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TABLE OF CONTENTS

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 10-Q

OR

Commission file number 333-50239

ACCURIDE CORPORATION
(Exact Name of Registrant as Specified in Its Charter)

Registrant's Telephone Number, Including Area Code: (812) 962-5000

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 ý    No o

As of July 31, 2002, 24,796 shares of Accuride Corporation common stock, par value $.01 per share, were outstanding.

ACCURIDE CORPORATION

Table of Contents

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PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

ACCURIDE CORPORATION
CONSOLIDATED BALANCE SHEETS
(DOLLARS IN THOUSANDS, EXCEPT SHARE DATA)

See notes to unaudited consolidated financial statements

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ACCURIDE CORPORATION
CONSOLIDATED STATEMENTS OF INCOME
(DOLLARS IN THOUSANDS)
(UNAUDITED)

See notes to unaudited consolidated financial statements.

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ACCURIDE CORPORATION
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIENCY)
(DOLLARS IN THOUSANDS)
(UNAUDITED)

See notes to unaudited consolidated financial statements

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ACCURIDE CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(DOLLARS IN THOUSANDS)
(UNAUDITED)

See notes to unaudited consolidated financial statements

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ACCURIDE CORPORATION

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

(DOLLARS IN THOUSANDS, EXCEPT SHARE DATA)

AS OF JUNE 30, 2002 AND DECEMBER 31, 2001
AND FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND 2001

        Note 1—Basis of Presentation—The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America, except that the unaudited consolidated financial statements do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. However, in the opinion of Accuride Corporation ("Accuride"), all adjustments (consisting of normal recurring accruals) considered necessary to present fairly the consolidated financial statements have been included.

        The results of operations for the six months ended June 30, 2002 are not necessarily indicative of the results to be expected for the year ending December 31, 2002. The unaudited consolidated financial statements and notes thereto should be read in conjunction with the audited financial statements and notes thereto disclosed in Accuride's Annual Report on Form 10-K for the year ended December 31, 2001.

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

        Note 2—Accounting Change

        SFAS 142—Effective January 1, 2002, Accuride adopted Statements of Financial Accounting Standards ("SFAS") No. 142, "Accounting for Goodwill and Other Intangible Assets". This statement requires that goodwill and intangible assets with indefinite useful lives not be amortized but instead be tested for impairment at least annually. Accuride evaluated its goodwill as of March 31, 2002, and found it not to be impaired. Accuride has no other intangible assets.

        The following unaudited financial data illustrates what prior earnings may have been if goodwill had not been amortized for the three and six months ended June 30, 2001, and the related income tax effects:

        SFAS 144—Effective January 1, 2002, Accuride adopted SFAS 144, "Accounting for the Impairment or Disposal of Long-Lived Assets," which addresses financial accounting and reporting for the impairment of long-lived assets and for long-lived assets to be disposed. This statement has had no effect on Accuride's financial statements.

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        Note 3—Inventories—Inventories were as follows:

        Note 4—Supplemental Cash Flow Disclosure—During the six months ended June 30, 2002 and 2001, Accuride paid $19,912 and $20,321 for interest. During these same time periods, Accuride received a net refund of $47 and paid $1,398 for income taxes, respectively.

        Note 5—Restructuring Reserve—In 2001, Accuride recorded a $2.7 million reserve related to the closure of its Columbia, Tennessee, facility and the consolidation of its light wheel production into other facilities. The Columbia, Tennessee, facility, ceased operations on March 31, 2002. As of June 30, 2002, $0.8 million of costs had been charged against the reserve. Accuride anticipates that the majority of these restructuring activities will be complete by the end of the year, except for the disposal of the facility, the timing of which is uncertain.

        Note 6—New Accounting Pronouncement—On April 30, 2002, the Financial Accounting Standards Board ("FASB") issued SFAS No. 145, "Rescission of FASB Statements No. 4, 44, and 64, Amendment of FASB Statement No. 13, and Technical Corrections". The statement is intended to update, clarify and simplify existing accounting pronouncements. Management does not believe this statement will have a material effect on its consolidated financial statements.

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Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations.

        The following discussion should be read in conjunction with the consolidated financial statements and notes included in Item 1 of Part 1 of this report on Form 10-Q. Except for the historical information contained herein, this report on Form 10-Q contains forward-looking statements that involve risks and uncertainties. Accuride's actual results may differ materially from those indicated by such forward-looking statements.

Results of Operations

Three Months Ended June 30, 2002 Compared to the Three Months Ended June 30, 2001.

        The following table sets forth certain income statement information of Accuride for the three months ended June 30, 2002 and June 30, 2001:

        Net Sales.    Our net sales for the three months ended June 30, 2002 were $94.6 million, an increase of 2.7% compared to net sales of $92.1 million for the three months ended June 30, 2001. Sales increased primarily as a result of increased sales volume of our aluminum wheels due to improved market penetration. This increase was partially offset by reduced light vehicle volume resulting from the discontinuance of a certain light vehicle program and weaker trailer demand. We believe near-term demand for Class 8 trucks will be impacted by new emission standards becoming effective October 1, 2002. These new emission standards may result in accelerated purchases in the third-quarter with a potential decline in sales in the fourth quarter of 2002 and the first quarter of 2003. Beyond this, we expect gradual improvement based on the pace of the general economic recovery.

        Gross Profit.    Gross profit increased $7.4 million, or 62.2%, to $19.3 million for the three months ended June 30, 2002 from $11.9 million for the three months ended June 30, 2001. Gross profit as a percentage of sales improved to 20.5% for the three months ended June 30, 2002, compared to 12.9% for the three months ended June 30, 2001. The principal causes for the improvement in our gross profit are increased aluminum sales volume, strong operational performance at all sites driven by improved material pricing and utilization, and cost reductions related to operational efficiencies. In addition, non-recurring expenses of $0.4 million related to a reduction of the work force and $2.9 million of costs

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related to the restructuring and relocation of our light wheel production were included in the 2001 gross profit computation.

        Operating Expenses.    Operating expenses decreased $3.1 million, or 30.4% to $7.1 million for the three months ended June 30, 2002 from $10.2 million for the three months ended June 30, 2001. The decrease was primarily due to an accounting change taking effect on January 1, 2002, which eliminated the amortization of goodwill and also certain non-recurring legal costs incurred during 2001.

        Other Income (Expense).    Other expense increased $1.6 million, or 23.5%, to $8.4 million for the three-month period ended June 30, 2002 compared to $6.8 million for the three months ended June 30, 2001. The increase was primarily the result of fluctuations in interest rates which had a $1.1 million unfavorable impact on the value of our interest rate derivative instruments in 2002. In addition, interest income was $0.6 million lower in 2002 primarily as a result of lower cash on hand balances.

        Adjusted EBITDA.    Adjusted EBITDA increased $7.2 million, or 58.5%, to $19.5 million for the three months ended June 30, 2002 from $12.3 million for the three months ended June 30, 2001 due to the higher gross profit as described above. Adjusted EBITDA as a percentage of sales improved to 20.6% for the three months ended June 30, 2002, compared to 13.3% for the three months ended June 30, 2001.

        In determining Adjusted EBITDA for the three months ended June 30, 2002, income from operations has been increased by (1) depreciation, (2) equity in earnings of affiliates, (3) $0.4 million of costs related to non-cash pension curtailment expenses associated with the recently resolved labor dispute in the Henderson, Kentucky, facility, (4) $0.4 million of costs related to the consolidation of light wheel production, and (5) $0.1 million of other non-recurring costs. Items (3) and (4) effected gross profit while item (5) related to selling, general and administrative expenses.

        In determining Adjusted EBITDA for the three months ended June 30, 2001, income from operations has been increased by (1) depreciation and amortization (except for amortization of deferred financing costs), (2) equity in earnings of affiliates, (3) $0.4 million of costs related to a reduction in the employee workforce, and (4) a $2.9 million adjustment associated with the restructuring and relocation of light wheel production. Items (3) and (4) effected gross profit.

        Net Income (Loss).    Accuride had net income of $2.0 million for the three months ended June 30, 2002 compared to a net loss of $5.0 million for the three months ended June 30, 2001 due to higher pretax earnings in 2002, as described above.

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Six Months Ended June 30, 2002 Compared to the Six Months Ended June 30, 2001.

        The following table sets forth certain income statement information of Accuride for the six months ended June 30, 2002 and June 30, 2001:

        Net Sales.    Net sales decreased $10.6 million, or 5.8%, for the six months ended June 30, 2002 to $172.4 million, compared to $183.0 million for the six months ended June 30, 2001. Although sales levels were low during the initial part of this year due to the continuation of the cyclical downturn of the entire Heavy/Medium commercial vehicle market, the second quarter showed some recovery from these initial lower sales levels. The overall decrease in sales volume related to market demand and the discontinuance of a certain light wheel program was partially offset by an increase in sales of aluminum wheels. We believe near-term demand for Class 8 trucks will be impacted by new emission standards becoming effective October 1, 2002. These new emission standards may result in accelerated purchases in the third-quarter with a potential decline in sales in the fourth quarter of 2002 and the first quarter of 2003. Beyond this, we expect gradual improvement based on the pace of the general economic recovery.

        Gross Profit.    Gross profit increased $10.6 million, or 50.7%, to $31.5 million for the six months ended June 30, 2002 from $20.9 million for the six months ended June 30, 2001. Gross profit as a percentage of sales improved to 18.3% for the six months ended June 30, 2002, compared to 11.4% for the six months ended June 30, 2001. The principal causes for the improvement in our gross profit is increased aluminum sales volume, strong operational performance at all sites driven by improved material pricing and utilization, and cost reductions related to operational efficiencies. In addition, $2.9 million of non-recurring costs related to the restructuring and relocation of our light wheel production and $0.5 million more of expense related to a reduction of the workforce were included in the 2001 gross profit computation.

        Operating Expenses.    Operating expenses decreased by $3.2 million, or 18.3% to $14.3 million for the six months ended June 30, 2002 from $17.5 million for the six months ended June 30, 2001. Operating expenses decreased by $2.1 million as a result of an accounting change taking effect on January 1, 2002, which eliminated the amortization of goodwill. In addition, certain non-recurring legal costs were incurred during 2001.

        Other Income (Expense).    Other expense decreased $2.4 million, or 12.1%, to $17.4 million for the six-month period ended June 30, 2002 compared to $19.8 million for the six months ended June 30, 2001, primarily as a result of fluctuations in currency rates which favorably impacted the value of our foreign currency rate derivative instruments.

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        Adjusted EBITDA.    Adjusted EBITDA increased $10.4 million, or 46.6% to $32.7 million for the six months ended June 30, 2002 from $22.3 million for the six months ended June 30, 2001 due to the higher gross profit as described above. Adjusted EBITDA as a percentage of sales improved to 18.9% for the six months ended June 30, 2002, compared to 12.2% for the six months ended June 30, 2001.

        In determining Adjusted EBITDA for the six months ended June 30, 2002, income from operations has been increased by (1) depreciation, (2) equity in earnings of affiliates, (3) $0.9 million of costs related to a reduction in the employee workforce, (4) $0.4 million of costs related to non-cash pension curtailment expenses associated with the recently resolved labor dispute in the Henderson, Kentucky, facility (5) $0.4 million of costs related to the consolidation of light wheel production, and (6) $0.2 million of other non-recurring costs. All but $0.3 million of items (3), (4) and (5) effected gross profit while item (6) related to selling, general, and administrative expenses.

        In determining Adjusted EBITDA for the six months ended June 30, 2001, income from operations has been increased by (1) depreciation and amortization (except for amortization of deferred financing costs), (2) equity in earnings of affiliates, (3) $1.4 million of costs related to a reduction in the employee workforce, and (4) a $2.9 million adjustment associated with the restructuring and relocation of light wheel production. The majority of items (3) and (4) effected gross profit while $0.1 million related to selling, general, and administrative expenses.

        Net Income (Loss).    Accuride had a net loss of $1.4 million for the six months ended June 30, 2002 compared to a net loss of $12.1 million for the six months ended June 30, 2001. The improvement in net income (loss) is a result of higher pretax earnings in 2002, as described above, partially offset by a higher effective tax rate. The higher effective tax rate is primarily attributable to a smaller pretax loss and a valuation allowance related to loss carry-forwards.

Changes in Financial Condition

        At June 30, 2002, Accuride's total assets amounted to $503.6 million, as compared to $498.2 million at December 31, 2001. The $5.4 million, or 1.1%, increase in total assets during the six months ended June 30, 2002 was primarily the result of a decrease in cash of $18.4 million and a decrease in net property, plant and equipment of $6.1 million, offset by an increase in net receivables of $24.5 million, an increase in inventory of $3.2 million, and an increase in prepaid and other current assets of $2.2 million. The decrease in cash is primarily related to changes in working capital and capital spending, offset by the net change in debt. Property, plant and equipment decreased as the result of normal depreciation expense. Net receivables increased due to higher sales in the month of June 2002 compared to December 2001 and the timing of collections. Inventory increased at both our Columbia, Tennessee, facility and our Erie, Pennsylvania, facility. Inventory was built at the Columbia facility prior to ceasing operations in March, 2002 in order to ensure availability of product during the transitional period of moving equipment to London, Ontario. Inventory increased at our Erie, Pennsylvania, facility primarily in response to the increase in sales volume. Prepaid expenses and other current assets increased because of the fluctuation in the Canadian dollar and resulting increase in our derivative asset.

        At June 30, 2002, Accuride's total liabilities amounted to $566.9 million, as compared to $560.6 million at December 31, 2001. The $6.3 million increase in total liabilities was primarily the result of a $3.8 million increase in debt and a $1.8 million increase in accounts payable. Debt increased as a result of a $10 million borrowing under the revolver, offset by a $6.3 million payment on the AdM term debt. The increase in accounts payable results from the increase in material and labor necessary to sustain the increase in sales volume.

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Capital Resources and Liquidity

        Accuride's primary sources of liquidity during the first half of 2002 were cash reserves and $10.0 million of borrowings under its senior secured revolving credit facility (the "Revolver"). Primary uses of cash were funding operating shortfalls, seasonal working capital needs, capital expenditures and debt service.

        As of June 30, 2002, Accuride had cash and cash equivalents of $29.3 million compared to $47.7 million at December 31, 2001. Accuride's operating activities for the six months ended June 30, 2002 used $15.3 million of cash compared to a use of $8.4 million of cash during the six months ended June 30, 2001. Investing activities for the six months ended June 30, 2002 used $7.3 million compared to $4.8 million for the six months ended June 30, 2001. Net financing activities provided $4.2 million and $30.1 million during the six months ended June 30, 2002 and 2001, respectively.

        Accuride's capital expenditures in 2001 were $18.4 million. Accuride expects its capital expenditures to be approximately $20.1 million in 2002. It is anticipated that these expenditures will fund (i) investments in productivity and low cost manufacturing improvements in 2002 of approximately $12.7 million (including $9.2 million on the optimization and consolidation of the Light Wheel manufacturing operations); (ii) equipment and facility maintenance of approximately $6.5 million; and (iii) continuous improvement initiatives of approximately $0.9 million.

        Accuride's credit documents contain financial and operating covenants that limit the discretion of management with respect to certain business matters. These covenants place significant restrictions on, among other things, the ability to incur additional debt, to create liens, to make certain payments and investments and to sell or otherwise dispose of assets and merge or consolidate with other entities. Accuride is also required to meet certain financial ratios and tests including a minimum EBITDA test, a leverage ratio, an interest coverage ratio, and a fixed coverage charge ratio. Failure to comply with the obligations contained in the credit agreements could result in an event of default, and possibly the acceleration of the related debt and the acceleration of debt under other instruments that may contain cross-acceleration or cross-default provisions.

        Management believes that cash liquidity and availability under the Revolver will provide adequate funds for Accuride's foreseeable working capital needs, planned capital expenditures and debt service obligations for the next twelve months. Accuride's ability to fund working capital needs, planned capital expenditures, scheduled debt payments, and to comply with all of the financial covenants under its credit agreements, depends on its future operating performance and cash flow, which in turn, are subject to prevailing economic conditions and to financial, business and other factors, some of which are beyond our control.

Factors Affecting Future Results

        In this report, Accuride has made various statements regarding current expectations or forecasts of future events. These statements are "forward-looking statements" within the meaning of that term in Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements are also made from time-to-time in press releases and in oral statements made by Accuride's officers. Forward-looking statements are identified by the words "estimate," "project," "anticipate," "will continue," "will likely result," "expect," "intend," "believe," "plan," "predict" and similar expressions. Forward looking statements also include statements regarding our estimation of the market demand for Heavy/Medium Trucks and Trailers, Accuride's foreseeable working capital needs for the next twelve months, the availability of additional capital to Accuride, and Accuride's disclosures concerning market risk. Such forward-looking statements are based on assumptions and estimates, which although believed to be reasonable, may turn out to be incorrect. Therefore, undue reliance should not be placed upon these estimates and statements. Accuride cannot assure that any of these statements or estimates will be realized and actual results may differ from

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those contemplated in these "forward-looking statements." Accuride undertakes no obligation to publicly update any forward-looking statements, whether as a result of new information, future events, or otherwise. You are advised to consult further disclosures Accuride may make on related subjects in its filings with the SEC. Accuride cannot assure you that its expectations, beliefs, or projections will result or be achieved or accomplished. In addition to other factors discussed in this report, some of the important factors that could cause actual results to differ materially from those discussed in the forward-looking statements include the following:

•

Accuride's credit documents contain significant financial and operating covenants that limit the discretion of management with respect to certain business matters. Accuride must also meet certain financial ratios and tests. Failure to comply with the obligations contained in the debt agreements could result in an event of default, and possibly the acceleration of the related debt and the acceleration of debt under other instruments evidencing debt that may contain cross-acceleration or cross-default provisions;



•

current conditions in the economy could worsen and the Heavy/Medium truck industry downturn may persist longer than anticipated;



•

the 2002 accelerated purchases resulting from the new emission standards for Class 8 trucks becoming effective October 1, 2002, may have a more negative effect on sales volume in the fourth quarter of 2002 and the first quarter of 2003 than currently anticipated;



•

Accuride's significant indebtedness may have important consequences, including, but not limited to, impairment of Accuride's ability to obtain additional financing, reduction of funds available for operations and business opportunities or limitations on our ability to dispose of assets;



•

Accuride's ability to service its indebtedness is dependent upon operating cash flow;



•

the loss of a major customer could have a material adverse effect on our business;



•

the demands of original equipment manufacturers for price reductions may adversely affect profitability;



•

an interruption in supply of steel or aluminum could reduce our ability to obtain favorable sourcing of such raw materials;



•

Accuride may encounter increased competition in the future from existing competitors or new competitors;



•

Accuride may be subject to liability under certain environmental laws and the cost of compliance with these regulations could have a material adverse effect on Accuride's financial condition and may adversely affect Accuride's ability to sell or rent such property or to borrow using such property as collateral;



•

a labor strike may disrupt Accuride's supply to its customer base;



•

the interests of the principal stockholder of Accuride may conflict with the interests of the holders of securities of Accuride; and



•

Accuride's success depends largely upon the abilities and experience of certain key management personnel. The loss of the services of one or more of these key personnel could have a negative impact on our business.

        For further information, refer to the business description and additional risk factors sections included in the Company's Form 10-K for the year ended December 31, 2001, as filed with the SEC.

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Item 3. Quantitative and Qualitative Disclosures About Market Risk

        Accuride, in the normal course of doing business, is exposed to the risks associated with changes in foreign exchange rates, raw material/commodity prices, and interest rates. Accuride uses derivative instruments to manage these exposures. The objectives for holding derivatives are to minimize the risks using the most effective methods to eliminate or reduce the impacts of these exposures.

Foreign Currency Risk

        Certain forecasted transactions, assets, and liabilities are exposed to foreign currency risk. Accuride monitors its foreign currency exposures to maximize the overall effectiveness of its foreign currency derivatives. The principal currency of exposure is the Canadian dollar. Forward foreign exchange contracts, not designated as hedging instruments under SFAS 133, are used to offset the impact of the variability in exchange rates on our operations, cash flows, assets and liabilities. At June 30, 2002, Accuride had open foreign exchange forward contracts of $56.0 million. Foreign exchange forward contract maturities are from one to fifteen months. Management believes the use of foreign currency financial instruments reduces the risks that arise from doing business in international markets.

        However, Accuride's foreign currency derivative contracts provide only limited protection against currency risks. Factors that could impact the effectiveness of Accuride's currency risk management programs include accuracy of sales estimates, volatility of currency markets and the cost and availability of derivative instruments. The counterparties to the foreign exchange contracts are financial institutions with investment grade credit ratings. The use of forward contracts protects Accuride's cash flows against unfavorable movements in exchange rates, to the extent of the amount under contract. A 10% adverse change in currency exchange rates for the foreign currency derivatives held at June 30, 2002, would have an impact of approximately $5.8 million on the fair value of such instruments. This quantification of exposure to the market risk associated with foreign exchange financial instruments does not take into account the offsetting impact of changes in the fair value of Accuride's foreign denominated assets, liabilities and firm commitments.

Raw Material/Commodity Price Risk

        Accuride relies upon the supply of certain raw materials and commodities in its production processes and has entered into firm purchase commitments for steel and aluminum. The exposures associated with these commitments are primarily managed through the terms of the sales, supply, and procurement contracts. Additionally, Accuride uses commodity price swaps and futures contracts to manage the variability in certain commodity prices. Commodity price swap and futures contracts, not designated as hedging instruments under SFAS 133, are used to offset the impact of the variability in certain commodity prices on our operations and cash flows. At June 30, 2002, Accuride had open commodity price swaps and futures contracts of $1.0 million. These commodity price swaps and futures contracts had maturities from one to fifteen months. A 10% adverse change in commodity prices would have an impact of approximately $0.1 million on the fair value of these contracts. Accuride is exposed to credit related losses in the event of nonperformance by the counterparties to the commodity price swaps and futures contracts, although no such losses are expected as the primary counterparty is a financial institution having an investment grade credit rating.

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Interest Rate Risk

        Accuride uses long-term debt as a primary source of capital in its business. The following table presents the principal cash repayments and related weighted average interest rates by maturity date for its long-term fixed-rate debt and other types of long-term debt at June 30, 2002:

        Accuride is exposed to the variability of interest rates on its variable rate debt. Accuride has used an interest rate swap to alter interest rate exposures between fixed and variable rates on a portion of Accuride's long-term debt. As of June 30, 2002, an interest rate swap of $100.0 million was outstanding. Under the terms of the interest rate swap, Accuride agrees with the counterparty to exchange, at specified intervals, the difference between 4.78% and the variable rate interest amounts calculated by reference to the notional principal amount. The interest rate swap commenced in July 2001 and matures in July 2003. In November 2001, Accuride executed a forward-starting interest rate cap to set a ceiling on the maximum floating interest rate Accuride would incur on a portion of Accuride's long-term debt. As of June 30, 2002, $120.0 million notional amount was outstanding on the interest rate cap. Under the terms of the interest rate cap, Accuride is entitled to receive from the counterparty on a quarterly basis the amount, if any, by which the three-month Eurodollar interest rate exceeds 2.73%. The interest rate cap commenced in January 2002 and matures in January 2003. The interest rate swap and cap, not designated as hedging instruments under SFAS 133, are used to offset the impact of the variability in interest rates on portions of Accuride's variable rate debt. Accuride is exposed to credit related losses in the event of nonperformance by the counterparties to the interest rate swap and cap, although no such losses are expected as the counterparties are financial institutions having investment grade credit ratings.

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PART II. OTHER INFORMATION

Item 1. Legal Proceedings

        Neither Accuride nor any of its subsidiaries is a party to any material legal proceeding. However, Accuride from time-to-time is involved in ordinary routine litigation incidental to its business.

Item 2. Changes in Securities and Use of Proceeds

        During the thirteen weeks ended June 30, 2002, Accuride issued no common stock. During such period, Accuride issued 296 options pursuant to the tender offer dated September 5, 2001. In addition, Accuride granted 1,407 options to certain members of management. These options vest pro rata over a four-year period and must be exercised within a ten-year period. The exercise price of such options is $1,750 per share. None of these securities were registered under the Securities Act of 1933, as amended.

        Such issuances of options to purchase Common Stock were made pursuant to the 1998 Stock Purchase and Option Plan for Employees of Accuride Corporation and Subsidiaries. Exemption from registration under the Securities Act was based upon the grounds that the issuance of such securities did not involve a public offering within the meaning of Section 4(2) of the Securities Act.

Item 6. Exhibits and Reports on Form 8-K

Reports on Form 8-K:

        Accuride filed a report on Form 8-K with the Securities and Exchange Commission on April 24, 2002, regarding an Item 5 Other Event in connection with the appointment of Terrence J. Keating as President and Chief Executive Officer of Accuride.

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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.

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