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: June 10, 2008

Date of Earliest Event Reported: June 10, 2008

The Pep Boys - Manny, Moe & Jack

(Exact name of registrant as specified in charter)

Pennsylvania	1-3381	23-0962915
(State or other jurisdiction of	(Commission	(I.R.S. Employer ID number)
incorporation or organization)	File No.)
3111 W. Allegheny Ave. Philadelphia, PA		19132
(Address of principal executive offices)		(Zip code)

215-430-9000

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed from 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.2. below):

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 June 10, 2008, The Pep Boys — Manny, Moe & Jack (“the Company”) issued a press release announcing its earnings for the fiscal quarter ended May 3, 2008.

The information in Items 2.02 and 9.01 (including the Exhibits filed herewith) of this Current Report is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in Items 2.02 and 9.01 (including the Exhibits filed herewith) of this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended.

Item 8.01  Other Events

None.

Item 9.01  Financial Statements and Exhibits

(c) Exhibits. The following exhibits are filed with this report:

Exhibit No. 99.1   Press release dated June 10, 2008.

Exhibit No. 99.2   Unaudited supplemental financial data.

2

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 PEP BOYS - MANNY, MOE & JACK
By:	/s/ Raymond L. Arthur
	Raymond L. Arthur
	Executive Vice President and
	Chief Financial Officer

Date:  June 10, 2008

3

EX-99.1

Exhibit 99.1

Pep Boys Reports Q1 Results

- Earnings Per Share From Continuing Operations Increases by 67% to $0.10 –

PHILADELPHIA – June 10, 2008 - The Pep Boys - Manny, Moe & Jack (NYSE: “PBY”), the nation’s leading automotive aftermarket retail and service chain, announced the following results for the thirteen weeks (first quarter) ended May 3, 2008.

Operating Results

First Quarter

Sales

Sales for the thirteen weeks ended May 3, 2008 were $498.0 million, as compared to $539.6 million for the thirteen weeks ended May 5, 2007. Comparable Sales decreased 5.6%, including a 6.2% comparable merchandise sales decrease and a 2.9% comparable service revenue decrease. In accordance with GAAP, merchandise sales includes merchandise sold through both our retail and service center lines of business and service revenue is limited to labor sales. Re-categorizing Sales into the respective lines of business from which they are generated, comparable Service Center Revenue (lab or plus installed merchandise and tires) increased 0.6% and comparable Retail Sales (DIY and Commercial) decreased 10.2%.

Earnings

Net Earnings from Continuing Operations increased to $5.3 million or $0.10 per share (basic and diluted) from Net Earnings from Continuing Operations of $3.1 million or $0.06 per share (basic and diluted) for the comparable period in the prior year. Net Earnings increased to $4.7 million or $0.09 per share (basic and diluted) from net earnings of $3.2 million or $0.06 per share for the prior year.

Commentary

Interim CEO Mike Odell said, “We are pleased with the progress we have made this quarter.  Our service center business revenue and profitability increased.  We are broadening our core automotive assortment offering and see positive trends in the categories that have been re-assorted.  Our remaining non-core clearance inventory is down to $12.6 million and we expect to complete the sell-through by the end of the second quarter.  And, most importantly, we are energizing our team to serve our customers, because that's where it all starts.”

He continued, “We announced our long-term strategic plan last November and our vision remains unchanged - to take our leading position in the automotive services and accessories categories and become the automotive solutions provider of choice for the value-oriented customer.  In order to achieve this vision, we are continuing to lead our turnaround by growing our profitable service center business and leveraging our big boxes with improved parts coverage to support our service, retail and commercial customers.  We are updating our sales floor assortments in our automotive superstores to be dominant in the eyes of our customers.  And, of course, we consistently pursue profit improvement through increased productivity, margin and expense controls.”

CFO Ray Arthur commented, “During the quarter, we completed two sale leaseback transactions allowing us to further reduce our long term debt by $58.7 million and build $87.3 in cash and equivalents.  Please note that first quarter 2008 Net Earnings From Continuing Operations includes, on a pre-tax basis, a $5.5 million Net Gain from Dispositions of Assets resulting from sale leaseback transactions.  First quarter 2007 Net Earnings From Continuing Operations included, on a pre-tax basis, a $3.7 million gain from an insurance claim for stores impaired during Hurricane Katrina in 2005 ($1.3 million of which was recognized in Cost of Merchandise sales) and a $3.9 million charge to SG&A for CEO transition costs.”

2

Pep Boys has over 560 stores and approximately 6,000 service bays in 35 states and Puerto Rico. Along with its vehicle repair and maintenance capabilities, the Company also serves the commercial auto parts delivery market and is one of the leading sellers of replacement tires in the United States. Customers can find the nearest location by calling 1-800 -PEP-BOYS or by visiting pepboys.com.

Certain statements contained herein constitute “forward-looking statements” within the meaning of The Private Securities Litigation Reform Act of 1995. The word “guidance,” “expect,” “anticipate,” “estimates,” “forecasts” and similar expressions are intended to identify such forward-looking statements. Forward-looking statements include management’s expectations regarding implementation of its long-term strategic plan, future financial performance, automotive aftermarket trends, levels of competition, business development activities, future capital expenditures, financing sources and availability and the effects of regulation and litigation. Although the Company believes that the expectations reflected in such forward-looking statements are based on reasonable assumptions, it can give no assurance that its expectations will be achieved. The Company’s actual results may differ materially from the results discussed in the forward-looking statements due to factors beyond the control of the Company, including the strength of the national and regional economies, retail and commercial consumers’ ability to spend, the health of the various sectors of the automotive aftermarket, the weather in geographical regions with a high concentration of the Company’s stores, competitive pricing, the location and number of competitors’ stores, product and labor costs and the additional factors described in the Company’s filings with the SEC. The Company assumes no obligation to update or supplement forward-looking statements that become untrue because of subsequent events.

Investors have an opportunity to listen to the Company’s quarterlyconference calls discussing its results and related matters. The call for the first quarter will be broadcast live on Tuesday, June 10, 2008 at 8:30 a.m. ET over the Internet at the Vcall website, located at http://www.investorcalendar.com. To listen to the call live, please go to the website at least 15 minutes early to register, download and install any necessary audio software. For those who cannot listen to the live broadcast, a replay will be available shortly after the call. Supplemental financial information will be available the morning of June 10 on Pep Boys’ website at www.pepboys.com.

###

Contact:

Pep Boys, Philadelphia

Investor Contact: Ray Arthur, 215-430-9720

Media Contact: Alex Spooner, 215-430-9588

Internet: http://www.pepboys.com

3

Pep Boys Financial Highlights

Millions of Dollars Except Per Share Amounts

Thirteen weeks ended	May 3, 2008		May 5, 2007
Total Revenues	$	498.0	$	539.6
Net Earnings From Continuing Operations	$	5.3	$	3.1
Basic Earnings Per Share:
Average Shares	52,063,000		53,122,000
Net Earnings From Continuing Operations	$	0.10	$	0.06
Diluted Earnings Per Share:
Average Shares	52,170,000		53,634,000
Net Earnings From Continuing Operations	$	0.10	$	0.06

4

EX-99.2

Exhibit 99.2

THE PEP BOYS - MANNY, MOE & JACK AND SUBSIDIARIES (UNAUDITED)

CONSOLIDATED STATEMENTS OF OPERATIONS (dollar amounts in thousands, except per share amounts)

	May 3, 2008					May 5, 2007
				%					%
Thirteen weeks ended	Amount			Sales		Amount			Sales
Merchandise Sales	$	403,334		81.0		$	439,794		81.5
Service Revenue	94,709			19.0		99,789			18.5
Total Revenues	498,043			100.0		539,583			100.0
Costs of Merchandise Sales	285,923			70.9		311,530			70.8
Costs of Service Revenue	84,154			88.9		87,464			87.6
Total Costs of Revenues	370,077			74.3		398,994			73.9
Gross Profit from Merchandise Sales	117,411			29.1		128,264			29.2
Gross Profit from Service Revenue	10,555			11.1		12,325			12.4
Total Gross Profit	127,966			25.7		140,589			26.1
Selling, General and Administrative Expenses	119,015			23.9		127,110			23.6
Net Gain from Dispositions of Assets	5,531			1.1		2,359			0.4
Operating Profit	14,482			2.9		15,838			2.9
Non-operating Income	330			0.1		1,905			0.4
Interest Expense	5,427			1.1		12,656			2.3
Earnings From Continuing Operations Before Income Taxes	9,385			1.9		5,087			0.9
Income Tax Expense	4,094			43.6	(1)	2,036			40.0	(1)
Net Earnings From Continuing Operations	5,291			1.1		3,051			0.6
(Loss) Gain from Discontinued Operations, Net of Tax	(619		)	(0.1	)	124			—
Net Earnings	4,672			0.9		3,175			0.6
Retained Earnings, beginning of period	406,819					463,797
Cumulative effect adjustment for adoption of EITF 06-10, net of tax	(1,165		)			—
Cumulative effect adjustment for adoption of FIN 48	—					(155		)
Cash Dividends	(3,495		)			(3,581		)
Effect of Stock Options	(12		)			(479		)
Retained Earnings, end of period	$	406,819				$	462,757
Basic Earnings per Share:
Basic Weighted Average Shares Outstanding	52,063					53,122
Net Earnings From Continuing Operations	$	0.10				$	0.06
Discontinued Operations, Net of Tax	(0.01		)			—
Basic Earnings per Share	$	0.09				$	0.06
Diluted Earnings per Share:
Diluted Weighted Average Shares Outstanding	52,170					53,634
Net Earnings From Continuing Operations	$	0.10				$	0.06
Discontinued Operations, Net of Tax	(0.01		)			—
Diluted Earnings per Share	$	0.09				$	0.06
Cash Dividends per Share	$	0.0675				$	0.0675

(1)  As a percentage of earnings from continuing operations before income taxes

THE PEP BOYS - MANNY, MOE & JACK AND SUBSIDIARIES (UNAUDITED)

CONSOLIDATED BALANCE SHEETS (dollar amounts in thousands, except per share amounts)

	May 3, 2008			February 2, 2008			May 5, 2007
Assets
Current Assets:
Cash and cash equivalents	$	87,277		$	20,926		$	30,781
Accounts receivable, less allowance for uncollectible accounts of $2,299; $1,937; and $1,593	30,726			29,450			31,261
Merchandise inventories	561,439			561,152			618,814
Prepaid expenses	39,601			43,842			40,145
Other	65,411			77,469			62,142
Assets held for disposal	16,592			16,918			—
Total Current Assets	801,046			749,757			783,143
Property and Equipment - Net	705,557			780,779			895,828
Deferred income taxes	27,332			20,775			24,845
Other	30,756			32,609			64,476
Total Assets	$	1,564,691		$	1,583,920		$	1,768,292
Liabilities and Stockholders’ Equity
Current Liabilities:
Accounts payable	$	230,185		$	245,423		$	232,872
Trade payable program liability	19,020			14,254			14,046
Accrued expenses	282,322			292,623			281,120
Deferred income taxes	—			—			25,215
Current maturities of long-term debt and obligations under capital leases	2,278			2,114			3,474
Total Current Liabilities	533,805			554,414			556,727
Long-term debt and obligations under capital leases, less current maturities	341,317			400,016			623,761
Other long-term liabilities	70,032			72,183			66,339
Deferred gain from asset sales	146,062			86,595			—
Commitments and Contingencies
Stockholders’ Equity:
Common Stock, par value $1 per share:
Authorized 500,000,000 shares; Issued 68,557,041 shares	68,557			68,557			68,557
Additional paid-in capital	296,715			296,074			292,837
Retained earnings	406,819			406,819			462,757
Accumulated other comprehensive loss	(12,486		)	(14,183		)	(9,906		)
Less cost of shares in treasury - 14,582,741 shares, 14,609,094 shares and 15,000,595 shares	226,866			227,291			233,516
Less cost of shares in benefits trust - 2,195,270 shares	59,264			59,264			59,264
Total Stockholders’ Equity	473,475			470,712			521,465
Total Liabilities and Stockholders’ Equity	$	1,564,691		$	1,583,920		$	1,768,292

THE PEP BOYS - MANNY, MOE & JACK AND SUBSIDIARIES (UNAUDITED)

CONSOLIDATED STATEMENTS OF CASH FLOWS (dollar amounts in thousands)

Thirteen weeks ended	May 3, 2008			May 5, 2007
Cash Flows from Operating Activities:
Net Earnings	$	4,672		$	3,175
Adjustments to reconcile net earnings to net cash used in continuing operations:
Net loss (earnings) from discontinued operations	619			(124		)
Depreciation and amortization	19,019			20,884
Amortization of deferred gain from asset sales	(1,825		)	—
Accretion of asset retirement obligation	93			64
Stock compensation expense	1,322			4,390
Gain on debt retirement	(2,883		)	—
Deferred income taxes	1,437			1,642
Gain from dispositions of assets & insurance recoveries	(5,531		)	(3,719		)
Loss from asset impairment	370			—
Change in fair value of derivatives	69			1,802
Excess tax benefits from stock based awards	—			(301		)
Increase (decrease) in cash surrender value of life insurance policies	979			(534		)
Changes in Operating Assets and Liabilities:
Decrease in accounts receivable, prepaid expenses and other	7,586			10,178
Increase in merchandise inventories	(287		)	(11,772		)
Decrease in accounts payable	(15,238		)	(32,617		)
Decrease in accrued expenses	(12,281		)	(2,257		)
(Decrease) increase in other long-term liabilities	(2,394		)	1,075
Net cash used in continuing operations	(4,273		)	(8,114		)
Net cash (used in) provided by discontinued operations	(58		)	307
Net Cash Used in Operating Activities	(4,331		)	(7,807		)
Cash Flows from Investing Activities:
Cash paid for property and equipment	(6,942		)	(11,525		)
Proceeds from dispositions of assets	132,090			—
Net cash provided by (used in) investing activities	125,148			(11,525		)
Net cash used in discontinued operations	—			(85		)
Net Cash Provided by (Used in) Investing Activities	125,148			(11,610		)
Cash Flows from Financing Activities:
Borrowings under line of credit agreements	97,909			207,505
Payments under line of credit agreements	(139,332		)	(117,900		)
Excess tax benefits from stock based awards	—			301
Borrowings on trade payable program liability	27,222			17,461
Payments on trade payable program liability	(22,456		)	(17,405		)
Payment for finance issuance cost	(93		)	—
Proceeds from lease financing	4,676			—
Reduction of long-term debt	(18,856		)	(808		)
Payments on capital lease obligations	(49		)	(83		)
Dividends paid	(3,495		)	(3,581		)
Repurchase of common stock	—			(58,152		)
Proceeds from exercise of stock options	8			773
Proceeds from dividend reinvestment plan	—			203
Net Cash (Used in) Provided by Financing Activities	(54,466		)	28,314
Net Increase in Cash and Cash Equivalents	66,351			8,897
Cash and Cash Equivalents at Beginning of Period	20,926			21,884
Cash and Cash Equivalents at End of Period	$	87,277		$	30,781
Cash paid for interest, net of amounts capitalized	$	3,994		$	7,770
Supplemental Disclosure of Cash Flow Information:
Non-cash investing activities:
Accrued purchases of property and equipment	$	3,689		$	2,804

THE PEP BOYS - MANNY, MOE & JACK AND SUBSIDIARIES (UNAUDITED)

ADDITIONAL INFORMATION (dollar amounts in thousands)

Thirteen weeks ended	May 3, 2008			May 5, 2007
Capital expenditures	$	8,646		$	10,453
Depreciation and amortization	$	19,019		$	20,884
Non-operating income:
Net rental revenue	$	173		$	798
Investment income	167			1,133
Other expense	(10		)	(26		)
Total	$	330		$	1,905
Comparable sales percentages:
Merchandise	-6.2		%	-3.1		%
Service	-2.9		%	1.5		%
Total	-5.6		%	-2.3		%
Total square feet of retail space (including service centers)	11,514,000			12,164,029
Total Store Count	562			593
Sales and Gross Profit by Line of Business (A):
Retail Sales	$	273,325		$	311,119
Service Center Revenue	$	224,718		228,464
Total Revenues	$	498,043		$	539,583
Gross Profit from Retail Sales	$	73,404		$	88,766
Gross Profit from Service Center Revenue	54,562			51,823
Total Gross Profit	$	127,966		$	140,589
Comparable Sales Percentages (A):
Retail Sales	-10.2		%	-4.6		%
Service Center Revenue	0.6		%	1.0		%
Total Revenues	-5.6		%	-2.3		%
Gross Profit Percentage by Line of Business (A):
Gross Profit Percentage from Retail Sales	26.9		%	28.5		%
Gross Profit Percentage from Service Center Revenue	24.3		%	22.7		%
Total Gross Profit Percentage	25.7		%	26.1		%

(A) Retail Sales include DIY and Commercial sales. Service Center Revenue includes revenue from labor and installed parts and tires.