executive Officer
Page 18 of 19
Exhibit 99.2
Certification of Chief Financial Officer of Supreme Industries, Inc. Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
This certification is furnished solely pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350) and accompanies the quarterly report on Form 10-Q (the "Form 10-Q") for the quarter ended September 28, 2002 of Supreme Industries, Inc. (the "Company"). I, Robert W. Wilson, the Chief Financial Officer of the Company, certify that, to the best of my knowledge:
(1) The Form 10-Q fully complies with the requirements of Section 13(a) or Section 15(d) of the Securities Exchange Act of 1934; and
(2) The information contained in the Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of the Company.
Dated: November 7, 2002
					/s/ Robert W. Wilson
					Chief Financial Officer
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