FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0104
Estimated average burden hours per response... 0.5

(Print or Type Responses)
1. Name and Address of Reporting Person *
  Aurora Advisors II LLC
 2. Date of Event Requiring Statement (Month/Day/Year)
05/04/2010		 3. Issuer Name and Ticker or Trading Symbol
DOUGLAS DYNAMICS, INC [PLOW]
(Last)
(First)
(Middle)
10877 WILSHIRE BLVD., SUITE 2100		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

LOS ANGELES, CA 90024		 6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 7,124,199 (1) (2) (3)
D
 
Series B Preferred Stock 1 (4)
D
 
Common Stock 29,687 (5)
D
 
Common Stock 11,875 (6)
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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.

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Aurora Advisors II LLC
10877 WILSHIRE BLVD.
SUITE 2100
LOS ANGELES, CA 90024		     X    
AURORA CAPITAL PARTNERS II L P
10877 WILSHIRE BLVD.
SUITE 2100
LOS ANGELES, CA 90024		     X    
Aurora Equity Partners II LP
10877 WILSHIRE BLVD.
SUITE 2100
LOS ANGELES, CA 90024		     X    
Aurora Overseas Advisors II LDC
10877 WILSHIRE BLVD.
SUITE 2100
LOS ANGELES, CA 90024		     X    
Aurora Overseas Capital Partners II LP
10877 WILSHIRE BLVD.
SUITE 2100
LOS ANGELES, CA 90024		     X    
Aurora Overseas Equity Partners II LP
10877 WILSHIRE BLVD.
SUITE 2100
LOS ANGELES, CA 90024		     X    
Mapes John T
C/O AURORA EQUITY PARTNERS II LP
10877 WILSHIRE BLVD. SUITE 2100
LOS ANGELES, CA 90024		     X    
PARSKY GERALD L
C/O AURORA EQUITY PARTNERS II LP
10877 WILSHIRE BLVD. SUITE 2100
LOS ANGELES, CA 90024		     X    

Signatures

/s/ Timothy J. Hart as Vice President, Secretary and General Counsel of Aurora Advisors II LLC 05/04/2010
**Signature of Reporting Person Date
/s/ Timothy J. Hart as Vice President, Secretary and General Counsel of Aurora Advisors II LLC, General Partner of Aurora Capital Partners II LP 05/04/2010
**Signature of Reporting Person Date
/s/ Timothy J. Hart as Vice President, Secretary and General Counsel of Aurora Advisors II LLC, General Partner of Aurora Capital Partners II LP, General Partner of Aurora Equity Partners II LP 05/04/2010
**Signature of Reporting Person Date
/s/ Timothy J. Hart as Vice President, Secretary and General Counsel of Aurora Overseas Advisors II, LDC 05/04/2010
**Signature of Reporting Person Date
/s/ Timothy J. Hart as Vice President, Secretary and General Counsel of Aurora Overseas Advisors II, LDC, General Partner of Aurora Overseas Capital Partners II, LP 05/04/2010
**Signature of Reporting Person Date
/s/ Timothy J. Hart as Vice President, Secretary and General Counsel of Aurora Overseas Advisors II, LDC, General Partner of Aurora Overseas Capital Partners, LP, General Partner of Aurora Overseas Equity Partners II, LP 05/04/2010
**Signature of Reporting Person Date
/s/ Timothy J. Hart as Attorney-in-Fact for John T. Mapes 05/04/2010
**Signature of Reporting Person Date
/s/ Timothy J. Hart as Attorney-in-Fact for Gerald L. Parsky 05/04/2010
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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) Consists of 7,031,662 shares held by Aurora Equity Partners II LP ("AEPII") and 93,337 shares held by Aurora Overseas Equity Partners II, LP ("AOEPII"). The number of shares of Common Stock reported reflects a 23.75 for 1 stock split of the Issuer's Common Stock that will become effective immediately prior to the consummation of the Issuer's initial public offering of its Common Stock.
(2) Aurora Capital Partners II LP ("ACPII") is the general partner of AEPII. Aurora Overseas Capital Partners II, LP ("AOCPII") is the general partner of AOEPII. Aurora Advisors II LLC ("AAII") is the general partner of ACPII. Aurora Overseas Advisors II, LDC ("AOAII") is the general partner of AOCPII. AEPII, AOEPII, ACPII, AOCPII, AAII, and AOAII are collectively referred to as the "Aurora Entities." In their capacities as direct or indirect general partners of AEPII and/or AOEPII, ACPII, AOCPII, AAII, and AOAII may be deemed to have a pecuniary interest in an indeterminable portion of the shares owned or controlled by AEPII and AOEPII. ACPII, AOCPII, AAII, and AOAII disclaim beneficial ownership of all such shares except to the extent that they may be deemed to have a pecuniary interest therein.
(3) Mssrs. Mapes and Parsky are controlling persons of the Aurora Entities. As such, they may be deemed to have a pecuniary interest in an indeterminable portion of the shares owned or controlled by the Aurora Entities. Mssrs. Mapes and Parsky disclaim beneficial ownership of all such shares except to the extent that they may be deemed to have a pecuniary interest therein.
(4) This security is owned solely by AEPII. Mr. Mapes, Mr. Parsky, ACPII, and AAII, each may be deemed to have a pecuniary interest in an indeterminable portion of the share owned by AEPII, and each hereby disclaims beneficial ownership of such share except to the extent he or it may be deemed to have a pecuniary interest therein.
(5) These securities are owned solely by Mr. Parsky through a 401(k) account. The number of shares of Common Stock reported reflects a 23.75 for 1 stock split of the Issuer's Common Stock that will become effective immediately prior to the consummation of the Issuer's initial public offering of its Common Stock.
(6) These securities are owned solely by Mr. Mapes through a 401(k) account. The number of shares of Common Stock reported reflects a 23.75 for 1 stock split of the Issuer's Common Stock that will become effective immediately prior to the consummation of the Issuer's initial public offering of its Common Stock.
 
Remarks:
Powers of Attorney on behalf of Mr. Mapes, Mr. Parsky, and the Aurora Entities are attached hereto as Exhibits 24.1, 24.2, and 24.3, respectively.

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.