DEFA14A

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): December 20, 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)

x 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 8.01. OTHER EVENTS

On December 20, 2005, The Coast Distribution System, Inc. issued a press release reporting that its Board of Directors had held a special meeting to consider the unsolicited proposal publicly disclosed by Bell Industries on the morning of December 15, 2005, and received by Coast Distribution late that day. Although the Board discussed the proposal, it decided not to take any action until it selects and retains an investment banking firm to support the Board in its deliberative process.

In the press release, the Company also stated that its Board has just begun this process; no decisions have been made by the Board respect to the Company’s response, if any, to Bell’s proposal; and that the Board will proceed in a timely and orderly manner to consider the proposal and its implications. The Company also said that it does not intend to comment on the proposal until it completes its review and will not speculate as to any future course of action it might take.

The foregoing description of the contents of the press release is qualified by reference to that press release, in its entirety, a copy of which is attached hereto as Exhibit 99.1 and which, by this reference, is incorporated in full into this report.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(c) Exhibits.

The following exhibit is filed as part of this report:

Exhibit No.	Description
99.1	Press Release issued December 20, 2005 reporting on Board Meeting held relating to Bell Industries’ December 15, 2005 announcement.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report to be signed on its behalf by the undersigned, hereunto duly authorized.

	THE COAST DISTRIBUTION SYSTEM, INC.
Dated: December 20, 2005	By:	/s/ SANDRA A. KNELL
		Sandra A. Knell, Chief Financial Officer

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INDEX TO EXHIBITS

Exhibit No.	Description
99.1	Press Release issued December 20, 2005 reporting on Board Meeting held relating to Bell Industries’ December 15, 2005 announcement.

E-1

EX-99.1

Exhibit 99.1

For Immediate Release

Contact:

Sandra Knell, CFO

408-782-6686 / sknell@coastdist.com

or

Jeff Lambert, Ryan McGrath

Lambert, Edwards & Associates, Inc.

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

COAST DISTRIBUTION BOARD MEETS TO CONSIDER

ANNOUNCEMENT MADE BY BELL INDUSTRIES

MORGAN HILL, Calif., December 20, 2005—The Coast Distribution System, Inc. (Amex: CRV—News) today announced that its Board of Directors held a special meeting to consider the unsolicited proposal publicly disclosed by Bell Industries on the morning of December 15, 2005, and received by Coast Distribution late that day. Although the Board discussed the proposal, it decided not to take any action until it selects and retains an investment banking firm to support the Board in its deliberative process.

The Company cautions its stockholders, and others that may consider trading in the Company’s shares, that the Board has just begun this process; no decisions have been made by the Board with respect to the Company’s response, if any, to Bell’s proposal; and the Board will proceed in a timely and orderly manner to consider the proposal and its implications. The Company does not intend to comment on the proposal until it completes its review and will not speculate as to any future course of action it might take.

About The Coast Distribution System

The Coast Distribution System, Inc. (www.coastdistribution.com) is one of the leading suppliers 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.

Additional Information and Where to Find It

In the event that Bell Industries attempts to pursue the transaction contemplated by its proposal, investors and security holders are urged to read the disclosure documents regarding such transaction when they become available, because they would contain important information. If Bell Industries pursues a transaction, investors and security holders may obtain a free copy of the disclosure documents (when they are available) and other documents filed by Bell Industries and The Coast Distribution System with the Commission at the SEC’s website at www.sec.gov. The disclosure documents and these other documents may also be obtained for free from Coast Distribution by directing a request to 350 Woodview Avenue, Morgan Hill, CA 95037 at (408) 782-6686.

Detailed information regarding the names of the directors and executive officers of The Coast Distribution System is available in its proxy statement filed with SEC by Coast Distribution on July 27, 2005

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