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):
April 30, 2008

Cavco Industries, Inc.

(Exact name of registrant as specified in its charter)

Delaware	000-08822	56-2405642
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1001 North Central Avenue, Suite 800, Phoenix, Arizona 85004

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number including area code: (602) 256-6263

Not applicable
(Former name or former address if changed from 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:

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))

TABLE OF CONTENTS

EX-99.1

Item 2.02. Results of Operations and Financial Condition

     On May 1, 2008, Cavco Industries, Inc., a Delaware corporation (the “Corporation”), announced its financial results for its fiscal fourth quarter and fiscal year ended March 31, 2008. A copy of the Corporation’s press release announcing these financial results is attached as Exhibit 99.1 hereto and incorporated in this Item 2.02 by reference.

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory
                  Arrangements of Certain Officers

     On April 30, 2008, Michael H. Thomas notified the Corporation of his decision not to stand for re-election to the Corporation’s Board of Directors at the annual meeting of stockholders in 2008. Mr. Thomas indicated that his decision is due to health reasons and not as a result of any disagreement with the Corporation. Mr. Thomas will continue to serve as a director of the Corporation and on the Audit and Compensation Committees until the annual meeting of stockholders, which is scheduled to be held on July 9, 2008.

Item 9.01. Financial Statements and Exhibits

Exhibit
Number	Description
99.1	Press Release dated May 1, 2008

Page 2

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.

CAVCO INDUSTRIES, INC.
By:	/s/ Daniel L. Urness
	Name:	Daniel L. Urness
	Title:	Chief Financial Officer

Date: May 1, 2008

Page 3

EXHIBIT INDEX

Exhibit
Number	Description
99.1	Press Release dated May 1, 2008

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

CAVCO INDUSTRIES REPORTS FOURTH QUARTER RESULTS
Net sales $34.2 million
Net income $1.3 million

     PHOENIX — (May 1, 2008) – Cavco Industries, Inc. (NASDAQ: CVCO) today announced financial results for the fourth quarter and fiscal year 2008 ended March 31, 2008.

     Net sales for the fourth quarter of fiscal 2008 totaled $34,204,000, up 1% from $33,812,000 for the fourth quarter of fiscal year 2007.

     Net income for the fiscal 2008 fourth quarter of $1,303,000 was 26% below the $1,759,000 reported in the same quarter one year ago. Net income per share based on basic and diluted weighted average shares outstanding was $0.20, versus $0.28 and $0.27, respectively last year.

     For the fiscal year ended March 31, 2008, net sales decreased 16% to $141,914,000 from $169,114,000 for fiscal year 2007, and net income declined 45% to $6,312,000 from $11,549,000 last year. For fiscal 2008, net income per share based on basic and diluted weighted average shares outstanding was $0.98 and $0.95, respectively, versus $1.81 and $1.74, respectively for the year-earlier period.

     “Our fourth quarter results were adversely impacted by continued declines in industry shipments of factory built homes, particularly in our core markets of Arizona and California. In view of the state of the housing industry and the general economy, we are proud that our people produced profitable financial results and that we achieved some success in market share improvement and expanded distribution,” stated Joseph Stegmayer, Chairman, President and Chief Executive Officer of Cavco Industries, Inc.

     “Amid the uncertain U.S. economic outlook, it is not possible to predict the conditions we may face in the months ahead. We do believe, however, that the affordable housing we build should play an increasing role in serving our nation’s housing needs given the tighter credit markets and the absence of the aggressive mortgage financing of recent years that enabled a disproportionate number of buyers to consider more expensive homes,” Mr. Stegmayer continued.

     “Meanwhile, Cavco’s strong financial condition provides us the flexibility to consider various ways to position ourselves for increased growth opportunities as market conditions improve. At March 31, 2008 cash and cash equivalents were $73.6 million and we had no short or long-term debt outstanding,” Mr. Stegmayer concluded.

     Cavco’s senior management will hold a conference call to review these results tomorrow, May 2, 2008, at 12:00 noon (Eastern Time). Interested parties can access a live webcast of the conference call on the Internet at www.cavco.com under the Investor Relations link, or the web site www.opencompany.info. An archive of the webcast and presentation will be available for 90 days at these website addresses.

     Cavco Industries, Inc., headquartered in Phoenix, is the largest producer of manufactured homes in Arizona, based on wholesale shipments. The Company is also a leading producer of park model homes and vacation cabins in the United States.

     Certain statements contained in this release are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the Securities and Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995. In general, all statements that are not historical in nature are forward-looking. Forward-looking statements are typically included, for example, in discussions regarding the manufactured housing and site-built housing industries; our financial performance and operating results; and the expected effect of certain risks and uncertainties on our business, financial condition and results of operations. All forward-looking statements are subject to risks and uncertainties, many of which are beyond our control. As a result, our actual results or performance may differ materially from anticipated results or performance. Factors that could cause such differences to occur include, but are not limited to: adverse industry conditions; general economic conditions; a write-off of all or part of our goodwill, which could adversely affect operating results and net worth; the cyclical and seasonal nature of our business; limitations on our ability to raise capital; curtailment of available financing in the manufactured housing industry; our contingent repurchase obligations related to wholesale financing; competition; our ability to maintain relationships with retailers; labor shortages; pricing and availability of raw materials and unfavorable zoning ordinances; together with all of the other risks described in our filings with the Securities and Exchange Commission. Readers are specifically referred to the Risk Factors described in Item 1A of the 2007 Form 10-K, as may be amended from time to time, which identify important risks that could cause actual results to differ from those contained in the forward-looking statements. Cavco expressly disclaims any obligation to update any forward-looking statements contained in this release, whether as a result of new information, future events or otherwise. Investors should not place any reliance on any such forward-looking statements.

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CAVCO INDUSTRIES, INC.
CONSOLIDATED BALANCE SHEETS
(Dollars in thousands)

	March 31,			March 31,
	2008			2007
	(Unaudited)
ASSETS
Current assets
Cash and cash equivalents	$	73,610		$	12,976
Short-term investments		—			50,900
Restricted cash		330			339
Accounts receivable		10,093			8,107
Inventories		11,293			13,464
Prepaid expenses and other current assets		1,839			2,273
Deferred income taxes		4,033			3,930
Total current assets		101,198			91,989
Property, plant and equipment, at cost:
Land		6,050			6,050
Buildings and improvements		7,290			7,029
Machinery and equipment		7,979			7,617
		21,319			20,696
Accumulated depreciation		(8,613	)		(7,894	)
		12,706			12,802
Goodwill		67,346			67,346
Total assets	$	181,250		$	172,137
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities
Accounts payable	$	2,147		$	2,868
Accrued liabilities		18,005			18,417
Total current liabilities		20,152			21,285
Deferred income taxes		14,747			12,760
Commitments and contingencies
Stockholders’ equity
Preferred Stock, $.01 par value; 1,000,000 shares authorized; No shares issued or outstanding		—			—
Common Stock, $.01 par value; 20,000,000 shares authorized; Outstanding 6,452,415 and 6,382,980 shares, respectively		65			64
Additional paid-in capital		124,814			122,868
Retained earnings		21,472			15,160
Total stockholders’ equity		146,351			138,092
Total liabilities and stockholders’ equity	$	181,250		$	172,137

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CAVCO INDUSTRIES, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Dollars in thousands, except per share amounts)
(Unaudited)

	Three Months Ended				Year Ended
	March 31,				March 31,
	2008		2007		2008		2007
Net sales	$	34,204	$	33,812	$	141,914	$	169,114
Cost of sales		29,404		28,497		121,538		138,813
Gross profit		4,800		5,315		20,376		30,301
Selling, general and administrative expenses		3,373		3,407		13,825		15,311
Income from operations		1,427		1,908		6,551		14,990
Interest income		467		605		2,539		2,387
Income from continuing operations
before income taxes		1,894		2,513		9,090		17,377
Income tax expense		591		754		2,778		5,962
Income from continuing operations		1,303		1,759		6,312		11,415
Income from discontinued retail operations
net of income taxes of $0 and $66		—		—		—		134
Net income	$	1,303	$	1,759	$	6,312	$	11,549
Net income per share (basic):
Continuing operations	$	0.20	$	0.28	$	0.98	$	1.79
Discontinued retail operations	$	—	$	—	$	—	$	0.02
Net income	$	0.20	$	0.28	$	0.98	$	1.81
Net income per share (diluted):
Continuing operations	$	0.20	$	0.27	$	0.95	$	1.72
Discontinued retail operations	$	—	$	—	$	—	$	0.02
Net income	$	0.20	$	0.27	$	0.95	$	1.74
Weighted average shares outstanding:
Basic		6,452,415		6,377,247		6,427,264		6,363,368
Diluted		6,674,902		6,624,558		6,664,111		6,629,580

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CAVCO INDUSTRIES, INC.
OTHER OPERATING DATA – CONTINUING OPERATIONS
(Dollars in thousands, except average sales price amounts)
(Unaudited)

	Three Months Ended						Year Ended
	March 31,						March 31,
	2008			2007			2008			2007
Net sales
Manufacturing	$	32,879		$	32,484		$	134,301		$	161,242
Retail		2,328			2,933			12,429			14,807
Less: Intercompany		(1,003	)		(1,605	)		(4,816	)		(6,935	)
Net sales	$	34,204		$	33,812		$	141,914		$	169,114
Floor shipments — manufacturing		1,316			1,181			5,104			5,884
Average sales price per floor — manufacturing	$	24,984		$	27,506		$	26,313		$	27,403
Home shipments — manufacturing		876			746			3,301			3,612
Average sales price per home — manufacturing	$	37,533		$	43,544		$	40,685		$	44,641
Home shipments — retail		27			30			158			145
Capital expenditures	$	74		$	339		$	689		$	1,150
Depreciation	$	200		$	173		$	785		$	692

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