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) July 30, 2013

AMPCO-PITTSBURGH CORPORATION

(Exact name of registrant as specified in its charter)

Pennsylvania	1-898	25-1117717
(State or other jurisdiction of incorporation)	(Commission file number)	(I.R.S. Employer Identification Number)

600 Grant Street, Pittsburgh, PA	15219
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (412) 456-4400

(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 (see General Instruction A.21 below):

¨ 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. Disclosure of Results of Operations and Financial Condition.

On July 29, 2013, Ampco-Pittsburgh Corporation issued a press release announcing its results for the three and six months ended June 30, 2013. A copy of the press release is attached hereto and is being furnished to the SEC.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit 99.1 – Press release dated July 29, 2013.

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.

		AMPCO-PITTSBURGH CORPORATION
Date:	July 30, 2013	By:	/s/ Marliss D. Johnson
		Marliss D. Johnson
		Chief Financial Officer and Treasurer

EX-99.1

Exhibit 99.1

CONTACT:

Dee Ann Johnson

Chief Financial Officer and Treasurer

(412) 456-4410

dajohnson@ampcopgh.com

FOR IMMEDIATE RELEASE

PITTSBURGH, PA

July 29, 2013

Ampco-Pittsburgh Announces Second Quarter Earnings

Ampco-Pittsburgh Corporation (NYSE: AP) announces sales for the three and six months ended June 30, 2013 of $69,938,000 and $139,562,000, respectively, against $69,956,000 and $143,561,000 for the comparable prior year periods. Net income for the three months ended June 30, 2013 and 2012 was $1,106,000 or $0.11 per share and $1,508,000 or $0.15 per share, respectively, and for the six months ended June 30, 2013 and 2012 was $1,232,000 or $0.12 per share and $3,508,000 or $0.34 per share. Income from operations approximated $2,391,000 and $4,102,000 for the three and six months ended June 30, 2013, respectively, against $2,928,000 and $7,045,000 for the same periods in 2012.

For the Forged and Cast Rolls segment, despite the modest increase in sales, operating income for the quarter and year-to-date period ended June 30, 2013 was less than the comparable prior year periods principally due to lower margins as a result of competitive pricing. Additionally, overall, the segment continues to be adversely affected by the weak operating and financial conditions of the global steel and aluminum industries. For the Air and Liquid Processing group, sales and operating income for the three and six months ended June 30, 2013 were less than the same periods of the prior year primarily due to a decrease in customer demand for the group’s products.

The matters discussed herein may contain forward-looking statements that are subject to risks and uncertainties that could cause actual results to differ materially from expectations. Some of these risks are set forth in the Corporation’s Annual Report on Form 10-K as well as the Corporation’s other reports filed with the Securities and Exchange Commission.

AMPCO-PITTSBURGH CORPORATION

FINANCIAL SUMMARY

	Three Months Ended June 30,						Six Months Ended June 30,
	2013			2012			2013			2012
Sales	$	69,938,000		$	69,956,000		$	139,562,000		$	143,561,000
Income from operations		2,391,000			2,928,000			4,102,000			7,045,000
Other expense – net		(460,000	)		(269,000	)		(1,104,000	)		(545,000	)
Income before income taxes		1,931,000			2,659,000			2,998,000			6,500,000
Income tax expense		(581,000	)		(770,000	)		(901,000	)		(2,145,000	)
Equity loss in Chinese joint venture		(244,000	)		(381,000	)		(865,000	)		(847,000	)
Net income	$	1,106,000		$	1,508,000		$	1,232,000		$	3,508,000
Earnings per common share:
Basic	$	0.11		$	0.15		$	0.12		$	0.34
Diluted	$	0.11		$	0.15		$	0.12		$	0.34
Weighted-average number of common shares outstanding:
Basic		10,356,797			10,338,775			10,351,473			10,333,888
Diluted		10,406,686			10,386,521			10,402,772			10,389,531