AAON Annual Report 2001 | Quarterlytics

← All annual reports

FY2001 Annual Report · AAON

Loading PDF…

AAON, Inc.

2425 South Yukon Avenue

Tulsa, Oklahoma 74107

(918) 583-2266

Fax: (918) 583-6094

AAON Coil Products, Inc.

203 Gum Springs Road

Longview, TX 75602

(903) 236-4403

Fax: (903) 236-4463

www.aaon.com

ReasonsToBelieve.

A A O N A n n u a l

R e p o r

0 1

AAON. The only manufacturer of commercial/industrial

heating and cooling systems listed in the top 40 of both

Forbes’ “200 Best Small Companies” and BusinessWeek’s

100 “Hot Growth Companies” for 2001. In fact, the only

such manufacturer on either list. Period.

W h a t ’ s I n s i d e :

Numbers Tell All:

Financial Highlights

What AAON CEO

Norman H. Asbjornson

wants you to know

Form 10K

The people behind

AAON’s continued

growth

ReasonToBelieve:

The Proof is in the Numbers.

In a tough and somber year, AAON’s alert eye

for innovation remained focused. Growth prevailed.

Sales
In $ Millions

157.3

155.0

131.9

109.6

81.7

$1.56

$1.38

$1.00

Earnings Per Share
Diluted

$0.55

$0.32

Stock Price
As of end of December

$24.47

$11.79

$9.58

$6.21

$5.04

93%
Increase

1997 to 2001

388%
Increase

1997 to 2001

386%
Increase

1997 to 2001

01*

00*

99*

98*

97*

01*

00*

99*

98*

97*

* Reflects the 3 for 2 Stock Split, September 2001

Turning Heads as
we Turn Profits.

To Our Stockholders: This past

grown 93%, earnings have increased

year, perhaps more than in any in the

368% and shareholders’ equity has

Company’s 14-year history, was a time

gained 165%.

for reflection and evaluation. We have

I believe that four important

grown from a small HVAC manufacturer

ingredients stimulated and aided our

with a limited number of products and

growth, particularly over this period.

only a handful of customers to a company

They were: responsiveness, innovation,

that has achieved a prominent position

commitment and performance. I further

in the HVAC industry. We have produced

believe that those same principles still

record returns on both revenues and

exist today and will allow us to con-

shareholders’ equity for any major

tinue to achieve excellent revenue and

equipment manufacturer within our

earnings growth while maintaining

industry during the last four decades.

our premier position as a manufacturer

Over the past five years, revenues have

and supplier of quality products.

ReasonToBelieve: People are Talking.

Just like the researchers that placed AAON on BusinessWeek’s 100

“Hot Growth Companies” list for two years running, AAON’s mega-

clients like Wal-Mart, Target and Dillard’s like what they see in AAON.

ReasonToBelieve: There’s Strength in Our Numbers.

Financial Highlights

2001

2000

1999

1998

1997

I n c o m e D a t a ( $ 0 0 0 )
Net Sales . . . . . . . . . . . . . . . . . . . . . . . . . . 157,252
Gross Profit . . . . . . . . . . . . . . . . . . . . . . . . . 38,853
Operating Income . . . . . . . . . . . . . . . . . . . . . 22,842
Interest Expense . . . . . . . . . . . . . . . . . . . . . .
892
4,380
Depreciation and Amortization . . . . . . . . . . . .
Pretax Income . . . . . . . . . . . . . . . . . . . . . . . 22,486
Net Income . . . . . . . . . . . . . . . . . . . . . . . . . 14,156
1.63
Earnings Per Share . . . . . . . . . .(Basic) . . . .
1.56
(Diluted) . . . .

154,982
34,749
20,827
904
3,465
20,359
12,794
1.46
1.38

131,947
30,718
15,977
574
3,063
15,641
9,697
1.04
1.00

109,624
19,829
9,203
1,017
2,848
8,545
5,230
0.56
0.55

B a l a n c e S h e e t ( $ 0 0 0 )
Current Assets . . . . . . . . . . . . . . . . . . . . . . . 42,273
Net Fixed Assets . . . . . . . . . . . . . . . . . . . . . . 34,022
Accumulated Depreciation . . . . . . . . . . . . . . . 22,273
Total Assets . . . . . . . . . . . . . . . . . . . . . . . . . 76,295
Current Liabilities . . . . . . . . . . . . . . . . . . . . . 22,385
Long-Term Debt . . . . . . . . . . . . . . . . . . . . . .
985
Stockholders’ Equity . . . . . . . . . . . . . . . . . . . 50,041
5.50
Stockholders’ Equity per Share . . . . . . . . . . . .

47,358
29,460
19,063
76,818
31,902
5,853
37,012
3.99

36,477
22,179
15,650
58,656
17,246
6,630
33,618
3.47

31,953
18,553
12,678
50,506
14,832
10,980
24,411
2.57

81,676
13,071
4,925
687
2,517
4,071
3,022
0.33
0.32

26,225
16,585
9,969
42,810
11,039
12,857
18,873
2.00

F u n d s F l o w D a t a ( $ 0 0 0 )
From (To) Operations . . . . . . . . . . . . . . . . . . . 23,879
From (To) Investment . . . . . . . . . . . . . . . . . . .
(8,817)
From (To) Financing . . . . . . . . . . . . . . . . . . . . (13,956)
1,106
From (To) Cash and Cash Equivalents . . . . . . .

14,040
(10,733)
(3,315)
(8)

11,953
(6,649)
(5,304)
—

5,809
(4,767)
(1,043)
(1)

4,772
(8,956)
4,072
(112)

R a t i o A n a l y s i s
Return on Average Equity . . . . . . . . . . . . . . . .
Return on Average Assets . . . . . . . . . . . . . . .
Pre-Tax Income on Sales . . . . . . . . . . . . . . . .
Net Income on Sales . . . . . . . . . . . . . . . . . . .
Total Liabilities to Equity . . . . . . . . . . . . . . . .
Long-Term Debt to Equity . . . . . . . . . . . . . . . .
Interest Coverage . . . . . . . . . . . . . . . . . . . . .
Current Ratio . . . . . . . . . . . . . . . . . . . . . . . .

32.5%
18.5%
14.3%
9.0%
0.5
0.0
26.2
1.9

36.2%
18.9%
13.1%
8.3%
1.1
0.2
23.5
1.5

33.4%
17.8%
11.9%
7.4%
0.7
0.2
28.2
2.1

24.2%
11.2%
7.8%
4.8%
1.1
0.4
9.4
2.2

17.5%
7.7%
5.0%
3.7%
1.3
0.7
6.9
2.4

= Reflects 3/2 stock split in September 2001.

= Reflects reclassification of revolving loan from long term debt to current liabilities for the years 2000 and 2001.

= Actual dollars and diluted number of shares for all years reflects 3/2 stock split.

= Value for 2001 is less than 0.05.

ReasonToBelieve: Innovation.

In my shareholder letter to you last

year, I discussed the softening in demand

witnessed toward the end of 2000,

which continued throughout 2001. The

tragic events of September 11 had an

Introduced in 2001, AAON’s RL

230 tons, up from 130 tons available

Model Series of rooftop conditioners

in the previous RF Model Series. Rest

is the first to offer affordable

assured — when it comes to innovation,

shares outstanding and, like 2000 per

in October 1999, the Company

share earnings, reflect the 3-for-2 stock

commenced a stock buyback program,

Investment Community
Recognition. It would appear

split effective September 2001.

which was completed in January 2001.

that the investment community

During that time, we purchased 652,000

also believes. For the second

evaporative condensing models. This

AAON never rests. In February 2002,

Improved Financial Condition.

shares of common stock at a cost of $11.6

consecutive year, BusinessWeek

immediate impact on our business, as

incredibly energy-efficient technology

AAON introduced its water chiller

While we are quite pleased with the

million. In addition, we purchased 85,000

Magazine (6/11/01) listed AAON

fourth quarter revenues declined 11%

compared to the corresponding period

in 2000. This marked the Company’s

first quarterly decline in revenues on a

year-over-year basis in 22 quarters. The

tremors of that day are still being felt.

Continuous Yearly Growth.

Despite the economic and emotional

turmoil, 2001 proved to be another

year of growth for AAON.

The Company achieved its fifth

consecutive year of record revenues

and its sixth consecutive year of

record net income. For the year ended

was formerly available only through

product line which is as distinctive

gains in last year’s operating results, we

shares of common stock at a cost of $2.4

among the nation’s top 100 “HOT

high-priced, custom-built rooftop products,

and energy- and cost-efficient as our

which were prohibitively expensive for

rooftop line. This will open the door

most rooftop product customers. The

to a new market for AAON, similar in

RL Model Series increases AAON’s

size to the rooftop market.

available market size due to its

capacity-range increase to

are especially proud of the Company’s

million in September 2001.

GROWTH COMPANIES” (ranking

significantly improved financial condition.

I believe that the Company’s

us at 34th), in a feature article,

At December 31, 2001, total current

exceptional operating performance

“WHEN COOL HEADS PREVAIL.”

assets were $42.3 million, with a current

over the past years and the significantly

The Company was also selected

ratio of 1.9:1. During the past year, we

enhanced balance sheet places us firmly

as one of the “200 Best Small

reduced our current maturities of long-

on a path of future growth through new

Companies” by Forbes Magazine

term debt by almost $7.0 million to

product introductions and the entry into

(10/29/01), wherein AAON was

$884,000, while our total long-term

new markets, while we continue to

ranked 36th. A year earlier, AAON

debt stood at just under $1.0 million

improve our existing product lines.

ranked 52nd in the same publication.

representing a reduction of $4.9 million.

This was accomplished despite capital

expenditures of $9.0 million and the

final phase of the stock purchase program

in which the Company spent $2.8 million.

ReasonToBelieve: Listening to Customer Needs.

Is it any wonder AAON’s first order

December 31, 2001, net revenues

$34.8 million a year ago. Despite an

(13.4% of revenues) in 2000.

Long-term debt to equity was 2.0%.

for RL Model Series evaporative

increased 1.5% to $157.3 million from

increase in SG & A expenses to $16.0

Net income increased 10.6% to $14.2

Total shareholders’ equity climbed to

$155.0 million in 2000. Gross profit

million (10.2% of revenues) from $13.9

million (9.0% of revenues) or $1.56

$50.0 million or $5.50 per share at year-

margins, reflecting the continuing

million (9.0% of revenues) primarily

per share from $12.8 million (8.3% of

end 2001, from $37.0 million or $3.99

improvement in operating efficiencies,

due to higher warranty reserves, operating

revenues) or $1.38 per share in 2000.

per share a year earlier. In 2000 our return

widened to 24.7% of revenues or $38.9

income climbed 9.7% to $22.8 million

Our 2001 per share calculations are

on average shareholders’ equity was

million from 22.4% of revenues or

(14.5% of revenues) from $20.8 million

based upon 9.1 million fully diluted

36.2%, and for 2001 the average ROE

stood at 32.5%. It should be noted that

condensing units shipped out to

California, where energy conservation

is imperative? Energy savings

can be dramatic: 20-40% annually,

depending on the location. And

only AAON makes it affordable.

ReasonToBelieve: Continuous Expansion. Continuous Growth.

August 1988
AAON, an Oklahoma
corporation, was
founded.

September 1988
Purchase of
John Zink Air
Conditioning
Division.

Spring 1989
• AAON purchased,
renovated and
moved into a
184,000 square
foot plant in
Tulsa, Oklahoma.
• Introduced a new
product line of
rooftop heating
and air conditioning
units 2-140 tons.

Summer 1989
Became a publicly
traded company
with the reverse
acquisition of
Diamond Head
Resources (now
“AAON, Inc.”), a
Nevada corporation.

December 1990
Listed on NASDAQ
Small Cap –
Symbol “AAON.”

December 1991
Formed AAON Coil
Products, a Texas
Corporation, as a
subsidiary to AAON,
Inc. (Nevada) and pur-
chased coil making
assets of Coils Plus.

Spring 1993
AAON Coil Products
purchased, renovated
and moved into a
110,000 square
foot plant in
Longview, Texas.

January 1995
Introduced a
desiccant heat
recovery wheel
option available
on all AAON
rooftop units.

September 1993
One-for-four reverse
stock split. Retired
$1,927,000 of
subordinated debt.

November 1993
Listed on the
NASDAQ National
Market System.

March 1995
• Purchase of prop-
erty with 26,000
square ft. building
adjacent to AAON
Coil Products plant
in Longview, TX.

• Issued a 10%

stock dividend.

September 1995
Completed
expansion of
the Tulsa facility
to 332,000
square feet.

December 1997
Purchased 40 acres
with 457,000 square
foot plant and 22,000
square foot office
space located across
from Tulsa facility.

April 1998
AAON receives U.S.
patent for Blower
Housing assembly.

October 1998
U.S. patent is granted
to AAON for air condi-
tioner with energy
recovery heat wheel.

November 1998
• AAON yearly

shipments exceed
$100 million.

• Received U.S. patent
for Dimpled Heat
Exchanger Tube.

Spring 2000
Completed Tulsa,
Oklahoma and
Longview, Texas plant
additions yielding a
total exceeding 1 mil-
lion square feet.

Fall 2001
• Expanded rooftop
product line to
230 tons.

• Introduced evaporative
condensing energy
savings feature.
• 3-for-2 stock split

ReasonToBelieve: Who Knew?

Heard of Robert Mondavi Wineries, IHOP or

Krispy Kreme Doughnuts? AAON’s perform-

ance quietly surpassed these other “Forbes

200” companies to rank 36th on the list.

Stock Price Response. The sum

total of our efforts and the growing

recognition within the financial

community can be measured by the

price performance of AAON stock.

The closing price on December 31,

2000, was $11.79, adjusted for the

million while our production capabilities

eight stories high, enclosed shopping

ReasonToBelieve:

Controlling Quality and Costs.

Perfect example: At AAON, we are

vertically integrated from sales to

marketing to assembly. We control

quality in-house to meet our standards

while eliminating many vendors’ mark-

ups. Our customers benefit from both.

Other cost-controlling measures? Volume

purchasing and direct selling through

manufacturer representation.

excellent record of growth during 2001.

With 101 offices, their business grew

by approximately 9% to $102 million,

or 65% of total revenues. In contrast,

our manufacturers’ representative

business contributed $38.6 million, or

39% of total revenues, in 1996.

Demand for our products is influenced

by the business climate. Taking into

consideration the inherent cyclicality of

our industry, we believe we can obtain

and sustain an annual revenue growth

New Products for Additional
Markets. A product derivation of the

been quite positive. The development

rate of at least 15% over the next three

of the WA product focuses on the

to five years. Our existing product line

September 2001 stock split. On

can accommodate a total of $240

malls or industrial manufacturing facilities.

RL line is the water chiller (LL) series.

necessity to ensure constant sufficient

is expected to grow at a rate which is

December 31, 2001, the stock price

million of revenues annually. The

While the market for these large units

Our innovative technological skills

cooling, hence the need for redundant

slightly better than the projected industry

was $24.47. This represents a gain

expanded manufacturing capacity

is mature, with annual revenues in the

enable us to supply potential buyers

cooling. Prior to AAON’s product

growth rate of 6-7%. The remaining

of 107.5%. I believe that’s quite an

has enabled AAON to pursue opportu-

range of $150 - $200 million, AAON’s

with factory built equipment rooms for

introduction, the user placed multiple

growth will be contributed by the addition

achievement, particularly in an

nities in new markets which, in some

state-of-the-art manufacturing technology

their chilled water needs. The customer

units on the structure to provide

of new products. The new product

investment environment filled

cases, are as large as the rooftop

enables the Company to produce a unit

can now place much of the equipment

redundancy. Our product interfaces

lines discussed previously will be sold

with doubt and concern.

market we now serve.

capable of providing a lower installed

previously field-installed inside the

the equipment in a manner that allows

by our manufacturers’ representatives

Continued Manufacturing
Investment. In 1996, the Company

Expanded Rooftop Product Line.

the product has an evaporative

factory. Hence, the size of the equipment

used as the redundant source and,

I believe that over the next three to five

cost to the customer. Additionally,

building into the unit as it is built in the

a smaller amount of cooling to be

to their wide and varied customer base.

Approximately one year ago, we

condensing section that can reduce

room is reduced, as are the costs of

through the use of a common mounting

years, our manufacturers’ representative

began committing significant amounts

introduced our RL series rooftop

energy consumption by 30 to 40%.

construction. As with the RL product,

system, installation costs are reduced.

network may well contribute over 80%

of capital toward the automation and

product, capable of more than 200 tons

Over the next three to five years, we

the water chiller can be built using

These manufacturing innovations

of AAON’s total revenues.

physical expansion of its facilities.

of cooling. This product may be used

expect to become the industry’s

an evaporatively-cooled condensing

should enable us to gain a strong

During the following six years, we

on urban office buildings three to

dominant supplier in this market.

section to reduce energy consumption

foothold in this annualized $150-$200

Employee Stockholders. We

expended more than $41 million on

capital improvements and have budgeted

an additional $5 million in the current

year. Our manufacturing facilities in

Tulsa, Oklahoma, and Longview, Texas,

combined, have grown from a total of

475,000 square feet to over 1.2 million

square feet at year-end 2001.

ReasonToBelieve: Specialists. Not Generalists.

AAON has never fragmented its

focus, or sacrificed its specialized

expertise for a generalist business

Our plants are presently capable of

model. We focus on one area: the

by 30 to 40%. We estimate the

million market.

believe that recruitment and retention

size of this market in the range of

Finally, we are designing an

of skilled, trained employees is of critical

$700-800 million. While this is a

expanded air-handler product with

importance to our ability to properly

highly competitive market, we expect

extra features such as heat recovery

serve our customers. In order to

to obtain a respectable share over the

systems to complement AAON’s

accomplish this, we invest in the continual

next three to five years.

water chiller product offerings.

training of employees in our facilities

We have recently begun to market

our wall-mounted (WA) product. While

it is currently available to customers on

Sales Representative
Distribution. Our manufacturers’

and regularly review our compensation

and benefits packages to ensure that

they are in keeping with this goal. Since

handling revenues in excess of $275

industrial/commercial HVAC market.

a limited basis, the initial response has

representative network maintained its

1993 we have provided matching and

And we do it extremely well.

ReasonToBelieve: Industry Firsts.

AAON set a new standard for simplified service and

maintenance on rooftop units with our introduction

of easy-open, easy-access service doors. No more

screw-on metal panels with a bad habit of blowing

off the roof in sudden gusts of wind. This small

but high-impact innovation won the respect and

appreciation of servicepeople – who began asking

for AAON units by name.

discretionary contributions to our

benefit, combined with the long-term

level. While 2002 should prove to be a

employees’ 401(k) accounts. As a result

stock ownership incentive, align the

year of modest growth, I believe that

of these contributions, our employee

interests of our employees with those

AAON is presently poised on a threshold

retirement accounts, as a group, own

of our shareholders. We are pleased

of renewed growth in both revenues

the second largest block of AAON

that our employees have prospered as a

and earnings, the rate of which should

stock. However, to reduce our employees’

result of the success of AAON.

accelerate as we move forward through

retirement investment risk, we do not

the remainder of this year and continue

allow them to invest any of their own

Business Outlook. The images of

into next year and beyond. Future growth

contributions in AAON stock. The

destruction and heroism of September

cannot be achieved without the trust

Company’s 401(k) contributions are in

11 are indelibly etched in our minds.

and confidence of our loyal customers,

addition to quarterly cash “Profit

After a decline of business immediately

sales representatives and shareholders,

Sharing” payments made to all employees

following those events, but bolstered

as well as the efforts of our outstanding

on an equal basis. We believe that the

by our nation’s strong resolve, business

employees, all of whose names appear

short-term nature of the Profit Sharing

has began to return to the mid-2001

at the end of this report.

ReasonToBelieve: Big Names. Big Believers.

Wal-Mart. Target. Dillard’s.

The list goes on. Crowning

the rooftops of big-name

businesses everywhere are

easy-to-service, efficient

and quiet AAON units.

I want to thank all of you for your

past support and for your continued

belief in the AAON story.

Norman H. Asbjornson

President / CEO

April 19, 2002

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-K

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

For the fiscal year ended December 31, 2001

Commission file number: 33-18336-LA

AAON, INC.
(Exact name of Registrant as specified in its charter)

Nevada
(State or other jurisdiction
of incorporation or organization)

2425 South Yukon, Tulsa, Oklahoma
(Address of principal executive offices)

87-0448736
(IRS Employer
Identification No.)

74107
(Zip Code)

Registrant’s telephone number, including area code: (918) 583-2266

Securities registered pursuant to Section 12(g) of the Act:

Common Stock, par value $.004
(Title of Class)
Rights to Purchase Series A Preferred Stock
(Title of Class)

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d)
of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past
90 days. Yes _✔ _

No ____

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained
herein, and will not be contained, to the best of Registrant’s knowledge, in definitive proxy or information state-
ments incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [ ]

The aggregate market value of Registrant’s voting stock held by non-affiliates computed by reference to the clos-
ing price of such stock on March 1, 2002, was approximately $155,716,000. For purposes of this computation,
all officers, directors and 5% beneficial owners of Registrant are deemed to be affiliates.

As of March 1, 2002, Registrant had outstanding a total of 8,780,142 shares of its $.004 par value Common Stock.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of Registrant’s definitive Proxy Statement to be filed in connection with the Annual Meeting of
Stockholders to be held June 4, 2002, are incorporated into Part III.

ReasonToBelieve

Table of Contents

Item Number and Caption

PART I

PART II

7A.

PART III

10.

11.

12.

13.

PART IV

Business.

Properties.

Legal Proceedings.

Submission of Matters to a Vote of Security Holders.

Market for Registrant’s Common Equity and Related Stockholder Matters.

Selected Financial Data.

Management’s Discussion and Analysis of Financial Condition

and Results of Operations.

Quantitative and Qualitative Disclosures About Market Risk.

Financial Statements and Supplementary Data.

Changes in and Disagreements with Accountants on Accounting

and Financial Disclosure.

Directors and Executive Officers of Registrant.

Executive Compensation.

Security Ownership of Certain Beneficial Owners and Management.

Certain Relationships and Related Transactions.

14.

Exhibits, Financial Statement Schedules and Reports on Form 8-K.

Page
Number

Part I

Item 1. Business.

General Development of Business
AAON, Inc., a Nevada corporation (“AAON-Nevada” or, including its subsidiaries, the “Company”), was
incorporated on August 18, 1987.

AAON, Inc., an Oklahoma corporation (“AAON-Oklahoma”), was incorporated on August 15, 1988, for the
purpose of acquiring the assets, subject to certain liabilities, of the Heating, Ventilation and Air-Conditioning
(“HVAC”) Division of John Zink Company in Tulsa, Oklahoma. In June 1989, pursuant to a Conversion/
Exchange Agreement, AAON-Oklahoma became a wholly-owned subsidiary of AAON-Nevada.

AAON-Oklahoma is engaged in the manufacture and sale of commercial rooftop air-conditioners and
heating equipment.

In December 1991, AAON Coil Products, Inc. (“ACP”, formerly CP/AAON, Inc.), a Texas corporation
organized as a wholly-owned subsidiary of AAON-Nevada for such purpose, purchased most of the assets
of Coils Plus, Inc., of Longview, Texas, which manufactures coils used in the Company’s products, as well
as air handling and condensing units introduced in 1998.

Products and Markets
The Company engineers, manufactures and markets commercial rooftop air-conditioning, heating and heat
recovery equipment, air-conditioning coils and air handling and condensing units. Its products serve the
commercial and industrial new construction and replacement markets. To date virtually all of the Company’s
sales have been to the domestic market, with foreign sales accounting for only 2% of its sales in 2001.

The rooftop and condenser markets consist of units installed on commercial or industrial structures of
generally less than 10 stories in height. Air handling units and coils are applicable to all sizes of commercial
and industrial buildings. Coil sales are also made to other air-conditioning unit manufacturers.

The size of these markets is determined primarily by the number of commercial and industrial building
completions. The replacement market consists of products installed to replace existing units/components
which are worn or damaged. Historically, approximately half of the industry’s market has consisted of
replacement units.

The commercial and industrial new construction market is subject to cyclical fluctuations in that it is generally
tied to housing starts, but has a lag factor of 6-18 months. Housing starts, in turn, are affected by such factors
as interest rates, the state of the economy, population growth and the relative age of the population. When
new construction is down, the Company emphasizes the replacement market.

Based on its 2001 level of sales, approximately $157 million, the Company has a 12% share of the rooftop
market and a 1% share of the coil market. Approximately 60% of the Company’s sales now come from
new construction and 40% from renovation/replacements. The percentage of sales for new construction
vs. replacement to particular customers is related to their stage of development. In the case of Wal-Mart,
Target and Home Depot, due to their growth posture, the Company’s sales to these major customers was
approximately 80% for new construction and 20% replacement. Sales of air handling and condensing
units in 2001 amounted to approximately $2.9 million.

ReasonToBelieve

The Company purchases certain components, fabricates sheet metal and tubing and then assembles and
tests its finished products. The Company’s primary finished products consist of a single unit system
containing heating, cooling and/or heat recovery components in a self-contained cabinet, referred to in the
industry as “unitary” products. The Company’s other finished products are coils consisting of a sheet metal
casing with tubing and fins contained therein, air handling units consisting of coils, blowers and filters and
condensing units consisting of coils, fans and compressors.

The Company currently has four groups of rooftop products: its RK Series, which is offered in 18 cooling
sizes ranging from 3 to 60 tons; its RF Series, which is offered in nine cooling sizes ranging from 40 to 130
tons; its RL Series, which is offered in 15 cooling sizes ranging from 40 to 230 tons, which will replace the
RF Series during 2002; and its HA Series, which is a horizontal discharge package for either rooftop or
ground installation, offered in nine sizes ranging from 4 to 50 tons. The Company’s heat recovery option
applicable to its RK and RF units (which responds to the U.S. Clean Air Act mandate to increase fresh air in
commercial structures and increases the capacity of these units by up to 50% with no additional energy
cost) has gained significant customer acceptance.

The Company’s products are designed to compete on the high side of standardized, packaged rooftop
products. Accordingly, its prices range from $300 to $550 per ton of cooling, which is approximately 4%,
on average, higher than other standardized products. Performance characteristics of these products range in
cooling capacity from 32,900-2,676,000 BTU’s and in heating capacity from 69,000-3,990,000 BTU’s. All
of the Company’s rooftop products meet the Department of Energy’s efficiency standards, which are
designed to set the maximum amount of energy to be used in producing a given amount of cooling.

A typical commercial building installation requires a ton of air-conditioning for every 300-400 square feet
or, for a 100,000 square foot building, 250 tons of air-conditioning, which would involve multiple units.

The Company has developed a prototype wall-hung heating and air-conditioning unit which it plans to
market for commercial buildings requiring a product designed for small space(s). Pilot production and
testing of this product has begun, but sales in 2001 were not significant. In December 2001, the Company
began marketing commercial water chillers. The development of these products did not require a material
investment, but could produce material results.

Major Customers
The Company’s largest customers last year were Wal-Mart Stores, Inc., Home Depot, Inc., and Target
Stores, Inc. Sales to Wal-Mart, Target and Home Depot were 14%, 11% and 10% of total sales,
respectively, in 2001 compared to 19%, 9% and 10%, respectively, in 2000. The Company has no written
contract with these customers.

The loss of any of the above customers would have a material adverse affect on the Company. However,
with the continuing expansion of the Company’s customer base, management believes that the extent of its
dependence on sales to its major customers will diminish over a period of time.

In order to diversify its customer base, the Company has added to and/or upgraded its sales representation
in various markets.

Sources and Availability of Raw Materials
The most important materials purchased by the Company are steel, copper and aluminum, which are
obtained from domestic suppliers. The Company also purchases from other domestic manufacturers
certain components, including compressors, electric motors and electrical controls used in its products.
The Company endeavors to obtain the lowest possible cost in its purchases of raw materials and
components, consistent with meeting specified quality standards. The Company is not dependent upon
any one source for its raw material or the major components of its manufactured products. By having
multiple suppliers, the Company believes that it will have adequate sources of supplies to meet its
manufacturing requirements for the foreseeable future.

Further, the Company attempts to limit the impact of increases in raw materials and purchased component
prices on its profit margins by negotiating with each of its major suppliers on a term basis from six months
to three years.

Distribution
The Company utilizes a direct sales staff of nine individuals and approximately 84 independent manufacturer
representatives’ organizations having 101 offices to market its products in the United States. The Company
also has one international sales organization, which utilizes 12 distributors in other countries. Sales are made
directly to the contractor or end user, with shipments being made from the Company’s Tulsa and Longview
plants to the job site. Billings are to the contractor or end user, with a commission paid directly to the
manufacturer representative.

The Company’s products and sales strategy focus on a “niche” market. The targeted market for its rooftop
equipment is customers seeking a product of better quality than offered, and/or options not offered, by
standardized manufacturers.

To support and service its customers and the ultimate consumer, the Company provides parts availability
through two independent parts distributors and has a factory service organization at its Tulsa plant. Also, a
number of the manufacturer representatives utilized by the Company have their own service organizations,
which, together with the Company, provide the necessary warranty work and/or normal service to customers.

The Company’s warranty on its products is: for parts only, the earlier of one year from the date of first use
or 15 months from date of shipment; compressors (if applicable), an additional four years; and on gas-fired
heat exchangers (if applicable), 15 years.

Research and Development
All R&D activities of the Company are company-sponsored, rather than customer-sponsored. Ongoing
work involves the HA Series, component evaluation and refinement, development of control systems and
new product development. This work will cost approximately $600,000 per year and is budgeted as a
normal, recurring expense.

Backlog
The Company had a current backlog as of March 1, 2002, of $28,800,000, compared to $34,360,000 at
March 1, 2001. The current backlog consists of orders considered by management to be firm and
substantially all of which will be filled by August 1, 2002; however, the orders are subject to cancellation
by the customers.

Working Capital Practices
Working capital practices in the industry center on inventories and accounts receivable. The Company
regularly reviews its working capital components with a view to maintaining the lowest level consistent
with requirements of anticipated levels of operation. Its greatest needs arise during the months of July-
November, the peak season for inventory (primarily purchased material) and accounts receivable. The
Company’s working capital requirements are generally met through a bank revolving credit facility, which
currently permits borrowings up to $15,150,000. The Company believes that it will have sufficient bank
credit available to meet its working capital needs for the foreseeable future.

ReasonToBelieve

Seasonality
Sales of the Company’s products are moderately seasonal with the peak period being July-November of each year.

Competition
In the domestic market, the Company competes primarily with Trane Company, a division of American
Standard, Inc., Carrier Corporation, a subsidiary of United Technologies Corporation, Lennox International,
Inc., and York International Corporation. All of these competitors are substantially larger and have greater
resources than the Company. The Company competes primarily on the basis of total value, quality,
function, serviceability, efficiency, availability of product, product line recognition and acceptability of sales
outlet. However, in new construction where the contractor is the purchasing decision maker, the Company
often is at a competitive disadvantage on sales of rooftop units because of the emphasis placed on initial
cost; whereas, in the replacement market and other owner-controlled purchases of such units, the Company
has a better chance of getting the business since quality and long-term cost are generally taken into account.

Employees
As of March 1, 2002, the Company had 931 employees and 127 temporaries, none of whom are
represented by unions. Management considers its relations with its employees to be good.

Patents, Trademarks, Licenses and Concessions
The Company does not consider any patents, trademarks, licenses or concessions held by it to be material
to its business operations, other than patents issued regarding its heat recovery wheel option, blower, gas-
fired heat exchanger, wall-hung curb and evaporative condenser desuperheater.

Environmental Matters
Laws concerning the environment that affect or could affect the Company’s domestic operations include,
among others, the Clean Water Act, the Clean Air Act, the Resource Conservation and Recovery Act, the
Occupational Safety and Health Act, the National Environmental Policy Act, the Toxic Substances Control
Act, regulations promulgated under these Acts, and any other federal, state or local laws or regulations
governing environmental matters. The Company believes that it presently complies with these laws and
that future compliance will not materially adversely affect the Company’s earnings or competitive position.

Item 2. Properties.

The plant and office facilities of AAON-Oklahoma consist of a 337,000 square foot building (322,000 sq. ft.
of manufacturing/warehouse space and 15,000 sq. ft. of office space) located on a 12-acre tract of land at 2425
South Yukon, Tulsa, Oklahoma (the “original facility”), and a 457,000 square foot manufacturing/warehouse
building and a 22,000 square foot office building (the “expansion facility”) located on a 40-acre tract of land
across the street from the original facility. Both plants are of sheet metal construction.

The original facility’s manufacturing area is in a heavy industrial type building, with total coverage by
bridge cranes, containing manufacturing equipment designed for sheet metal fabrication and metal
stamping. The manufacturing equipment contained in the original facility consists primarily of automated
sheet metal fabrication equipment, supplemented by presses, press breaks and NC punching equipment.
Assembly lines consist of four cart-type conveyor lines with variable line speed adjustment, three of which
are motor driven. Subassembly areas and production line manning are based upon line speed. The
manufacturing facility is 1,140 feet in length and varies in width from 390 feet to 220 feet. Production at
this facility averaged approximately $12.3 million per month in 2001, which is 60% of the estimated
capacity of the plant. Management deems this plant to be nearly ideal for the type of rooftop products
being manufactured by the Company.

The expansion facility, which was purchased in December 1997, is 24% (108,000 sq. ft.) utilized by the
Company and 76% leased to third parties. The Company uses 8,000 sq. ft. for office space, 20,000 sq. ft.
for warehouse space and 80,000 sq. ft. for manufacturing. The remaining 349,000 sq. ft. will afford the
Company additional plant and office space for long-term growth.

The operations of ACP are conducted in a plant/office building at 203-207 Gum Springs Road in Longview,
Texas, containing 226,000 square feet on 14 acres. The manufacturing area (approximately 219,000 square
feet) is located in three 120-foot wide sheet metal buildings connected by an adjoining structure. The
facility is built for light industrial manufacturing.

Item 3. Legal Proceedings.

The Company is not a party to any pending legal proceeding which management believes is likely to result
in a material liability and no such action is contemplated by or, to the best of its knowledge, has been
threatened against the Company.

Item 4. Submission of Matters to a Vote of Security Holders.

No matter was submitted to a vote of security holders, through solicitation of proxies or otherwise, during
the period from October 1, 2001, through December 31, 2001.

ReasonToBelieve

Part II

Item 5. Market for Registrant’s Common Equity and Related Stockholder Matters.

The Company’s Common Stock is traded on the NASDAQ National Market under the symbol “AAON”.
The range of sales prices for the Company’s Common Stock during the last two years, as reported by
National Association of Securities Dealers, Inc. (adjusted for the 3-for-2 stock split on September 28, 2001),
was as follows:

Quar ter Ended

High Bid

Low Bid

March 31, 2000
June 30, 2000
September 30, 2000
December 31, 2000

March 31, 2001
June 30, 2001
September 30, 2001
December 31, 2001

$ 12.71
$ 18.50
$ 17.25
$ 17.00

$ 16.58
$ 18.50
$ 21.33
$ 24.47

$ 9.00
$ 11.50
$ 14.75
$ 11.54

$ 12.33
$ 11.17
$ 16.87
$ 16.00

On March 1, 2002, there were 1,034 holders of record, and 3,134 beneficial owners, of the Company’s
Common Stock.

Since its inception, no cash dividends have been paid on the Company’s Common Stock and the
Company does not anticipate paying cash dividends in the foreseeable future. There is a negative covenant
under the Company’s Revolving Credit and Term Loan Agreement which prohibits the declaration or
payment of such dividends.

Item 6. Selected Financial Data.

The following selected financial data should be read in conjunction with the financial statements and
related notes thereto for the periods indicated, which are included elsewhere in this report.

Years Ended December 31,

Results of Operations:

2001

2000

1999
(In thousands, except earnings per share)

1998

$ 157,252
$ 14,156
1.63
$
1.56
$

$154,982
$ 12,794
1.46
$
1.38
$

$ 131,947
9,697
$
1.04
$
1.00
$

$109,624
5,230
$
.56
$
.55
$

1997

$ 81,676
$ 3,022
.33
$
.32
$

Net sales
Net income
Basic earnings per share
Diluted earnings per share
Weighted average shares

outstanding:
Basic
Diluted

8,661
9,094

8,793
9,264

9,362
9,690

9,303
9,578

9,239
9,455

Balance Sheet Data:

2001

2000

December 31,

1999
(In thousands)

1998

1997

Total assets
Long-term debt
Stockholders’ equity

$ 76,295
$
985
$ 50,041

$ 76,818
$ 5,853
$ 37,012

$ 58,656
$ 6,630
$ 33,618

$ 50,506
$ 10,980
$ 24,411

$ 42,810
$ 12,857
$ 18,873

Basic earnings per common share were computed by dividing net income by the weighted average number
of shares of common stock outstanding during the reporting period. Diluted earnings per common share
were determined on the assumed exercise of dilutive options, as determined by applying the treasury stock
method. Effective September 28, 2001, the Company completed a three-for-two stock split. The shares
outstanding and earnings per share disclosures have been restated to reflect the stock split.

ReasonToBelieve

Item 7. Management’s Discussion and Analysis of
Financial Condition and Results of Operations.

AAON, Inc., engineers, manufactures and markets commercial rooftop air-conditioning, heating and heat
recovery equipment, air conditioning coils and air handling and condensing units. AAON’s primary
products are its RK, RF and RL (which was designed to replace the RF) series units and the Company also
began producing water chillers in late 2001. Future revenues will also come from the introduction of an
expanded air-handler product.

AAON sells its products to property owners and contractors through its internal sales force and a network
of manufacturers’ representatives. The demand for AAON’s products is influenced by national and
regional economic and demographic factors. The commercial and industrial new construction market is
subject to cyclical fluctuations in that it is generally tied to housing starts, but has a lag factor of 6-18
months. Housing starts, in turn, are affected by such factors as interest rates, the state of the economy,
population growth and the relative age of the population. When new construction is down, the Company
emphasizes the replacement market.

The principal components of cost of goods sold are labor, raw materials, component costs, factory
overhead, freight out and engineering expense. The principal raw materials used in AAON’s manufacturing
processes are steel, copper and aluminum. The major component costs include compressors, electric
motors and electronic controls.

Selling, general and administrative costs include the Company’s internal sales force, warranty costs, profit
sharing and administrative expenses. Warranty expense is estimated based on historical trends and other
factors. The Company’s warranty period is generally one year from the date of first use or 15 months from
date of shipment; however, compressors (if applicable) carry an additional four-year warranty and gas-fired
heat exchangers (if applicable) have a 15-year warranty.

In late 1997, the Company began receiving additional machinery to allow for continued expansion of its
production. At the end of 1997, the Company bought a 40-acre tract of land across the street from its original
plant, containing 457,000 sq. ft. of manufacturing/warehouse space and a 22,000 sq. ft. office building (the
“expansion facility”). In 1999 an expansion of slightly over 90,000 sq. ft. was begun on the Longview, Texas,
facility, which was completed in 2000. During 2001 the Company began producing its new, larger tonnage RL
series units in 100,000 sq. ft. of the expansion facility. Throughout this time period, machinery was added in
both the Tulsa and Longview facilities, which allowed the Company to increase sales by 93% from 1997 to
2000. In addition, these facilities have allowed the Company to install assembly areas specifically designed for a
particular product, thus improving assembly labor. The new machinery additions have permitted better
utilization of manufacturing personnel. Also during this period, the Company invested heavily in creating new
computer software to improve its operations. These improvements and expansions contributed to the increase
in margins from 16.0% in 1997 to 24.7% in 2001.

Set forth below is income statement information with respect to the Company for years 2001, 2000 and 1999:

Net sales
Cost of sales

Gross profit

Selling, general and administrative expenses

Income from operations

Interest expense
Other income

Income before income taxes
Income tax provision

Years ended December 31,

2001

2000
(In Thousands)

1999

$157,252
118,399

$154,982
120,233

$131,947
101,229

38,853

16,011

22,842

892
536

22,486
8,330

34,749

13,922

20,827

904
436

20,359
7,565

30,718

14,741

15,977

574
238

15,641
5,944

Net income

$ 14,156

$ 12,794

9,697

Results of Operations
Net sales increased approximately 1.5% in 2001 as compared to 2000, and 2000 sales were 17.5% greater
than in 1999. Sales for the first three quarters of 2001 were 5.6 % greater than sales for the same period in
2000. Following the events of September 11, the Company experienced a period of minimal sales activity
and many orders were delayed by the Company’s customers. Accordingly, sales for the fourth quarter of
2001 decreased 11% compared to the same period in 2000. The increase in sales in 2000 compared to
1999 was attributable to increased sales to the Company’s entire customer base. Sales to existing
customers accounted for 90% of the Company’s business in 2001, with 10% coming from new business.

Gross profit in 2001 increased to 24.7% compared to 22.4% in 2000 and 23.3% in 1999. Material cost as a
percent of sales decreased to 49.9% in 2001 compared to 53.4% in 2000. Direct labor as a percent of sales
decreased to 4.6% in 2001 compared to 6.8% in 2000. Material and direct labor as a percent of sales
improved due to efficiencies being realized from the higher plant utilization and a more stable work force
which allowed the Company to reduce the amount of overtime incurred. The more stable work force has
also allowed the Company to realize better overall labor efficiencies. The decrease in margins in 2000
compared to 1999 was primarily attributable to higher material costs that could not be recovered through
higher selling prices.

Selling, general and administrative expenses increased to $16.0 million, or 10.0% of sales, in 2001 from
$13.9 million, or 9.0% of sales, in 2000. The increase is primarily due to higher warranty costs related to
the introduction of new products both within existing and new product lines. Selling, general and
administrative expense decreased in 2000 from $14.7 million, or 11.2% of sales, in 1999. The decrease was
primarily due to lower warranty costs and lower professional fees.

Other income is primarily attributable to rental income from the Company’s “expansion facility.”

Interest expense was $.9 million, $.9 million and $.6 million in 2001, 2000 and 1999, respectively. The
increase in 2001 and 2000 compared to 1999 primarily relates to borrowings for the purchase of equipment
and facilities described above.

The income tax provisions in 2001, 2000 and 1999 were 37%, 37% and 38%, respectively.

ReasonToBelieve

New Accounting Pronouncements
In July 2001, the FASB issued Statement of Financial Accounting Standards No. 141, “Business
Combinations” (Statement 141), Statement of Financial Accounting Standards No. 142, “Goodwill and
Other Intangible Assets” (Statement 142) and Statement of Financial Accounting Standards No. 143,
“Accounting for Asset Retirement Obligations” (Statement 143). In October 2001, the FASB issued
Statement of Financial Accounting Standards No. 144, “Accounting for the Impairment or Disposal of
Long-Lived Assets” (Statement 144).

Statement 141 requires that the purchase method of accounting be used for all business combinations
initiated after June 30, 2001. Statement 142 requires that goodwill and intangible assets with indefinite
useful lives no longer be amortized, but instead tested for impairment at least annually in accordance with
the provisions of Statement 142. The Company is required to adopt the provisions of Statement 141
immediately, and Statement 142 effective January 1, 2002. Goodwill acquired in business combinations
completed before July 1, 2001, will continue to be amortized prior to the adoption of Statement 142.
Adoption of Statement 141 and 142 had no material impact on the Company’s results of operations or
financial condition.

Statement 143 requires entities to record the fair value of a liability for an asset retirement obligation in the
period in which it is incurred and a corresponding increase in the carrying amount of the related long-lived
asset. Statement 143 is effective for fiscal years beginning after June 15, 2002. Statement 144 retains the
requirement to report discontinued operations separately and extends that reporting to a component of an
entity that either has been disposed of or is classified as held for sale. Statement 144 is effective for fiscal
years beginning after December 15, 2001, and for interim periods within those fiscal years. The Company is
currently assessing the impact of Statements 143 and 144 on its financial condition and results of operations.

Financial Condition and Liquidity
Cash flows from operations were $23.9 million, $14.0 million and $12.0 million in 2001, 2000 and 1999,
respectively. Cash flows from operations in 2001 consisted of net income of $14.2 million, depreciation of
$4.4 million and working capital and other changes of $5.3 million. Working capital changes were
primarily due to decreases in accounts receivable and inventories of $4.6 million and $1.8 million,
respectively, at December 31, 2001, compared to year-end 2000. Additionally, accounts payable and
accrued liabilities decreased $1.6 million at December 31, 2001 from December 31, 2000.

Cash flows used in investing activities were $8.8 million, $10.7 million and $6.6 million, in 2001, 2000 and
1999, respectively. Cash flows used in investing activities in 2001 primarily related to capital expenditures
for additional machinery and refurbishments made to the Company’s manufacturing facilities.

Cash flows used in financing activities were $14.0 million, $3.3 million and $5.3 million in 2001, 2000 and
1999, respectively. Cash flows used in financing activities in 2001 primarily related to net debt payments of
$11.8 million and stock repurchases of $2.8 million, net of $.6 million from stock option exercises. The
Company’s total outstanding debt at December 31, 2001 was $1.9 million compared to $13.7 million at
December 31, 2000.

The Company’s revolving credit line (which currently extends to July 31, 2002) provides for maximum
borrowings of $15.15 million. Interest on this line is payable monthly at the Wall Street Journal prime rate
less .5% or LIBOR plus 1.6%, at the election of the Company. Borrowings available under the revolving
credit line at December 31, 2001 were $14.7 million.

Future cash flows are expected to be used to fund possible acquisitions and/or additional stock repurchases
or will be retained for general working capital purposes.

The capital needs of the Company are met primarily by its bank revolving credit facility. Management
believes this bank debt (or comparable financing), term loans and projected profits from operations will
provide the necessary liquidity and capital resources to the Company for at least the next five years. The
Company’s belief that it will have the necessary liquidity and capital resources is based upon its knowledge
of the HVAC industry and its place in that industry, its ability to limit the growth of its business if
necessary, and its relationship with its existing bank lender.

Forward-Looking Statements
This Annual Report includes “forward-looking statements” within the meaning of the Private Securities
Litigation Reform Act of 1995. Words such as “expects”, “anticipates”, “intends”, “plans” “believes”, “seeks”,
“estimates”, “will”, and variations of such words and similar expressions are intended to identify such
forward-looking statements. These statements are not guarantees of future performance and involve certain
risks, uncertainties and assumptions which are difficult to predict. Therefore, actual outcomes and results
may differ materially from what is expressed or forecasted in such forward-looking statements. Readers are
cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date
on which they are made. The Company undertakes no obligation to update publicly any forward-looking
statements, whether as a result of new information, future events or otherwise. Important factors that could
cause results to differ materially from those in the forward-looking statements include (1) the timing and
extent of changes in material prices, (2) the effects of fluctuations in the commercial/industrial new
construction market, (3) the timing and extent of changes in interest rates, as well as other competitive
factors during the year, and (4) general economic, market or business conditions.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk.

The Company is exposed to changes in interest rates regarding its total variable rate debt of $446,000. A
hypothetical 10% change in interest rates on its variable rate borrowings would not have a material effect
on the Company’s earnings or cash flows.

Foreign sales accounted for only 2% of the Company’s sales in 2001 and the Company accepts payment for
such sales only in U.S. dollars; hence, the Company is not exposed to any foreign currency exchange rate risk.

Important raw materials purchased by the Company are steel, copper and aluminum, which are subject to
price fluctuations. The Company attempts to limit the impact of price increases on these materials by
negotiating with each of its major suppliers on a term basis from six months to three years.

Item 8. Financial Statements and Supplementary Data.

The financial statements and supplementary data are included at page 16.

Item 9. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure.

None.

ReasonToBelieve

Part III

Item 10. Directors and Executive Officers of Registrant.

Incorporated by reference to the Company’s definitive Proxy Statement to be filed with the Securities and
Exchange Commission in connection with the Company’s 2002 Annual Meeting of Stockholders.

Item 11. Executive Compensation.

Incorporated by reference to the Company’s definitive Proxy Statement to be filed with the Securities and
Exchange Commission in connection with the Company’s 2002 Annual Meeting of Stockholders.

Item 12. Security Ownership of Certain Beneficial Owners and Management.

Incorporated by reference to the Company’s definitive Proxy Statement to be filed with the Securities and
Exchange Commission in connection with the Company’s 2002 Annual Meeting of Stockholders.

Item 13. Certain Relationships and Related Transactions.

Incorporated by reference to the Company’s definitive Proxy Statement to be filed with the Securities and
Exchange Commission in connection with the Company’s 2002 Annual Meeting of Stockholders.

Part IV

Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K.

(a)

Financial statements.

See Index to Consolidated Financial Statements on page 15.

Exhibits:

(3)

Articles of Incorporation (i)

(A)
(A-1) Article Amendments (ii)
(B)
(B-1) Amendments of Bylaws (iii)

Bylaws (i)

(4)

(A)

(A-1)
(B)

Second Restated Revolving Credit and Term Loan Agreement
(“Loan Agreement”) and related documents (iv)
Latest amendments of Loan Agreement (v)
Rights Agreement dated February 19, 1999 (vi)

(10)

(21)

(23)

AAON, Inc. 1992 Stock Option Plan, as amended (vii)

List of Subsidiaries (viii)

Consent of Arthur Andersen LLP

(i)

(ii)

(iii)

(iv)

(v)

(vi)

(vii)

(viii)

Incorporated herein by reference to the exhibits to the Company’s Form S-18
Registration Statement No. 33-18336-LA.

Incorporated herein by reference to the exhibits to the Company’s Annual Report
on Form 10-K for the fiscal year ended December 31, 1990, and to the Company’s
Forms 8-K dated March 21, 1994, March 10, 1997, and March 17, 2000.

Incorporated herein by reference to the Company’s Forms 8-K dated March
10, 1997, May 27, 1998 and February 25, 1999, or exhibits thereto.

Incorporated by reference to exhibit to the Company’s Form 8-K dated
September 25, 1996.

Incorporated herein by reference to exhibits to the Company’s Forms 8-K
dated September 26, 1997, March 9, 1999, and March 17, 2000, January 18,
2001, and September 24, 2001.

Incorporated by reference to exhibits to the Company’s Form 8-K dated
February 25, 1999, and Form 8-A Registration Statement No. 000-18953.

Incorporated herein by reference to exhibits to the Company’s Annual
Report on Form 10-K for the fiscal year ended December 31, 1991, and to
the Company’s Form S-8 Registration Statement No. 33-78520, as amended.

Incorporated herein by reference to exhibit to the Company’s Annual Report
on Form 10-K for the fiscal year ended December 31, 1991.

(b)

The Company did not file any reports on Form 8-K during the period from October 1, 2001, to

December 31, 2001.

Index To Consolidated Financial Statements

Report of Independent Public Accountants

Consolidated Balance Sheets

Consolidated Statements of Operations

Consolidated Statements of Stockholders’ Equity

Consolidated Statements of Cash Flows

Notes to Consolidated Financial Statements

Page

ReasonToBelieve

Signatures

Pursuant to the requirement of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the
Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

AAON, INC.

Dated: March 15, 2002

By:

/s/ Norman H. Asbjornson
Norman H. Asbjornson, President

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this report has been signed
below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

Dated: March 15, 2002

/s/ Norman H. Asbjornson
Norman H. Asbjornson
President and Director
(principal executive officer)

/s/ Kathy I. Sheffield
Kathy I. Sheffield
Treasurer
(principal financial officer
and principal accounting officer)

/s/ John B. Johnson, Jr.
John B. Johnson, Jr.
Director

/s/ Thomas E. Naugle
Thomas E. Naugle
Director

/s/ Jerry E. Ryan
Jerry E. Ryan
Director

ReasonToBelieve

Report of Independent Public Accountants

To the Stockholders of AAON, Inc.:

We have audited the accompanying consolidated balance sheets of AAON, Inc. (a Nevada corporation) and
subsidiaries as of December 31, 2001 and 2000, and the related consolidated statements of operations,
stockholders’ equity and cash flows for each of the three years in the period ended December 31, 2001.
These financial statements are the responsibility of the Company’s management. Our responsibility is to
express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted in the United States.
Those standards require that we plan and perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by management, as well as
evaluating the overall financial statement presentation. We believe that our audits provide a reasonable
basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial
position of AAON, Inc. and subsidiaries as of December 31, 2001 and 2000, and the results of their
operations and their cash flows for each of the three years in the period ended December 31, 2001, in
conformity with accounting principles generally accepted in the United States.

ARTHUR ANDERSEN LLP

Tulsa, Oklahoma
February 6, 2002

Consolidated Balance Sheets

(In thousands, except share amounts)

ASSETS

CURRENT ASSETS:

Cash and cash equivalents
Accounts receivable, net
Inventories, net
Prepaid expenses and other
Deferred tax asset

Total current assets

PROPERTY, PLANT AND EQUIPMENT, net

Total assets

LIABILITIES AND STOCKHOLDERS’ EQUITY

CURRENT LIABILITIES:
Accounts payable
Accrued liabilities
Current maturities of long-term debt

Total current liabilities

DEFERRED TAX LIABILITY

LONG-TERM DEBT

CONTINGENCIES

STOCKHOLDERS’ EQUITY, per accompanying statements:

Preferred stock, $.001 par value, 5,000,000

shares authorized, no shares issued

Common stock, $.004 par value, 50,000,000 shares
authorized, 8,666,207 and 8,644,611 issued at
December 31, 2001 and 2000, respectively

Additional paid-in capital
Retained earnings

Total stockholders’ equity
Total liabilities and stockholders’ equity

December 31,

2001

2000

$ 1,123
23,392
13,471
220
4,067
42,273

34,022
$ 76,295

$ 8,005
13,496
884
22,385

2,884

985

17
28,247
15,140
245
3,709
47,358

29,460
$ 76,818

$ 11,691
12,351
7,860
31,902

2,051

5,853

35
1,063
48,943
50,041
$ 76,295

36,977
37,012
$ 76,818

The accompanying notes are an integral part of these consolidated balance sheets.

ReasonToBelieve

Consolidated Statements of Operations

(In thousands, except per share amounts)

NET SALES

COST OF SALES

Years Ended December 31,

2001

2000

1999

$157,252

$ 154,982

$131,947

118,399

120,233

101,229

GROSS PROFIT

38,853

34,749

30,718

SELLING, GENERAL AND ADMINISTRATIVE EXPENSES

16,011

13,922

14,741

INCOME FROM OPERATIONS

22,842

20,827

15,977

INTEREST EXPENSE

OTHER INCOME

892

536

904

436

574

238

INCOME BEFORE INCOME TAXES

22,486

20,359

15,641

INCOME TAX PROVISION

8,330

7,565

5,944

NET INCOME

$ 14,156

$ 12,794

9,697

EARNINGS PER SHARE:

Basic
Diluted

$
$

1.63
1.56

$
$

1.46
1.38

$
$

1.04
1.00

WEIGHTED AVERAGE SHARES OUTSTANDING:

Basic
Diluted

8,661
9,094

8,793
9,264

9,362
9,690

Consolidated Statements Of
Stockholders’ Equity

(In thousands)

Common Stock

Amount

Paid-in Retained
Earnings
Capital

Total

BALANCE, JANUARY 1, 1999

9,329

$ 37

$ 8,212

$16,162

$ 24,411

NET INCOME

STOCK OPTIONS EXERCISED,
INCLUDING TAX BENEFITS

STOCK RETIRED

(92)

BALANCE, DECEMBER 31, 1999

9,309

NET INCOME

STOCK OPTIONS EXERCISED,
INCLUDING TAX BENEFITS

192

STOCK REPURCHASED AND RETIRED

(856)

BALANCE, DECEMBER 31, 2000

8,645

NET INCOME

STOCK OPTIONS EXERCISED,
INCLUDING TAX BENEFITS

STOCK ISSUED TO EMPLOYEES

178

(3)

9,697

308

(798 )

308

(798)

7,722

25,859

33,618

12,794

969

970

(8,691 )

(1,676)

(10,370)

36,977

37,012

14,156

1,634

1,635

STOCK REPURCHASED AND RETIRED

(158)

(1)

(596 )

(2,190)

(2,787)

BALANCE, DECEMBER 31, 2001

8,666

$ 35

$ 1,063

$48,943

$ 50,041

The accompanying notes are an integral part of these consolidated statements.

ReasonToBelieve

Consolidated Statements Of Cash Flows

(In thousands)

Years Ended December 31,

2001

2000

1999

$14,156

$ 12,794

$ 9,697

CASH FLOWS FROM OPERATING ACTIVITIES:

Net income
Adjustments to reconcile net income to net cash

provided by operating activities-

Depreciation
Provision for losses on accounts receivable
Provision for excess and obsolete inventories
Gain on disposition of assets
Deferred income taxes
Changes in assets and liabilities-

Accounts receivable
Inventories
Prepaid expenses and other
Accounts payable
Accrued liabilities

Net cash provided by operating activities

CASH FLOWS FROM INVESTING ACTIVITIES:

Proceeds from sale of property, plant and equipment
Capital expenditures

Net cash used in investing activities

CASH FLOWS FROM FINANCING ACTIVITIES:
Borrowings under revolving credit agreement
Payments under revolving credit agreement
Proceeds from long-term debt
Payments on long-term debt
Stock issued to employees
Stock options exercised
Repurchase of stock

Net cash used in financing activities

NET INCREASE (DECREASE) IN CASH

CASH AND CASH EQUIVALENTS, beginning of year

4,380
260
(100)
(125)
475

4,595
1,769
25
(3,686)
2,130
23,879

200
(9,017)
(8,817)

56,290
(62,761)
2,500
(7,873)
25
650
(2,787)
(13,956)

1,106

CASH AND CASH EQUIVALENTS, end of year

$ 1,123

The accompanying notes are an integral part of these consolidated statements.

3,465
696
50
(11)
(127)

(7,616)
(3,324)
321
2,646
5,146
14,040

11
(10,744)
(10,733)

68,219
(66,092)
5,048
(530)

410
(10,370)
(3,315)

(8)

3,063
470
550
(40)
(220)

(3,864)
(256)
(325)
567
2,311
11,953

40
(6,689)
(6,649)

60,875
(62,975)

(2,569)

163
(798)
(5,304)

Notes To Consolidated Financial Statements
December 31, 2001 And 2000

(Dollar amounts in thousands, except share and per share information)

1. Business And Summary Of Significant Accounting Policies:

AAON, Inc. (the Company, a Nevada corporation) is engaged in the manufacture and sale of commercial
rooftop air conditioners, heating equipment and air conditioning coils through its wholly-owned subsidiaries
AAON, Inc. (AAON, an Oklahoma corporation) and AAON Coil Products, Inc. (ACP, a Texas corporation).
The consolidated financial statements include the accounts of the Company and its subsidiaries, AAON and
ACP. All significant intercompany accounts and transactions have been eliminated.

Revenue Recognition
The Company recognizes revenues from sales of products at the time of shipment. Amounts billed to
customers for shipping and handling costs are also included in revenues, consistent with EITF 00-10,
“Accounting for Shipping and Handling Fees and Costs.”

Business and Credit Concentrations
The Company’s customers are concentrated primarily in the domestic commercial and industrial new
construction and replacement markets. At December 31, 2001, two customers represented approximately
14% and 11%, respectively, of accounts receivable. At December 31, 2000, one customer represented
approximately 10% of total accounts receivable. The Company reviews a customer’s credit history before
extending credit. The Company establishes an allowance for doubtful accounts based upon factors
surrounding the credit risk of specific customers, historical trends and other information.

Sales to customers representing 10% or greater of total sales consist of the following:

Home Depot
Wal-Mart Stores, Inc.
Target

*Less than 10%

Years Ended December 31,

2001

2000

1999

10%
14%
11%

10%
19%
*

*
23%
*

Cash and Cash Equivalents
Cash and cash equivalents consists of bank deposits and $1.1 million in highly liquid, interest bearing
money market funds with initial maturities of three months or less.

Inventories
Inventories are valued at the lower of cost or market. Cost is determined by the first-in, first-out (FIFO) method.

ReasonToBelieve

Property, Plant and Equipment
Property, plant and equipment are stated at cost. Maintenance, repairs and betterments, including replacement
of minor items, are charged to expense; major additions to physical properties are capitalized. Property, plant
and equipment are depreciated using the straight-line method over the following estimated useful lives:

Buildings
Machinery and equipment
Furniture and fixtures

Years

10-30
3-15
2-5

Warranties
A provision is made for the estimated cost of warranty obligations at the time the related products are sold. Warranty
expense was $5,792, $4,938 and $5,456 for the years ended December 31, 2001, 2000 and 1999, respectively.

Earnings Per Share
Basic earnings per common share were computed by dividing net income by the weighted average number
of shares of common stock outstanding during the reporting period. Diluted earnings per common share
were determined based on the assumed exercise of dilutive options, as determined by applying the treasury
stock method. For the year ended December 31, 2001 and 2000, 22,500 and 5,000 options, respectively,
were considered to be anti-dilutive. For the year ended December 31, 1999, all outstanding options were
considered dilutive. A reconciliation of net income and weighted average shares (in thousands) used in
computing basic and diluted earnings per share is as follows:

Basic EPS
Net additional shares issuable

Diluted EPS

Basic EPS
Net additional shares issuable

Diluted EPS

Basic EPS
Net additional shares issuable

Diluted EPS

Year Ended
December 31, 2001

Income

Per-Share
Amount

$ 14,156

8,661
433

9,094

$1.63

$1.56

Year Ended
December 31, 2000

Income

Per-Share
Amount

$ 12,794

8,793
471

9,264

$1.46

$1.38

Year Ended
December 31, 1999

Income

Per-Share
Amount

$ 9,697

9,362
328

9,690

$1.04

$1.00

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

Stock Split
Effective September 28, 2001, the Company completed a three-for-two stock split payable in the form of a
50% stock dividend. All stock and per share information for all periods presented have been adjusted to
reflect the three-for-two stock split.

Reclassifications
Certain reclassifications have been made to the 2000 and 1999 financial statements to conform with the
2001 presentation. Such reclassifications did not impact total assets or net income.

New Accounting Pronouncements
In July 2001, the FASB issued Statement of Financial Accounting Standards No. 141, “Business
Combinations” (Statement 141), Statement of Financial Accounting Standards No. 142, “Goodwill and
Other Intangible Assets” (Statement 142), and Statement of Financial Accounting Standards No. 143,
“Accounting for Asset Retirement Obligations” (Statement 143). In October 2001, the FASB issued
Statement of Financial Accounting Standards No. 144, “Accounting for the Impairment or Disposal of
Long-Lived Assets” (Statement 144).

Statement 141 requires that the purchase method of accounting be used for all business combinations
initiated after June 30, 2001. Statement 142 requires that goodwill and intangible assets with indefinite
useful lives no longer be amortized, but instead tested for impairment at least annually in accordance with
the provisions of Statement 142. The Company is required to adopt the provisions of Statement 141
immediately, and Statement 142 effective January 1, 2002. Goodwill acquired in business combinations
completed before July 1, 2001, will continue to be amortized prior to the adoption of Statement 142. The
adoption of Statement 141 and 142 had no material impact on the Company’s results of operations or
financial condition.

ReasonToBelieve

Details to Consolidated Balance Sheets

2. Supplemental Cash Flow Information:

ACCOUNTS RECEIVABLE:

Accounts receivable
Less- allowance for doubtful accounts

Total, net

INVENTORIES:
Raw materials
Work in process
Finished goods

Less- allowance for excess and obsolete inventories

Total, net

PROPERTY, PLANT AND EQUIPMENT:

Land
Buildings
Machinery and equipment
Furniture and fixtures

Less- accumulated depreciation

Total, net

ACCRUED LIABILITIES:

Warranty
Commissions
Income taxes
Workers’ compensation
Medical self-insurance
Other

Total

ALLOWANCE FOR DOUBTFUL ACCOUNTS:

Balance, beginning of period
Provision for losses on accounts receivable
Accounts receivable written off, net of recoveries
Balance, end of period

ALLOWANCE FOR EXCESS AND OBSOLETE INVENTORIES:

Balance, beginning of period
Provision for excess and obsolete inventories
Adjustments to reserve
Balance, end of period

December 31,

2001

2000

$ 24,252
860
$ 23,392

$ 29,297
1,050
$ 28,247

December 31,

2001

2000

$ 10,376
2,258
1,687
14,321
850
$ 13,471

874
16,893
35,331
3,197
56,295
22,273
$ 34,022

$ 7,000
3,295
1,048
314
651
1,188
$ 13,496

$ 10,651
1,967
3,472
16,090
950
$15,140

885
16,594
27,869
3,175
48,523
19,063
$ 29,460

$ 5,400
3,427
933
890
660
1,041
$ 12,351

Years Ended December 31,

2001

2000

1999

$ 1,050
260
(450)
$ 860

$ 850
696
(496)
$ 1,050

$ 410
470
(30)
$ 850

Years Ended December 31,

2001

2000

1999

$ 950

(100)
$ 850

$ 900
50

$ 950

$ 350
550

$ 900

Interest payments of $892, $889 and $561 were made during the years ended December 31, 2001, 2000
and 1999, respectively. Payments for income taxes of $6,754, $6,375 and $6,234 were made during the
years ended December 31, 2001, 2000 and 1999, respectively.

3. Debt:

Long-term debt at December 31, consists of the following:

$15,150 unsecured bank line of credit, with interest payable monthly at
LIBOR plus 1.60% (3.47% at December 31, 2001), due July 31, 2002.

Notes payable, due in monthly installments of $36,

with interest ranging from 7.47% to 7.52% at December 31, 2001,
collateralized by machinery and equipment.

Less- current maturities
Total long-term debt

2001

2000

446

$ 6,917

1,423
1,869
884
985

6,796
13,713
7,860
$ 5,853

Maturities of long-term debt for each of the years ended December 31 are as follows:

2002
2003
2004
2005

884
438
438
109
$ 1,869

Based on the borrowing rates currently available to the Company for bank loans with similar terms and
average maturities, the fair value of the long-term debt approximates the carrying value.

4. Income Taxes:

The Company accounts for income taxes as required by Statement of Financial Accounting Standards No. 109,
“Accounting for Income Taxes.” Under this method, deferred tax liabilities and assets are determined based on the
difference between the financial statement and income tax bases of assets and liabilities using currently enacted tax rates.

The income tax provision consists of the following:

Current
Deferred

Years Ended December 31,

2001

2000

1999

$ 7,855
475
$ 8,330

$ 7,692
(127)
$ 7,565

$ 6,164
(220)
$ 5,944

The reconciliation of the federal statutory income tax rate to the effective income tax rate is as follows:

Federal statutory rate
State income taxes, net of federal benefit
Employment credits
Other

Years Ended December 31,

2001

2000

1999

35%
4
(1)
(1)
37%

35%
4
(2)
-
37%

35%
4
(1 )
-
38%

ReasonToBelieve

The tax effect of temporary differences giving rise to the Company’s deferred income taxes at December 31
are as follows:

Deferred tax assets -
Valuation reserves
Warranty accrual
Other accruals
Other, net

Deferred tax liabilities -

Depreciation and amortization

5. Benefit Plans:

2001

648
2,653
746
20
$ 4,067

$ 2,884

2000

$ 740
1,998
958
13
$ 3,709

$ 2,051

The Company maintains a stock option plan for key employees and directors and restricts 1,950,000 shares
of common stock for issuance under the plan. Under the terms of this plan, the exercise price of shares
granted will not be less than 85% of their fair market value at the date of the grant. The exercise price of all
options granted was equal to the market price at the date of grant. Options granted vest at a rate of 20%
per year, commencing one year after date of grant, and are exercisable for ten years. At December 31,
2001, 663,388 shares were available for granting future options. For the years ending December 31, 2001
and 2000, the Company reduced its income taxes payable by $985 and $559, respectively, as the result of
nonqualified stock options exercised under the Company’s stock option plan. The number and exercise
price of options granted were as follows:

OUTSTANDING AT JANUARY 1, 1999

Granted
Exercised
Cancelled

OUTSTANDING AT DECEMBER 31, 1999

Granted
Exercised
Cancelled

OUTSTANDING AT DECEMBER 31, 2000

Granted
Exercised
Cancelled

Number
of Shares

1,108,313
450,750
(71,363 )
(31,500 )

1,456,200
7,500
(192,075 )
(75,300 )

1,196,325
131,250
(177,875 )
(46,400 )

Weighted
Average
Exercise Price
Per Share

$ 3.77
8.43
2.48
5.25

5.25
14.75
2.15
7.50

5.66
17.24
3.70
8.19

OUTSTANDING AT DECEMBER 31, 2001

1,103,300

$ 7.52

The following is a summary of stock options outstanding as of December 31, 2001:

Options Outstanding

Options Exercisable

Range of
Exercise Prices

Number
Outstanding at
December 31, 2001

Weighted
Average
Exercise Price

Weighted
Average
Remaining
Contractual Life

Number
Exercisable at
December 31, 2001

Weighted
Average
Exercise Price

$.76
3.00-5.08
6.00-6.67
7.50-8.67
12.88-14.97
18.53-20.10

41,250
489,300
112,500
321,500
60,000
78,750
1,103,300

.76
4.41
6.20
8.52
14.16
19.35
$ 7.52

.2
5.1
7.0
7.6
9.3
9.7

41,250
390,571
60,000
136,850
1,500
-
630,171

$ .76
4.30
6.15
8.46
14.75
-
$ 5.17

The Company applies the disclosure-only provisions of Statement of Financial Accounting Standards No.
123, “Accounting for Stock-Based Compensation.” Accordingly, no compensation cost has been
recognized for the stock option plans. Had compensation cost for the Company’s stock option plans been
determined consistent with the provisions of Statement 123, the Company’s net income and earnings per
share would have been reduced to the pro forma amounts indicated below:

Net income:

As reported
Pro forma

Basic earnings per share:

As reported
Pro forma

Diluted earnings per share:

As reported
Pro forma

2001

2000

1999

$ 14,156
$ 13,581

$12,794
$12,229

$ 9,697
$ 9,299

$
$

1.63
1.57

1.56
1.49

$ 1.46
$ 1.39

$ 1.04
.99
$

$ 1.38
$ 1.32

$ 1.00
.96
$

The fair value of each option grant is estimated on the date of grant using the Black-Scholes option pricing
model with the following weighted average assumptions:

Expected dividend yield
Expected volatility
Risk-free interest rate
Expected life

2001

2000

1999

0%
45.38%
5.04%
8 yrs

0%
51.99%
5.50%
8 yrs

0%
54.33%
6.09%
8 yrs

The Company sponsors a defined contribution benefit plan. Employees can make contributions at a
minimum of 1% and a maximum of 15% of compensation. The Company may, on a discretionary basis,
contribute a Company matching contribution not to exceed 6% of compensation. The Company made
matching contributions of $504, $493 and $329 in 2001, 2000 and 1999, respectively. The Company made
additional discretionary contributions of $325, $1,308 and $1,150 in the form of Company stock during
2001, 2000 and 1999, respectively.

The Company maintains a discretionary profit sharing bonus plan under which 10% of pre-tax profit at
each subsidiary is paid to eligible employees on a quarterly basis. Profit sharing expense was $2,507,
$2,277 and $1,735, for the years ended December 31, 2001, 2000 and 1999, respectively.

ReasonToBelieve

6. Stockholder Rights Plan:

During 1998, the Board of Directors adopted a Stockholder Rights Plan. The plan creates a dividend of one
right for each outstanding share of the Company’s common stock. The rights are traded with the
Company’s common stock. Generally, the rights become exercisable after a public announcement that a
person has acquired, or a tender offer is made for, 20% or more of the common stock of the Company. If
either of these events occur, each right will entitle the holder (other than a holder owning more than 20%
of the outstanding stock) to buy the number of shares of the Company’s common stock having a market
value two times the exercise price. The exercise price is $60.

The rights may be redeemed by the Company for $0.001 per right until a person or group has acquired
20% of the Company’s common stock. The distribution of the rights were made to stockholders of record
as of March 1, 1999.

7. Contingencies:

The Company is subject to claims and legal actions that arise in the ordinary course of business.
Management believes that the ultimate liability, if any, will not have a material effect on the Company’s
financial position or on the results of operations.

8. Quarterly Results (Unaudited):

The following is a summary of the quarterly results of operations for the years ended December 31, 2001 and 2000:

2001
Net sales
Gross profit
Net income
Earnings per share:

Basic
Diluted

2000
Net sales
Gross profit
Net income
Earnings per share:

Basic
Diluted

Quarter Ended

March 31

June 30

September 30

December 31

$ 39,435
11,262
3,576

$ 41,520
10,882
3,816

$ 41,402
8,733
3,523

.41
.39

.44
.42

.40
.38

Quarter Ended

$ 34,895
7,976
3,241

.37
.36

March 31

June 30

September 30

December 31

$ 35,465
8,835
3,045

$ 39,388
8,563
3,328

$ 40,970
8,889
3,409

.34
.33

.38
.36

.39
.37

$ 39,159
8,462
3,012

.35
.33

Board of Directors

Norman H. Asbjornson
President/CEO
AAON, Inc.
Tulsa, Oklahoma

William A. Bowen
Consultant
Georgetown, South Carolina

John B. Johnson, Jr.
Member, Johnson, Jones, Dornblaser, Coffman & Shorb
Tulsa, Oklahoma
(Law Firm)

Officers

Norman H. Asbjornson
President/CEO

Robert G. Fergus
Vice President

John B. Johnson, Jr.
Secretary

Kathy I. Sheffield
Treasurer

Thomas E. Naugle
President, Naugle & Co.
Tulsa, Oklahoma
(Investments)

Anthony Pantaleoni
Partner, Fulbright & Jaworski L.L.P.
New York, New York
(Law Firm)

Jerry E. Ryan
Consultant
Tulsa, Oklahoma

Charles C. Stephenson, Jr.
Chairman, Vintage Petroleum, Inc.
Tulsa, Oklahoma
(Oil & Gas Production & Exploration)

Corporate Data

Transfer Agent and Registrar
Progressive Transfer Company
1981 East Murray-Holladay Road
Suite 200
Salt Lake City, Utah 84117

Auditors
Arthur Andersen LLP
6450 South Lewis
Suite 300
Tulsa, Oklahoma 74136

General Counsel
Johnson, Jones, Dornblaser, Coffman & Shorb
2200 Bank of America Center
15 West Sixth Street
Tulsa, Oklahoma 74119

Executive Offices
2425 South Yukon Avenue
Tulsa, Oklahoma 74107

Common Stock
NASDAQ–AAON

Website Address
http://www.aaon.com

949 More

ReasonsToBelieve

AAON proudly honors our people,

whose dedication brings success to our

CURTIS CARR, JR.

KAREN COOPER

MENDY CASTIGLIONE

DEBRA COPPAGE

LEONARDO CASTILLO

ELAINE CORKHILL

CARLA DAVIES

ANDREA DAVIS

ANGELA DAVIS

RALPH DURBIN

LUIS FLORES

RANDY DWIGGINS

MARIA FLORES

MARY EADES

RUDY FOGLE

company – and meaning to our work.

RODRIGO CASTILLO

BLANCA CORONA

ANTHONY DAVIS

WENDELL EASILEY

KENNETH FONTENOT

SHAHRAM AMINZADEH

CAROLYN BARBER

MARIA BLANCO

WILLIAM BRYANT

LARRY ANDERSON

CANDY BARBOSA

DAVID BLEVINS

SHAROLETTE BUCHANAN

STACY ANDERSON

MARIA BARRAGAN

JIMMY BLEVINS

CHARLES ANDERSON, JR.

GUALBERTO BARRIOS

JUSTIN BLEVINS

BANG BUI

BICH BUI

GERMANO ANGULO

ALFREDO ANTONIO

JEWEL ANTWINE, SR.

MANOR ARITA

GARY ARNOLD

GUILLERMO BOBADILLA

CARLOS BUIRREA

RICHARD BOBO

FRED BUNTON

EDWARD BODNARYUK

ROBERT BURCH

DAVID BOGLE

SCOTT BURGESS

JAY CASTOE

DEREK COURTNEY

GREGORY DAVIS

CATHY EASLEY

ROBERTO CASTRO

AMBROSE COX

GERALD CATTERLIN

BILLY COX

MARK CHALMERS

CHRISTINE COX

JERRY COX

JOHN COX

JERRY DAVIS

RICHARD DAVIS

WILLIAM DAVIS

DAVID DEAN

THEODORE EDMUNDS

BETTY ELI

EARL ELLIOTT

TINISHA ENGLISH

SHARON FONTENOT

GWENDOLYN DECKARD

FRANCISCO ENSALDO

DERRICK FORT

RICHARD CRAITE

JAMES DEES

MARIAN ESQUIBEL

FREDERICK FOSTER

LINDA CRAMER

BOBBY DEGRAFFENREID

STEPHEN ETTER

LORETTA FOWLKES

JOSH CHATTILLON

JAMES CRASE

AMBER DELANCY

GILDA ETUMUDOR

KENNETH FOYIL

RAMIRO CHAVEZ

STEVEN CRASE

ISMAEL DELAPAZ

SEWELL EVERETT

CHRISTIAN FRANCO

CAROLINA BARRON

STEPHEN BOLOMEY

MONICA BURNS

DALE CHERRY

MARK CREASON

VIOLETA DELAPAZ

EYVONNE EVERS

PHILLIP FRANK

NORMAN ASBJORNSON

ESTHER BARRON

SCOTT ASBJORNSON

MARIA BARRON

JAMES BOND

ELI BOTELLO

CHARLES BURRIS

ROBERT BURRIS

DANIEL CHERRY

MIKEL CREWS

ALBERTO DELEON

CYNTHIA FAISON

WARREN FRANKLIN

KRISTEN CHEVALLIER

CLARK CROSBY, JR.

RAGELIO DELGADO

WEI FANG

JERRY FRANKS

GARY ASHMORE

DWIGHT AUSTIN

JOSEPH AVILA

PEDRO AVINA

NORA BACKUS

CATHY BAILEY

WILLIAM BARTH, JR.

ROSENDO BOTELLO

DOUGLAS BURTRUM

TENISHA CHILDS

CAROLYN CRUTCHFIELD

JUANA DELOBO

JOSE FELICIANO

REVONDA FRANKS

MANUEL BARTHOLIC

ALEXANDER BOTELLO, SR.

TINA BUSH

ALBERTO CHINCHILLA

BRIAN CRUZ

CHARLES DEWEESE

CHAD FENSLAGE

RODNEY FRAZIER

MICHAEL BASS

JOHNNIE BOUGH

FILOMERO BUSTOS

JARED BATEMAN

WILLIAM BOWEN

PEDRO BUSTOS

STUART BAUGH

JOHN BOYD

AMILCAR BAUTISTA

LORRAINE BRADFORD

EDDIE CHISM

GEORGE CLARK

MORRIS CLARK

PEDRO CRUZ

SERGIE DEZHNYUK

ROGELIO CUEVAS

RAMON DIAZ

ROBERT CUMMINGS

WILVERT DIAZ

RICHARD CLARK

BRIAN CUNNINGHAM

ERRIN DIXON

NELSON FRY

GUILLERMO FUENTES

ELBERT FULLER

DULCES GALLEGOS

LAMARCUS BAILEY

JASON BAZAN

STEVEN BRADLEY

ROBERT CLARY

GENE CURTIS

GERALD DIXON

ROBERT FERGUS

FRANCISCO GAMEZ

LONNIE BAILEY

ASHLEY BAKER

ERIC BAKER

ERNEST BAKER

CLIFTON BEASLEY

GLEN BRAUER, JR.

DAVID BEASLEY

JASON BELL

TANJA BELL

ERIC BRAUN

CURTIS BRICE

RYAN BRISTLE

JOHN BUTLER

MAC BYLER

DAVID CAMPBELL

FLOYD CLEGHORN

EMMANUEL DAARA

HOMER DODD

DARRELL FERGUSON

VALERIANO GANDARILLAS

RAYMOND CLEVELAND

DERRICK DAN

RICKEY DODSON

ELIZABETH FERGUSON

MARIA GARAY

WILLIAM CLEVELAND

AARON DANIELS

SEAN DONALD

PEDRO FERNANDEZ

EDGAR GARCIA

VERNETT COBB

GWENDOLYN DANIELS

HAROLD DOUGLAS

STERLYN FINCH

HENRY GARCIA

SHANNON BAKER

BRUCE BELLER

JAMES BROOKS

ALBA CAMPOS

KENNETH COCHRAN

NATALYA DANIL CHENKO

ERIC DOWNING

MICHAEL FLANAGAN

JUAN GARCIA

GUZMAN BENITEZ

DAVID BROWN

ARTHUR CANDLER

OFELIA BENITEZ

DEMETRIA BROWN

ARTHUR CANDLER, III

ISAAC BENN

IDA BERMUDEZ

HARLEY BROWN

STACEY BROWN

AMADITO CARDENAS

FAUSTINO CARDENAS

KELLI BANKS

HORACIO BESERRA

VUNTARIUS BROWN

FERNANDO CARDENAS

MANUEL BARAHONA

ROBERT BISCAINO

JAMES BRUCE

CARLOS CARDONA

MEDARDO BARAHONA

JASON BLACK

CHRISTOPHER BRYANT

JORGE CARMONA

MICKEY COLE

PENNY COLE

ALEKSEY DANIL’CHENKO

THOMAS DREADFULWATER

BOBBY FLEMING

MARIA GARCIA

LORETTA DARLING

MICHAEL DREW

HARRY FLETCHER

SANTIAGO GARCIA

MARY COLEMAN

JERRY DARRINGTON, JR.

CATHRYN DUBBS

TERRA FLETCHER

WILSON GARCIA

JOSEPH CONLEY

JONATHAN CONNELL

SHANDOLYN CONNOR

CLARENCE COOK

JERROLD DUBBS

EFIGENIA FLORES

CARLOS GARZA

RANDY DUNAWAY

FREDDY FLORES

GUSTAVO GARZA

HENRY DUNCAN

LINDA DUNEC

JAIME FLORES

JOEL FLORES

STEVE GEARY

JAMES GEORGE

CARLOS ACOSTA

MARIA ACOSTA

MARTHA ACOSTA

FELIX ADAME

FRANCISCO ADAME

GARY ADAMS

CHRISTIAN AGUILAR

ESVIN AGUILAR

FREDY AGUILAR

HECTOR AGUILAR

JOSE AGUILAR

MARINO AGUILAR

ALEX AKUAGWU

JAMES ALEXANDER

WILIE ALEXANDER

DONALD ALLEN

KEVIN ALLEN

MICHAEL ALLEN

WILLIAM ALLEN

EDUARDO ALVARADO

FELIPE ALVARADO

JUAN ALVARADO

LUIS ALVARADO

MANUEL ALVARADO

LUCY ALVAREZ

MICHAEL AMBURGEY

CYNTHIA AMENT

JUAN GERRERO

BRYAN GILLAM

ERIC GILLIS

ELSA GUZMAN

ARELY HERNANDEZ

STANLEY HORTON

ANTHONY JINKINS

DAVID KIRKPATRICK

ELIZABETH LISCANO

GEORGINA GUZMAN

ARMANDO HERNANDEZ

TAMANDA HORTON

MANGO JOHNS

ALEKSANDR KIRYUKHIN

RAQUEL LISCANO

NANCY HACKNEY

FRANCISCO HERNANDEZ

JERRY HOUSTON

ANTHONY JOHNSON

DAVID KNEBEL

STEVEN LITTLEJOHN

WESLEY GODFREY

CHRISTOPHER HADEN

FRANCISCO O. HERNANDEZ

LARRY HOWARD

HENRY GOLDSTON

YING GONG

GELACIO GONZALES

ADRIAN GONZALEZ

ED JOHNSON

REX JOHNSON

GONZALO HERNANDEZ

MAX HOWELLS

ISIDRO HERNANDEZ

LYDIA HUDSON

VERNA JOHNSON

JAIRO HERNANDEZ

LARRY HUFFMAN

JORGE HERNANDEZ

BILLY HUGHART

GABRIEL GONZALEZ

STEPHEN HAINES

JOSE HERNANDEZ

SHANNON HUGHES

MARISELA GONZALEZ

ANITA HALE

LUCIANO HERNANDEZ

MARQUETTE HUNTER

REBECCA KNIGHT

FRANKLIN LOGAN, JR.

ANN KNODE

ROBERT KNUTH

JOHN KOERBER

ARCADIO LOPEZ

FRANCISCO LOPEZ

JAVIER LOPEZ

RAYMOND KOLLOCK

MARGARITO LOPEZ

NIKOLAI KORAN

MARIO LOPEZ

JAMES KOSS

THOMAS LOPEZ

MARTHA GONZALEZ

ROBERTO GONZALEZ

JACK HALL

KELLY HALL

MARIA HERNANDEZ

BRENDA HURTADO

SHERRI JOHNSTON

MIKHAIL KRUPENYA

VICTOR LOPEZ

MAYTE HERNANDEZ

RONALD HUTCHCRAFT

LISA JONES

SUSAN LA SARGE

YASMINA LOPEZ

JERRY GOODALE

STEPHEN HALL

MARCOS HERRERA

GARY HUTCHINS

MARILYN JONES

LEE LAMB

PAUL LOWERY

BARRY GOODSON

ROBERT HALTON

VICENTE HERRERA

STEPHEN IGLESIAS

ROSE JONES

DEBORAH LANE

FRANCISCO LOZOYA

SCOTT HAMILTON

CODY HESELIUS

SAMUEL INGRAM

SANDRA JONES

DENNIS LANE

JOSE LUNA

JAMES GORDON

PERRY GORDON

SAM HAMMOUD

JESSE HETTICK

BUENAS GRANADOS

JAMES HAMPTON

TAKEO HIGA

TIM IRWIN

BETTY IVY

TERRY JONES

ALEX JUAREZ

ESDRAS GRAY

MARIA GRAY

PETER HANSEN

DEWAYNE HIGHTOWER

BELINDA JACKSON

DAVID JUAREZ

DONALD HARDEN

BEVERLEY JACKSON

GALI JUAREZ

DANIEL LYNCH

ADAN MACARIO

ALBERTO MACARIO

JULIO MACARIO

DERRICK GREEN

CARMEKA HARDING

MAVIS JACKSON, JR.

JAIME JUAREZ

JOEY LANKFORD

MAXIMILIANO MACARIO

JAMES GREEN

ROBERT GREEN

EDWARD GREER

RANDY HARGROVE

DEBRA HARRIS

JACOB HARRIS

ALBERTO JAMAICA

MENFIL JUAREZ

JOSE JAMAICA

LAFRENDA HILBURN

SAUL JAMAICA

YONI JUAREZ

CARL JUSTICE

JEREMY LANOY

JUAN LARA

GLEN LATHAN

GREGORY MACK

SHELDON MACK

JERRY MADDOX

RONALD GRIMES

JOSHUA HARRIS

JACOB HILL

CURTIS JAMES

RICHARD KEATON

RICHARD LAWSON

DON MADEWELL

CRITINO GUEVARA

KENNY HARRIS

ROXANNE HILL

JACQUELINE JAMES

RANDALL KEENER

RONALD LAWSON

FERANDO MAGANA

VICTOR GUEVARA

MICHELLE HARRIS

TYSON HINTHER

MCKINLEY JAMES

DERRICK KELLUM

WILLIAM LAWYER

DAVID MAGEE

STACEY HARRIS

BRIAN HOLLIE

ELSWORTH JEFFERSON

ERIC KELLY

MATTHEW HAYES

JAMES HOLLINGSWORTH

JASON JEWELL

GREGG KENNEDY

MARCUS HAYNES

ANTHONY HOLLINS

GENELLE JIMBOY

MARK KENNEDY

ANGELA HEATH

JAMES HOLLOMAN

LUIS JIMENEZ

YENY GUEVARA

TIM HEFFLIN

DONNA HOLLOWAY

OMAR JIMENEZ

LARRY KENTON

KIRK KHILLINGS

JUSTIN MAINUS

DAVID LAYSON

CYNTHIA LEE

JACQUELINE LEE

QUENTIN LEE

PETER LEININGER

REMIA GUTHERY

DANIEL HENDERSON

STEPHEN HOOVER

PASCUAL JIMENEZ

ALAN KILGORE

PATRICIA LENNOX

HECTOR MALDONADO

MANUEL GUTIEREZ

CYNTHIA HENRY

JOSEPH HOPKINS

MARIA GUTIERREZ

KENNETH HENRY, JR.

JUSTIN HORN

NANCY GUTIERREZ

MIKE HENSLEY

DANIEL HORRELL

RAQUEL GUTIERREZ

ANAI HERNANDEZ

STEVEN HORSLEY

BOBBY KILGORE

RUSSELL KING

SHONERIC KING

CHRIS KINION

RONALD LESTER

CARLOS MALONE

SERGIO LEYVA

JERRY LINCOLN

JAMES LINWOOD

KENNETH MANN

CARLOS MANZO

TERESA MANZO

GINA MEANS

JAMES MELDA

JAIME MEMIJE

ELVIA MURILLO

SEDRICK MURRY

JOHNNY MUSGRAVE

FERNANDO MENDEZ

DAVID MYERS

IRMA MERCADO

KANDYCE MYERS

VIVIAN MEYER

CHRIS MILLER

MARK MILOW

BRIAN MINGLE

LUIS NAVA

MARIA NAVA

MARTIN NAVA

OVIDIO NAVARRO

DOUGLAS MITCHELL

VICTOR NAVARRO

JAY MODISETTE

AUGUSTUS NEAL

IRMA MOGUEL

JOSHUA MOLT

LUKE MOMODU

CAMIE MONDAY

STEVE MONDAY

ERIK MONREAL

JOSE MONREAL

NATALIE NEILSON

ERIC NETTLES

AN NGUYEN

GAOXIA NI

NITA NICHOLS

JIMMY NIMMO

JERRY NOLAN

BRENDA MONTGOMERY

MARIO NOLASCO

MATTHEW MOORE

TONY MOORE

JOHNNY MORALES

OMAR MORALES

ANA MORAN

CATHERINE NORTON

TONY MOREHEAD

DEBRA NOTHNAGEL

ANTHONY MORGAN

DEREK NYLUND

DAVID MORGERSON

JAMES O’NEILL, JR.

GLENN MORRILL

JAMES O’NEILL, SR.

JOHN MORRIS

EDDIE OLENBERGER, II

JACQUELINE MORRISON

LEE OLIVER, JR.

ANSEL MORROW

ANTHONY OLIVERAS

CLINTON MORROW

ERIC OLSON

MARCUS MORROW

CARLOS ORDONEZ

JAMES MOSS

CLAYTON MOTE

JUAN ORELLANA

LETICIA ORONA

EDUARDO MURILLO

EDDY OROZCO

MARIA MANZO-MEJIA

BLANCA MARQUEZ

JOSE MARROQUIN

ECO MARSHALL

GEORGE MARSHALL, JR.

JAMIE MARTIN

THOMAS MARTIN

ADRIAN MARTINEZ

ALEJANDRO MARTINEZ

ARTURO MARTINEZ

JAVIER MARTINEZ

JOSE MARTINEZ

JUAN MARTINEZ

ROBERTO MARTINEZ

SERGIO MARTINEZ

JAMES MASON

CHRISTOPHER MASON, JR.

ARTURO MATUL

RON MAUCH

WILSON MAURICIO

TINA McBEATH

CHARLES McCARTHY

DORIS McCLOUD

DEAN McCOMBS

ROY McCONNELL

RAY McCORMICK

SHAWN McCRARY

THOMAS McCUNE

FLORENCE McDANIEL

JAMES McELROY

RICHARD McKINNEY

DOMINGO McKNIGHT

GEORGIE McNAC

RODOLFO OROZCO

URIAS OROZCO

MANUEL ORTEGA

PEDRO ORTIZ

DAVID OSBORNE

ROBERT OTIS

BYRON PACHECO

GUILLERMO PACHECO

EDMUNDO PAIZ

FREDRICK PALAZZOLO

DON PALMER

STEPHEN PARGETER

JAMES PARRO

MARIO PASTOR

JASON PATE

RONNIE PATTON

VADEN PAULSEN

KIMBERLY PEEKS

WILLIAM PEGUES

VLADIMIR PENIAZ

CONSUELO PERALES

CATALINO PERALTA

CARLOS PEREZ

GABRIEL PEREZ

JOSE PEREZ

KLEYNER PEREZ

PEDRO PEREZ

SANDRA PEREZ

SERGIO PEREZ

SERGIO R. PEREZ

BRIAN PERKINS

SANTIAGO PERU

JACK PETRIN

DANIEL PEURIFOY

FELICIA PHILLIPS

LOUIS PHILLIPS

JEFF PICKERING

ANGEL PINEDA

RICARDO PINEDA, JR.

KEVIN PITTSER

BERT POHL

BASANT POKHREL

MARK POOL

DENNY PORTILLO

OSCAR POUND

RUDY POWELL

GREG POWERS

JEFFERY POWERS

ALMA PUGA

GENARO PULIDO

ALBERTO QUE

JESUS QUINONES

JOHN QUINTON

TIMOTHY RADER

HECTOR RAMIREZ

JOSE RAMON

ROBERT RAYNO

SANDRA READER

DIEGO REBOLLAR

FLOR REBOLLAR

DAVID REED

JAMES REED

LYNN REED

KENARD REESE

MARGARET REEVES

EVERETT REITZ

RAYMOND ROETTGER

KATHLEEN SEALS

DIXIE REMY

JACKIE REMY

JERRY ROGERS

MARC SEIP

MAXIMILIANO ROJAS

DELBERT SERMENO

STEVEN SMITH

SWEETIE SMITH

DENNIS SNOW

PILAR TABER

PHILLIP TYSON

EFFRAIN VILLA

JAMES WILLIAMS

PHILLIP TALAMASY

BONNIE UMSTED

MARIA VIRAMONTES

JOHNATHAN WILLIAMS

JIMMY TALBOT

PERNELL UNDERWOOD

DAVID RENEAU

NELSON ROJAS

EFRAIN SERRANO

MALCOLM SOLES

JESUS TAPIA

SVYATOSLAV RESHETOV

JEFF ROLLINS

ALEXSANDR SHAPOVALOV

KEVIN SOUVANNASING

JOE TART

MARTIN REYNA

IGNACIO ROMARO

NATALYA SHAPOVALOVA

ELDA SPEARS

TENNA TATUM

EFRAIN URQUIZA

MARIA URQUIZA

SERGIO URQUIZA

CUONG VO

SUONG VO

TONG VO

LINH VU

ROBERT WILLIAMS

JAMES WILLIAMSON

JOE WILLIS

NORMA WILLIS

PAUL RHEA

TERRY ROMBACH

DOLORES SHARP

MITCHELL SPENCE

CHARLES D.TAYLOR

SOLIN URQUIZA

IVAN VYSOTSKY

PAUL WILLS

MILDRED RICHARDSON

DONATO ROMERO

SYLVESTER RICHARDSON

RAUL ROMERO

STEVEN SHAW

THOMAS SHAW

ANGELA RIDEOUT

ROBERT ROMO

KATHY SHEFFIELD

JAMES SPENCER

CHARLES R.TAYLOR

YADIRA URQUIZA

STEPHEN WAKEFIELD

RALPH WILLS

ROGER TAYLOR

KEVIN TEAKELL

ANTHONY UTLEY

RODERICK WALKER

JAMES WILSON

ARMANDO VALERO

NOLA WALTERS

THOMAS WIND

DELMECIO RISER

PATRICIA ROSAS

STEPHANIE SHELL

JERRY TENNISON

DAVID VALLIERE

ROBERT WALTERS

WANDA WINKFIELD

STEPHEN RISER

JAMES RITCHIE

JESUS RIVAS

KEVIN RUCKMAN

GILBERT SHELTON

DAWNELL TERRY

JOHN VANNESS

LEE WARD

WILLIAM WINTERMUTE

RONALD RUENGERT

DARRELL SHEPHERD

SUSAN SPENCER

DOUA THAO

ALEJANDRO VARGAS

AVA RUSSELL

RHONDA SHEPHERD

MICHAEL SPORTEL

DAVID THOMAS

JUAN VARGAS

GUILLERMO RIVERA

PATRICIA RUSSELL

CHARLES SHOEMAKER

NICK SPROWSO

JERONE THOMAS

RANFERI VARGAS

MARGARITA RIVERA

J SALDIVAR

FELICIANO SIFUENTES

BONNIE STANDRIDGE

ROBERT THOMAS

SALVADOR VARGAS

MICAH WISDOM

DALE WRIGHT

BARBARA WYATT

MARSHA WYNNE

JOSE SALDIVAR

TAURINO SIGALA

LAWANA STANE

BOBBY THOMPSON

OCTAVIO VASQUES

PERRY WARNER

JIM WYRICK

MIGUEL SALDIVAR

ROCALI SILVA

SONDRA STANSELL

MARK THOMPSON

EFRAIN VASQUEZ

JEANETTE WASHINGTON

ECTOR YANCEY, JR.

VICTOR SALDIVAR

PATRICK SIMPSON

LARRY STANTON

CHRISTOPHER TOLES

FELIPE VASQUEZ

GERALDINE WATSON

GERARDO YANEZ

FLOYD SALTSMAN

HAROLD SINK

ARTIS STARLING, JR.

DANIEL TORRES

HECTOR VASQUEZ

ARTHUR WATSON, JR.

WAYNE YEAGER

ALONSO RIVERA-MARTINEZ

MAXIMINO SANAN

TIM ROBINSON

JOSE ROBLES

BETTY SANCHEZ

CESAR SANCHEZ

KENYAN RODGERS

EVA SANCHEZ

ANTONIO RODRIGUEZ

FRANCISCA SANCHEZ

MICHAEL SKINNER

CIRO RODRIGUEZ

GUSTAVO SANCHEZ

JOHN SLINKER

DIANA RODRIGUEZ

JOSE SANCHEZ

EMMA RODRIGUEZ

ROSA SANCHEZ

LARRY SLONE

ALBERT SMITH

JUAN RODRIGUEZ

MICHAEL SANDOR, JR.

BOBBY SMITH

BARBARA STARR

JOHN STEDMAN

GLENN STEFFY

BERT STEPHENS

BRIAN STEWART

TOMMY STEWART

PATRICK STILL

JOHN STINSON

BRENT STOCKTON

JORGE TORRES

SILVIA TORRES

JUAN VASQUEZ

JULIO VASQUEZ

JOHN WATTS

DEBRA WEEKLEY

DAVID TOWNSEND

LUCIANO VASQUEZ

ANTHONY WELCH

MICHAEL YOHE

KATHY YOUNG

MARC YOUNG

STEPHEN TRACY

MAYNOR VASQUEZ

CAROLYN WESLEY

DINAH YOUNGBLOOD

UT TRAN

VICENTE VASQUEZ

SHARON WEST

NIKOLAY ZAGORODNIY

WYLLY VASQUEZ

DIANA WHEELER

CESAR ZAMARRIPA

LUIS VASQUIZ

DEBORAH WHITAKER

JOHN ZENTER

DEBORAH VAUGHT

HARVEY WHITAKER

OLGA ZVEZDUN

SHERRY VAUGHT

JOSEPH WHITE

MARIA RODRIGUEZ

PEDRO SANTILLAN

BRETT SMITH

MICHAEL STRAUB

LINDA TREADWELL

LUIS VAZQUEZ

WENDY WHITLOW

MARICRUZ RODRIGUEZ

GALINA SAVINA

CURTIS SMITH

BILLY STRENGTH

DANIEL TREJO

ROGELIO VAZQUEZ

STEVEN WHORTON

OMAR RODRIGUEZ

WILLIAM SCHAROSCH

DEBORAH SMITH

THOMAS STRONG

HA TRINH

TERESA RODRIGUEZ

ROBERT SCHOOLEY

GAY SMITH

LUIS RODRIQUEZ

RUSSELL SCHOONOVER

GWENDOLYN SMITH

ERIC SUBIA

GARY SWARER

JAY TROTTER

JEREMY TUCKER

ANGEL VENEGAS

SVETLANA WILES

MARCO RODRIQUEZ

DWAYNE SCHWARTZ

LINDA SMITH

JENNIFER SWIFT

PAUL TURBE

RENE VERASTEGUI

BILLY WILLIAMS

MARIA RODRIQUEZ

HUGH SEAGER, JR.

MICHAEL SMITH

JAMES TABER

PHYLLIS TYISKA

BENITO VERGARA

DONNA WILLIAMS

DELIA VEGA

VICTOR VEGA

JACKIE WILES

JERRY WILES