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: April 8, 2009

Date of Earliest Event Reported: April 8, 2009

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 April 8, 2009, The Pep Boys — Manny, Moe & Jack (“the Company”) issued a press release announcing its earnings for the fiscal quarter and year ended January 31, 2009.

The information in Items 2.02, 7.01 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, 7.01 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 7.01 Regulation FD Disclosure

On April 8, 2009, the Company issued a press release that provided preliminary quarter-to-date results for the first quarter of fiscal 2009.

Item 9.01  Financial Statements and Exhibits

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

Exhibit No. 99.1   Press release dated April 8, 2009.

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:  April 8, 2009

3

EX-99.1

Exhibit 99.1

Pep Boys Reports Fourth Quarter and Fiscal 2008 Results -

- Fiscal 2009 Improved Sales Trends Continue - -

PHILADELPHIA — April 8, 2009 — The Pep Boys — Manny, Moe & Jack (NYSE: “PBY”), the nation’s leading automotive aftermarket service and retail chain, today announced results for the thirteen (fourth quarter) and fifty-two weeks (fiscal year) ended January 31, 2009 and improved sales trends for the first quarter to date of 2009.

As previously announced, the general pullback in consumer spending during the fourth quarter of 2008 resulted in a weak holiday season and the deferral of tire purchases.  However, sales trends have greatly improved from the 10.1% decline the Company experienced in the fourth quarter of fiscal 2008 to flat for the first quarter to date of fiscal 2009.

First Quarter to Date of Fiscal 2009 (February 1, 2009 through April 7, 2009)

In order to enable the Company to conduct investor meetings during the week of April 13, the Company is providing information for the first quarter to date of fiscal 2009 in advance of its customary public reporting schedule in accordance with SEC Regulation FD.  The Company assumes no obligation to update this information, nor should investors expect similar “guidance” in future periods.

For the first quarter to date of fiscal 2009, comparable service revenue increased 3.5% and merchandise sales decreased 1.3% versus the same period last year.  In accordance with GAAP, service revenue is limited to labor sales and merchandise sales include merchandise sold through both our retail and service center lines of business. Re-categorizing Sales into the respective lines of business from which they are generated, comparable Service Center Revenue (labor plus installed merchandise and tires) increased 2.7%, while comparable Retail Sales (DIY and Commercial) decreased 3.0%.  Within Retail Sales, core automotive sales were flat and commercial merchandise sales increased by 8.1%, while sales of complementary merchandise decreased by 10.9%.  In addition, for the first quarter to date of fiscal 2009, the Company’s gross margin rate has improved, while gross media expense and payroll (as percentage of sales) have declined versus the same period last year.

“We now have two promotional events under our belt demonstrating how our new advertising, coupled with improved store execution, is beginning to pay off,” said CEO Mike Odell.  “Our Does Everything. For Less. branding is resonating with our customers and our customer-focused process improvement and training is helping our associates to deliver a more satisfying customer experience.”

Fiscal 2008 Operating Results

Fourth Quarter

Sales

Sales for the thirteen weeks ended January 31, 2009 were $465,536,000 as compared to the $517,639,000 recorded for the thirteen weeks ended February 2, 2008.  Comparable service revenue decreased 5.5% and comparable merchandise sales decreased 9.1%.  Re-categorizing Sales into lines of business (see above), comparable Service Center Revenue decreased 1.9% and comparable Retail Sales (DIY and Commercial) decreased 13.2%.

Net Loss

Our Net Loss increased to $33,267,000 (($0.63) per share - basic and diluted) for the fourth quarter of fiscal 20 08 from the $20,403,000 (($0.39) per share - basic and diluted) recorded in same period last year.  The fourth quarter 2008 results included $8.0 million in increased legal and inventory-related accruals, $4.4 million of asset impairments, $1.2 million in debt pre-payment costs, $0.6 million in costs associated with previously announced cost-cutting initiatives and a reduction of the Company’s tax provision benefit by approximately $7.0 million due to changes in the Company’s effective tax rate.  The fourth quarter 2007 results included $8.5 million of margin reductions related to the exiting of non-core merchandise, $6.2 million in store closure costs and $6.0 million in debt pre-payment costs.

Fiscal Year

Sales

Sales for the fiscal year ended January 31, 2009 were $1,927,788,000 as compared to the $2,138,075,000 recorded last year.  Comparable service revenue decreased 6.2% and comparable merchandise sales decreased 8.4%. Re-categorizing Sales into lines of business (see above), comparable Service Center Revenue decreased 2.9% and Retail Sales decreased 11.8%.

Net Loss

Our Net Loss improved to $30,429,000 (($0.58) per share — basic and diluted) for fiscal 2008 from the $41,039,000 (($0.79) per share — basic and diluted) recorded for fiscal 2007.

“While our 2008 results were certainly challenging, we were encouraged by the confidence that our lenders expressed in Pep Boys by committing to a new $300 million credit facility.  We are pleased to reinforce that confidence by starting off 2009 with improved results,” said CFO Ray Arthur.

Pep Boys has approximately 6,000 service bays within over 560 retail stores located in 35 states and Puerto Rico. Along with its full-service vehicle maintenance and repair 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 www.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 quarterly conference calls discussing its results and related matters. The call for the fourth quarter and year end will be broadcast live on Thursday, April 9 at 8:30 a.m. ET over the Internet at the Investor Calendar Web site, located at http://www.investorcalendar.com.  To listen to the call live, please go to the Web site 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 April 9 on Pep Boys’ Web site at www.pepboys.com.

###

Contact:

Pep Boys, Philadelphia

Investor Contact: Ray Arthur, 215-430-9720

Media Contact: Peter Robinson, 215-430-9553
Internet: http://www.pepboys.com

Pep Boys Financial Highlights

Thirteen weeks ended	January 31, 2009			February 2, 2008
Total Revenues	$	465,536,000		$	517,639,000
Net Loss	$	(33,267,000	)	$	(20,403,000	)
Basic Loss Per Share:
Average Shares	52,223,000			51,903,000
Net Loss	$	(0.63	)	$	(0.39	)
Diluted Loss Per Share:
Average Shares	52,223,000			51,903,000
Net Loss	$	(0.63	)	$	(0.39	)

Fifty-two weeks ended	January 31, 2009			February 2, 2008
Total Revenues	$	1,927,788,000		$	2,138,075,000
Net Loss	$	(30,429,000	)	$	(41,039,000	)
Basic Loss Per Share:
Average Shares	52,136,000			52,130,000
Net Loss	$	(0.58	)	$	(0.79	)
Diluted Loss Per Share:
Average Shares	52,136,000			52,130,000
Net Loss	$	(0.58	)	$	(0.79	)

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)

	Thirteen weeks ended										Fifty-two weeks ended
	January 31, 2009					February 2, 2008					January 31, 2009					February 2, 2008
				%					%					%					%
	Amount			Sales		Amount			Sales		Amount			Sales		Amount			Sales
Merchandise Sales	$	379,792		81.6		$	426,417		82.4		$	1,569,664		81.4		1,749,578			81.8
Service Revenue	85,744			18.4		91,222			17.6		358,124			18.6		388,497			18.2
Total Revenues	465,536			100.0		517,639			100.0		1,927,788			100.0		2,138,075			100.0
Costs of Merchandise Sales	290,588			76.5		334,594			78.5		1,129,162			71.9		1,305,952			74.6
Costs of Service Revenue	82,760			96.5		84,039			92.1		333,194			93.0		345,886			89.0
Total Costs of Revenues	373,348			80.2		418,633			80.9		1,462,356			75.9		1,651,838			77.3
Gross Profit from Merchandise Sales	89,204			23.5		91,823			21.5		440,502			28.1		443,626			25.4
Gross Profit from Service Revenue	2,984			3.5		7,183			7.9		24,930			7.0		42,611			11.0
Total Gross Profit	92,188			19.8		99,006			19.1		465,432			24.1		486,237			22.7
Selling, General and Administrative Expenses	123,599			26.5		125,872			24.3		485,044			25.2		518,373			24.2
Net Gain from Dispositions of Assets	161			—		13,322			2.6		9,716			0.5		15,151			0.7
Operating Loss	(31,250		)	(6.7	)	(13,544		)	(2.6	)	(9,896		)	(0.5	)	(16,985		)	(0.8	)
Non-operating Income	170			—		543			0.1		1,967			0.1		5,246			0.2
Interest Expense	8,071			1.7		14,805			2.9		27,048			1.4		51,293			2.4
Loss From Continuing Operations Before Income Taxes	(39,151		)	(8.4	)	(27,806		)	(5.4	)	(34,977		)	(1.8	)	(63,032		)	(2.9	)
Income Tax Benefit	(6,324		)	16.2	(1)	(9,301		)	33.4	(1)	(6,139		)	17.6	(1)	(25,594		)	40.6	(1)
Net Loss From Continuing Operations	(32,827		)	(7.1	)	(18,505		)	(3.6	)	(28,838		)	(1.5	)	(37,438		)	(1.8	)
Discontinued Operations, Net of Tax	(440		)	(0.1	)	(1,898		)	(0.4	)	(1,591		)	(0.1	)	(3,601		)	(0.2	)
Net Loss	(33,267		)	(7.1	)	(20,403		)	(3.9	)	(30,429		)	(1.6	)	(41,039		)	(1.9	)
Retained Earnings, beginning of period	396,697					431,088					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		)
Cumulative adjustment for change in measurement date						(189		)								(189		)
Cash Dividends	(3,560		)			(3,547		)			(14,111		)			(14,177		)
Effect of Stock Options	—					(71		)			(37		)			(1,332		)
Dividend Reinvestment Plan	(1,200		)			(59		)			(2,407		)			(86		)
Retained Earnings, end of period	$	358,670				$	406,819				$	358,670				$	406,819
Basic and Diluted Loss per Share:
Net Loss From Continuing Operations	$	(0.63	)			$	(0.36	)			$	(0.55	)			$	(0.72	)
Discontinued Operations, Net of Tax	—					(0.03		)			(0.03		)			(0.07		)
Loss per Share	$	(0.63	)			$	(0.39	)			$	(0.58	)			$	(0.79	)
Cash Dividends per Share	$	0.0675				$	0.0675				$	0.2700				$	0.2700

(1) As a percentage of loss 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)

	January 31, 2009			February 2, 2008
Assets
Current Assets:
Cash and cash equivalents	$	21,332		$	20,926
Accounts receivable, less allowance for uncollectible accounts of $1,912 and $1,937	28,831			29,450
Merchandise inventories	564,931			561,152
Prepaid expenses	25,390			43,842
Other	62,421			77,469
Assets held for disposal	12,653			16,918
Total Current Assets	715,558			749,757
Property and Equipment - net	740,331			780,779
Deferred income taxes	77,708			20,775
Other	18,792			32,609
Total Assets	$	1,552,389		$	1,583,920
Liabilities and Stockholders’ Equity
Current Liabilities:
Accounts payable	$	212,340		$	245,423
Trade payable program liability	31,930			14,254
Accrued expenses	254,754			292,623
Deferred income taxes	35,848			—
Current maturities of long-term debt and obligations under capital leases	1,453			2,114
Total Current Liabilities	536,325			554,414
Long-term debt and obligations under capital leases, less current maturities	352,382			400,016
Other long-term liabilities	70,322			72,183
Deferred gain from asset sales	170,204			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
Additional paid-in capital	292,728			296,074
Retained earnings	358,670			406,819
Accumulated other comprehensive loss	(18,075		)	(14,183		)
Less cost of shares in treasury - 14,124,021 shares and 14,609,094 shares	219,460			227,291
Less cost of shares in benefits trust - 2,195,270 shares	59,264			59,264
Total Stockholders’ Equity	423,156			470,712
Total Liabilities and Stockholders’ Equity	$	1,552,389		$	1,583,920

THE PEP BOYS - MANNY, MOE & JACK AND SUBSIDIARIES	(UNAUDITED)
CONSOLIDATED STATEMENTS OF CASH FLOWS	(dollar amounts in thousands)

Fifty-two weeks ended	January 31, 2009			February 2, 2008
Cash Flows from Operating Activities:
Net Loss	$	(30,429	)	$	(41,039	)
Adjustments to reconcile net earnings to net cash provided by continuing operations:
Discontinued operations	1,591			3,601
Depreciation and amortization	73,207			81,036
Inventory Impairment	—			32,803
Amortization of deferred gain from asset sales	(10,285		)	(1,030		)
Accretion of asset disposal obligation	263			276
Stock compensation expense	2,743			9,756
Gain from debt retirement	(3,460		)	—
Deferred income taxes	(6,258		)	(28,187		)
Gain from dispositions of assets	(9,716		)	(15,151		)
Change in fair value of derivative	177			9,268
Loss from asset impairment	3,427			7,199
Excess tax benefits from stock based awards	(3		)	(1,104		)
Change in cash surrender value of life insurance policies	100			(4,928		)
Changes in Operating Assets and Liabilities:
Decrease (increase) in accounts receivable, prepaid expenses and other	23,904			(1,579		)
(Increase) decrease in merchandise inventories	(3,779		)	13,087
Decrease in accounts payable	(33,083		)	(20,066		)
(Decrease) increase in accrued expenses	(34,993		)	10,083
Decrease in other long-term liabilities	(11,992		)	(3,224		)
Net cash (used in) provided by continuing operations	(38,586		)	50,801
Net cash (used in) provided by discontinued operations	(921		)	1,983
Net Cash (Used in) Provided by Operating Activities	(39,507		)	52,784
Cash Flows from Investing Activities:
Cash paid for master lease properties	(117,121		)	—
Cash paid for property and equipment	(34,762		)	(43,116		)
Proceeds from dispositions of assets	210,635			162,712
Life insurance proceeds received	15,588			30,045
Net cash provided by continuing operations	74,340			149,641
Net cash provided by (used in) discontinued operations	4,386			(379		)
Net Cash Provided by Investing Activities	78,726			149,262
Cash Flows from Financing Activities:
Borrowings under line of credit agreements	205,162			570,094
Payments under line of credit agreements	(223,345		)	(545,617		)
Excess tax benefits from stock based awards	3			1,104
Borrowings on trade payable program liability	196,680			142,884
Payments on trade payable program liability	(179,004		)	(142,620		)
Payment for finance issuance cost	(6,936		)	(85		)
Proceeds from lease financing	8,661			4,827
Reduction of long-term debt	(26,528		)	(165,409		)
Payments on capital lease obligations	(270		)	(286		)
Dividends paid	(14,111		)	(14,177		)
Repurchase of common stock	—			(58,152		)
Proceeds from exercise of stock options	23			3,652
Proceeds from dividend reinvestment plan	852			781
Net Cash Used in Financing Activities	(38,813		)	(203,004		)
Net Increase (Decrease) in Cash and Cash Equivalents	406			(958		)
Cash and Cash Equivalents at Beginning of Period	20,926			21,884
Cash and Cash Equivalents at End of Period	$	21,332		$	20,926
Supplemental Disclosure of Cash Flow Information:
Cash paid for income taxes	$	1,330		$	3,147
Cash paid for interest	$	23,088		$	44,129
Accrued purchases of property and equipment	$	1,214		$	1,985

THE PEP BOYS - MANNY, MOE & JACK AND SUBSIDIARIES	(UNAUDITED)
COMPUTATION OF BASIC AND DILUTED LOSS PER SHARE	(in thousands, except per share data)

		Thirteen weeks ended						Fifty-two weeks ended
		January 31, 2009			February 2, 2008			January 31, 2009			February 2, 2008
(a)	Net Loss From Continuing Operations	$	(32,827	)	$	(18,505	)	$	(28,838	)	$	(37,438	)
	Discontinued Operations, Net of Tax	(440		)	(1,898		)	(1,591		)	(3,601		)
	Net Loss	$	(33,267	)	$	(20,403	)	$	(30,429	)	$	(41,039	)
(b)	Basic average number of common shares outstanding during period	52,223			51,903			52,136			52,130
	Common shares assumed issued upon exercise of dilutive stock options, net of assumed repurchase, at the average market price	—			—			—			—
(c)	Diluted average number of common shares assumed outstanding during period	52,223			51,903			52,136			52,130
	Basic Loss per Share:
	Net Loss From Continuing Operations (a) /(b)	$	(0.63	)	$	(0.36	)	$	(0.55	)	$	(0.72	)
	Discontinued Operations, Net of Tax	—			(0.03		)	(0.03		)	(0.07		)
	Basic Loss per Share	$	(0.63	)	$	(0.39	)	$	(0.58	)	$	(0.79	)
	Diluted Loss per Share:
	Net Loss From Continuing Operations  (a) /(c)	$	(0.63	)	$	(0.36	)	$	(0.55	)	$	(0.72	)
	Discontinued Operations, Net of Tax	—			(0.03		)	(0.03		)	$	(0.07	)
	Diluted Loss per Share	$	(0.63	)	$	(0.39	)	$	(0.58	)	$	(0.79	)

THE PEP BOYS - MANNY, MOE & JACK AND SUBSIDIARIES	(UNAUDITED)
ADDITIONAL INFORMATION	(dollar amounts in thousands)

	Thirteen weeks ended						Fifty-two weeks ended
	January 31, 2009			February 2, 2008			January 31, 2009			February 2, 2008
Capital Expenditures (A)	$	11,889		$	12,423		$	151,113		$	42,496
Depreciation and Amortization	$	18,097		$	19,312		$	73,206		$	81,036
Non-operating Income:
Net Rental Revenue	$	123		$	439		$	1,193		$	2,288
Investment Income	35			112			780			3,011
Other (Expense) Income	12			(8		)	(6		)	(53		)
Total	$	170		$	543		$	1,967		$	5,246
Comparable Sales Percentages:
Merchandise	-9.1		%	-4.4		%	-8.4		%	-4.2		%
Service	-5.5		%	1.0		%	-6.2		%	1.8		%
Total	-8.5		%	-3.8		%	-8.0		%	-3.1		%
Total Square Feet of Retail Space (including service centers)							11,514,000			11,514,000
Total Store Count							562			562
Sales and Gross Profit by Line of Business (B):
Retail Sales	$	255,314		$	302,132		$	1,058,021		1,226,175
Service Center Revenue	210,222			215,507			869,767			911,900
Total Revenues	$	465,536		$	517,639		$	1,927,788		$	2,138,075
Gross Profit from Retail Sales	$	53,123		$	55,906		$	273,262		280,606
Gross Profit from Service Center Revenue	39,065			43,100			192,170			205,631
Total Gross Profit	$	92,188		$	99,006		$	465,432		$	486,237
Comparable Sales Percentages (B):
Retail Sales	-13.2		%	-7.0		%	-11.8		%	-7.2		%
Service Center Revenue	-1.9		%	0.9		%	-2.9		%	2.8		%
Total Revenues	-8.5		%	-3.8		%	-8.0		%	-3.1		%
Gross Profit Percentage by Line of Business (B):
Gross Profit Percentage from Retail Sales	20.8		%	18.5		%	25.8		%	22.9		%
Gross Profit Percentage from Service Center Revenue	18.6		%	20.0		%	22.1		%	22.5		%
Total Gross Profit Percentage	19.8		%	19.1		%	24.1		%	22.7		%

(A) Capital expenditures includes $117.1 million for the purchase of master lease properties.

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

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

ADDITIONAL INFORMATION (dollar amounts in thousands)

	First Quarter-to-Date (A)
	April 7, 2009		April 8, 2008
Comparable Sales Percentages:
Merchandise	-1.3	%	-6.0	%
Service	3.5	%	-3.1	%
Total	-0.4	%	-5.5	%
Comparable Sales Percentages (B):
Retail Sales	-3.0	%	-9.9	%
Service Center Revenue	2.7	%	0.4	%
Total Revenues	-0.4	%	-5.5	%

(A) The first quarter-to-date for the current year covers the period from February 1, 2009 to April 7, 2009 and the first quarter-to-date for the prior year covers the corresponding period from February 3, 2008 to April 8, 2008.

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