On September 17, 2008, Winnebago Industries, Inc. (the “Company”) entered into a Credit and Security Agreement with Wells Fargo Bank, National Association (hereinafter, the “Credit Agreement”). The Credit Agreement provides for a $25.0 million maximum revolving credit facility, based on the Company’s accounts receivable and inventory, expiring on September 17, 2010, unless terminated earlier in accordance with its terms.

No borrowings have been made under the credit facility. The credit facility provides increased financial flexibility for the Company. The Company intends to use the proceeds from the credit facility for working capital and for other general corporate purposes, if needed.

Interest on loans under the credit facility will be a rate equal to either a Wells Fargo LIBOR or Wells Fargo prime rate, plus or minus, in each case, an applicable margin that is based on the Company’s liquidity, as that term is defined in the Credit Agreement. Applicable margins range from 1.50% to 2.50% in the case of LIBOR advances, and from (.75)% to .25% in the case of prime rate advances. Interest with respect to prime rate loans is payable monthly in arrears and, in the case of LIBOR loans, is payable monthly and at the end of an interest period. Principal, together with accrued and unpaid interest, is due at maturity.

The Company’s obligations under the credit facility are secured by a security interest in all accounts, chattel paper, documents, deposit accounts, instruments, inventory, investment property, letter-of-credit rights, and certain other business assets of the Company.

The credit facility contains typical affirmative representations and covenants for a credit agreement of this size and nature. The credit facility requires the Company to comply with certain financial covenants, including minimum tangible net worth, minimum current ratio and limitations on capital expenditures. Additionally, the credit facility contains negative covenants limiting the ability of the Company, among other things, to incur debt, grant liens, make acquisitions, make certain investments, pay certain dividends and distributions (including stock repurchases), make certain restricted payments, engage in mergers, consolidations or acquisitions and sell assets. The events of default under the credit facility include payment defaults, cross defaults with certain other indebtedness, breaches of covenants and insolvency events.

The Company will file the Credit Agreement as an exhibit to its Annual Report on Form 10-K for the year ended August 30, 2008.

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