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): May 5, 2005

AMERICAN VANGUARD CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	001-13795	95-2588080
(State or other jurisdiction of incorporation)	Commission File Number	(I.R.S. Employer Identification No.)

4695 MacArthur Court

Newport Beach, California 92660

(Address of principal executive offices)

Registrant’s telephone number: (949) 260-1200

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 May 5, 2005, American Vanguard Corporation issued a press release announcing its financial results for the period ended March 31, 2005. The full text of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

The information in this Current Report on Form 8-K, including the Exhibit attached hereto, is being furnished under Item 2.02 and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01. FINANCIAL STATEMENTS AND EXHIBITS

(c) Exhibits

Exhibit 99.1 Press release dated May 5, 2005 of American Vanguard Corporation.

2

SIGNATURE

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.

AMERICAN VANGUARD CORPORATION
(Registrant)
By:	/s/ James A. Barry
	James A. Barry
	Senior Vice President
	Chief Financial Officer

Date: May 5, 2005

3

INDEX TO EXHIBITS

Exhibit No.	Description
99.1	Press release dated May 5, 2005 of American Vanguard Corporation announcing its financial results for the period ended March 31, 2005.

4

EX-99.1

EXHIBIT 99.1

FOR IMMEDIATE RELEASE

AMERICAN VANGUARD POSTS 24^TH CONSECUTIVE QUARTER OF COMPARABLE PERIOD GROWTH WITH FIRST QUARTER NET INCOME UP 42% ON 20% SALES INCREASE

Newport Beach, CA – May 5, 2005 – American Vanguard Corporation (AMEX:AVD), today announced financial results for the first quarter ended March 31, 2005.

First Quarter Financial Highlights – versus fiscal 2004 first quarter

• Net sales rose 20% to $41.2 million.

• Operating income increased 38% to $5.4 million.

• Net income grew 42% to $3.1 million or $0.16 per diluted share.

Eric Wintemute, President and CEO of American Vanguard, stated, “We are pleased to start the year with another record period, this now marking our 24^th consecutive quarter of comparable period top and bottom-line growth. We saw continued strength throughout our product line during the quarter, with particular contribution from products acquired or licensed in 2003 and 2004, as well as our 2004 generic market entrance into bifenthrin. Importantly, our lean operating structure enabled us to expand profits at more than twice the rate of our sales.”

Mr. Wintemute continued, “Toward the end of the quarter, we introduced a new facet to our growth strategy – our first new active ingredient. We entered into an exclusive multi-year agreement with BASF to develop, register and commercialize Topramezone, a new herbicide for post-emergent use in corn in North America. We have had considerable success selling corn soil insecticides to date, and this agreement will allow us to offer a new key tool to the corn farmer.”

James Barry, Senior Vice President and CFO of American Vanguard, commented, “With regard to our balance sheet, we closed the quarter with $43.0 million in working capital, total debt of $31.5 million (including current installments), and shareholders’ equity of $66.2 million. We believe our financial position serves as a solid foundation to support our future growth.”

Mr. Wintemute concluded, “We continue to feel confident that the Company will achieve double-digit growth in sales and net income in 2005, and are also optimistic about the current market environment for product acquisition and licensing opportunities. We look forward to reporting on the Company’s continued development.”

Conference Call

Eric Wintemute, President and CEO, and James Barry, Senior Vice President and CFO, will conduct a conference call focusing on the financial results at 12:00 noon ET on Thursday, May 5, 2005. Interested parties may participate in the call by dialing 706-679-3155. Please call in 10 minutes before the call is scheduled to begin, and ask for the American Vanguard call. The conference call will also be broadcast live over the Internet via the Investors section of the Company’s web site at www.american-vanguard.com. To listen to the live webcast, go to the web site at least 15 minutes early to register, download and install any necessary audio software. If you are unable to listen live, the conference call will be archived on the Company’s web site.

American Vanguard Corporation News Release	Page 2
May 5, 2005

About American Vanguard

American Vanguard Corporation is a diversified specialty and agricultural products company that develops and markets products for crop protection and management, turf and ornamentals management and public and animal health. The Company’s basic strategy is to acquire brand name, niche product lines from larger companies that divest mature products to focus on newly discovered molecules. During 2004, American Vanguard was recognized as one of BusinessWeek’s Hot Growth Companies (#93), Fortune Small Business’ America’s 100 Fastest Growing Small Companies (#26) and Forbes’ 200 Best Small Companies (#34). American Vanguard is included on the Russell 2000^® and Russell^® 3000 Indexes. To learn more about American Vanguard, please reference the Company’s web site at www.american-vanguard.com.

The Company, from time to time, may discuss forward-looking information. Except for the historical information contained in this release, all forward-looking statements are estimates by the Company’s management and are subject to various risks and uncertainties that may cause results to differ from management’s current expectations. Such factors include weather conditions, changes in regulatory policy and other risks as detailed from time-to-time in the Company’s SEC reports and filings. All forward-looking statements, if any, in this release represent the Company’s judgment as of the date of this release.

CONTACT:	-OR-	AVD’S INVESTOR RELATIONS FIRM
American Vanguard Corporation		The Equity Group Inc.
Eric G. Wintemute, President & CEO		www.theequitygroup.com
(949) 260-1200		Lauren Barbera
		lbarbera@equityny.com
		(212) 836-9610

American Vanguard Corporation News Release	Page 3
May 5, 2005

American Vanguard Corporation and Subsidiaries

Consolidated Statements of Income

(Unaudited)

	For the Three Months ended March 31
	2005			2004
Net sales	$	41,230,000		$	34,219,000
Cost of sales		23,685,000			19,029,000
Gross profit		17,545,000			15,190,000
Operating expenses		12,132,000			11,281,000
Operating income		5,413,000			3,909,000
Interest expense		339,000			314,000
Interest income		(2,000	)		(1,000	)
Interest capitalized		(63,000	)		(15,000	)
Income before income tax		5,139,000			3,611,000
Income tax expense		2,004,000			1,408,000
Net income		3,135,000			2,203,000
Earnings per common share (1)	$	0.17		$	0.12
Earnings per common share - assuming dilution (1)	$	0.16		$	0.12
Weighted average shares outstanding (1)		18,221,510			17,925,196
Weighted average shares outstanding - assuming dilution (1)		19,279,366			19,037,716

(1) Retroactively restated to reflect a 2-for-1 stock split distributed on April 15, 2005 to common stockholders of record as of March 29, 2005.

American Vanguard Corporation News Release	Page 4
May 5, 2005

American Vanguard Corporation and Subsidiaries

Unaudited Condensed Consolidated Balance Sheets

	March 31,		December 31,
	2005		2004
Assets
Current assets:
Cash	$	683,000	$	457,000
Receivables		45,547,000		28,305,000
Inventories		46,033,000		43,635,000
Other current assets		1,454,000		1,619,000
Total current assets		93,717,000		74,016,000
Property, plant, equipment, net		28,987,000		26,118,000
Other assets		21,689,000		22,212,000
Total assets	$	144,393,000	$	122,346,000
Liabilities
Current liabilities:
Current installments of long-term debt	$	5,106,000	$	5,107,000
Accounts payable		22,087,000		12,984,000
Other current liabilities		23,527,000		19,650,000
Total current liabilities		50,720,000		37,741,000
Long-term debt, excluding current installments		26,347,000		19,474,000
Other long-term liabilities		1,159,000		1,159,000
Total liabilities		78,226,000		58,374,000
Total stockholders’ equity		66,167,000		63,972,000
Total liabilities and stockholders’ equity	$	144,393,000	$	122,346,000

American Vanguard Corporation News Release	Page 5
May 5, 2005

2005 Summary Results of Operations

(Unaudited)

	Three months ended March 31
Net sales	$	41,230,000
Gross profit		17,545,000
Operating income		5,413,000
Net income	$	3,135,000
EPS – basic	$	0.17
EPS – diluted	$	0.16
Weighted average shares outstanding		18,221,510
Weighted average shares outstanding – assuming dilution		19,279,366

2004 Summary Results of Operations

(Unaudited)

	Three months ended March 31		Three months ended June 30		Three months ended September 30		Three months ended December 31		Fiscal 2004
Net sales	$	34,219,000	$	31,492,000	$	39,624,000	$	45,520,000	$	150,855,000
Gross profit		15,190,000		13,748,000		18,446,000		24,875,000		72,259,000
Operating income		3,909,000		4,251,000		6,889,000		9,909,000		24,958,000
Net income	$	2,203,000	$	2,405,000		3,988,000		5,881,000		14,477,000
EPS – basic (1)	$	0.12	$	0.14	$	0.22	$	0.32	$	0.81
EPS – diluted (1)	$	0.12	$	0.13	$	0.21	$	0.30	$	0.76
Weighted average shares outstanding (1)		17,925,196		17,944,534		17,960,478		18,021,846		17,963,396
Weighted average shares outstanding – assuming dilution (1)		19,037,716		19,205,384		19,158,870		19,230,690		19,167,450

(1) Retroactively restated to reflect a 2-for-1 stock split distributed on April 15, 2005 to common stockholders of record as of March 29, 2005.

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