<PAGE>

   As filed with the Securities and Exchange Commission on June 7, 1996
                                                  Registration No. 33-__________

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C.  20549
                              ____________________

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933
                              ____________________

                             POLARIS INDUSTRIES INC.
             (Exact name of registrant as specified in its charter)

            MINNESOTA                                       41-1790959
  (state or other jurisdiction of                        (I.R.S. Employer
  incorporation or organization)                       Identification Number)

                              ____________________

                             1225 Highway 169 North
                          Minneapolis, Minnesota 55441
                                 (612) 542-0500

                          (Address, including zip code,
                  of registrant's principal executive offices)

                              ____________________

                              AMENDED AND RESTATED
                             POLARIS INDUSTRIES INC.
                           1996 RESTRICTED STOCK PLAN

                            (Full title of the plan)
                              ____________________

                       John H. Grunewald, Vice President,
                Chief Financial Officer, Treasurer and Secretary
                             Polaris Industries Inc.
                             1225 Highway 169 North
                          Minneapolis, Minnesota  55441
                                 (612) 542-0500

           (Name and address, including zip code and telephone number,
                   including area code, of agent for service)
                              ____________________

                                   COPIES TO:

                                James C. Melville
                        Kaplan, Strangis and Kaplan, P.A.
                  5500 Norwest Center, 90 South Seventh Street
                          Minneapolis, Minnesota  55402
                                 (612) 375-1138 

<PAGE>


                         CALCULATION OF REGISTRATION FEE
- --------------------------------------------------------------------------------
                                  Proposed         Proposed
 Title of                         Maximum          Maximum
Securities       Amount           Offering         Aggregate        Amount of
  to be           to be            Price           Offering        Registration
Registered     Registered(1)     per Share(2)       Price               Fee
- ----------     -------------     ------------    --------------    ------------
Common Stock      500,000          $34.875       $17,437,500.00      $6,012.93
 Par Value 
 $.01
- --------------------------------------------------------------------------------

     (1)  500,000 shares of Common Stock are reserved for issuance under the 
Amended and Restated Polaris Industries Inc. (the "Company") 1996 Restricted 
Stock Plan (the "Plan"). The number of shares of Common Stock stated above 
may be adjusted in accordance with the provisions of the Plan in the event 
that, during the period the Plan is in effect, there is effected any increase 
or decrease in the number of issued shares of Common Stock resulting from a 
subdivision or consolidation of shares or the payment of a stock dividend or 
any other increase or decrease in the number of shares effected without 
receipt of consideration by the Company.  Accordingly, this Registration 
Statement covers, in addition to the number of shares of Common Stock stated 
above, an indeterminate number of shares which by reason of any such events 
may be issued in accordance with the provisions of the Plan.

     (2)  Estimated by the registrant solely for the purpose of calculating 
the amount of registration fee pursuant to Rule 457(h).  The price per share 
is the average of the high and low prices of the Company's Common Stock as 
reported on the New York Stock Exchange on June 4, 1996.


                                       2

<PAGE>


                                     PART I

ITEM 1.   PLAN INFORMATION.

          Not required to be filed with the Commission.

ITEM 2.   REGISTRANT INFORMATION AND EMPLOYEE PLAN ANNUAL INFORMATION.

          Not required to be filed with the Commission.

                                     PART II

ITEM 3.   INCORPORATION OF DOCUMENTS BY REFERENCE.

          The following documents, which have been filed with the Securities 
and Exchange Commission (the "Commission") by the Company, are hereby 
incorporated by reference in this Registration Statement:

          (a)  The Company's latest Annual Report on Form 10-K for the fiscal 
year ended December 31, 1995, filed with the Commission, pursuant to the 
Securities Exchange Act of 1934, as amended (the "Exchange Act").

          (b)  All other reports filed by the Company pursuant to Section 
13(a) or 15(d) of the Exchange Act since the end of the fiscal year covered 
by the Company's Annual Report referred to in (a) above.

          (c)  A description of the Company's Common Stock contained in the 
Company's Registration Statement on Form S-4, Registration No. 33-55769 filed 
with the Commission on September 30, 1994, including Amendment No. 1 filed on 
November 10, 1994 and Amendment No. 2 filed on November 21, 1994.

          All documents subsequently filed by the Company pursuant to Section 
13(a), 13(c), 14 and 15(d) of the Exchange Act, prior to the filing of a 
post-effective amendment which indicates that all securities offered hereby 
have been sold or which deregisters all securities then remaining unsold, 
shall be deemed to be incorporated by reference in this Registration 
Statement and to be a part hereof from the date of filing of such documents.

ITEM 4.   DESCRIPTION OF SECURITIES.

          Not applicable.


                                       3

<PAGE>


ITEM 5.   INTERESTS OF NAMED EXPERTS AND COUNSEL.

          The validity of the shares offered will be passed upon for the 
Company by Kaplan, Strangis and Kaplan, P.A., Minneapolis, Minnesota.  Andris 
A. Baltins, a member of the Board of Directors of the Company, is also a 
member of the law firm Kaplan, Strangis and Kaplan, P.A.  Members of such 
firm beneficially own an aggregate of 69,200 shares of the Company's Common 
Stock. This represents less than 1% of the currently outstanding voting 
shares. 

ITEM 6.   INDEMNIFICATION OF DIRECTORS AND OFFICERS.

          As permitted by Minnesota law, the Company's Articles of 
Incorporation provide that directors of the Company shall not be personally 
liable to the Company or its shareholders for monetary damages for breach of 
fiduciary duty as a director, except for liability (i) for any breach of the 
director's duty of loyalty to the Company or its shareholders, (ii) for acts 
or omissions not in good faith or which involve intentional misconduct or a 
knowing violation of law, (iii) relating to prohibited dividends or 
distributions or the repurchase or redemption of stock, or (iv) for any 
transaction from which the director derives an improper personal benefit.

          The Company is required by Minnesota law to indemnify all officers 
and directors of the Company for expenses and liabilities (including 
attorneys' fees) incurred as the result of proceedings against them in 
connection with their capacities as officers or directors.  In order to be 
entitled to indemnification with respect to a purported act or omission, an 
officer or director must (i) have acted in good faith, (ii) have received no 
improper personal benefit, (iii) in the case of a criminal proceeding, have 
had no reasonable cause to believe the conduct to be unlawful, and (iv) have 
reasonably believed that the conduct was in the best interests of the Company.

ITEM 7.   EXEMPTION FROM REGISTRATION CLAIMED.

          Not applicable.

ITEM 8.   EXHIBITS. 

          4.1       Amended and Restated Polaris Industries Inc. 1996 Restricted
                    Stock Plan 

          4.2       Form of Performance Restricted Share Award Agreement

          5         Opinion of Kaplan, Strangis and Kaplan, P.A.

          23.1      Consent of McGladrey & Pullen, LLP


                                       4

<PAGE>


          23.2      Consent of Arthur Andersen LLP

          23.3      Consent of Kaplan, Strangis and Kaplan, P.A.
                    (included in Exhibit 5)

          24        Powers of Attorney 

ITEM 9.   UNDERTAKINGS

          (a)  The undersigned registrant hereby undertakes:

               (1)  To file, during any period in which offers or sales are
                    being made, a post-effective amendment to this Registration
                    Statement:

                    (i)   To include any prospectus required by Section 10(a)(3)
                          of the Securities Act of 1933, as amended (the "Act");

                    (ii)  To reflect in the prospectus any facts or events
                          arising after the effective date of this Registration
                          Statement (or the most recent post-effective amendment
                          thereof) which, individually or in the aggregate,
                          represent a fundamental change in the information set
                          forth in this Registration Statement;

                    (iii) To include any material information with respect to 
                          the plan of distribution not previously disclosed in 
                          this Registration Statement or any material change to 
                          such information in this Registration Statement;

               provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) do
               not apply to information required to be included in a post-
               effective amendment by those paragraphs which are contained in
               periodic reports filed by the registrant pursuant to Section 13
               or Section 15(d) of the Exchange Act that are incorporated by
               reference in this Registration Statement.

               (2)  That, for the purpose of determining any liability under the
                    Act, each such post-effective amendment shall be deemed to
                    be a new Registration Statement relating to the securities
                    offered therein, and the offering of such securities at that
                    time shall be deemed to be the initial bona fide offering
                    thereof.


                                       5

<PAGE>


               (3)  To remove from registration by means of a post-effective
                    amendment any of the securities being registered which
                    remain unsold at the termination of the offering.

          (b)  The undersigned registrant hereby undertakes that, for purposes
               of determining any liability under the Act, each filing of the
               registrant's annual report pursuant to Section 13(a) or 15(d) of
               the Exchange Act (and, where applicable, each filing of an
               employee benefit plan's annual report pursuant to Section 15(d)
               of the Exchange Act) that is incorporated by reference in this
               Registration Statement shall be deemed to be a new Registration
               Statement relating to the securities offered therein, and the
               offering of such securities at that time shall be deemed to be
               the initial bona fide offering thereof.

          (c)  Insofar as indemnification for liabilities arising under the Act
               may be permitted to directors, officers and controlling persons
               of the registrant pursuant to the foregoing provisions, or
               otherwise, the registrant has been advised that in the opinion of
               the Commission such indemnification is against public policy as
               expressed in the Act and is, therefore, unenforceable.  In the
               event that a claim for indemnification against such liabilities
               (other than the payment by the registrant of expenses incurred or
               paid by a director, officer or controlling person of the
               registrant in the successful defense of any action, suit or
               proceeding) is asserted by such director, officer or controlling
               person in connection with the securities being registered, the
               registrant will, unless in the opinion of its counsel the matter
               has been settled by controlling precedent, submit to a court of
               appropriate jurisdiction the question whether such
               indemnification by it is against public policy as expressed in
               the Act and will be governed by the final adjudication of such
               issue. 


                                       6

<PAGE>


                                   SIGNATURES

          Pursuant to the requirements of the Securities Act of 1933, as 
amended, the registrant certifies that it has reasonable grounds to believe 
that it meets all of the requirements for filing on Form S-8 and has duly 
caused this Registration Statement to be signed on its behalf by the 
undersigned, thereunto duly authorized, in the City of Minneapolis, State of 
Minnesota, on June 5, 1996.

                              POLARIS INDUSTRIES INC.


                              By:   /s/ W. Hall Wendel, Jr.
                                 -------------------------------------
                                      W. Hall Wendel, Jr.
                                      Chief Executive Officer

          Pursuant to the requirements of the Securities Act of 1933, as 
amended, this Registration Statement has been signed by the following persons 
in the capacities and on the date indicated.

        Signature                      Title                    Date
        ---------                      -----                    ----

  /s/ W. Hall Wendel, Jr.       Principal Executive         June 5, 1996
- ----------------------------    Officer and Director
    W. Hall Wendel, Jr.

  /s/ John H. Grunewald         Principal Financial         June 5, 1996
- ----------------------------    and Accounting Officer
    John H. Grunewald 

             *   
- ----------------------------    Director
     Beverly F. Dolan 


             *   
- ----------------------------    Director
       Robert S. Moe  


             *    
- ----------------------------    Director
      Kenneth D. Larson 


             *     
- ----------------------------    Director
      Stephen G. Shank  


             *     
- ----------------------------    Director
     Gregory R. Palen  


                                       7

<PAGE>


             *     
- ----------------------------  Director
     Andris A. Baltins 


*By     /s/ W. Hall Wendel, Jr.                             June 5, 1996
     ----------------------------
        W. Hall Wendel, Jr.
        Attorney-in-Fact

W. Hall Wendel, Jr., on his own behalf and pursuant to Powers of Attorney, 
dated prior to the date hereof, attested by the directors listed above and 
filed with the Securities and Exchange Commission, by signing his name hereto 
does hereby sign and execute this Registration Statement of Polaris 
Industries, Inc., or amendment thereto, on behalf of each of the directors 
named above.


                                       8

<PAGE>


                               INDEX TO EXHIBITS

                                                                   Sequentially
                                                                     Numbered
                                                                        Page
                                                                    -----------

4.1       Amended and Restated Polaris Industries Inc. 
          1996 Restricted Stock Plan.

4.2       Form of Performance Restricted Stock Award Agreement

5         Opinion of Kaplan, Strangis and Kaplan, P.A.

23.1      Consent of McGladrey & Pullen, LLP

23.2      Consent of Arthur Andersen LLP

23.3      Consent of Kaplan, Strangis and Kaplan, P.A.
          (included in Exhibit 5)

24        Powers of Attorney 



                                       9
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 16797}]
{"company-data": {"conformed-name": "POLARIS INDUSTRIES INC/MN", "cik": "0000931015", "assigned-sic": "[]", "irs-number": "411790959", "state-of-incorporation": "MN", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-05463", "film-number": "96578231"}, "business-address": {"street1": "1225 HIGHWAY 169 NORTH", "city": "MINNEAPOLIS", "state": "MN", "zip": "55441", "phone": "6125420500"}, "mail-address": {"street1": "1225 HIGHWAY 169 NORTH", "street2": "425 LEXINGTON AVE", "city": "MINNESOTA", "state": "MN", "zip": "55441"}}
As filed with the Securities and Exchange Commission on June 7, 1996
                                                  Registration No. 33-__________

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C.  20549
                              ____________________

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933
                              ____________________

                             POLARIS INDUSTRIES INC.
             (Exact name of registrant as specified in its charter)

            MINNESOTA                                       41-1790959
  (state or other jurisdiction of                        (I.R.S. Employer
  incorporation or organization)                       Identification Number)

                              ____________________

                             1225 Highway 169 North
                          Minneapolis, Minnesota 55441
                                 (612) 542-0500

                          (Address, including zip code,
                  of registrant's principal executive offices)

                              ____________________

                              AMENDED AND RESTATED
                             POLARIS INDUSTRIES INC.
                           1996 RESTRICTED STOCK PLAN

                            (Full title of the plan)
                              ____________________

                       John H. Grunewald, Vice President,
                Chief Financial Officer, Treasurer and Secretary
                             Polaris Industries Inc.
                             1225 Highway 169 North
                          Minneapolis, Minnesota  55441
                                 (612) 542-0500

           (Name and address, including zip code and telephone number,
                   including area code, of agent for service)
                              ____________________

                                   COPIES TO:

                                James C. Melville
                        Kaplan, Strangis and Kaplan, P.A.
                  5500 Norwest Center, 90 South Seventh Street
                          Minneapolis, Minnesota  55402
                                 (612) 375-1138
CALCULATION OF REGISTRATION FEE
- --------------------------------------------------------------------------------
                                  Proposed         Proposed
 Title of                         Maximum          Maximum
Securities       Amount           Offering         Aggregate        Amount of
  to be           to be            Price           Offering        Registration
Registered     Registered(1)     per Share(2)       Price               Fee
- ----------     -------------     ------------    --------------    ------------
Common Stock      500,000          $34.875       $17,437,500.00      $6,012.93
 Par Value 
 $.01
- --------------------------------------------------------------------------------

     (1)  500,000 shares of Common Stock are reserved for issuance under the 
Amended and Restated Polaris Industries Inc. (the "Company") 1996 Restricted 
Stock Plan (the "Plan"). The number of shares of Common Stock stated above 
may be adjusted in accordance with the provisions of the Plan in the event 
that, during the period the Plan is in effect, there is effected any increase 
or decrease in the number of issued shares of Common Stock resulting from a 
subdivision or consolidation of shares or the payment of a stock dividend or 
any other increase or decrease in the number of shares effected without 
receipt of consideration by the Company.  Accordingly, this Registration 
Statement covers, in addition to the number of shares of Common Stock stated 
above, an indeterminate number of shares which by reason of any such events 
may be issued in accordance with the provisions of the Plan.

     (2)  Estimated by the registrant solely for the purpose of calculating 
the amount of registration fee pursuant to Rule 457(h).  The price per share 
is the average of the high and low prices of the Company's Common Stock as 
reported on the New York Stock Exchange on June 4, 1996.

                                       2
PART I

ITEM 1.   PLAN INFORMATION.

          Not required to be filed with the Commission.

ITEM 2.   REGISTRANT INFORMATION AND EMPLOYEE PLAN ANNUAL INFORMATION.

          Not required to be filed with the Commission.

                                     PART II

ITEM 3.   INCORPORATION OF DOCUMENTS BY REFERENCE.

          The following documents, which have been filed with the Securities 
and Exchange Commission (the "Commission") by the Company, are hereby 
incorporated by reference in this Registration Statement:

          (a)  The Company's latest Annual Report on Form 10-K for the fiscal 
year ended December 31, 1995, filed with the Commission, pursuant to the 
Securities Exchange Act of 1934, as amended (the "Exchange Act").

          (b)  All other reports filed by the Company pursuant to Section 
13(a) or 15(d) of the Exchange Act since the end of the fiscal year covered 
by the Company's Annual Report referred to in (a) above.

          (c)  A description of the Company's Common Stock contained in the 
Company's Registration Statement on Form S-4, Registration No. 33-55769 filed 
with the Commission on September 30, 1994, including Amendment No. 1 filed on 
November 10, 1994 and Amendment No. 2 filed on November 21, 1994.

          All documents subsequently filed by the Company pursuant to Section 
13(a), 13(c), 14 and 15(d) of the Exchange Act, prior to the filing of a 
post-effective amendment which indicates that all securities offered hereby 
have been sold or which deregisters all securities then remaining unsold, 
shall be deemed to be incorporated by reference in this Registration 
Statement and to be a part hereof from the date of filing of such documents.

ITEM 4.   DESCRIPTION OF SECURITIES.

          Not applicable.

                                       3
ITEM 5.   INTERESTS OF NAMED EXPERTS AND COUNSEL.

          The validity of the shares offered will be passed upon for the 
Company by Kaplan, Strangis and Kaplan, P.A., Minneapolis, Minnesota.  Andris 
A. Baltins, a member of the Board of Directors of the Company, is also a 
member of the law firm Kaplan, Strangis and Kaplan, P.A.  Members of such 
firm beneficially own an aggregate of 69,200 shares of the Company's Common 
Stock. This represents less than 1% of the currently outstanding voting 
shares. 

ITEM 6.   INDEMNIFICATION OF DIRECTORS AND OFFICERS.

          As permitted by Minnesota law, the Company's Articles of 
Incorporation provide that directors of the Company shall not be personally 
liable to the Company or its shareholders for monetary damages for breach of 
fiduciary duty as a director, except for liability (i) for any breach of the 
director's duty of loyalty to the Company or its shareholders, (ii) for acts 
or omissions not in good faith or which involve intentional misconduct or a 
knowing violation of law, (iii) relating to prohibited dividends or 
distributions or the repurchase or redemption of stock, or (iv) for any 
transaction from which the director derives an improper personal benefit.

          The Company is required by Minnesota law to indemnify all officers 
and directors of the Company for expenses and liabilities (including 
attorneys' fees) incurred as the result of proceedings against them in 
connection with their capacities as officers or directors.  In order to be 
entitled to indemnification with respect to a purported act or omission, an 
officer or director must (i) have acted in good faith, (ii) have received no 
improper personal benefit, (iii) in the case of a criminal proceeding, have 
had no reasonable cause to believe the conduct to be unlawful, and (iv) have 
reasonably believed that the conduct was in the best interests of the Company.

ITEM 7.   EXEMPTION FROM REGISTRATION CLAIMED.

          Not applicable.

ITEM 8.   EXHIBITS. 

          4.1       Amended and Restated Polaris Industries Inc. 1996 Restricted
                    Stock Plan 

          4.2       Form of Performance Restricted Share Award Agreement

          5         Opinion of Kaplan, Strangis and Kaplan, P.A.

          23.1      Consent of McGladrey & Pullen, LLP

                                       4
23.2      Consent of Arthur Andersen LLP

          23.3      Consent of Kaplan, Strangis and Kaplan, P.A.
                    (included in Exhibit 5)

          24        Powers of Attorney 

ITEM 9.   UNDERTAKINGS

          (a)  The undersigned registrant hereby undertakes:

               (1)  To file, during any period in which offers or sales are
                    being made, a post-effective amendment to this Registration
                    Statement:

                    (i)   To include any prospectus required by Section 10(a)(3)
                          of the Securities Act of 1933, as amended (the "Act");

                    (ii)  To reflect in the prospectus any facts or events
                          arising after the effective date of this Registration
                          Statement (or the most recent post-effective amendment
                          thereof) which, individually or in the aggregate,
                          represent a fundamental change in the information set
                          forth in this Registration Statement;

                    (iii) To include any material information with respect to 
                          the plan of distribution not previously disclosed in 
                          this Registration Statement or any material change to 
                          such information in this Registration Statement;

               provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) do
               not apply to information required to be included in a post-
               effective amendment by those paragraphs which are contained in
               periodic reports filed by the registrant pursuant to Section 13
               or Section 15(d) of the Exchange Act that are incorporated by
               reference in this Registration Statement.

               (2)  That, for the purpose of determining any liability under the
                    Act, each such post-effective amendment shall be deemed to
                    be a new Registration Statement relating to the securities
                    offered therein, and the offering of such securities at that
                    time shall be deemed to be the initial bona fide offering
                    thereof.

                                       5
(3)  To remove from registration by means of a post-effective
                    amendment any of the securities being registered which
                    remain unsold at the termination of the offering.

          (b)  The undersigned registrant hereby undertakes that, for purposes
               of determining any liability under the Act, each filing of the
               registrant's annual report pursuant to Section 13(a) or 15(d) of
               the Exchange Act (and, where applicable, each filing of an
               employee benefit plan's annual report pursuant to Section 15(d)
               of the Exchange Act) that is incorporated by reference in this
               Registration Statement shall be deemed to be a new Registration
               Statement relating to the securities offered therein, and the
               offering of such securities at that time shall be deemed to be
               the initial bona fide offering thereof.

          (c)  Insofar as indemnification for liabilities arising under the Act
               may be permitted to directors, officers and controlling persons
               of the registrant pursuant to the foregoing provisions, or
               otherwise, the registrant has been advised that in the opinion of
               the Commission such indemnification is against public policy as
               expressed in the Act and is, therefore, unenforceable.  In the
               event that a claim for indemnification against such liabilities
               (other than the payment by the registrant of expenses incurred or
               paid by a director, officer or controlling person of the
               registrant in the successful defense of any action, suit or
               proceeding) is asserted by such director, officer or controlling
               person in connection with the securities being registered, the
               registrant will, unless in the opinion of its counsel the matter
               has been settled by controlling precedent, submit to a court of
               appropriate jurisdiction the question whether such
               indemnification by it is against public policy as expressed in
               the Act and will be governed by the final adjudication of such
               issue. 

                                       6
SIGNATURES

          Pursuant to the requirements of the Securities Act of 1933, as 
amended, the registrant certifies that it has reasonable grounds to believe 
that it meets all of the requirements for filing on Form S-8 and has duly 
caused this Registration Statement to be signed on its behalf by the 
undersigned, thereunto duly authorized, in the City of Minneapolis, State of 
Minnesota, on June 5, 1996.

                              POLARIS INDUSTRIES INC.

                              By:   /s/ W. Hall Wendel, Jr.
                                 -------------------------------------
                                      W. Hall Wendel, Jr.
                                      Chief Executive Officer

          Pursuant to the requirements of the Securities Act of 1933, as 
amended, this Registration Statement has been signed by the following persons 
in the capacities and on the date indicated.

        Signature                      Title                    Date
        ---------                      -----                    ----

  /s/ W. Hall Wendel, Jr.       Principal Executive         June 5, 1996
- ----------------------------    Officer and Director
    W. Hall Wendel, Jr.

  /s/ John H. Grunewald         Principal Financial         June 5, 1996
- ----------------------------    and Accounting Officer
    John H. Grunewald 

             *   
- ----------------------------    Director
     Beverly F. Dolan 

             *   
- ----------------------------    Director
       Robert S. Moe  

             *    
- ----------------------------    Director
      Kenneth D. Larson 

             *     
- ----------------------------    Director
      Stephen G. Shank  

             *     
- ----------------------------    Director
     Gregory R. Palen  

                                       7
*     
- ----------------------------  Director
     Andris A. Baltins 

*By     /s/ W. Hall Wendel, Jr.                             June 5, 1996
     ----------------------------
        W. Hall Wendel, Jr.
        Attorney-in-Fact

W. Hall Wendel, Jr., on his own behalf and pursuant to Powers of Attorney, 
dated prior to the date hereof, attested by the directors listed above and 
filed with the Securities and Exchange Commission, by signing his name hereto 
does hereby sign and execute this Registration Statement of Polaris 
Industries, Inc., or amendment thereto, on behalf of each of the directors 
named above.

                                       8
INDEX TO EXHIBITS

                                                                   Sequentially
                                                                     Numbered
                                                                        Page
                                                                    -----------

4.1       Amended and Restated Polaris Industries Inc. 
          1996 Restricted Stock Plan.

4.2       Form of Performance Restricted Stock Award Agreement

5         Opinion of Kaplan, Strangis and Kaplan, P.A.

23.1      Consent of McGladrey & Pullen, LLP

23.2      Consent of Arthur Andersen LLP

23.3      Consent of Kaplan, Strangis and Kaplan, P.A.
          (included in Exhibit 5)

24        Powers of Attorney 

                                       9