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): November 8, 2005

THE COAST DISTRIBUTION SYSTEM, INC.

(Exact name of registrant as specified in its charter)

Delaware	1-9511	94-2490990
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

350 Woodview Avenue, Morgan Hill, California	95037
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (408) 782-6686

N/A

(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:

¨ 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 November 8, 2005, The Coast Distribution System, Inc. issued a press release announcing its consolidated financial results for its third fiscal quarter ended September 30, 2005. A copy of that press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended.

Item 9.01 Financial Statements and Exhibits

  (c) Exhibits. The following exhibit is being furnished pursuant to Item 2.02 above.

Exhibit No.	Description
99.1	Press Release issued November 8, 2005 announcing the consolidated financial results of the Coast Distribution System, Inc. for the quarter ended September 30, 2005

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.

	THE COAST DISTRIBUTION SYSTEM, INC.
Date: November 9, 2005	By:	/s/ SANDRA A. KNELL
		Sandra A. Knell, Executive Vice President and Chief Financial Officer

2

INDEX TO EXHIBITS

Exhibit No	Description
99.1	Press Release issued November 8, 2005 announcing the consolidated financial results of the Coast Distribution System, Inc. for the quarter ended September 30, 2005

E-1

EX-99.1

Exhibit 99.1

For Immediate Release

Contact:

Sandra Knell, CFO

408-782-6686 / sknell@coastdist.com

or

Jeff Lambert or Ryan McGrath

Lambert, Edwards & Associates, Inc.

616-233-0500 / rmcgrath@lambert-edwards.com

Coast Distribution System Reports Improved Third Quarter Results

Sales Increase 4.3%, Earnings Improve 28.4% Versus Last Year’s Third Quarter

MORGAN HILL, Calif., November 8, 2005 — The Coast Distribution System, Inc. (AMEX: CRV), one of North America’s largest suppliers of aftermarket replacement parts, accessories and supplies for the recreational vehicle (RV) and marine industries, today announced improved sales and earnings for the third quarter ended September 30, 2005 compared with the same period last year.

Despite an overall decline in the sales of recreational vehicles, the Company improved sales by 4.3 percent and increased net earnings by 28.4 percent compared with the third quarter 2004. Coast said the sales increase was due to market share growth of its sourced, proprietary products in the marine and RV markets, both of which have been negatively affected by higher interest rates, higher fuel prices and lower consumer confidence.

The Company reported net earnings of $1.7 million, or $0.36 per diluted share, on net sales of $45.4 million for the third quarter of 2005, compared with net earnings of $1.3 million, or $0.27 per diluted share, on net sales of $43.5 million for the same period of last year.

“We did well, despite the difficult market conditions,” Coast Chairman and CEO Thomas R. McGuire said. “We continue to contain costs, add market share and buy back shares. We recently completed the relocation of a distribution center in California to a larger facility, helping us to increase the number of proprietary branded products we can source overseas.

“Though this relocation will affect our gross margin in the short term, we expect this move to help us grow sales and profitability over the long term. During the quarter, we improved sales while cutting SG&A expenses by 5.25 percent, though our gross margin was slightly less than it was for the same period of last year.”

For the nine months ended Sept. 30, 2005, Coast reported net earnings of $4.8 million, or $1.01 per diluted share, on net sales of $147.0 million, compared with net earnings of $5.4 million, or $1.12 per diluted share, on net sales of $144.4 million for the same period of last year.

The Coast Distribution System Reports Third Quarter 2005 Operating Results

Page 2 of 3

About The Coast Distribution System

The Coast Distribution System, Inc. (www.coastdistribution.com) is a leading supplier of parts, accessories and supplies for recreational vehicles (RVs) and pleasure boats in the U.S. and Canada. Coast supplies its products to its 15,000 customers through 17 distribution centers throughout the U.S. and Canada. Coast is publicly traded on the American Stock Exchange under the ticker symbol CRV.

Forward-Looking Information

Statements in this news release regarding our expectations and beliefs about our future financial performance and trends in our markets are “forward-looking statements” as defined in the Private Securities Litigations Reform Act of 1995. Forward-looking statements often include the words “believe,” “expect,” “anticipate,” “intend,” “plan,” “estimate,” “project,” or words of similar meaning, or future or conditional verbs such as “will,” “would,” “should,” “could,” or “may.” The forward-looking statements in this news release regarding our future financial performance are based on current information and, because our business is subject to a number of risks and uncertainties, actual operating results in the future may differ significantly from the future financial performance expected at the current time. Those risks and uncertainties may include, among others: Loss of confidence among consumers regarding economic conditions, which could adversely affect their willingness to purchase and use their RVs and boats and which, in turn, would affect their purchases of the products we sell; increases in interest rates which affect the availability and affordability of financing for RVs and boats; increases in the costs and shortages in the supply of gasoline which increase the costs of using, and the willingness and ability of consumers to use, RVs and boats; and unusually severe or extended winter weather conditions, which can reduce the usage of RVs and boats for periods extending beyond the ordinary winter months or to regions that ordinarily encounter milder winter weather conditions; possible increases in price competition within our markets that could reduce our margins and, therefore, our earnings; our practice of obtaining a number of our products from single manufacturing sources, which could lead to shortages in the supply of products to us in the event any single source supplier were to encounter production or other problems; and possible changes in supply relationships in our markets, which could lead to increased competition or to reductions in the number of products we are able to offer our customers. Certain of these risks and uncertainties, in addition to other risks, are more fully described in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2004, as amended by Amendment No. 1 on Form 10-K/A, and readers of this news release are urged to review the discussion of those risks and uncertainties that are contained in that Report.

Due to these and other possible uncertainties and risks, readers are cautioned not to place undue reliance on the forward-looking statements contained in this news release, which speak only as of today’s date, or to make predictions based solely on historical financial performance. We also disclaim any obligations to update forward-looking statements contained in this news release or in the above referenced 2004 Annual Report, whether as a result of new information, future events or otherwise.

###

The Coast Distribution System Reports Third Quarter 2005 Operating Results

Page 3 of 3

THE COAST DISTRIBUTION SYSTEM, INC.

CONDENSED CONSOLIDATED INTERIM BALANCE SHEETS

(Unaudited)

	Sept. 30, 2005		Sept. 30, 2004
	(In thousands)
Cash	$	650	$	1,202
Accounts receivable		15,213		14,635
Inventories		38,391		41,157
Other current assets		1,837		2,812
Total current assets		56,091		59,806
Property and equipment		2,015		2,167
Other Assets		750		690
	$	58,856	$	62,663
Accounts payable	$	4,695	$	6,741
Other current liabilities		3,198		4,388
Total current liabilities		7,893		11,129
Long-term obligations		19,120		22,501
Shareholders’ Equity		31,843		29,033
	$	58,856	$	62,663
CONDENSED CONSOLIDATED INTERIM STATEMENTS OF EARNINGS
	Three Months Ended Sept. 30,
	2005		2004
	(Dollars in thousands)
Net sales	$	45,419	$	43,519
Gross profit	$	8,585	$	8,370
Selling, general and administrative expense	$	5,635	$	5,947
Operating income	$	2,950	$	2,423
Net earnings	$	1,674	$	1,303
Earnings per share – diluted	$	0.36	$	0.27
Shares used in diluted earnings per share calculation		4,642,402		4,862,210
	Nine Months Ended Sept. 30,
	2005		2004
	(Dollars in thousands)
Net sales	$	147,033	$	144,357
Gross profit	$	28,322	$	29,084
Selling, general and administrative expense	$	19,423	$	19,225
Operating income	$	8,899	$	9,859
Net earnings	$	4,803	$	5,405
Earnings per share – diluted	$	1.01	$	1.12
Shares used in diluted earnings per share calculation		4,778,164		4,841,009