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<SEC-DOCUMENT>0000097216-04-000357.txt : 20041027
<SEC-HEADER>0000097216-04-000357.hdr.sgml : 20041027
<ACCEPTANCE-DATETIME>20041027172826
ACCESSION NUMBER:		0000097216-04-000357
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20041027
ITEM INFORMATION:		Results of Operations and Financial Condition
ITEM INFORMATION:		Financial Statements and Exhibits
FILED AS OF DATE:		20041027
DATE AS OF CHANGE:		20041027

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			TEREX CORP
		CENTRAL INDEX KEY:			0000097216
		STANDARD INDUSTRIAL CLASSIFICATION:	INDUSTRIAL TRUCKS TRACTORS TRAILERS & STACKERS [3537]
		IRS NUMBER:				341531521
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	001-10702
		FILM NUMBER:		041100346

	BUSINESS ADDRESS:	
		STREET 1:		500 POST ROAD EAST
		STREET 2:		STE 320
		CITY:			WESTPORT
		STATE:			CT
		ZIP:			06880
		BUSINESS PHONE:		2032227170

	MAIL ADDRESS:	
		STREET 1:		500 POST ROAD EAST
		STREET 2:		STE 320
		CITY:			WESTPORT
		STATE:			CT
		ZIP:			06880

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	BLACK MAMMOTH CONSOLIDATED MINING CO
		DATE OF NAME CHANGE:	19671002
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>f8k10272004.txt
<DESCRIPTION>TEREX CORPORATION 8-K 10/27/04
<TEXT>
================================================================================

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549


                                    FORM 8-K

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

        Date of report (Date of earliest event reported) October 27, 2004
                                                         ----------------

                                TEREX CORPORATION
- --------------------------------------------------------------------------------
               (Exact Name of Registrant as Specified in Charter)


             Delaware                   1-10702              34-1531521
- --------------------------------------------------------------------------------
   (State or Other Jurisdiction       (Commission           (IRS Employer
         of Incorporation)           File Number)        Identification No.)



    500 Post Road East, Suite 320, Westport, Connecticut               06880
- --------------------------------------------------------------------------------
          (Address of Principal Executive Offices)                  (Zip Code)


        Registrant's telephone number, including area code (203) 222-7170
                                                           --------------


                                 NOT APPLICABLE
- --------------------------------------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):

[    ] Written communications pursuant to Rule 425 under the Securities Act (17
     CFR 230.425)

[    ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
     CFR 240.14a-12)

[    ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
     Exchange Act (17 CFR 240.14d-2(b))

[    ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
     Exchange Act (17 CFR 240.13e-4(c))


================================================================================

<PAGE>


Item 2.02.  Results of Operations and Financial Condition.

     (a) Terex Corporation (the "Company") issued a press release on October 27,
2004, releasing and reviewing the Company's financial results for its fiscal
quarter and the nine month period ended September 30, 2004. A copy of this press
release, including unaudited consolidated financial statements for the period
ended September 30, 2004, is included as Exhibit 99.1 to this Form 8-K.

     (b) Furthermore, as part of the Company's continual review process of its
accounts (in accordance with its financial and internal controls) during the
preparation of its interim financial reports for the third quarter of 2004, the
Company focused on resolving an imbalance in certain intercompany accounts. To
reconcile the accounts, the Company commenced a more detailed examination of
intercompany transactions that may have given rise to the imbalance and has
identified several entries that require reclassification in the Company's
financial statements. Due to the fact that several of these entries occurred as
long as 10 years ago, the process of verifying the entries in question is still
ongoing.

     The Company's independent auditors, PricewaterhouseCoopers LLP, were
notified of the account imbalance on September 24, 2004. Management notified the
Audit Committee of the Board of Directors of the account imbalance at a
committee meeting held on October 13, 2004. Following this Audit Committee
meeting, members of management communicated with the Chairman of the Audit
Committee on several occasions. In addition, the Chairman of the Audit Committee
communicated with the Company's independent auditors on several occasions as
well. The Audit Committee then convened a second meeting on October 22, 2004, at
which time management provided an update on the status of the Company's
examination of the accounts in question. At this meeting, the Audit Committee
determined to retain independent counsel to advise it with respect to this
matter. The Audit Committee then met on October 26, 2004 and October 27, 2004,
at which time management provided further updates. The Company's independent
auditors participated in all four meetings of the Audit Committee.

     Given the ongoing review process by the Company, no final determination has
been made as to the extent to which adjustments to the financial statements may
be required to be made in prior periods. However, due to the circumstances of
the continuing examination, the Audit Committee, in conjunction with management,
determined that the Company make the disclosures covered by this Form 8-K.

     While the examination is continuing, at this stage the Company believes
that the potential for adjustments to its financial statements primarily relates
to periods in 2002 and earlier. As of September 30, 2004, the net imbalance in
the subject accounts was approximately $11 million. Certain of the significant
items identified to date that have contributed to the imbalance and the expected
financial statement impact (to the extent possible) of these items are
summarized below. The ultimate resolution of the items comprising the net
imbalance of $11 million could have impacts greater or lesser than $11 million
on individual line items of any impacted financial statements.

     o    Intercompany notes associated with the Schaeff business were
          incorrectly recorded and consequently caused the value of the goodwill
          of the Schaeff companies to be overstated by approximately $23.5
          million. The Company believes that the adjustment of this item will
          impact the balance sheet by decreasing the Company's goodwill and
          equity as of December 31, 2002 by that amount.

     o    An amount in the range of $12 to $18 million contributed to the
          account imbalance. The Company believes this to be due to currency
          translation which would have no impact on the financial statements of
          the Company.

     o    Adjustments to certain balance sheet items, mainly working capital and
          warranty, related to the O&K Mining business, which the Company
          believes affect periods from 1998 (acquisition) to 2002. At this time,
          the Company has not determined the net impact of the foregoing items
          on the financial statements for such periods.

                                       - 2 -
<PAGE>


     o    Other items indicating deficiency in the reconciliation of working
          capital and certain other accounts, which contributed to the
          intercompany imbalance, indicate adjustments that may reduce pretax
          income primarily in the years from 2000 through 2002 in the range of
          approximately $10 million cumulatively.

     As noted above, until the examination is concluded, the amounts and the
related period for any adjustments cannot be finally determined. In addition,
until the review is completed, there can be no assurance that additional
adjustments to the financial statements will not be identified. Any adjustments
to the Company's financial statements as a result of the examination of the
accounts in question are subject to the completion of audit and review
procedures by the Company's independent auditors.

     The Company is continually reviewing its financial controls and internal
processes to assure the accuracy of its financial reports. In the latter part of
2003, an improved financial reporting system was put in place, allowing for a
more detailed and thorough review of accounts on a timely basis through
analytical report writing functions as well as automated back office functions.
Additionally, internal controls are being modified to require, among other
things, monthly activity balancing and the requirement that any reconciling item
not resolved within a specified period of time be expensed to the income
statement, which is intended to deter this type of situation from occurring in
the future.

     A summary of these matters is included in the press release included as
Exhibit 99.1 to this Form 8-K.

     (c) Safe Harbor Statement . The above contains forward-looking statements
based on Terex's current expectations and projections about future events.
Because forward-looking statements involve risks and uncertainties, actual
results could differ materially. Such risks and uncertainties, many of which are
beyond Terex's control, include among others: until the review by the Company is
concluded, no assurance can be given that the financial statement adjustments,
impacts and periods set forth above are above are final or that there may not be
additional adjustments to the financial statements identified; and other
factors, risks, uncertainties more specifically set forth in Terex's public
filings with the SEC. Actual events or the actual future results of the Company
may differ materially from any forward looking statement due to those and other
risks, uncertainties and significant factors. The forward-looking statements
herein speak only as of the date of this document. Terex expressly disclaims any
obligation or undertaking to release publicly any updates or revisions to any
forward-looking statement included in this document to reflect any changes in
Terex's expectations with regard thereto or any changes in events, conditions,
or circumstances on which any such statement is based.

Item 9.01.  Financial Statements and Exhibits.

     (c)  Exhibits

     99.1 Press release of Terex Corporation issued on October 27, 2004.




                                      - 3 -
<PAGE>








                                   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 hereunto duly authorized.


Date:  October 27, 2004


                                 TEREX CORPORATION


                                  By:  /s/ Mark T. Cohen
                                  Mark T. Cohen
                                  Vice President and Controller






</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>2
<FILENAME>exh99-1.txt
<DESCRIPTION>TEREX CORP PRESS RELEASE ISSUED 10/27/04
<TEXT>

                                [TEREX LOGO]

                     NEWS RELEASE NEWS RELEASE NEWS RELEASE

For  information  contact:  Tom Gelston -  Director,  Investor  Relations  (203)
222-5943

                       TEREX REPORTS THIRD QUARTER RESULTS

o    Sales increased to $1,252 million, up 38% over the prior year
o    Net  income  of $0.62 per share
o    Backlog is $824.6 million, up 100% as compared with third quarter 2003
o    Commences review to resolve imbalance in intercompany transactions

     WESTPORT, CT, October 27, 2004 -- Terex Corporation (NYSE: TEX) today
announced net income for the third quarter of 2004 of $31.4 million, or $0.62
per share, compared to net income of $14.9 million, or $0.30 per share, for the
third quarter of 2003. Excluding the impact of special items in both periods,
net income for the quarter was $33.0 million, or $0.65 per share, compared to
$16.5 million, or $0.33 per share, for the third quarter of 2003. Special items
will be explained in more detail later in this release and a reconciliation to
generally accepted accounting principles (GAAP) by business segment is also
attached. The effective tax rate for the third quarter of 2004 was 16.0%.

     Net sales increased to $1,251.8 million in the third quarter of 2004, an
increase of 38% from $906.3 million in the third quarter of 2003. Cash flow from
operations was a use of $9.4 million and net debt (consisting of long-term debt,
including the current portion of long-term debt, less cash and cash equivalents)
increased by $15.7 million during the third quarter of 2004.

     For the nine months ended September 30, 2004, net sales increased to
$3,632.0 million, an increase of 26% from $2,882.8 million for the nine months
ended September 30, 2003. Net income for the first nine months of 2004 was
$107.5 million, or $2.12 per share, compared to a net loss of $24.9 million, or
$0.52 per share, for the first nine months of 2003. Net income, excluding
special items, was $102.3 million, or $2.02 per share, for the first nine months
of 2004, compared to net income, excluding special items, of $56.8 million, or
$1.20 per share, for the first nine months of 2003. Cash flow from operations
was $60.5 million and net debt decreased by $70.1 million in the nine months
ended September 30, 2004.

     "Our team delivered a quarter of solid results, continuing the upward
momentum we see in our business," commented Ronald M. DeFeo, Terex's Chairman
and Chief Executive Officer. "Many of our businesses are experiencing a sharp
increase in demand, and we continue to tackle the challenges that arise in
meeting this strong demand acceleration. That being said, we still have a
sizable percentage of our businesses that have not yet actively participated in
the economic recovery, as they are typically later-cycle businesses." Mr. DeFeo
continued, "Our roadbuilding, heavy construction, utility and North American
cranes businesses, which account for approximately 35% of our revenues year to
date, but very little of our profits, are poised to meaningfully contribute in
2005 and beyond."

     "But as I have previously stated, these times are not without their
challenges," added Mr. DeFeo. "Supplier issues, particularly steel, continue to
have an impact on our business. We estimate that steel cost increases alone
negatively affected our operating results by roughly $31 million in the third
quarter. That equates to a margin impact of 2.5% overall. We are behind the
curve in certain businesses from a pricing perspective, but we have aggressive
plans to catch up. We are expecting to see the impact of some already announced


<PAGE>

increases in the near term, and between increased prices and better purchasing,
we expect 2005 will be a more normal year where volume leverage can be turned
into margin improvements."

     "This continues to be a year of progress for Terex," continued Mr. DeFeo,
"as we stay focused on the Terex Improvement Process or TIP. We recently
completed a corporate-wide review of our Human Resource needs and have
determined several improvement steps that will be announced in the coming
months. We have reduced our relative asset base, but still feel our inventory is
too high. We have positioned Terex for much better collaboration across each
business, but we are still in the early stages of this activity. While we still
have a lot more work ahead of us, we remain dedicated to deliver on our goals
for 2004, 2005 and 2006."

     As part of the continual review process of its accounts (in accordance with
its financial and internal controls) during the preparation of its interim
financial reports for the third quarter of 2004, Terex focused on resolving an
imbalance in certain intercompany accounts. Upon a more detailed
examination of intercompany transactions in an effort to reconcile the account
balances, Terex has identified several entries to the accounts giving rise to
the imbalance that require reclassification. Since several of the entries in
question occurred as far back as the mid-1990s, the process of verifying the
transactions in question is still ongoing. While Terex has not concluded its
examination, at this stage Terex believes the potential for adjustments to its
financial statements primarily relates to periods in 2002 and earlier. A more
detailed discussion of this matter is set forth later in this press release
under the heading "Prior Period Accounts Review."

     In this press release Terex refers to various non-GAAP financial measures.
These measures may not be comparable to similarly titled measures being
disclosed by other companies. The table below and the tables included elsewhere
in this press release provide a reconciliation of the reported GAAP numbers for
the third quarters and first nine months of 2004 and 2003 and the reported
numbers excluding special items. Terex believes that this information is useful
to understanding its operating results and the ongoing performance of its
underlying businesses without the impact of special items. Terex also discloses
EBITDA and net debt, as they are commonly referred to financial metrics used in
the investing community. Terex believes that disclosure of EBITDA and net debt
will be helpful to those reviewing its performance and that of other comparable
companies, as EBITDA and net debt provide information on Terex's leverage
position, ability to meet debt service and capital expenditure and working
capital requirements, and EBITDA is also an indicator of profitability.


                                       2
<PAGE>

A financial summary is shown below:
<TABLE>
<CAPTION>


                                                        Three months ended September 30,
                           -------------------------------------------------------------------------------------------
                                            2004                                             2003
                           ----------------------------------------       --------------------------------------------
                                                    (in millions, except per share amounts)


                                               Special     Excluding                         Special      Excluding
                                 Reported     Items (2)     Special              Reported    Items (3)     Special
                                                             Items                                          Items
                                --------------------------------------         -----------------------------------------
<S>                            <C>          <C>          <C>                  <C>           <C>         <C>
     Net sales................ $   1,251.8  $   ---      $   1,251.8          $    906.3    $   ---     $    906.3
                                ============ ============ ============         ============= =========== =============
     Gross profit ............ $     172.9  $     0.9    $     173.8          $    133.5    $     1.3   $    134.8
     SG&A.....................      (113.6)     ---           (113.6)              (89.1)       ---          (89.1)
                                ------------ ------------ ------------         ------------- ----------- -------------
     Income (loss) from
       operations ............        59.3        0.9           60.2                44.4          1.3         45.7
     Other income (expense)...       (21.9)       1.0          (20.9)              (23.6)         0.8        (22.8)
     Benefit from/(provision
       for) income taxes......        (6.0)      (0.3)          (6.3)               (5.9)        (0.5)        (6.4)
                                ------------ ------------ ------------         ------------- ----------- -------------
     Net income (loss)........ $      31.4  $     1.6    $      33.0          $     14.9    $     1.6   $     16.5
                                ============ ============ ============         ============= =========== =============
     Earnings per share....... $       0.62              $       0.65         $      0.30               $      0.33
     EBITDA (1)............... $      72.9  $     0.9    $      73.8          $     59.9    $     1.3   $     61.2
     Backlog ................. $     824.6               $     824.6          $    412.6                $    412.6

     Average diluted shares
         Outstanding..........        50.9                      50.9                49.7                      49.7

</TABLE>

(1)  EBITDA is calculated as income from operations plus depreciation and
     amortization included in income from operations.
(2)  Special items, net of tax, relate to previously announced restructuring
     initiatives ($0.3 million), the accelerated amortization arising from the
     early retirement of debt ($0.8 million), costs associated with the
     restructuring of the compact equipment parts business ($0.4 million) and
     businesses held for sale or to be closed ($1.6 million), offset by a gain
     on the sale of a facility ($1.5 million).
(3)  Special items, net of tax, relate to previously announced restructuring
     initiatives ($0.7 million) and businesses held for sale or to be closed
     ($1.3 million), partially offset by income related to the Company's
     deferred compensation plan ($0.4 million).

<TABLE>
<CAPTION>

                                                        Nine months ended September 30,
                           -------------------------------------------------------------------------------------------
                                            2004                                             2003
                           ----------------------------------------       --------------------------------------------
                                                    (in millions, except per share amounts)


                                               Special     Excluding                         Special      Excluding
                                 Reported     Items (2)     Special              Reported    Items (3)     Special
                                                             Items                                          Items
                                --------------------------------------         -----------------------------------------
<S>                            <C>          <C>          <C>                  <C>           <C>         <C>
     Net sales................ $   3,632.0  $   ---      $   3,632.0          $  2,882.8    $   ---     $  2,882.8
                                ============ ============ ============         ============= =========== =============
     Gross profit ............ $     528.2  $    10.8    $     539.0          $    379.9    $    45.0   $    424.9
     SG&A.....................      (344.8)       1.6         (343.2)             (279.2)        (7.9)      (271.3)
     Goodwill impairment......       ---        ---            ---                 (51.3)        51.3        ---
                                ------------ ------------ ------------         ------------- ----------- -------------
     Income from operations ..       183.4       12.4          195.8                49.4        104.2        153.6
     Other income (expense)...       (48.0)     (18.9)         (66.9)              (76.9)         2.2        (74.7)
     Benefit from/(provision
       for) income taxes......       (27.9)       1.3          (26.6)                2.6        (24.7)       (22.1)
                                ------------ ------------ ------------         ------------- ----------- -------------
     Net income (loss)........ $     107.5  $    (5.2)   $     102.3          $    (24.9)   $    81.7   $     56.8
                                ============ ============ ============         ============= =========== =============
     Earnings per share....... $       2.12              $       2.02         $     (0.52)              $      1.20
     EBITDA (1)............... $     231.4  $     8.7    $     240.1          $     95.5    $    88.4   $    183.9
     Backlog ................. $     824.6               $     824.6          $    412.6                $    412.6

     Average diluted shares
         Outstanding..........        50.7                      50.7                47.5                      47.5
</TABLE>

(1)  EBITDA is calculated as income from operations plus depreciation and
     amortization included in income from operations.
(2)  Special items, net of tax, relate to the gain on the sale of facilities
     ($14.9 million), costs associated with restructuring activities, mainly in
     the Terex-Atlas businesses ($6.5 million), the net gain related to the
     favorable settlement of litigation proceedings regarding the O&K
     acquisition ($3.4 million), the loss on the sale of discontinued business
     activities ($3.8 million), the write-down of investments ($0.8 million),
     and the accelerated amortization arising from the early retirement of debt
     ($2.0 million).
(3)  Special items, net of tax, relate to goodwill impairment for the
     Roadbuilding group ($42.5 million), exiting certain businesses and product
     rationalization within the Roadbuilding group ($22.0 million),
     restructuring activities ($9.0 million), loss on retirement of debt ($1.4
     million), write-off of remaining investment in SDC International ($0.8
     million), write-down of certain assets within the EarthKing business ($1.7
     million), Genie and Demag inventory fair value accounting treatment ($2.1
     million), charges related to the Company's deferred compensation plan ($2.6
     million), and businesses held for sale or to be closed ($1.3 million),
     offset partially by a favorable ruling on a legal claim ($1.7 million).

                                       3
<PAGE>

Segment Performance

     Effective for the third quarter of 2004, Terex has realigned certain
operations in an effort to strengthen its ability to service customers and to
recognize certain organizational efficiencies.

     The Materials Processing Group, formerly part of the Roadbuilding, Utility
Products and Other Segment, is now consolidated with the Terex Mining Group
under the Terex Materials Processing & Mining Segment. The Terex Light
Construction and Load King businesses, formerly part of the Roadbuilding,
Utility Products and Other Segment, are now part of the Aerial Work Platforms
Segment.

     The comparative segment performance data below reflects this current
organization, and prior period amounts have been reclassified to conform with
this presentation. Comparative segment performance data also excludes special
items. See Table I included later in this press release for the reconciliation
to the reported GAAP numbers.

Terex Construction
<TABLE>
<CAPTION>

                                             Third Quarter                                Year-to-Date
                              -------------------------------------------  -----------------------------------------
                                                               (dollars in millions)
                                      2004                   2003                2004                  2003
                              --------------------  ---------------------  -------------------- --------------------
                                            % of                  % of                 % of                  % of
                                            sales                 sales                sales                 Sales
                                          --------              ---------             --------             ---------
<S>                            <C>         <C>       <C>         <C>       <C>         <C>       <C>         <C>
Net sales..................... $   418.5             $   307.2             $1,283.2              $ 1,008.1
                              ============          ============           ==========           ===========
Gross profit ................. $    56.5    13.5%    $    39.7    12.9%       179.9     14.0%        136.8    13.6%
SG&A .........................      35.8     8.6%         24.6     8.0%       111.5      8.7%         86.3     8.6%
                              ------------          ------------           ----------           -----------
Operating profit.............. $    20.7     4.9%    $    15.1     4.9%        68.4      5.3%        $50.5     5.0%
                              ============          ============           ==========           ===========
Backlog.......................     162.8             $    89.4                162.8                  $89.4
</TABLE>


     Net sales in the Terex Construction group for the third quarter of 2004
increased $111.3 million to $418.5 million from $307.2 million in the third
quarter of 2003. The increase in sales was driven primarily by stronger end
market demand and benefits from foreign exchange movements among the Euro,
British Pound and U.S. dollar. Excluding the translation impact of foreign
exchange movements, sales for Terex Construction increased 28.1% over the prior
year period. SG&A expenses for the third quarter of 2004 were $35.8 million, or
8.6% of sales, compared to $24.6 million, or 8.0% of sales, for the third
quarter of 2003, reflecting costs associated with investments made in sales and
marketing activities, as well as some unfavorable effects from foreign currency
translation. Income from operations for the quarter was $20.7 million, or 4.9%
of sales, compared to $15.1 million, or 4.9% of sales, for the third quarter of
2003.

     "Our various product lines, and especially the compact equipment lines,
continue to show impressive growth," commented Colin Robertson, President-Terex
Construction. "Our compact equipment business grew by almost 50% when compared
to 2003, directly benefiting from the early stages of the recovery, as well as
better cross marketing of the product line to key customers. Additionally, the
mobile crushing and screening businesses continued their steady year over year
improvement, consistently showing both double digit revenue growth and operating
margins."

     "All of our businesses, however, continue to face competitive end markets
and margin pressure from both steel costs and foreign exchange movements, mainly
the British Pound and Euro, as much of the equipment sold into North America is
manufactured in the United Kingdom and Germany," Mr. Robertson added. "Cost
savings and supplier rationalization opportunities exist, and we are
aggressively pursuing those opportunities to ensure that many of them are in
place for the 2005 fiscal year." Mr. Robertson continued, "In the near term, we
will continue to realign our prices to ensure that supply pressures we, and the
industry in general, are experiencing are addressed."

                                       4
<PAGE>

Terex Cranes
<TABLE>
<CAPTION>

                                             Third Quarter                                Year-to-Date
                              -------------------------------------------- ------------------------------------------
                                                               (dollars in millions)
                                      2004                  2003                   2004                  2003
                              --------------------- ---------------------  --------------------  --------------------
                                            % of                  % of                  % of                  % of
                                            sales                 sales                 Sales                 sales
                                          ---------             ---------             ---------             ---------
<S>                            <C>          <C>      <C>          <C>      <C>         <C>      <C>          <C>
Net sales..................... $   269.3             $   234.1             $  755.4              $   745.0
                              ============          ============           ===========           ===========
Gross profit ................. $    29.0    10.8%    $    26.8    11.4%        93.0     12.3%        $85.1    11.4%
SG&A .........................      24.7     9.2%         19.9     8.5%        70.0      9.3%         60.1     8.1%
                              ------------          ------------           -----------           -----------
Operating profit.............. $     4.3     1.6%    $     6.9     2.9%        23.0      3.0%        $25.0     3.4%
                              ============          ============           ===========           ===========
Backlog.......................     243.8             $   125.6                243.8                  125.6
</TABLE>


     Net sales in the Terex Cranes group for the third quarter of 2004 increased
$35.2 million to $269.3 million from $234.1 million in the third quarter of
2003. Excluding the impact of foreign exchange movements, net sales for the
quarter increased 9.4%, reflecting a better tower crane and boom truck market,
as well as some benefit from price increases introduced earlier in the year in
reaction to increasing cost pressures. SG&A expenses increased to $24.7 million,
or 9.2% of sales, in the third quarter of 2004 compared to $19.9 million, or
8.5% of sales, for the third quarter of 2003, mainly due to foreign currency
translation, as well as investment in new product engineering and administrative
costs. Income from operations for the quarter was $4.3 million, or 1.6% of
sales, compared to $6.9 million, or 2.9% of sales, in the third quarter of 2003,
as margins continue to be under pressure from competitive pricing on certain
products, as well as steel and component cost increased.

     "The Terex Cranes group continues to operate in a challenging global
market," commented Steve Filipov, President - Terex Cranes. "While our tower
crane business has demonstrated significant year over year growth in revenue and
profit, our North American crane business remains difficult. We have seen demand
in certain crane products begin to return, and are generally optimistic about
the longer term prospects of the crane business."

     Mr. Filipov added, "However, our near term challenge is to work through
supplier issues, most notably with respect to steel and tires. In order to
offset the pressure from vendor pricing, we will be initiating a 4% to 6% price
increase (depending on make and model) effective November 1 for all product
lines worldwide in order to offset these costs. In addition, we will be adding a
surcharge for certain components such as unusual counterweights, where we have
seen a 50% or more increase in prices from our vendors. We will continue to
focus on cost containment and are positioning our franchise to be a major
participant in the future crane market recovery."



                                       5
<PAGE>

Terex Aerial Work Platforms
<TABLE>
<CAPTION>

                                             Third Quarter                                Year-to-Date
                              --------------------------------------------  -----------------------------------------
                                                               (dollars in millions)
                                      2004                  2003                   2004                  2003
                              --------------------  ----------------------  -------------------  --------------------
                                            % of                  % of                   % of                  % of
                                            sales                 sales                 Sales                 sales
                                          --------            ----------             ----------             ---------
<S>                            <C>          <C>      <C>          <C>       <C>        <C>       <C>         <C>
Net sales..................... $   235.8             $   150.7              $ 677.9              $   493.4
                              ============          ============            =========            ===========
Gross profit ................. $    41.7    17.7%    $    33.8    22.4%       133.9     19.8%        105.1    21.3%
SG&A .........................      16.4     7.0%         16.2    10.7%        52.5      7.7%         47.3     9.6%
                              ------------          ------------            ---------            -----------
Operating profit.............. $    25.3    10.7%    $    17.6    11.7%        81.4     12.0%        $57.8    11.7%
                              ============          ============            =========            ===========
Backlog.......................     118.5             $    20.2                118.5                  $20.2
</TABLE>

     Net sales in the Terex Aerial Work Platforms group for the third quarter of
2004 increased $85.1 million to $235.8 million from $150.7 million in the third
quarter of 2003, driven by a growth in sales to rental customers, who continue
to see their own business fundamentals improve. SG&A expenses increased to $16.4
million, or 7.0% of sales, in the third quarter of 2004 compared to $16.2
million, or 10.7% of sales, for the third quarter of 2003. Income from
operations for the quarter was $25.3 million, or 10.7% of sales, compared to
$17.6 million, or 11.7% of sales, in the third quarter of 2003.

     "We continue to see strong demand for our products across the board," said
Bob Wilkerson, Terex Executive Vice President and President - Terex Aerial Work
Platforms. "Our sales were up meaningfully compared to the third quarter of
2003. Again, we experienced cost pressures from many of our suppliers,
particularly steel, which negatively impact our gross margin. We also continue
to experience strong top-line growth in the material handler product,
demonstrating some early success of the realignment that had the Genie
management team taking responsibility for this product line. This success has us
excited about the prospect of assuming management responsibility for the Light
Construction and Load King businesses. These most recent business additions
primarily sell to the same end customer we already deal with for aerial work
platforms, which creates the opportunity for us to significantly increase
customer penetration with these products."

     Mr. Wilkerson added, "We continue to look forward with optimism, and we
expect our favorable performance trend to continue, especially given the
continued strengthening of order backlog. Many of our customers have reported
meaningful rental rate and utilization rate increases, both key drivers of our
demand and a very positive backdrop for our optimistic outlook. We have honored
our pricing agreements with our customers for 2004, prices that were negotiated
in good faith back in the fall of 2003. We are again discussing pricing with our
customers, and have announced our intention to initiate price increases of 6%
for all products in our portfolio shipped on or after January 1, 2005. The
industry as a whole is dealing with margin pressure as a result of the sharp
increase in steel pricing, and we expect our relative pricing position to remain
about the same."


                                       6
<PAGE>

Terex Materials Processing & Mining
<TABLE>
<CAPTION>

                                             Third Quarter                                Year-to-Date
                              ------------------------------------------   -------------------------------------------
                                                               (dollars in millions)
                                      2004                  2003                   2004                  2003
                              --------------------  --------------------   --------------------  ---------------------
                                            % of                  % of                  % of                  % of
                                            sales                 sales                 sales                 sales
                                          --------              --------             ----------             ----------
<S>                            <C>          <C>      <C>          <C>          <C>      <C>          <C>      <C>
Net sales..................... $   160.4             $    93.8             $  389.7              $   298.8
                              ============          ============           ==========            ===========
Gross profit ................. $    23.1    14.4%    $    17.6    18.8%        61.8     15.9%        $64.0    21.4%
SG&A .........................      14.1     8.8%         13.2    14.1%        40.3     10.3%         32.3    10.8%
                              ------------          ------------           ----------            -----------
Operating profit.............. $     9.0     5.6%    $     4.4     4.7%        21.5      5.5%        $31.7    10.6%
                              ============          ============           ==========            ===========
Backlog.......................     124.6             $    56.5                124.6                  $56.5
</TABLE>

     Net sales for the Terex Materials Processing & Mining group for the third
quarter of 2004 increased $66.6 million to $160.4 million from $93.8 million for
the third quarter of 2003, reflecting an increase in surface mining customer
activity. SG&A expenses for the third quarter of 2004 were $14.1 million, or
8.8% of sales, compared to $13.2 million, or 14.1% of sales, in the third
quarter of 2003. Income from operations increased to $9.0 million, or 5.6% of
sales, in the third quarter of 2004 from $4.4 million, or 4.7% of sales, in the
third quarter of 2003.

     "The Terex Materials Processing & Mining group had a solid quarter,"
commented Rick Nichols, President - Terex Materials Processing & Mining. "The
Terex O&K shovel business continues its impressive growth, benefiting from both
the end-market recovery and the recently signed agreement with Caterpillar
providing us access to their dealership network. With regard to the Materials
Processing business, we continue to see strong demand for the tracked crusher
and stationary vibratory screener product lines."

     Mr. Nichols continued, "Similar to last quarter, we continue to emphasize
and concentrate on ensuring that the growth in our business is profitable
growth. Steel pricing has negatively impacted our margins and the benefits of
volume in our factories. On the other hand, we recently purchased the factory in
Mexico that has been producing our mining trucks on an outsourced basis, and we
expect real cost benefits from this addition, not only in our Mining business,
but longer term this facility can and will be used as a low cost fabrication
source for several other Terex operations. We remain focused and on track with
our previously stated objective of operating margins in excess of 10% in 2006."

Terex Roadbuilding, Utility Products and Other
<TABLE>
<CAPTION>


                                             Third Quarter                                Year-to-Date
                              -------------------------------------------  ------------------------------------------
                                                               (dollars in millions)
                                      2004                  2003                   2004                  2003
                              --------------------  ---------------------  --------------------  --------------------
                                            % of                  % of                   % of                  % of
                                            sales                 sales                 Sales                 sales
                                          --------             ----------             ---------             ---------
<S>                            <C>          <C>      <C>          <C>      <C>         <C>       <C>         <C>
Net sales..................... $   190.4             $   120.5             $  579.5              $   370.2
                              ============          ============           ===========           ===========
Gross profit ................. $    23.6    12.4%    $    16.9    14.0%        70.6     12.2%        $34.1     9.2%
SG&A .........................      20.6    10.8%         13.7    11.4%        61.5     10.6%         42.9    11.6%
                              ------------          ------------           -----------           -----------
Operating profit.............. $     3.0     1.6%    $     3.2     2.7%        $9.1      1.6%        $(8.8)   (2.4)%
                              ============          ============           ===========           ===========
Backlog.......................     188.4             $   124.9                188.4                  124.9
</TABLE>


     Net sales for the Terex Roadbuilding, Utility Products and Other group for
the third quarter of 2004 increased $69.9 million to $190.4 million from $120.5
million for the third quarter of 2003, driven substantially by the acquisition
of Tatra and the American Truck Company ("ATC") and growth in the concrete
mixing truck business. Excluding Tatra and ATC, net sales increased 31% over the
prior year period. SG&A expenses for the third quarter of 2004 were $20.6
million, or 10.8% of sales, compared to $13.7 million, or 11.4% of sales, in the
third quarter of 2003. The increase in SG&A expenses largely reflects the
inclusion of Tatra and ATC and an increase in commissions due to higher sales

                                       7
<PAGE>

volume. Income from operations decreased to $3.0 million, or 1.6% of sales, in
the third quarter of 2004, from $3.2 million, or 2.7% of sales, in the third
quarter of 2003.

     "The Roadbuilding, Utility Products and Other group continues to struggle,
a direct result of a lack of end-market demand for these product categories and
some internal issues that are being addressed," commented Chris Ragot, President
of Terex Roadbuilding and Utilities. "We have been able to increase our revenues
slightly, but the additional contribution margin was more than offset with
supplier pricing issues. The Utility business remains particularly price and
cost sensitive today. We continue to review our organizational structure, and
recently completed a restructuring of our Utility Products and Roadbuilding
groups, which will allow us to streamline the organization and improve
performance."

     Mr. Ragot continued, "Our expectations for the Roadbuilding business for
2005 remains somewhat muted, as the industry awaits the passage of the six-year
funding bill that we anticipate will be approved during the spring of 2005.
Utility Products are reflecting the impact of weak end demand, as utility
companies have continued to restrict capital spending in the face of higher fuel
costs as they relate to energy generation and increased line maintenance costs.
One bright spot was Terex Advance Mixer, which was able to achieve over 30%
revenue growth with profitable results. Consistent with our views heading into
this year, however, we fully expect that all these businesses will benefit from
an external market recovery and internal TIP initiatives, such as the
implementation of lean manufacturing concepts and component purchasing
initiatives, which should be reflected in 2005 operating results."

Special Items

     Included in special items for the third quarter of 2004 were: (1) costs
associated with the closure of previously announced restructuring activities
($0.4 million); (2) costs associated with the restructuring of the compact
equipment parts business ($0.5 million); (3) write-down of certain assets
associated with a discontinued parts business ($1.7 million); (4) accelerated
amortization arising from the early retirement of debt ($1.0 million); and (5)
gain on the sale of facilities ($1.7 million).

     For the third quarter of 2003, special items were: (1) costs associated
with previously announced restructuring initiatives ($1.0 million); (2) costs
associated with businesses held for sale or to be closed ($1.6 million); and (3)
a gain related to the Company's deferred compensation plan ($0.5 million).

Capital Structure

     "Cash flow from operations for the third quarter of 2004 was a use of $9.4
million, bringing the cumulative cash generation for the first nine months of
2004 to $60.5 million," commented Phil Widman, Senior Vice President and Chief
Financial Officer. "In the quarter, we used $81.4 million in cash from increased
working capital (defined as the sum of accounts receivable plus inventory less
accounts payable), bringing the total increase for the first nine months of 2004
to $111.5 million. As we previously indicated, our challenge this year was to
deliver increased volume with the same or reduced levels of working capital as
compared to our 2003 results. The results of this effort can be seen in our
working capital as a percent of trailing three month annualized sales, which
decreased to a level of 21% at the end of the third quarter of 2004 compared to
28% at the end of the third quarter of 2003."

     Net debt (defined as total debt less cash) at the end of the third quarter
of 2004 increased $16 million to $824 million from $808 million at the end of
the second quarter of 2004, which still reflects a decrease of $70 million from
the net debt balance at the end of 2003. Mr. Widman added, "In July 2004, we
repaid $50 million of bank debt, which, in addition to other general debt
reduction activities in the quarter, resulting in a total quarterly paydown of
$46 million, bringing the total gross debt reduction year to date to $144
million, well on the way toward our goal of $200 million for the year."

                                       8
<PAGE>

Taxes

     Commenting on the effective tax rate, Mr. Widman stated, "Terex's effective
tax rate is influenced by various factors including, but not limited to, the mix
of income between jurisdictions, changes in tax asset valuation allowances, and
the resolution of tax audits." Mr. Widman continued, "The effective tax rate for
the quarter was 16.0%, as compared to 28.3% for the third quarter of 2003. The
effective tax rate for the third quarter is lower than the anticipated annual
effective tax rate due to the successful resolution of a tax audit covering
multiple reporting periods and release of valuation allowances based on the
profitability of our businesses in certain jurisdictions. The financial impact
of the tax audit resolution is recognized in the third quarter, resulting in a
quarterly effective tax rate that is lower than the anticipated annual tax rate,
and the valuation allowance is considered in the full year effective tax rate
calculation. We expect the full year 2004 effective tax rate to be approximately
25%. It is important for us to re-emphasize, however, that as our profitability
continues to grow, the effective tax rate, excluding the impact of discrete
items, will move closer to the statutory rate."

TIP Update

     This year, Terex launched a series of initiatives known as the Terex
Improvement Process, or TIP, intended to transform the Company over the next
several years. "This is a change process that will improve our operational
execution and help Terex become more customer-focused," Mr. DeFeo stated.
"Improvements at all of our locations are being made each and every day, and we
feel it is important to continue to discuss our opportunities and successes as
we move towards our future vision of Terex."

     "We continue to improve in areas that affect the way we face the customer.
This will be our primary theme in 2005 as we plan to make `Customer Drive in
2005' our major focus. This will require further improvements in product and
parts support, plus improving our sales execution and building a more cohesive
market based business strategy that combines the superb product lines that are
now in the Terex family."

     Mr. DeFeo continued, "Although it is difficult to quantify all of the
benefits of TIP, there are certain areas that lend themselves to measurement.
For example, in the third quarter we reduced our idle and underutilized assets,
mainly used, rental and demo equipment, by $76 million, which includes
approximately $22 million acquisition costs associated with operating lease
commitments, bringing our year to date total for asset reduction activities to
approximately $129 million. Our vision remains to have Terex grow to over $6
billion of revenue in 2006 with a 10% operating margin, working capital levels
of 15% of revenue and a 20% or greater return on invested capital (defined as
operating profit excluding special items divided by the sum of average book
equity and average net debt), thus providing superior returns to our owners. We
will continue to update our stakeholders on this journey, and remain fully
committed to the goal of making Terex a world class, franchise player with great
returns to owners, customers and employees."

Outlook

     "Looking forward, we remain optimistic about our earnings outlook. For 2004
we are forecasting the full year earnings per share ("EPS") to be in the range
of $2.40 to $2.50, as compared to our prior guidance of $2.25 to $2.45, both
before special items," stated Mr. DeFeo. "Revenues will be better than we
expected, costs higher and taxes lower. As we reflect on the full year, earnings
per share should be 66% to 74% above 2003 EPS, excluding special items. We
continue to believe that there are significantly better days ahead for Terex,
and our focus will be on doing those things necessary to drive results and
deliver shareholder value."

     "We see no change to our momentum going into the fourth quarter and
2005," continued Mr. DeFeo. "We feel that there are specific issues affecting
2004 results that will be addressed and minimized going forward. The impact of
steel and other components certainly took away some of the upside from our near
term results. We continue to see steel prices at historically high levels, and
have factored this into our outlook for the balance of 2004 and beyond."

                                       9
<PAGE>

     "We continue to see order activity building, with backlog indicating that
2004 and 2005 performance will remain strong. We are currently in the middle of
2005 budget reviews, and as such we can not give specific guidance at this time,
but we expect the next year will be substantially better in regard to revenues,
margins and cash flow when compared to 2004."

Prior Period Accounts Review

     As part of the continual review process of its accounts (in accordance with
its financial and internal controls) during the preparation of its interim
financial reports for the third quarter of 2004, Terex focused on resolving an
imbalance in certain intercompany accounts. To reconcile the accounts, Terex
commenced a more detailed examination of intercompany entries that may have
given rise to the imbalance and has identified several entries that may require
reclassification. Due to the fact that several of these entries occurred as long
as 10 years ago, the process of verifying the entries in question is still
ongoing.

     While the examination is continuing, at this stage Terex believes that the
potential for adjustments to its financial statements primarily relates to
periods in 2002 and earlier. As of Septembre 30, 2004, the net imbalance in the
subject accounts was approximately $11 million. Certain of the significant items
identified to date that have contributed to the imbalance and the expected
financial statement impact of these items are summarized below. The ultimate
resolution of the items comprising the net imbalance of $11 million could have
impacts greater or lesser than $11 million on individual line items of any
impacted financial statements.

     o    Intercompany notes associated with the Schaeff business were
          incorrectly recorded and consequently caused the value of the goodwill
          of the Schaeff companies to be overstated by approximately $23.5
          million. The Company believes that the adjustment of this item will
          impact the balance sheet by decreasing the Company's goodwill and
          equity as of December 31, 2002 by that amount.

     o    An amount in the range of $12 million to $18 million that contributed
          to the account imbalance the Company believes to be due to currency
          translation and should have no impact on the financial statements of
          the Company.

     o    Adjustments to certain balance sheet items, mainly working capital and
          warranty, related to the O&K Mining business will affect periods from
          1998 (acquisition) to 2002. At this time, the Company has not
          determined the net impact of the foregoing items on the financial
          statements for such period.

     o    Other items indicating deficiency in the reconciliation of working
          capital and certain other accounts, which contributed to the
          intercompany imbalance, indicate adjustments that may reduce pretax
          income primarily in the years from 2000 through 2002 in the range of
          approximately $10 million cumulatively.

     As noted above, until examination by Terex is concluded, the amounts and
the related period for any adjustments cannot be finally determined. In
addition, until the review is completed, there can be no assurance that
additional adjustments will not be identified. Any final adjustments to Terex's
financial statements as a result of the examination of the accounts in question
are subject to the completion of audit and review procedures by Terex's
independent auditors, PricewaterhouseCoopers LLP.

     Terex is continually reviewing its financial and internal processes to
assure the accuracy of its financial reports. In the latter part of 2003, an
improved financial reporting system was put in place, allowing for a more
detailed and thorough review of accounts on a timely basis through analytical
report writing functions as well as automated back office functions.
Additionally, internal controls are being modified to require, among other
things, monthly activity balancing and the requirement that any reconciling item

                                       10
<PAGE>

that is not resolved within a specified period of time be expensed to the income
statement, which is intended to deter this type of situation from occurring in
the future.

Safe Harbor Statement

     The above contains forward-looking statements based on Terex's current
expectations and projections about future events. Because forward-looking
statements involve risks and uncertainties, actual results could differ
materially. Such risks and uncertainties, many of which are beyond Terex's
control, include among others: Terex's business is highly cyclical and weak
general economic conditions may affect the sales of its products and its
financial results; the sensitivity of construction, infrastructure and mining
activity and products produced for the military to interest rates and government
spending; the ability to successfully integrate acquired businesses; the
retention of key management personnel; Terex's businesses are very competitive
and may be affected by pricing, product initiatives and other actions taken by
competitors; the effects of changes in laws and regulations; Terex's business is
international in nature and is subject to changes in exchange rates between
currencies, as well as international politics; the ability of suppliers to
timely supply Terex parts and components at competitive prices; the financial
condition of suppliers and customers, and their continued access to capital;
Terex's ability to timely manufacture and deliver products to customers; Terex's
significant amount of debt and its need to comply with restrictive covenants
contained in Terex's debt agreements; compliance with applicable environmental
laws and regulations; until the review by the Company is concluded, no assurance
can be given that the financial statement adjustments, impacts and periods
described in this press release are final or that there may not be additional
adjustments to the financial statements identified; and other factors, risks,
uncertainties more specifically set forth in Terex's public filings with the
SEC. Actual events or the actual future results of Terex may differ materially
from any forward looking statement due to those and other risks, uncertainties
and significant factors. The forward-looking statements herein speak only as of
the date of this release. Terex expressly disclaims any obligation or
undertaking to release publicly any updates or revisions to any forward-looking
statement included in this release to reflect any changes in Terex's
expectations with regard thereto or any changes in events, conditions, or
circumstances on which any such statement is based.

     Terex Corporation is a diversified global manufacturer with 2003 net sales
of $3.9 billion. The Company operates in five business segments: Terex
Construction, Terex Cranes, Terex Aerial Work Platforms, Terex Materials
Processing & Mining, and Terex Roadbuilding, Utility Products and Other. Terex
manufactures a broad range of equipment for use in various industries, including
the construction, infrastructure, quarrying, recycling, surface mining,
shipping, transportation, refining, utility and maintenance industries. Terex
offers a complete line of financial products and services to assist in the
acquisition of Terex equipment through Terex Financial Services. More
information on Terex can be found at www.terex.com.

                                       ###

                                Terex Corporation
           500 Post Road East, Suite 320, Westport, Connecticut 06880
          Telephone: (203) 222-7170, Fax: (203) 222-7976, www.terex.com



                                       11
<PAGE>

                       TEREX CORPORATION AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
                      (in millions, except per share data)
                                   (unaudited)
<TABLE>
<CAPTION>


                                                                     For the Three Months            For the Nine Months
                                                                      Ended September 30,             Ended September 30,
                                                               -------------------------------    --------------------------
                                                                     2004             2003           2004            2003
                                                               -----------------  ------------    ------------  ------------
<S>                                                            <C>                <C>             <C>           <C>
Net sales......................................................$   1,251.8        $  906.3        $  3,632.0    $  2,882.8
Cost of goods sold.............................................    1,078.9           772.8           3,103.8       2,502.9
                                                               -----------------  ------------    ------------  ------------

     Gross profit..............................................      172.9           133.5             528.2         379.9
Selling, general and administrative expenses...................     (113.6)          (89.1)           (344.8)       (279.2)
Goodwill impairment............................................      ---             ---               ---           (51.3)
                                                               -----------------  ------------    ------------  ------------

     Income (loss) from operations.............................       59.3            44.4             183.4          49.4

Other income (expense):
     Interest income...........................................        1.8             1.6               4.2           5.4
     Interest expense..........................................      (23.2)          (23.3)            (69.1)        (75.8)
     Other income (expense) - net..............................       (0.5)           (1.9)             16.9          (6.5)
                                                               -----------------  ------------    ------------  ------------

Income (loss) before income taxes..............................       37.4            20.8             135.4         (27.5)
Benefit from (provision for) income taxes......................       (6.0)           (5.9)            (27.9)          2.6
                                                               -----------------  ------------    ------------  ------------
Net income (loss)..............................................$      31.1        $   14.9        $    107.5    $    (24.9)
                                                               =================  ============    ============  ============

Per common share:
    Basic......................................................$       0.64       $    0.31       $      2.18    $     0.52
                                                               =================  ============    ============  ============
    Diluted....................................................$       0.62       $    0.30       $      2.12    $     0.52
                                                               =================  ============    ============  ============

Weighted average number of common and common equivalent shares outstanding in
     per share calculation:
        Basic..................................................       49.4            47.8              49.2          47.5
        Diluted................................................       50.9            49.7              50.7          47.5
</TABLE>



                                       12
<PAGE>
<TABLE>
<CAPTION>

                       TEREX CORPORATION AND SUBSIDIARIES
          SELECTED CONSOLIDATED BALANCE SHEET AS OF SEPTEMBER 30, 2004*
                         (in millions, except par value)
                                   (unaudited)

<S>                                                                                  <C>
CURRENT ASSETS
   Cash and cash equivalents.........................................................$      393.2
   Trade receivables.................................................................       669.9
   Inventories.......................................................................     1,141.9
   Other current assets..............................................................       193.7
                                                                                     -----------------
                      Total Current Assets...........................................     2,398.7

LONG-TERM ASSETS
   Property, plant and equipment.....................................................       353.1
   Goodwill .........................................................................   Not Provided*
   Other assets......................................................................       518.8


CURRENT LIABILITIES
   Notes payable and current portion of long-term debt...............................$       74.1
   Trade accounts payable............................................................       759.4
   Accrued compensation and benefits.................................................       108.1
   Accrued warranties and product liability..........................................        85.9
   Other current liabilities.........................................................       319.6
                                                                                     -----------------
                     Total Current Liabilities.......................................     1,347.1

NON CURRENT LIABILITIES
   Long-term debt, less current portion..............................................     1,143.1
   Other.............................................................................       422.4

COMMITMENTS AND CONTINGENCIES


TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY.......................................... $  Not.Provided*
                                                                                     =================
</TABLE>

*    Pending completion of the ongoing review of intercompany transactions
     described earlier in the body of this press release, Terex is only
     providing selected consolidated balance sheet information as of September
     30, 2004.

                                       13
<PAGE>
<TABLE>
<CAPTION>

                       TEREX CORPORATION AND SUBSIDIARIES
                      CONSOLIDATED STATEMENT OF CASH FLOWS
                                  (in millions)
                                   (unaudited)

                                                                                                For the Nine Months Ended
                                                                                                       September 30,
                                                                                            -------------------------------
                                                                                                  2004           2003
                                                                                            --------------- ---------------
<S>                                                                                         <C>             <C>
OPERATING ACTIVITIES
   Net income (loss)......................................................................  $    107.5      $    (24.9)
   Adjustments to reconcile net income (loss) to cash provided by (used in) operating
       activities:
     Depreciation ........................................................................        40.1            40.6
     Amortization.........................................................................        11.6             9.5
     Impairment charges and asset write downs.............................................       ---              72.5
     Loss on retirement of debt...........................................................         2.4             1.4
     Gain on sale of fixed assets.........................................................       (20.5)           (2.4)
     Changes in operating assets and liabilities (net of effects of acquisitions):
       Trade receivables..................................................................      (128.7)           50.9
       Inventories........................................................................      (131.9)          112.1
       Trade accounts payable.............................................................       149.1             3.7
       Other, net.........................................................................        30.9           (47.9)
                                                                                            --------------- ---------------
          Net cash provided by operating activities.......................................        60.5           215.5
                                                                                            --------------- ---------------

INVESTING ACTIVITIES
   Acquisition of businesses, net of cash acquired........................................        (6.1)           (8.7)
   Capital expenditures...................................................................       (21.5)          (19.7)
   Proceeds from sale of assets...........................................................        31.8             4.5
                                                                                            --------------- ---------------
              Net cash provided by (used in) investing activities.........................         4.2           (23.9)
                                                                                            --------------- ---------------

FINANCING ACTIVITIES
   Principal repayments of long-term debt.................................................      (125.0)          (54.5)
   Net repayments under revolving line of credit agreements...............................        (6.6)          (43.5)
     Stock  options exercised.............................................................         8.3           ---
     Payment of premium on early retirement of debt.......................................       ---              (2.2)
   Other..................................................................................       (15.5)          (26.0)
                                                                                            --------------- ---------------
         Net cash used in financing activities............................................      (138.8)         (126.2)
                                                                                            --------------- ---------------
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS..............................        (0.2)           13.3
                                                                                            --------------- ---------------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS......................................       (74.3)           78.7
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD..........................................       467.5           352.2
                                                                                            --------------- ---------------

CASH AND CASH EQUIVALENTS AT END OF PERIOD................................................  $    393.2      $    430.9
                                                                                            =============== ===============
</TABLE>


                                       14
<PAGE>
<TABLE>
<CAPTION>

                                     Table I
                                     -------
                       TEREX CORPORATION AND SUBSIDIARIES
                                  (in millions)
                                   (unaudited)

                                                                   For the Three Months Ended September 30,
                                          -----------------------------------------------------------------------------------------
                                                             2004                                           2003
                                          ---------------------------------------------   -----------------------------------------

                                                              Special        Excluding                     Special       Excluding
                                                   GAAP         Items    Special Items            GAAP       Items   Special Items
                                          ---------------------------------------------   -----------------------------------------
<S>                                      <C>            <C>           <C>                <C>         <C>         <C>
Sales
   Construction (1)..................... $        418.5 $         --- $          418.5   $     307.2 $       --- $         307.2
   Cranes (2)...........................          269.3           ---            269.3         234.1         ---           234.1
   Aerial Work Platforms ...............          235.8           ---            235.8         150.7         ---           150.7
   Materials Processing & Mining .......          160.4           ---            160.4          93.8         ---            93.8
   Roadbuilding, Utility Products &
     Other .............................          190.4           ---            190.4         120.5         ---           120.5
   Corp / Eliminations .................          (22.6)          ---            (22.6)          ---         ---             ---
                                          -------------- ------------- ----------------   ----------- ----------- -----------------
      Total............................. $      1,251.8 $         --- $        1,251.8   $     906.3 $       --- $         906.3
                                          ============== ============= ================   =========== =========== =================

Gross Profit
   Construction (1)..................... $         55.4 $         1.1 $           56.5   $      39.7 $       --- $          39.7
   Cranes (2)...........................           29.2          (0.2)            29.0          25.5         1.3            26.8
   Aerial Work Platforms ...............           41.7           ---             41.7          33.8         ---            33.8
   Materials Processing & Mining .......           23.1           ---             23.1          17.6         ---            17.6
   Roadbuilding, Utility Products &
     Other .............................           23.6           ---             23.6          16.9         ---            16.9
   Corp / Eliminations .................           (0.1)          ---             (0.1)          ---         ---             ---
                                          -------------- ------------- ----------------   ----------- ----------- -----------------
      Total............................. $        172.9 $         0.9 $          173.8   $     133.5 $       1.3 $         134.8
                                          ============== ============= ================   =========== =========== =================

SG&A
   Construction (1)..................... $         35.8 $         --- $           35.8   $      25.1 $      (0.5) $         24.6
   Cranes (2)...........................           24.7           ---             24.7          20.1        (0.2)           19.9
   Aerial Work Platforms ...............           16.4           ---             16.4          16.2         ---            16.2
   Materials Processing & Mining .......           14.1           ---             14.1          13.2         ---            13.2
   Roadbuilding, Utility Products &
     Other .............................           20.6           ---             20.6          13.7         ---            13.7
   Corp / Eliminations .................            2.0           ---              2.0           0.8         0.7             1.5
                                          -------------- ------------- ----------------   ----------- ----------- -----------------
      Total............................. $        113.6 $         --- $          113.6   $      89.1 $       --- $          89.1
                                          ============== ============= ================   =========== =========== =================

Income (Loss) from Operations
   Construction (1)..................... $         19.6 $         1.1 $           20.7   $      14.6 $       0.5 $          15.1
   Cranes (2)...........................            4.5          (0.2)             4.3           5.4         1.5             6.9
   Aerial Work Platforms ...............           25.3           ---             25.3          17.6         ---            17.6
   Materials Processing & Mining .......            9.0           ---              9.0           4.4         ---             4.4
   Roadbuilding, Utility Products &
     Other .............................            3.0           ---              3.0           3.2         ---             3.2
   Corp / Eliminations .................           (2.1)          ---             (2.1)         (0.8)       (0.7)           (1.5)
                                          -------------- ------------- ----------------   ----------- ----------- -----------------
      Total............................. $         59.3 $         0.9 $           60.2   $      44.4 $       1.3 $          45.7
                                          ============== ============= ================   =========== =========== =================
</TABLE>

(1)  Special items relate primarily to period costs associated with the
     restructuring of previously announced restructuring programs and the
     write-down of certain assets in conjunction with a divestiture.
(2)  Special items relate to the completion of the costs associated with the
     closure and sale of the RO boom truck facility


                                       15
<PAGE>
<TABLE>
<CAPTION>

                               Table I (continued)
                               -------------------
                       TEREX CORPORATION AND SUBSIDIARIES
                                  (in millions)
                                   (unaudited)

                                                                   For the Nine Months Ended September 30,
                                          ------------------------------------------------------------------------------------------
                                                             2004                                           2003
                                          ---------------------------------------------   ------------------------------------------
                                                              Special        Excluding                       Special      Excluding
                                                   GAAP         Items    Special Items            GAAP         Items  Special Items
                                          ---------------------------------------------   ------------------------------------------
<S>                                      <C>            <C>           <C>                <C>           <C>           <C>
Sales
   Construction (1)..................... $      1,283.2 $         --- $        1,283.2   $     1,008.1 $         --- $      1,008.1
   Cranes (2)...........................          755.4           ---            755.4           745.0           ---          745.0
   Aerial Work Platforms ...............          677.9           ---            677.9           493.4           ---          493.4
   Materials Processing & Mining (3)....          389.7           ---            389.7           298.8           ---          298.8
   Roadbuilding, Utility Products &
     Other (4)..........................          579.5           ---            579.5           370.2           ---          370.2
   Corp / Eliminations .................          (53.7)           ---           (53.7)          (32.7)          ---          (32.7)
                                          -------------- ------------- ----------------   ------------- ------------- --------------
      Total............................. $      3,632.0 $         --- $        3,632.0   $     2,882.8 $         --- $      2,882.8
                                          ============== ============= ================   ============= ============= ==============

Gross Profit
   Construction (1)..................... $        170.3 $         9.6 $          179.9   $       134.7 $         2.1 $        136.8
   Cranes (2)...........................           92.5           0.5             93.0            74.5          10.6           85.1
   Aerial Work Platforms ...............          133.9           ---            133.9           104.3           0.8          105.1
   Materials Processing & Mining (3)....           61.4           0.4             61.8            49.8          14.2           64.0
   Roadbuilding, Utility Products &
     Other (4)..........................           70.3           0.3             70.6            16.8          17.3           34.1
   Corp / Eliminations .................           (0.2)          ---             (0.2)           (0.2)          ---           (0.2)
                                          -------------- ------------- ----------------   ------------- ------------- --------------
      Total............................. $        528.2 $        10.8 $          539.0   $       379.9 $        45.0 $        424.9
                                          ============== ============= ================   ============= ============= ==============

SG&A
   Construction (1)..................... $        112.1 $        (0.6) $         111.5   $        86.9 $        (0.6) $        86.3
   Cranes (2)...........................           71.0          (1.0)            70.0            60.8          (0.7)          60.1
   Aerial Work Platforms ...............           52.5           ---             52.5            47.3           ---           47.3
   Materials Processing & Mining (3)....           40.3           ---             40.3            34.0          (1.7)          32.3
   Roadbuilding, Utility Products &
     Other (4)..........................           61.5           ---             61.5            43.2          (0.3)          42.9
   Corp / Eliminations .................            7.4           ---              7.4             7.0          (4.6)           2.4
                                          -------------- ------------- ----------------   ------------- ------------- --------------
      Total............................. $        344.8 $        (1.6) $         343.2   $       279.2 $        (7.9) $       271.3
                                          ============== ============= ================   ============= ============= ==============
Income (Loss) from Operations
   Construction (1)..................... $         58.2 $        10.2 $           68.4   $        47.8 $         2.7 $         50.5
   Cranes (2)...........................           21.5           1.5             23.0            13.7          11.3           25.0
   Aerial Work Platforms ...............           81.4           ---             81.4            57.0           0.8           57.8
   Materials Processing & Mining (3)....           21.1           0.4             21.5            15.8          15.9           31.7
   Roadbuilding, Utility Products &
     Other (4)..........................            8.8           0.3              9.1           (77.7)         68.9           (8.8)
   Corp / Eliminations .................           (7.6)          ---             (7.6)           (7.2)          4.6           (2.6)
                                          -------------- ------------- ----------------   ------------- ------------- --------------
      Total............................. $        183.4 $        12.4 $          195.8   $        49.4 $       104.2 $        153.6
                                          ============== ============= ================   ============= ============= ==============
</TABLE>

(1)  Special items relate primarily to period costs associated with the
     restructuring of previously announced restructuring programs, write-down of
     certain assets in conjunction with a divestiture, as well as a liability
     associated with a pre-acquisition commitment at O&K
(2)  Special items relate primarily to the costs associated with the sale of
     discontinued parts business activities, the gain associated with the
     closure and sale of the Aerials Ireland facility and costs associated with
     a previously announced Crane group restructuring program
(3)  Special items relate primarily to the costs associated with the sale of
     discontinued parts business activities
(4)  Special items relate primarily to the restructuring of a Terex Utilities
     distribution location


</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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