8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C.  20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported:  August 25, 2010)

ALL AMERICAN GROUP, INC.

(Exact name of registrant as specified in its charter)

INDIANA	1-7160	35-1101097
(State or other jurisdiction	(Commission File Number)	(I.R.S. Employer
of incorporation or organization)		Identification No.)
2831 Dexter Drive, Elkhart, Indiana		46514
(Address of Principal Executive Offices)		(Zip Code)
	(574) 266-2500
(Registrant’s telephone number,
including area code)
	N / A
(Former Name or Former Address,
if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

□ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

□ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

□ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

□ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 2.02.  RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On August 25, 2010, All American Group, Inc. issued the press release attached as Exhibit 99.1 to this Form 8-K and incorporated by reference herein. This press release announced highlights of the Company's results for the second quarter ended June 30, 2010.

ITEM 9.01.  FINANCIAL STATEMENTS AND EXHIBITS

(d)  The following exhibit is furnished as a part of this Report:

99.1 Press Release dated August 25, 2010 (earnings release)

SIGNATURE

Pursuant to the requirements 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.

ALL AMERICAN GROUP, INC.

Date:	August 25, 2010	By:	/s/ Martin Miranda
			Martin Miranda, Secretary
			Printed Name and Title

EX-99.1

All American Group, Inc. Announces Second Quarter 2010 Results

Page 1

August 25, 2010                                                                                                                          

ALL AMERICAN GROUP, INC.

2831 Dexter Drive • P.O. Box 3300 • Elkhart, Indiana 46514 • 574/266-2500 • Fax 574/266-2559

NEWS RELEASE

For immediate release August 25, 2010

ALL AMERICAN GROUP, INC. REPORTS IMPROVED YEAR TO DATE REVENUE AND OPERATING RESULTS BUT A BOTTOM-LINE LOSS

Elkhart, IN - All American Group, Inc. (formerly Coachmen Industries, Inc.) (OTC:COHM.PK), today announced its results for the year-to-date period and second quarter of 2010, ending June 30, 2010.

Net sales from continuing operations for the six-month period ended June 30, 2010 were $41.1 million compared to $29.0 million reported for the same period in 2009, an increase of 41.7%.  The Company’s operating loss for the six months ended June 30, 2010 also improved by 41.7 % or $3.8 million to a loss of $(5.2) million compared to a loss of $(9.0) million for the comparable six-month period in 2009.

Net sales from continuing operations for the second quarter of 2010 were $19.6 million compared to $17.7 million reported for the same period in 2009, an increase of 10.8%.  Gross profits for the quarter were $0.8 million or 3.9% of revenues, compared to a gross profit of $0.9 or 4.8% of revenues for the second quarter of 2009. 

Net sales for the Company’s Housing Group totaled $14.2 million for the second quarter of 2010, compared to $14.9 million reported for the same period in 2009, a decrease of 4.2%. Single family home sales are up 23% for the year over year quarter. Net sales of the Company’s Specialty Vehicle Group totaled $5.4 million for the second quarter of 2010 compared to $2.9 million for the same period in 2009, an increase of 88.4%.

“During a year when economists are predicting more foreclosures than new home sales, the overall increase in single family home sales during the quarter is extremely positive. However, in order to counter market trends, additional costs were incurred by the Housing Segment to obtain the second quarter sales volume. Housing Group customers continued to face financing constraints in both the single family home and commercial markets,” said Richard M. Lavers, President and Chief Executive Officer. “Financing constraints have impacted the ability of certain customers to provide clearance to construct projects as scheduled, despite having a signed contract in place with All American,” Lavers stated.

 “On the Specialty Vehicle side, we were again profitable, with the second quarter 2010 generating an operating profit for this segment of $0.6 million.  In 2010, we have already shipped 88% of the buses we shipped in all of 2009.  Although ARBOC bus shipments were lower than projected in the second quarter, based on the backlogs and the planned introduction of new vehicles in 2010, we still expect revenues for this segment to double in 2010 over 2009,” Lavers stated.

- more-

All American Group, Inc. Announces Second Quarter 2010 Results

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August 25, 2010                                                                                                                   
60;            

Non-operating expenses for the second quarter of 2010 included a non-cash debt extinguishment charge of $7.3 million related to the First Amendment to the loan agreement with H.I.G. All American, LLC (H.I.G.), partially offset by a non-cash reduction in interest expense of $3.1 million.  This non-cash, non-operating reduction in interest is a result of the accounting treatment required for the convertible debt and warrants contained in the H.I.G. agreement and the First Amendment to the Loan Agreement. The non-cash, non-operating expense related to the equity provisions of the H.I.G. debt agreement are valued quarterly.  However, these charges do not impact the operating results or the cash flow of the Company. As a result, we believe the appropriate financial metrics to focus on as proxies for Company performance are re venues, operating profits and cash flow.

Unrestricted cash on hand at June 30, 2010 totaled $3.6 million compared to $6.4 million on hand at December 31, 2009, while restricted cash totaled $12.9 million at June 30, 2010 compared to $14.8 million at December 31, 2009. Net cash used in operations during the six-month period ended June 30 totaled $6.2 million for 2010 and $16.4 million for 2009.

Operating results for the six-month period ended June 30, 2010 failed to meet the revised debt covenants set with H.I.G. in the First Amendment to the Loan Agreement. H.I.G. has agreed to waive the covenant defaults as detailed in the 10-Q filed today. The Board of Directors and H.I.G. are currently in discussions to work out mutually acceptable agreements for the long-term.

All American Group, Inc.(formerly Coachmen Industries, Inc),, is one of America's premier systems-built construction companies under the ALL AMERICAN BUILDING SYSTEMS®, ALL AMERICAN HOMES® and MOD-U-KRAF® brands, as well as a manufacturer of specialty vehicles. All American Group, Inc is a publicly held company with stock quoted and traded on the over-the-counter markets under the ticker COHM.PK.

-   This release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Investors are cautioned not to place undue reliance on forward-looking statements, which are inherently uncertain. Actual results may differ materially from that projected or suggested due to certain risks and uncertainties including, but not limited to, liquidity, the ability of the Company to bond major contracts, availability of working capital, availability of credit to the Company and its customers, the depth and duration of the recession, the ability to produce buses to meet demand, the potential fluctuations in the Company's operating results, price volatility of raw materials used in production, the availability and cost of real estate for residential housing, the supply of existing homes within the C ompany's markets, government regulations, dependence on significant customers within certain product types, consolidation of distribution channels, consumer confidence, uncertainties of matters in litigation, the ability of the Company  to reach agreement with H.I.G. regarding revised covenants at reasonable terms and the ability to meet the revised covenants in future periods, the availability to the Company of chassis utilized for bus production and the availability of chassis financing to procure the chassis and other risks identified in the Company's SEC filings.

For investor or financial information:

Martin Miranda

Corporate Secretary & Treasurer

574-266-2500

All American Group, Inc. Announces Second Quarter 2010 Results

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August 25, 2010                                                                                                                                

All American Group, Inc. and Subsidiaries

Condensed Consolidated Statements of Operations

(in thousands, except per share amounts)

(Unaudited)

	Three Months Ended June 30,						Six Months Ended June 30,
	2010			2009			2010			2009
Net sales	$	19,643		$	17,734		$	41,117		$	29,015
Gross profit (loss) - $		757			853			1,923			(1,223	)
Operating  loss from continuing operations		(2,810	)		(2,663	)		(5,225	)		(8,966	)
Pre-tax (loss) from continuing operations		(7,374	)		(2,886	)		(14,782	)		(9,006	)
Net (loss) from continuing operations		(7,374	)		(2,833	)		(14,782	)		(8,953	)
Income (loss) from discontinued operations		(212	)		(415	)		(520	)		14,018
Net income (loss)		(7,586	)		(3,248	)		(15,302	)		5,065
Net (loss) per share - Basic & Diluted	$	(0.47	)	$	(0.21	)	$	(0.95	)	$	0.32
Weighted average shares outstanding - Basic		16,194			15,819			16,192			15,883
Weighted average shares outstanding - Diluted		16,194			15,819			16,192			15,883

Condensed Segment Data – Continuing Operations

(Unaudited)  (in thousands)

	Three Months Ended June 30,						Six Months Ended June 30,
	2010			2009			2010			2009
Net sales
Specialty Vehicles	$	5,402		$	2,867		$	12,675		$	3,939
Housing		14,241			14,867			28,442			25,076
Consolidated total	$	19,643		$	17,734		$	41,117		$	29,015
Gross profit (loss)
Specialty Vehicles	$	599		$	(162	)	$	1,489		$	(595	)
Housing		158			1,021			434			(613	)
Other		-			(6	)		-			(15	)
Consolidated total	$	757		$	853		$	1,923		$	(1,223	)
Operating profit (loss) - continuing operations
Specialty Vehicles	$	211		$	(450	)	$	697		$	(1,168	)
Housing		(2,942	)		(2,177	)		(5,606	)		(6,656	)
Other		(79	)		(36	)		(316	)		(1,142	)
Consolidated total	$	(2,810	)	$	(2,663	)	$	(5,225	)	$	(8,966	)

All American Group, Inc. Announces Second Quarter 2010 Results

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August 25, 2010                                                                                                                                

 All American Group, Inc. and Subsidiaries

Condensed Consolidated Balance Sheets

(in thousands)

	June 30,		December 31,
	2010		2009
Assets	(Unaudited)
CURRENT ASSETS
Cash and cash equivalents	$	3,585	$	6,352
Restricted Cash		8,340		10,191
Receivables		5,910		4,589
Inventories		20,008		21,566
Prepaid expenses and other current assets		9,469		10,923
Total current assets		47,312		53,621
Property, plant and equipment, net		27,768		28,787
Other		6,230		7,641
TOTAL ASSETS	$	81,310	$	90,049
Liabilities and Shareholders' Equity
CURRENT LIABILITIES
Short-term borrowings & current portion of LT debt	$	9,102	$	369
Accounts payable, trade		8,975		9,132
Accrued expenses and other liabilities		24,521		12,624
Total current liabilities		42,598		22,125
Long-term debt		2,328		2,828
Fair value of derivative instruments		-		13,030
Other long-term liabilities		3,178		3,709
Total liabilities		48,104		41,692
Total shareholders' equity		33,206		48,357
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY	$	81,310	$	90,049

Condensed Consolidated Statements of Cash Flows

(Unaudited)  (in thousands)

	Six Months Ended June 30,
	2010			2009
Net income (loss)	$	(15,302	)	$	5,065
Depreciation , amortization and other non-cash charges		11,439			1,325
Changes in current assets and liabilities		(2,356	)		(22,740	)
Net cash used in operating activities		(6,219	)		(16,350	)
Net cash provided by investing activities		3,132			4,180
Net borrowings		315			146
Issuance (purchase) of stock		5			(37	)
Net cash provided by financing activities		320			109
Increase (decrease) in cash and cash equivalents		(2,767	)		(12,061	)
Beginning of period cash and cash equivalents		6,352			15,745
End of period cash and cash equivalents	$	3,585		$	3,684