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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 25, 2004
	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 by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Act). Yes No X
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 October 18, 2004
	Class A				10,013,988
	Class B				2,109,133
Page 1 of 22
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 - 9
Item 2.	Management's Discussion and Analysis of
	Financial Condition and Results of Operations				10 - 13
Item 3.	Quantitative and Qualitative Disclosures About
	Market Risk				14
Item 4.	Controls and Procedures				14
PART II.	OTHER INFORMATION
Item 6.	Exhibits and Reports on Form 8-K				15
SIGNATURES					16
EXHIBITS					17 - 22
Page 2 of 22

Part I. Financial Information
Item 1. Financial Statements
Supreme Industries, Inc. and Subsidiaries
Consolidated Balance Sheets
							September 25,			December 27,
							2004			2003
Assets							(Unaudited)
Current assets:
	Cash and cash equivalents					$	37,539		$	106,254
	Accounts receivable, net						29,990,658			24,144,751
	Inventories						40,646,095			36,196,403
	Deferred income taxes						1,456,378			1,456,378
	Other current assets						3,866,194			4,026,130
		Total current assets					75,996,864			65,929,916
Property, plant and equipment, at cost							78,321,940			71,181,530
	Less, Accumulated depreciation and
		amortization					35,943,804			33,736,629
		Property, plant and equipment, net					42,378,136			37,444,901
Intangible assets, net							42,952			81,608
Goodwill							735,014			735,014
Assets held for sale							1,860,000			1,860,000
Other assets							568,282			599,841
		Total assets				$	121,581,248		$	106,651,280
The accompanying notes are a part of the consolidated financial statements.
Page 3 of 22
Supreme Industries, Inc. and Subsidiaries
Consolidated Balance Sheets, Concluded
							September 25,			December 27,
							2004			2003
Liabilities and Stockholders' Equity							(Unaudited)
Current liabilities:
	Current maturities of long-term debt					$	1,608,333		$	2,558,093
	Trade accounts payable						11,178,540			10,452,180
	Accrued income taxes						835,708			578,068
	Other accrued liabilities						8,955,100			8,843,718
		Total current liabilities					22,577,681			22,432,059
Long-term debt							29,091,934			17,366,609
Deferred income taxes							3,191,546			3,180,453
Other long-term liabilities							-			29,190
		Total liabilities					54,861,161			43,008,311
Stockholders' equity							66,720,087			63,642,969
		Total liabilities and stockholders' equity				$	121,581,248		$	106,651,280
The accompanying notes are a part of the consolidated financial statements.
Page 4 of 22

Supreme Industries, Inc. and Subsidiaries
Consolidated Statements of Income (Unaudited)
								Three Months Ended					Nine Months Ended
								September 25,			September 27,			September 25,			September 27,
								2004			2003			2004			2003
Revenues							$	70,778,471		$	58,061,838		$	235,188,883		$	168,635,307
Costs and expenses:
	Cost of sales							62,926,848			49,404,552			210,382,935			145,994,520
	Selling, general and administrative							6,152,810			5,557,003			18,053,433			16,412,993
	Interest							259,273			164,683			667,459			606,535
								69,338,931			55,126,238			229,103,827			163,014,048
		Income before income taxes						1,439,540			2,935,600			6,085,056			5,621,259
Income taxes								547,000			1,127,000			2,315,000			2,157,000
		Net income					$	892,540		$	1,808,600		$	3,770,056		$	3,464,259
Earnings per share:
		Basic						$.07			$.15			$.31			$.29
		Diluted						.07			.15			.30			.29
Shares used in the computation of
	earnings per share:
		Basic						12,099,083			11,916,728			12,071,986			11,912,717
		Diluted						12,446,990			12,130,509			12,484,342			12,078,801
Cash dividends per common share								$.035			$ -			$.10			$ -
The accompanying notes are a part of the consolidated financial statements.
Page 5 of 22

Supreme Industries, Inc. and Subsidiaries
Consolidated Statements of Cash Flows (Unaudited)
							Nine Months Ended
							September 25,			September 27,
							2004			2003
Cash flows from operating activities:
	Net income					$	3,770,056		$	3,464,259
	Adjustments to reconcile net income to net cash
		provided by (used in) operating activities:
			Depreciation and amortization				2,665,616			2,591,009
			Loss (gain) on disposal of equipment				(31,864)			31
			Changes in operating assets and liabilities				(8,974,787)			(4,546,409)
		Net cash provided by (used in) operating
			activities				(2,570,979)			1,508,890
Cash flows from investing activities:
	Additions to property, plant and equipment						(7,567,025)			(1,747,525)
	Proceeds from disposal of equipment						38,694			6,558
	(Increase) decrease in other assets						31,559			(214,505)
		Net cash (used in) investing activities					(7,496,772)			(1,955,472)
Cash flows from financing activities:
	Proceeds from revolving line of credit and other
		long-term debt					103,839,774			59,163,042
	Repayments of revolving line of credit and
		other long-term debt					(93,064,209)			(58,653,514)
	Payment of cash dividends						(1,207,691)			-
	Proceeds from exercise of stock options						431,162			62,597
	Acquisition of treasury stock						-			(184,591)
		Net cash provided by financing activities					9,999,036			387,534
Change in cash and cash equivalents							(68,715)			(59,048)
Cash and cash equivalents, beginning of period							106,254			112,898
Cash and cash equivalents, end of period						$	37,539		$	53,850
Supplemental disclosure of noncash financing
	activity:
	Cash dividends declared					$	-		$	298,094
The accompanying notes are a part of the consolidated financial statements.
Page 6 of 22

Supreme Industries, Inc. And Subsidiaries
Notes to Consolidated Financial Statements
NOTE 1 - 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 accounting principles generally accepted in the United States of America. 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 27, 2003 consolidated balance sheet data was derived from audited financial statements, but does not include all disclosures required by accounting principles generally accepted in the United States of America.
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 25, 2004 and September 27, 2003 are each for 13 week and 39 week periods, respectively.
NOTE 2 - 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 25,			December 27,
				2004			2003
	Raw materials			$	22,798,565		$	19,763,424
	Work-in-progress				8,276,829			6,593,014
	Finished goods				9,570,701			9,839,965
				$	40,646,095		$	36,196,403
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 continues to refine its costing procedures for valuation of interim inventories in an effort to minimize book to physical inventory adjustments.
NOTE 3 - LONG-TERM DEBT
The Company amended its existing credit agreement effective March 22, 2004. The terms of the amended credit facility are substantially the same as the previous credit facility disclosed in the Annual Report on Form 10-K for the year ended December 27, 2003, and include an increase in the revolving line of credit to $30.0 million and the replacement of the existing term note with a $4.0 million term note payable in quarterly installments and maturing in August 2007. The revolving line of credit matures June 20, 2006 and as a result all borrowings under the credit facility at September 25, 2004 are classified as long-term debt.
Page 7 of 22

NOTE 4 - EARNINGS PER SHARE
The number of shares used in the computation of basic and diluted earnings per share are as follows:
						Three Months Ended				Nine Months Ended
						September 25,		September 27,		September 25,		September 27,
						2004		2003		2004		2003
Weighted average
	number of shares
	outstanding (used
	in computation
	of basic earnings
	per share)					12,099,083		11,916,728		12,071,986		11,912,717
Effect of dilutive stock
	options					347,907		213,781		412,356		166,084
Diluted shares
	outstanding (used
	in computation of
	diluted earnings
	per share)					12,446,990		12,130,509		12,484,342		12,078,801
All 2003 basic and diluted shares outstanding have been adjusted to reflect the 10% common stock dividend paid on October 16, 2003.
NOTE 5 - STOCK-BASED COMPENSATION
The Company has adopted the disclosure-only provisions of Statement of Financial Accounting Standards ("SFAS") No. 123, "Accounting for Stock-Based Compensation," as amended by SFAS No. 148, "Accounting for Stock-Based Compensation - Transition and Disclosure," and, accordingly, accounts for its stock option plans using the intrinsic value method of Accounting Principles Board Opinion No. 25, "Accounting for Stock Issued to Employees."
The following table illustrates the effect on net income and earnings per share if compensation expense was measured using the fair value recognition provisions of SFAS No. 123.
Page 8 of 22
NOTE 5 - STOCK-BASED COMPENSATION, Continued
						Three Months Ended				Nine Months Ended
						September 25,		September 27,		September 25,		September 27,
						2004		2003		2004		2003
Net income, as reported						$ 892,540		$ 1,808,600		$ 3,770,056		$ 3,464,259
Add, Stock-based
	compensation
	expense included
	in reported net
	income, net of tax					-		16,463		-		49,389
Deduct, Stock-based
	compensation
	expense
	determined under
	fair value based
	method, net of tax					(83,848)		(94,214)		(251,544)		(287,624)
Pro forma net income						$ 808,692		$ 1,730,849		$ 3,518,512		$ 3,226,024
Basic earnings per share,
	as reported					$.07		$.15		$.31		$.29
Pro forma basic earnings
	per share					.07		.15		.29		.27
Diluted earnings per
	share, as reported					.07		.15		.30		.29
Pro forma diluted
	earnings per
	share					.06		.14		.28		.27
NOTE 6 - COMMON STOCK
On February 16, 2004, the Company paid a three cent ($.03) per share cash dividend to all Class A and B common stockholders. On May 17, 2004 and on August 9, 2004, the Company paid a three and one-half cent ($.035) per share cash dividend to all Class A and B common stockholders.
NOTE 7 - SUBSEQUENT EVENT
On October 21, 2004, the Company's Board of Directors declared a three and one-half cent ($.035) per share cash dividend payable on November 8, 2004 to all Class A and B common stockholders of record on November 1, 2004.
Page 9 of 22

ITEM 2.					MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Results of Operations
Revenues for the quarter ended September 25, 2004 increased $12.7 million (a 21.9% increase) to $70.8 million from $58.1 million for the quarter ended September 27, 2003. For the nine months ended September 25, 2004 revenues increased $66.6 million (a 39.5% increase) to $235.2 million from $168.6 million for the nine months ended September 27, 2003. The Company has experienced strong demand for its truck body product lines in both the quarter and nine month periods ended September 25, 2004. Within the truck category the Company's largest product line, dry freight, was up 41 percent in the quarter and 60 percent for the nine months ended September 25, 2004.
The Company's gross profit as a percentage of revenues declined in both the quarter and nine month periods ended September 25, 2004 when compared to the comparable prior year's periods. The table below presents the components of cost of sales as a percentage of revenues and the change from period to period.
					Three Months Ended									Nine Months Ended
					September 25,			September 27,						September 25,			September 27,
					2004			2003			Change			2004			2003			Change
Materials					56.7%			53.2%			3.5%			57.5%			53.0%			4.5%
Direct labor					14.1			14.1			-			15.0			14.7			.3
Overhead					14.7			14.7			-			14.0			15.8			-1.8
Delivery					3.4			3.1			.3			3.0			3.1			-.1
					88.9%			85.1%			3.8%			89.5%			86.6%			2.9%
Gross profit					11.1%			14.9%			-3.8%			10.5%			13.4%			-2.9%
Increases in raw material costs continue to be the single biggest factor for the decline in gross profit. The Company has experienced unprecedented cost increases in virtually all the major raw materials used to produce its products. Within the raw material product categories, steel has been the most egregious by rising in excess of 21 percent over prices paid in the prior year. Costs for the other major raw material categories (wood, aluminum, resin and fiberglass) have all increased substantially over prices paid in the prior year. The Company's major suppliers have indicated the raw material costs have not stabilized and will continue to rise.
The Company implemented price increases totaling 7.5 percent in March 2004 and an additional 5 percent effective late July 2004. On selected product lines containing a high percentage of steel, the Company has increased selling prices by 25 to 30 percent. Due to the Company's sizable back log and the industry policy of honoring outstanding quotes for 30 days, it takes up to four months for a price increase to take effect. The price increases put into effect began impacting margins to a small degree in the third quarter. The increases in selling price will not be fully realized until late November 2004. Raw material costs have generally not stabilized and the Company continues to absorb unfavorable purchase price variances that are negating the effect of price increases that have been implemented. Until raw material costs stabilize it will be difficult for the Company to return to historical operating margins.
Page 10 of 22

Gross profit for the quarter and nine months ended September 25, 2004 was favorably impacted by physical inventory adjustments of $.4 million. The favorable adjustments were almost entirely the result of standard price increases related to the Company's increasing raw material costs. The comparable favorable inventory adjustments for the quarter and nine months ended September 27, 2003 were $.8 million, consisting of $.4 million of standard price increases and $.4 million of quantity adjustments.

Direct labor as a percentage of revenues was 14.1 percent for the quarters ended September 25, 2004 and September 27, 2003. Direct labor as a percentage of revenues for the nine months ended September 25, 2004 increased slightly to 15.0 percent from 14.7 percent for the nine months ended September 27, 2003. The increase is attributed to extensive use of temporary labor services to meet the stringent delivery schedules of the Company's large consumer rental customers as well as start up costs of the Company's new bus production line in California and startup and training expenses at the Company's truck body manufacturing facility in Oregon.

Overhead expenses as a percentage of revenues were 14.7 percent for both quarters ended September 25, 2004 and September 27, 2003. Overhead expenses as a percentage of revenues for the nine months ended September 25, 2004 declined 1.8 percent to 14.0 percent from 15.8 percent for the nine months ended September 27, 2003.

Selling, general and administrative expenses as a percentage of revenues were 8.7 percent for the three months ended September 25, 2004 and 7.7 percent for the nine months ended September 25, 2004. The comparable prior period percentages were 9.6 percent for the quarter and 9.7 percent for the nine months. The decline in selling, general and administrative expenses as a percentage of revenues primarily relates to the increased revenues and the fixed nature of certain expenses in these categories.

Interest expense for the three months ended September 25, 2004 was $259,000 compared to $165,000 for the three months ended September 27, 2003 and $667,000 for the nine months ended September 25, 2004 and $607,000 for the comparable nine-month period. The additional interest expense relates to increased bank borrowings to finance the increases in accounts receivable and inventories resulting from the significant increase in revenues.

The Company's effective income tax rate was 38.0% for 2004 compared to 38.4% for 2003. The decrease is attributable to research and experimentation tax credits, fluctuations in state taxable income and varying tax rates in those states in which the company transacts business.

Liquidity and Capital Resources

Net income of $3.8 million, adjusted for depreciation and amortization of $2.7 million, was the major source of operating cash flows for the nine months ended September 25, 2004. Accounts receivable have increased $5.8 million since December 27, 2003 while inventories have increased $4.4 million. The accounts receivable increase is associated with higher revenues in 2004 compared to 2003. The increased inventories reflect the standard price increases and the fact that the Company is building inventory levels in preparation for its large

Page 11 of 22

fleet contracts that have stringent delivery dates beginning in the fourth quarter of 2004. The increases in accounts receivable and inventories are being financed with the Company's revolving line of credit.
The Company has invested $7.6 million in property, plant and equipment during the first nine months of 2004. As detailed in our second quarter Form 10-Q, the major additions were for additional capacity in Jonestown, Pennsylvania ($1.6 million), Cleburne, Texas ($1.1 million) and Griffin, Georgia ($.2 million). The Company anticipates spending approximately $2.0 million in the fourth quarter to complete its capacity additions.
The Company believes that cash flow 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 2004 and the next twelve months.
Contractual Obligations
Our fixed, noncancelable obligations as of September 25, 2004, were as follows:
		Payments due by period
					Less than									More than
		Total			1 Year			1-3 Years			3-5 Years			5 Years
Debt (a)		$30,700,267			$1,608,333			$26,375,267			$950,000			$1,766,667
Operating leases (b)		729,494			624,774			103,320			1,400			-
Total		$31,429,761			$2,233,107			$26,478,587			$951,400			$1,766,667
(a) Amounts are included on the Consolidated Balance Sheets. For additional information regarding debt and related matters, see Note 3 of the accompanying Notes to Consolidated Financial Statements and Note 4 of the Notes to Consolidated Financial Statements included in the Annual Report on Form 10-K for the year ended December 27, 2003.
(b) For additional information regarding operating leases, see Note 8 of the Notes to Consolidated Financial Statements included in the Annual Report on Form 10-K for the year ended December 27, 2003.
Critical Accounting Policies and Estimates
Management's discussion and analysis of its financial position and results of operations are based upon the Company's consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America. The preparation of these financial statements requires management to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses and related disclosure of contingent assets and liabilities. The Company's significant accounting policies are discussed in Note 1 of the Notes to Consolidated Financial Statements included in the Annual Report on Form 10-K for the year ended December 27, 2003. In management's opinion, the Company's critical accounting policies include allowance for doubtful accounts, excess and obsolete inventories, accrued insurance and accrued warranty.
Page 12 of 22

Allowance for Doubtful Accounts - The Company maintains an allowance for doubtful accounts for estimated losses resulting from the inability of customers to make required payments. If the financial condition of customers were to deteriorate, resulting in an impairment of their ability to make payments, additional allowances may be required which would affect future operating results.

Excess and Obsolete Inventories - The Company must make estimates regarding the future use of products and provides a provision for obsolete or slow-moving inventories. If actual product life-cycles, product demand or market conditions are less favorable than those projected by management, additional inventory write-downs may be required which would affect future operating results.

Accrued Insurance - The Company has a self-insured retention against product liability claims with insurance coverage over and above the retention. The Company is also self-insured for a portion of its employee medical benefits and workers' compensation. Product liability claims are routinely reviewed by the Company's insurance carrier and management routinely reviews other self-insurance risks for purposes of establishing ultimate loss estimates. In addition, management must determine estimated liability for claims incurred but not reported. Such estimates and any subsequent changes in estimates may result in adjustments to our operating results in the future.

Accrued Warranty - The Company provides limited warranties for periods of up to five years from the date of retail sales. Estimated warranty costs are provided for at the time of sale and are based upon historical experience.

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, raw material cost increases, and severe interest rate increases. Furthermore, the Company can provide no assurance that such raw material cost increases can be passed on to its customers through implementation of price increases for the Company's products. 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.

Page 13 of 22

ITEM 3.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET

RISK

There has been no material change from the information provided in the Company's Annual Report on Form 10-K for the year ended December 27, 2003.

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 the rules of the Securities Exchange Act of 1934) as of the end of the period covered by 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 during the Company's last fiscal quarter, 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 14 of 22

PART II. OTHER INFORMATION

ITEM 6.

EXHIBITS AND REPORTS ON FORM 8-K

a)

Exhibits:

Exhibit 31.1

Certification of Chief Executive Officer Pursuant to

Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 31.2

Certification of Chief Financial Officer Pursuant to

Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 32.1

Certification of Chief Executive Officer Pursuant to

Section 906 of the Sarbanes-Oxley Act of 2002

Exhibit 32.2

Certification of Chief Financial Officer Pursuant to

Section 906 of the Sarbanes-Oxley Act of 2002

b)

Reports on Form 8-K:

1.

A Report on Form 8-K dated July 27, 2004, was filed by the Company to report the issuance of a press release announcing a three and one-half cent ($.035) cash dividend.

2.

A Report on Form 8-K dated August 2, 2004 was filed by the Company to report the issuance of a press release containing the Company's financial results for the fiscal quarter ended June 26, 2004.

Page 15 of 22

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.

BY: /s/ ROBERT W. WILSON

DATE: November 3, 2004

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 16 of 22

Exhibit 31.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER

I, Herbert M. Gardner, Chief Executive Officer of Supreme Industries, Inc. ("registrant"), certify that:

1.

I have reviewed this quarterly report on Form 10-Q of the registrant;

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 officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and we have:

a)

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, 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 and presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period covered by this quarterly report based on such evaluation; and

c)

Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting.

5.

The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent function):

Page 17 of 22

a)

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b)

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: November 3, 2004

/s/ Herbert M. Gardner

Chief Executive Officer

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Exhibit 31.2

CERTIFICATION OF CHIEF FINANCIAL OFFICER

I, Robert W. Wilson, Chief Financial Officer of Supreme Industries, Inc. ("registrant"), certify that:

1.

I have reviewed this quarterly report on Form 10-Q of the registrant;

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 officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and we have:

a)

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, 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 and presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period covered by this quarterly report based on such evaluation; and

c)

Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting.

5.

The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent function):

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a)

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b)

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: November 3, 2004

/s/ Robert W. Wilson

Chief Financial Officer

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Exhibit 32.1

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 25, 2004 of Supreme Industries, Inc. (the "Company"). I, Herbert M. Gardner, the Chief Executive Officer of the Company, certify that, based on 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 as of and for the periods covered in this report.

Date: November 3, 2004

/s/ Herbert M. Gardner

Chief Executive Officer

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Exhibit 32.2

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 25, 2004 of Supreme Industries, Inc. (the "Company"). I, Robert W. Wilson, the Chief Financial Officer of the Company, certify that, based on 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 as of and for the periods covered in this report.

Date: November 3, 2004

/s/ Robert W. Wilson

Chief Financial Officer

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