Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Expires: January 31, 2005
Estimated average burden hours per response... 0.5

(Print or Type Responses)
1. Name and Address of Reporting Person *
Fredericksen Gregory L
  2. Issuer Name and Ticker or Trading Symbol
OSHKOSH CORP [OSK]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
EVP & Chief Procurement Officr
(Last)
(First)
(Middle)
C/O OSHKOSH CORPORATION, 2307 OREGON STREET
3. Date of Earliest Transaction (Month/Day/Year)
02/14/2014
(Street)

OSHKOSH, WI 54902
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 02/14/2014   M   10,000 A $ 41.59 50,556.41 D  
Common Stock 02/14/2014   S   10,000 D $ 54 (1) 40,556.41 D  
Common Stock 02/14/2014   M   20,000 A $ 32.1 60,556.41 D  
Common Stock 02/14/2014   S   20,000 D $ 53.97 (2) 40,556.41 D  
Common Stock 02/14/2014   M   20,000 A $ 28.73 60,556.41 D  
Common Stock 02/14/2014   S   20,000 D $ 53.91 (3) 40,556.41 D  
Common Stock 02/14/2014   M   15,333 A $ 19.24 55,889.41 D  
Common Stock 02/14/2014   S   15,333 D $ 53.97 (4) 40,576.25 (5) D  

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 1474 (9-02)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Options (6) $ 41.59 02/14/2014   M     10,000   (7) 03/06/2018 Common Stock 10,000 $ 0 0 D  
Options (6) $ 32.1 02/14/2014   M     20,000   (8) 09/14/2016 Common Stock 20,000 $ 0 0 D  
Options (6) $ 28.73 02/14/2014   M     20,000   (9) 09/20/2017 Common Stock 20,000 $ 0 0 D  
Options (6) $ 19.24 02/14/2014   M     15,333   (10) 09/19/2018 Common Stock 15,333 $ 0 7,667 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Fredericksen Gregory L
C/O OSHKOSH CORPORATION
2307 OREGON STREET
OSHKOSH, WI 54902
      EVP & Chief Procurement Officr  

Signatures

 Gregory L. Fredericksen   02/18/2014
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Represents weighted average price. Individual sales by lot ranged from $53.89 to $54.11. The Company will provide, upon request by the SEC staff, the full information regarding the number of shares purchased or sold at each separate price.
(2) Represents weighted average price. Individual sales by lot ranged from $53.85 to $54.11. The Company will provide, upon request by the SEC staff, the full information regarding the number of shares purchased or sold at each separate price.
(3) Represents weighted average price. Individual sales by lot ranged from $53.86 to $54.04. The Company will provide, upon request by the SEC staff, the full information regarding the number of shares purchased or sold at each separate price.
(4) Represents weighted average price. Individual sales by lot ranged from $53.89 to $54.03. The Company will provide, upon request by the SEC staff, the full information regarding the number of shares purchased or sold at each separate price.
(5) Amount includes a total of 604.25 shares acquired under the Oshkosh Corporation Employee Stock Purchase Plan through 2/18/2014. Between 10/18/2013 and 2/18/2014, the reporting person acquired 19.84 shares under the Oshkosh Corporation Employee Stock Purchase Plan.
(6) Option (right to buy) granted pursuant to the Company's Stock Plan.
(7) Options vest in one-third (1/3) annual increments commencing on 2/5/2009.
(8) Options vest in one-third (1/3) annual increments commencing on 09/14/2010.
(9) Options vest in one-third (1/3) annual increments commencing on 09/20/2011.
(10) Options vest in one-third (1/3) annual increments commencing on 9/19/2012.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.