(NYSE: PLOW)(NYSE: PLOW)

R.W. BAIRD INDUSTRIAL CONFERENCER.W. BAIRD INDUSTRIAL CONFERENCEINVESTOR PRESENTATIONINVESTOR PRESENTATION

November 9, 2010November 9, 2010

11

Forward Looking StatementsForward Looking StatementsSomeSome ofof thethe informationinformation presentedpresented hereinherein containscontains forwardforward--lookinglooking statementsstatements thatthat involveinvolve aa numbernumberofof risksrisks andand uncertaintiesuncertainties.. ForwardForward--lookinglooking statementsstatements areare identifiedidentified byby termsterms andand phrasesphrases suchsuch asas“anticipate,”“anticipate,” “believe,”“believe,” “intend,”“intend,” “estimate,”“estimate,” “expect,”“expect,” “continue,”“continue,” “should,”“should,” “could,”“could,” “may,”“may,” “plan,”“plan,”“project,”“project,” “predict,”“predict,” “will”“will” andand similarsimilar expressionsexpressions andand includeinclude referencesreferences toto assumptionsassumptions andand relaterelate totothethe Company’sCompany’s futurefuture prospects,prospects, developmentsdevelopments andand businessbusiness strategiesstrategies.. FactorsFactors thatthat couldcould causecauseactualactual resultsresults toto differdiffer materiallymaterially fromfrom thosethose expressedexpressed oror impliedimplied hereinherein include,include, butbut areare notnot limitedlimited toto::weatherweather conditions,conditions, particularlyparticularly levelslevels ofof snowfallsnowfall;; economiceconomic conditionsconditions;; ourour relationshipsrelationships withwith ourourdistributorsdistributors;; thethe priceprice oror availabilityavailability ofof steelsteel oror otherother necessarynecessary suppliessupplies;; challengeschallenges toto ourour intellectualintellectualpropertyproperty portfolioportfolio;; shiftingshifting endend--useruser needsneeds;; andand competitivecompetitive pressurespressures..

ActualActual results,results, performanceperformance oror achievementsachievements maymay differdiffer materiallymaterially fromfrom thethe resultsresults expressedexpressed ororimpliedimplied hereinherein andand thethe CompanyCompany doesdoes notnot undertakeundertake toto updateupdate thethe materialsmaterials inin thisthis presentationpresentation totoreflectreflect futurefuture eventsevents oror circumstancescircumstances..

ThisThis informationinformation isis confidential,confidential, andand shouldshould notnot bebe photocopied,photocopied, distributeddistributed oror discloseddisclosed toto anyoneanyone andandyouryour acceptanceacceptance oror receiptreceipt ofof thisthis documentdocument isis deemeddeemed toto bebe anan agreementagreement toto thesethese termsterms..

22

Introduction to Douglas DynamicsIntroduction to Douglas Dynamics

Market leader in snowplowsMarket leader in snowplows

Exceptional consumer Exceptional consumer loyalty and brand equityloyalty and brand equity

Extensive, experienced, and Extensive, experienced, and stable distributor networkstable distributor network

Leading Market PositionLeading Market Position

Mission critical products for Mission critical products for nonnon--discretionary servicesdiscretionary services

Replacement driven Replacement driven business business

Consistent price increasesConsistent price increases

High barriers to entryHigh barriers to entry

Consistent annual snowfall Consistent annual snowfall over multiover multi--year periodsyear periods

Expanding plowExpanding plow--able areaable area

Attractive Industry DynamicsAttractive Industry Dynamics

Built to generate Built to generate substantial profitability in substantial profitability in all snowfall conditionsall snowfall conditions

Compelling free cash flow Compelling free cash flow profileprofile

Flexible, lean enterprise Flexible, lean enterprise platformplatform

Global sourcing Global sourcing capabilitiescapabilities

Strong Financial ProfileStrong Financial Profile

33

Market Leader Market Leader Unparalleled scale, geographic scope and channel penetrationUnparalleled scale, geographic scope and channel penetration

0

10,000

20,000

30,000

40,000

50,000

60,000

70,000

'82 '84 '86 '88 '90 '92 '94 '96 '98 '00 '02 '04 '06 '08

Units

8-Year Rolling Average Douglas Equipment Unit Sales

Estimated Market ShareEstimated Market Share (1)(1)

Douglas Douglas DynamicsDynamics50% 50% -- 60%60%

Other Other Competitors Competitors (3)(3)

40% 40% -- 50%50%

Source: Management estimates. Source: Management estimates. (1) Estimated 2009 market share represents North America only.(1) Estimated 2009 market share represents North America only.(2) Long(2) Long--term growth chart pro forma for Blizzard acquisition in 2002term growth chart pro forma for Blizzard acquisition in 2002--2005.2005.(3) Includes Meyer Products, Northern Star Industries (Boss), Sno(3) Includes Meyer Products, Northern Star Industries (Boss), Sno--Way, Curtis, Buyers and Hiniker, among others.Way, Curtis, Buyers and Hiniker, among others.

Market Leadership Drives Consistent GrowthMarket Leadership Drives Consistent Growth (2)(2)

Leading Brands Leading Brands

44

Rigorously screen prospective distributorsRigorously screen prospective distributors

Actively monitor existing distributors Actively monitor existing distributors

–– Performance Performance

–– Quality of serviceQuality of service

–– Credit profile Credit profile

2000 Current

Most Extensive Distributor Network Most Extensive Distributor Network Industry's largest, most influential and best capitalized distributors Industry's largest, most influential and best capitalized distributors

Distributor Network OptimizationDistributor Network Optimization

>10 Distributors>10 Distributors

55--10 Distributors10 Distributors

<5 Distributors<5 Distributors

0 Distributors0 Distributors

Note: Map excludes distributors in China (1), Finland (2), South Korea (1), Scotland (1), Northern Ireland (1), and AustraliaNote: Map excludes distributors in China (1), Finland (2), South Korea (1), Scotland (1), Northern Ireland (1), and Australia (1(1).).

Diverse Distributor FootprintDiverse Distributor Footprint(Figures represent number of direct distributors)

455455

721721

55

Snow and Ice Control: A Primer Snow and Ice Control: A Primer TypicalTypicalVehicle:Vehicle:

TypicalTypicalPlow:Plow:

ExtremeExtremedutyduty

LightLightdutyduty

TypicalTypicalPlower:Plower:

Contractor / Contractor / ProfessionalProfessional

PersonalPersonal

MunicipalMunicipal

BusinessBusiness

Western MVP PlusWestern MVP Plus

Fisher HomesteaderFisher Homesteader

Ford FFord F--350350

Dodge RamDodge Ram

Fisher MCFisher MC Ford FFord F--550550

Blizzard HDBlizzard HD Ford FFord F--250250

Mission critical products Mission critical products

–– Snowfall inhibits travel and commerceSnowfall inhibits travel and commerce

–– 33--4 month snow seasons create finite 4 month snow seasons create finite window for plowable opportunitieswindow for plowable opportunities

–– Plowers develop brand loyalty in Plowers develop brand loyalty in response to performance over timeresponse to performance over time

–– Professional plowers can potentially Professional plowers can potentially pay for a plow in one stormpay for a plow in one storm

Highly engineered productsHighly engineered products

–– Hydraulics and electrical partsHydraulics and electrical parts

–– Integration with vehicleIntegration with vehicle

–– Requires maximum reliability in Requires maximum reliability in severe work environmentssevere work environments

Defining CharacteristicsDefining Characteristics

66

Installed base of over 500,000 units Installed base of over 500,000 units

Replacement cycle of 7Replacement cycle of 7--8 years for actively 8 years for actively used snowplowsused snowplows

Exceptional consumer loyalty and brand Exceptional consumer loyalty and brand equity equity

Highly visible and recurring revenue Highly visible and recurring revenue stream over replacement cyclestream over replacement cycle

Exceptional Consumer Loyalty and Brand EquityExceptional Consumer Loyalty and Brand EquitySuperior innovation, productivity and reliability drive…Superior innovation, productivity and reliability drive…

(1) Based on survey of commercial snowplow end(1) Based on survey of commercial snowplow end--users. Price is one of many potential factors that survey participants could citeusers. Price is one of many potential factors that survey participants could cite as the primary driver of their purchase decision.as the primary driver of their purchase decision.

…recurring sales…recurring sales…premium pricing and……premium pricing and…

PricePrice<10%<10%

Other Other ~90%~90%

Primary Decision FactorsPrimary Decision Factors (1)(1)

77

Attractive Financial ProfileAttractive Financial ProfileDouglas business model is built to generate strong free cash flowDouglas business model is built to generate strong free cash flow

Highly Profitable Highly Profitable Business ModelBusiness Model

Predictable and Predictable and Manageable Cash CycleManageable Cash Cycle

Strong base business Strong base business marginsmargins

Track record of revenue and Track record of revenue and variable gross profit per variable gross profit per unit growth unit growth

High variable cost structure High variable cost structure maximizes profit in all maximizes profit in all snowfall conditionssnowfall conditions

Preseason order program Preseason order program provides early visibility to provides early visibility to current year performancecurrent year performance

Predictable working capital Predictable working capital requirements requirements

Low leverage and interest Low leverage and interest expense expense

Favorable cash tax Favorable cash tax structure structure

88

Focus on industryFocus on industry--leading shipping leading shipping performance performance

One piece flow replaces batch One piece flow replaces batch manufacturing manufacturing

Continuous improvementContinuous improvement

–– Waste elimination Waste elimination

–– Floor space consolidationFloor space consolidation

Most Operationally Efficient ManufacturerMost Operationally Efficient ManufacturerFlexible, lean enterprise platform is highly responsive to demand changesFlexible, lean enterprise platform is highly responsive to demand changes

(1) Based on 2009 financial results.(1) Based on 2009 financial results.(2) Components of fixed costs include: manufacturing, engineering, insurance, taxes, and depreciation.(2) Components of fixed costs include: manufacturing, engineering, insurance, taxes, and depreciation.(3) Components of variable costs include: materials, labor, and variable overhead.(3) Components of variable costs include: materials, labor, and variable overhead.(4) Based on data from 2005 to 2009.(4) Based on data from 2005 to 2009.

Lean HighlightsLean Highlights

Perfect ship improved from 71% to 98% Perfect ship improved from 71% to 98% (4)(4)

FactoryFactory--wide productivity improved 35% wide productivity improved 35% (4)(4)

Internal scrap rates reduced 19% Internal scrap rates reduced 19% (4)(4)

Plant rationalization (Project 322)Plant rationalization (Project 322)

–– Reduction from 3 to 2 plants Reduction from 3 to 2 plants

VariableVariable (3) (3)

83%83%

Fixed Fixed (2)(2)

17%17%

NonNon--union workforce augmented by union workforce augmented by flexible layer of temporary workersflexible layer of temporary workers

–– 10% to 15% of total workforce10% to 15% of total workforce

Low costs due to vertical integrationLow costs due to vertical integration

Incentivized employee base is rewarded Incentivized employee base is rewarded for performancefor performance

Highly Variable Cost StructureHighly Variable Cost Structure

Fixed vs. Variable COGS Fixed vs. Variable COGS (1)(1)

99

5%

64%

26%

8%

30%

5%

29% 33%

Q1 Q2 Q3 Q4

Orders Shipments

Successfully Managing Seasonality Successfully Managing Seasonality Douglas has evolved to manage the variability in its businessDouglas has evolved to manage the variability in its business

PrePre--Season Order Program Provides Strong Visibility Season Order Program Provides Strong Visibility

Note: Based on averages from 1998Note: Based on averages from 1998--2009.2009.

(% of units)

Predictable Working Capital Needs Predictable Working Capital Needs

Returns to averageReturns to averagelevels bylevels by

NovemberNovember

Peaks in Peaks in September atSeptember at$83 million $83 million (1)(1)

Average Average Working Working Capital:Capital:

$54 million $54 million (1)(1)

Inventory starts building Inventory starts building during Q2 in anticipation of during Q2 in anticipation of

shipping orders in Q3/Q4shipping orders in Q3/Q4

Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec

Illus

trat

ive

Mon

thly

W

orki

ng C

apita

l

(1) Based on average monthly working capital from 2007(1) Based on average monthly working capital from 2007--2009. Excludes accrued interest, income taxes payable, deferred tax asset2009. Excludes accrued interest, income taxes payable, deferred tax assets and prepaid management fees.s and prepaid management fees.

1010

2002 2003 2004 2005 2006 2007 2008 2009 2002 2003 2004 2005 2006 2007 2008 2009

Track Record of Improving Base Business Profitability Track Record of Improving Base Business Profitability Continuous improvement in revenue and variable gross profit per unitContinuous improvement in revenue and variable gross profit per unit

(Bars represent average revenue per unit of equipment)(Bars represent average revenue per unit of equipment)

Revenue Per UnitRevenue Per Unit(Bars represent average variable gross profit per unit of equipment)(Bars represent average variable gross profit per unit of equipment)

Variable Gross Profit Per Unit Variable Gross Profit Per Unit (2)(2)

Blizzard acquired in Blizzard acquired in November 2005 November 2005 (3)(3)

(1) Includes steel surcharges.(1) Includes steel surcharges.(2) Excludes fixed overhead.(2) Excludes fixed overhead.(3) The acquisition temporarily reduced variable gross profit per unit because Blizzard had a lower variable gross profit per(3) The acquisition temporarily reduced variable gross profit per unit because Blizzard had a lower variable gross profit per ununit than Western and Fisher.it than Western and Fisher.

1111

$12$14

$16

$11

$29

$14$19

$9

$27

$18

$0

$5

$10

$15

$20

$25

$30

2000 2001 2002 2003 2004 2005 2006 2007 2008 2009

Economic Recovery Provides Upside OpportunityEconomic Recovery Provides Upside OpportunityDeferral of new equipment purchases has created pentDeferral of new equipment purchases has created pent--up demand up demand

(24%)

(10%)(16%)

2%

16%11%

(30%)

19%

(11%)

14%

(26%)

19%

(14%)(7%)

9%

(9%)

13%

33%24%

(14%)

-40%

-30%

-20%

-10%

0%

10%

20%

30%

40%

2000 2001 2002 2003 2004 2005 2006 2007 2008 2009

Snowfall vs. 10-Year Average Snowfall Unit Sales vs. 10-Year Average Unit Sales

Equipment Unit Sales and Snowfall vs. 10Equipment Unit Sales and Snowfall vs. 10--Year Averages Year Averages (1)(1)

Parts and Accessories SalesParts and Accessories Sales($ in millions)

(1) Unit sales data pro forma for Blizzard units. Snowfall season begins on October 1 of the prior year through March 31 of c(1) Unit sales data pro forma for Blizzard units. Snowfall season begins on October 1 of the prior year through March 31 of currurrent year. ent year.

1212

($ in millions, except Equipment Variable Gross Profit Per Unit)($ in millions, except Equipment Variable Gross Profit Per Unit)

2009 Equipment Variable Gross Profit Per Unit2009 Equipment Variable Gross Profit Per Unit

2009 Fixed Overhead2009 Fixed Overhead

Normalized EBITDA Normalized EBITDA

Normalized EBITDA CalculationNormalized EBITDA Calculation

9.59.5

$1,431$1,431

(14.1)(14.1)

~ $52~ $52

53,03553,035

Normalized P&A Variable Gross Profit Normalized P&A Variable Gross Profit

(23.6)(23.6)2009 SG&A Expense 2009 SG&A Expense (1)(1)

Normalized EBITDA = Earnings PowerNormalized EBITDA = Earnings PowerHistorical average volumes at current margins and pro forma cost savingsHistorical average volumes at current margins and pro forma cost savings

Historical Average Unit VolumeHistorical Average Unit Volume

4.04.0Pro Forma 322 Cost SavingsPro Forma 322 Cost Savings (2)(2)

(1) Excludes amortization expense and management fees of approximately $6.2 million and $1.4 million, respectively. Includes (1) Excludes amortization expense and management fees of approximately $6.2 million and $1.4 million, respectively. Includes $3.$3.5 million estimate for incremental public company costs.5 million estimate for incremental public company costs.

(2) Based on annualized Project 322 cost savings.(2) Based on annualized Project 322 cost savings.

Normalized Equipment Variable Gross ProfitNormalized Equipment Variable Gross Profit $75.9$75.9

1313

High Free Cash Flow ConversionHigh Free Cash Flow ConversionStrong free cash flow allows dividends and reinvestment for growthStrong free cash flow allows dividends and reinvestment for growth

($ in millions)($ in millions)

High EBITDA marginsHigh EBITDA margins

Low pro forma leverageLow pro forma leverage

Low capex requirements Low capex requirements

Favorable tax structure Favorable tax structure ($18 million of annual tax($18 million of annual tax--deductible amortization)deductible amortization)

Predictable working capital needsPredictable working capital needs

Normalized Free Cash Flow Normalized Free Cash Flow

Normalized Free Cash FlowNormalized Free Cash Flow

$51.7$51.7

(9.3)(9.3)

(8.7)(8.7)

(3.5)(3.5)

(0.5)(0.5)

~$30~$30

EBITDAEBITDA

PF Net Cash Interest PF Net Cash Interest

Capex Capex (1)(1)

Cash TaxesCash Taxes (2)(2)

Working Capital IncreaseWorking Capital Increase

(1) Based on the historical capex budget. (1) Based on the historical capex budget. (2) Assumes 40% tax rate.(2) Assumes 40% tax rate.

Base DividendBase Dividend ~$17~$17

1414

$17.0$17.0 $17.0

Low Volume Normalized High Volume

$73.9

$35.3

$52.7

Low Volume Normalized High Volume

70,314

40,538

53,035

Low Volume Normalized High Volume

High Free Cash Flow Conversion (cont’d)High Free Cash Flow Conversion (cont’d)Robust cash flows through all snowfall environmentsRobust cash flows through all snowfall environments

(1) Based on historical range of unit sales over the past ten years (pro forma for Blizzard).(1) Based on historical range of unit sales over the past ten years (pro forma for Blizzard).(2) Base dividend. (2) Base dividend.

1010--Year Unit VolumeYear Unit Volume (1)(1) EBITDA EBITDA PF Free Cash Flow PF Free Cash Flow ($ in millions)($ in millions) ($ in millions)($ in millions)

$21.8

$30.7

$43.3

(2) (2) (2)

1515

Recently Announced 10% Increase in Quarterly Dividend Recently Announced 10% Increase in Quarterly Dividend Effective withEffective with Q4 dividend paymentQ4 dividend payment

Quarterly Dividend Rate Increased from $0.1825 to $0.20 per Share of Common Stock Quarterly Dividend Rate Increased from $0.1825 to $0.20 per Share of Common Stock (1) (1)

(1) Subject to the approval of the Company’s Board of Directors and in accordance with the restrictions on the Company’s cred(1) Subject to the approval of the Company’s Board of Directors and in accordance with the restrictions on the Company’s credit it facilities facilities

Well Positioned to Fund Dividend PaymentsWell Positioned to Fund Dividend Payments$8.7 million Cash on Hand*

$23.0 million Unused Capacity on Revolver*

$31.7 million Total Liquidity** As of Q3 2010* As of Q3 2010

1616

Attractive Total Return to ShareholdersAttractive Total Return to ShareholdersStrong cash flow and stable longStrong cash flow and stable long--term growth drive above average returnsterm growth drive above average returns

Dividend YieldDividend Yield Capital AppreciationCapital Appreciation

Base DividendBase Dividend Special DividendsSpecial Dividends Organic GrowthOrganic Growth Organic GrowthOrganic Growth

5%+ Annual Yield5%+ Annual Yield (1)(1) Industry GrowthIndustry Growth

Market Share GainsMarket Share Gains

Margin ImprovementMargin Improvement

Total ReturnTotal Return

(1) Based on current stock price.(1) Based on current stock price.

Reinvestment GrowthReinvestment Growth

Debt ReductionDebt Reduction

Small Accretive Acquisitions Small Accretive Acquisitions

International ExpansionInternational Expansion

1717

An Undisputed MarketAn Undisputed Market--Leading PositionLeading Position

Industry’s Industry’s Broadest and Most Broadest and Most Innovative Product Innovative Product

PortfolioPortfolio

Extensive Extensive Distributor Distributor

NetworkNetwork

Most Operationally Most Operationally Efficient Efficient

ManufacturerManufacturer

High Free Cash High Free Cash Flow ConversionFlow Conversion

Experienced Experienced Management TeamManagement Team Market LeaderMarket Leader

Highly Defensible Highly Defensible Market PositionMarket Position

Exceptional Exceptional Consumer Loyalty Consumer Loyalty and Brand Equityand Brand Equity

AppendixAppendix

19191919

Evolution of an Industry Leader Over 50+ Years Evolution of an Industry Leader Over 50+ Years

19521952 19771977 19841984

19911991

19991999

2004200419481948

Douglas Seaman founds Douglas Seaman founds Western Welding and Western Welding and

ManufacturingManufacturing

Dean Fisher Dean Fisher founds Fisher founds Fisher EngineeringEngineering

Dean Fisher sells Dean Fisher sells Fisher to DDIFisher to DDI

Armco acquires DDIArmco acquires DDI

AK Steel Corporation AK Steel Corporation merges with Armcomerges with Armco

Douglas Dynamics Douglas Dynamics incorporatesincorporates

Major MilestonesMajor Milestones

Douglas acquires Douglas acquires BlizzardBlizzard

20052005

Aurora and Ares Aurora and Ares purchase Douglas purchase Douglas

from AK Steelfrom AK Steel

20102010

IPOIPO

2020

Industry’s Broadest Product PortfolioIndustry’s Broadest Product PortfolioFull range of snowplows, sand and salt spreaders and parts and accessoriesFull range of snowplows, sand and salt spreaders and parts and accessories

SnowplowsSnowplows

Sand and Salt SpreadersSand and Salt Spreaders

SD SeriesSD Series Pro & PolyPro & Poly

MVP PLUS ™ VMVP PLUS ™ V--PlowPlow

Low ProfileLow Profile Tornado™ PolyTornado™ Poly

Homesteader™Homesteader™ HD SeriesHD Series

XBLADE™XBLADE™

PROPRO--CASTER™CASTER™ Model 2500™Model 2500™

PRO PLUSPRO PLUS® POWER PLOW POWER PLOW ®

2121

2010: Financial Results YTD2010: Financial Results YTD

($ in millions)

Year to Date2010 Y-o-Y %

∆

Income Statement Results:Revenue $128. 3 2.5%

% YoY Growth

Gross Profit $42.3 12.2%% Margin

Adjusted EBITDA $32.1 14.5%

% Margin 25.0%