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

NOVEMBER 15, 2007 (NOVEMBER 14, 2007)

Date of Report (Date of earliest event reported)

CONTINENTAL MATERIALS CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	001-03834	36-2274391
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

200 South Wacker Dr., Suite 4000
Chicago, IL	60606
(Address of Principal Executive Offices)	(Zip Code)

(312) 541-7200

(Registrant’s telephone number,

including area code)

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 (see General Instruction A.2.):

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

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

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

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

Item 8.01. Other Events.

In its press release issued on November 14, 2007, the Company disclosed its unaudited results for the quarter ended September 29, 2007. The press release is being filed with this report on Form 8-K and is attached hereto as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits.

(d)	Exhibits
Exhibit No.		Description
99.1		Continental Materials Corporation Press Release, dated November 14, 2007.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

CONTINENTAL MATERIALS CORPORATION
By:	/s/ Joseph J. Sum
Name:	Joseph J. Sum
Title:	Chief Financial Officer

Date: November 15, 2007

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EX-99.1

Exhibit 99.1

CONTINENTAL MATERIALS CORPORATION REPORTS

THIRD QUARTER RESULTS

CHICAGO, November 14 — Continental Materials Corporation (AMEX; CUO) today reported net income of $10,000, one cent per diluted share for its third quarter, on sales of $42,288,000.  In the prior year’s quarter, net income was $529,000, 33 cents per diluted share on sales of $40,924,000.

                The Heating and Cooling segment and the Door segment reported increased sales while the Evaporative Cooling segment’s sales were static and the Concrete, Aggregates and Construction Supplies (CACS) segment’s sales declined. Fan coil volume accounted for the increase in the Heating and Cooling segment due to favorable market conditions and the restructured sales representative network which was completed in late 2005. The increase in the Door segment was attributable to the timing of shipments and some increased sales prices. The decline incurred by the CACS segment was due to the reduced construction activity along the Front Range in Colorado, especially housing construction. Interest expense increased from $250,000 for the third quarter of 2006 to $341,000 in the 2007 quarter due to increased average debt and higher interest rates. An income tax benefit of $389,000 was recorded for the quarter ended September 29, 2007 primarily due to recognition during the quarter of $362,000 of earned California Enterprise Zone credits that will benefit future tax years.

                For the first nine months of 2007, net income was $868,000, 54 cents per diluted share.  For the comparable prior year period, the company reported net income of $1,658,000, $1.03 per diluted share.

Consolidated sales for the nine-month period increased $9,706,000 to $128,018,000.  All segments reported higher sales, although the Heating and Cooling segment and the Door segment were responsible for $5,669,000 and $3,568,000, respectively, of the improved sales. The increased volumes in the Heating and Cooling segment and the Door segment were both due to the reasons noted above. Operating income for the nine-month period ended September 29, 2007 declined to $1,445,000 compared to $2,871,000 for the prior year period despite the June 2007 receipt of insurance proceeds of $725,000 for property and equipment damaged by floods which occurred during the third quarter of 2006. The decline was due to the factors noted in the above discussion of the current quarter. Interest expense increased from $548,000 for the nine months ended September 30, 2006 to $922,000 for the nine months ended September 29, 2007 due to increased average borrowings and higher interest rates. The Enterprise Zone credits recognized during the third quarter of 2007 were sufficiently large such that the company recorded a net benefit of $39,000 from taxes for the nine months ended September 29, 2007 compared to the provision of $854,000 recorded for the comparable 2006 period.

                FORWARD-LOOKING STATEMENTS— Statements in this press release that are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933.  Such forward-looking statements are based on the beliefs of the Company’s management as well as on assumptions made by and information available to the Company’s management at the time such statements were made.  Forward-looking statements are not guarantees of performance.  Actual results could differ materially from those projected in the forward-looking statements as a result of various factors, including but not limited to: weather, interest rates, availability of raw materials and their related costs, national and local economic conditions and competitive forces.  Changes in accounting rules and pronouncements could also alter projected results.  Additional information concerning some of these factors is contained in the Company’s 2006 Annual Report on Form 10-K filed with the Securities and Exchange Commission, as supplemented by the Company’s quarterly reports on Form 10-Q.  Forward-looking statements speak only as of the date they were made, and the Company undertakes no obligation to publicly update them, except as required by law.

CONTINENTAL MATERIALS CORPORATION

SUMMARY OF SALES AND EARNINGS

(Unaudited)

	Three Months Ended						Nine Months Ended
	September 29, 2007			September 30, 2006			September 29, 2007			September 30, 2006
Sales	$	42,288,000		$	40,924,000		$	128,018,000		$	118,312,000
Operating (loss) income	(65,000		)	915,000			1,445,000			2,871,000
Interest expense, net	(341,000		)	(250,000		)	(922,000		)	(548,000		)
Other income	27,000			137,000			306,000			189,000
(Loss) income before income taxes	(379,000		)	802,000			829,000			2,512,000
(Benefit) provision for income taxes	(389,000		)	273,000			(39,000		)	854,000
Net income	$	10,000		$	529,000		$	868,000		$	1,658,000
Basic and diluted earnings per share	$	.01		$	.33		$	.54		$	1.03
Average shares outstanding	1,603,000			1,605,000			1,603,000			1,605,000