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):  October 26, 2004

Summa Industries

(Exact name of registrant as specified in its charter)

Delaware	1-7755	95-1240978
(State or other jurisdiction of incorporation)	(Commission file number)	(I.R.S. employer identification number)

21250 Hawthorne Boulevard, Suite 500, Torrance, California 90503

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code:  (310) 792-7024

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box 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))

Item 2.02.              Results of Operations and Financial Condition.

On October 26, 2004, Summa Industries (the “Company”) issued a news release reporting the financial results of the Company for its fiscal year ended August 31, 2004.  A copy of the news release is attached to this Current Report as Exhibit 99.1.

The information in this Current Report, including the exhibit attached hereto, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, or otherwise subject to the liabilities of such section.  The information in this Current Report, including the exhibit attached hereto, shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended.

Item 9.01.                      Exhibits.

(c)           Exhibits.

Exhibit	Description
99.1	News Release of the Company Regarding Annual Financial Results

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.

	SUMMA INDUSTRIES,
	a Delaware corporation
Date: October 26, 2004	By:	/s/ James R. Swartwout
		James R. Swartwout
		President

3

EX-99.1

EXHIBIT 99.1

NEWS RELEASE

October 26, 2004

Torrance, California

Summa Industries Confirms Previously Reported Year-end Results

Summa Industries (NNM:SUMX) confirms the financial results for fiscal 2004, previously reported as preliminary on October 8, 2004, after completing the review of its income tax provision.

Summa Industries manufactures proprietary plastic components for industrial and commercial markets.

For further information, contact James R. Swartwout, (310) 792-7024; Fax (310) 792-7079; jim@summaindustries.com or visit www.summaindustries.com.

Summa Industries

CONDENSED CONSOLIDATED BALANCE SHEETS

(unaudited)

	August 31, 2003		August 31, 2004
ASSETS
Current assets:
Cash and cash equivalents	$	380,000	$	1,248,000
Accounts receivable	15,729,000		18,227,000
Inventories	11,645,000		14,749,000
Prepaid expenses and other	2,710,000		3,802,000
Total current assets	30,464,000		38,026,000
Property, plant and equipment, net	26,112,000		31,053,000
Other assets	2,518,000		1,090,000
Goodwill and other intangibles, net	9,422,000		9,254,000
Total assets	$	68,516,000	$	79,423,000
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	5,302,000	$	9,088,000
Accrued liabilities	5,015,000		6,735,000
Current maturities of long-term debt	3,896,000		2,195,000
Total current liabilities	14,213,000		18,018,000
Long-term debt, net of current maturities	16,219,000		28,663,000
Other long-term liabilities	2,601,000		2,508,000
Total long-term liabilities	18,820,000		31,171,000
Mandatorily redeemable convertible preferred stock	6,103,000		—
Minority interest in subsidiary	—		205,000
Total stockholders’ equity	29,380,000		30,029,000
Total liabilities and stockholders’ equity	$	68,516,000	$	79,423,000

Summa Industries

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited)

	2002		2003					2004
Net sales	$	116,241,000	$			111,140,000		$	116,404,000
Cost of sales	85,765,000		83,336,000					88,522,000
Gross profit	30,476,000		27,804,000					27,882,000
Selling, general, administrative and other expenses	21,911,000		21,005,000					21,027,000
Operating income	8,565,000		6,799,000					6,855,000
Interest expense	2,500,000		1,481,000					1,585,000
Income before income taxes and cumulative effect of a change in accounting principle	6,065,000		5,318,000					5,270,000
Provision for income taxes	2,136,000		1,760,000					1,899,000
Income before cumulative effect of a change in accounting principle	3,929,000		3,558,000					3,371,000
Cumulative effect of a change in accounting principle	—		(22,343,000				)	—
Net income (loss)	$	3,929,000	$		(18,785,000		)	$		3,371,000
Preferred stock accretion	$	491,000	$		737,000			$	450,000
Net income available to common stockholders:
before cumulative effect of a change in accounting principle	$	3,438,000	$		2,821,000			$	2,921,000
after cumulative effect of a change in accounting principle	$	3,438,000	$	(19,522,000			)	$		2,921,000
Earnings per common share before cumulative effect of a change in accounting principle
Basic	$	.78	$	.65				$		.69
Diluted	$	.76	$	.63				$		.68
Earnings (loss) per common share after cumulative effect of a change in accounting principle
Basic	$	.78	$	(4.48			)	$		.69
Diluted	$	.76	$	(4.48			)	$		.68
Weighted average common shares outstanding
Basic	4,398,000		4,359,000					4,215,000
Diluted	4,512,000		4,449,000					4,297,000