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: December 7, 2009

Date of Earliest Event Reported: December 7, 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):

oWritten communications pursuant to Rule 425 under the Securities Act  (17 CFR 230.425)

oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

oPre-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 December 7, 2009, The Pep Boys — Manny, Moe & Jack (“the Company”) issued a press release announcing its earnings for the fiscal quarter ended October 31, 2009.

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 9.01  Financial Statements and Exhibits

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

Exhibit No. 99.1   Press release dated December 7, 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 andChief Financial Officer
Date: December 7, 2009

3

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

Pep Boys Reports Third Quarter 2009 Results

- Net Earnings of $0.04 per Share on a 1.8% Sales Increase -

PHILADELPHIA — December 7, 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 (third quarter) and thirty-nine (nine months) weeks ended October 31, 2009.

Operating Results

Third Quarter

Sales

Sales for the thirteen weeks ended October 31, 2009 increased by $8.4 million, or 1.8%, to $472.6 million from $464.2 million for the thirteen weeks ended November 1, 2008. Comparable sales increased 1.6%, consisting of an 8.9% comparable service revenue increase and a 0.1% comparable merchandise sales decrease. In accordance with GAAP, service revenue is limited to labor sales while merchandise sales includes merchandise sold through both our service center and retail 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 7.0%, while comparable Retail Sales (DIY and Commercial) decreased 2.9%.

Earnings

Net Earnings for the third quarter of fiscal 2009 increased to $2.1 million ($0.04 per share) from the $7.3 million loss ($0.14 per share) recorded in the same period last year. The 2009 results include, on pre-tax basis, a net charge of $0.3 million, consisting of a $3.3 million asset impairment charge offset by a $1.3 million gain from sale leaseback transactions, a $1.0 million reduction in inventory-related accruals and a $0.7 million gain from an insurance settlement.

Nine Months

Sales

Sales for the thirty-nine weeks ended October 31, 2009 decreased by $4.3 million, or 0.3%, to $1,458.0 million from $1,462.3 million for the thirty-nine weeks ended November 1, 2008.  Comparable sales decreased 0.4%, consisting of a 5.9% comparable service revenue increase and a 1.8% comparable merchandise sales decrease. Re-categorizing Sales (see above), comparable Service Center Revenue increased 4.1%, while comparable Retail Sales decreased 4.1%.

Earnings

Net Earnings for the first nine months of fiscal 2009 increased to $20.8 million ($0.40 per share) from the $2.8 million ($0.05 per share) recorded in the same period last year. The 2009 results include, on a pre-tax basis, a net benefit of $5.9 million, consisting of a $6.2 million gain resulting from bond repurchases, a $1.3 million gain from sale leaseback transactions, a $1.0 million reduction in inventory-related accruals and a $0.7 million gain from an insurance settlement partially offset by a $3.3 million asset impairment charge. The 2008 results included, on a pre-tax basis, a net benefit of $13.1 million, consisting of a $3.5 million gain resulting from bond repurchases and a $9.6 million gain from asset dispositions (primarily sale leaseback transactions). The 2008 results also included a one-time tax benefit of $2.2 million resulting from the recording of a deferred tax asset.

Commentary

“We are pleased to report our first comparable store revenue increase since the fourth quarter of 2006, as well as our first increase in overall customer count since the first quarter of 2004,” said CEO Mike Odell. “We are also excited about the acceleration of our strategy to add Service & Tire Centers surrounding our existing Supercenters. During the third quarter, we acquired 10 Florida Tire locations to increase our total presence in the Orlando market to 16 stores. We also opened four other Service & Tire Centers, two in Southern California and two in Chicago, bringing our year-to-date openings to 20 as we pursue our strategic growth plan.”

Mike continued, “We are three-quarters of the way towards achieving our 2009 ‘Back in Black’ commitment, with another profitable quarter on the books. Our results through the third quarter of this year show significant improvement over the prior year, especially when considering the one-time benefits included in 2008. While we are pleased with our strong revenue growth in our service and commercial businesses, as well as the stability in our DIY core product categories, discretionary spending still remains a challenge to our accessories and complementary product categories, and is expected to continue through the fourth quarter’s holiday season.”

“The cash flows generated from our positive sales trend, coupled with opportunistic single-store sale leaseback transactions, have allowed us to fund our Service & Tire Center acquisitions without using our revolving line of credit, which carried a zero balance at quarter end,” added CFO Ray Arthur.

Pep Boys has approximately 6,000 service bays within over 580 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.

2

Investors have an opportunity to listen to the Company’s quarterlyconference calls discussing its results and related matters.  The call for the third quarter will be broadcast live on Tuesday, December 8 at 8:30 a.m. ET over the Internet at the Vcall 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 December 8 on Pep Boys’ Web site 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

EX-99.2

Exhibit 99.2

Pep Boys Financial Highlights

Thirteen Weeks Ended	October 31, 2009		November 1, 2008
Total Revenues	$	472,643,000	$	464,166,000
Net Earnings	$	2,124,000	$	(7,282,000	)
Basic Earnings Per Share:
Average Shares	52,419,000		52,099,000
Net Earnings Per Share	$	0.04	$	(0.14	)
Diluted Earnings Per Share:
Average Shares	52,786,000		52,099,000
Net Earnings Per Share	$	0.04	$	(0.14	)

Thirty-Nine Weeks Ended	October 31, 2009		November 1, 2008
Total Revenues	$	1,458,042,000	$	1,462,252,000
Net Earnings	$	20,768,000	$	2,838,000
Basic Earnings Per Share:
Average Shares	52,379,000		52,106,000
Net Earnings Per Share	$	0.40	$	0.05
Diluted Earnings Per Share:
Average Shares	52,621,000		52,189,000
Net Earnings Per Share	$	0.40	$	0.05

THE PEP BOYS - MANNY, MOE & JACK AND SUBSIDIARIES	(UNAUDITED)
CONSOLIDATED STATEMENTS OF OPERATIONS
	(dollar amounts in thousands, except per share amounts)

	Thirteen Weeks Ended										Thirty-Nine Weeks Ended
	October 31, 2009					November 1, 2008					October 31, 2009					November 1, 2008
				%					%					%					%
	Amount			Sales		Amount			Sales		Amount			Sales		Amount			Sales
Merchandise Sales	$	378,860		80.2		$	378,461		81.5		$	1,169,108		80.2		1,189,872			81.4
Service Revenue	93,783			19.8		85,705			18.5		288,934			19.8		272,380			18.6
Total Revenues	472,643			100.0		464,166			100.0		1,458,042			100.0		1,462,252			100.0
Costs of Merchandise Sales	269,604			71.2		268,235			70.9		826,429			70.7		838,574			70.5
Costs of Service Revenue	84,770			90.4		81,087			94.6		255,553			88.4		250,434			91.9
Total Costs of Revenues	354,374			75.0		349,322			75.3		1,081,982			74.2		1,089,008			74.5
Gross Profit from Merchandise Sales	109,256			28.8		110,226			29.1		342,679			29.3		351,298			29.5
Gross Profit from Service Revenue	9,013			9.6		4,618			5.4		33,381			11.6		21,946			8.1
Total Gross Profit	118,269			25.0		114,844			24.7		376,060			25.8		373,244			25.5
Selling, General and Administrative Expenses	109,545			23.2		119,827			25.8		327,080			22.4		361,445			24.7
Net (Loss) Gain from Dispositions of Assets	1,332			0.3		(53		)	—		1,319			0.1		9,555			0.7
Operating Profit (Loss)	10,056			2.1		(5,036		)	(1.1	)	50,299			3.4		21,354			1.5
Non-operating Income	724			0.2		305			0.1		1,666			0.1		1,797			0.1
Interest Expense	6,922			1.5		7,098			1.5		15,324			1.1		18,977			1.3
Earnings (Loss) From Continuing Operations Before Income Taxes	3,858			0.8		(11,829		)	(2.5	)	36,641			2.5		4,174			0.3
Income Tax Expense (Benefit)	1,501			38.9	(1)	(4,775		)	40.4	(1)	15,363			41.9	(1)	185			4.4	(1)
Net Earnings (Loss) From Continuing Operations	2,357			0.5		(7,054		)	(1.5	)	21,278			1.5		3,989			0.3
Discontinued Operations, Net of Tax	(233		)	—		(228		)	—		(510		)	—		(1,151		)	(0.1	)
Net Earnings (Loss)	2,124			0.4		(7,282		)	(1.6	)	20,768			1.4		2,838			0.2
Retained Earnings, beginning of period	373,963					408,351					358,670					406,819
Cumulative effect of change in method of accounting for split dollar life insurance, net of tax	—					—					—					(1,165		)
Cash Dividends	(1,557		)			(3,523		)			(4,709		)			(10,551		)
Dividend Reinvested and Other	(69		)			(849		)			(268		)			(1,244		)
Retained Earnings, end of period	$	374,461				$	396,697				$	374,461				$	396,697
Basic Earnings (Loss) per Share:
Net Earnings (Loss) From Continuing Operations	$	0.05				$	(0.13	)			$	0.41				$	0.08
Discontinued Operations, Net of Tax	(0.01		)			(0.01		)			(0.01		)			(0.03		)
Basic Earnings (Loss) per Share	$	0.04				$	(0.14	)			$	0.40				$	0.05
Diluted Earnings (Loss) per Share:
Net Earnings (Loss) From Continuing Operations	$	0.04				$	(0.13	)			$	0.40				$	0.08
Discontinued Operations, Net of Tax	—					(0.01		)			—					(0.03		)
Diluted Earnings (Loss) per Share	$	0.04				$	(0.14	)			$	0.40				$	0.05
Cash Dividends per Share	$	0.0300				$	0.0675				$	0.0900				$	0.2025

(1) As a percentage of earnings from continuing operations before income taxes and cumulative effect of change in accounting principle.

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

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

	October 31, 2009			January 31, 2009			November 1, 2008
Assets
Current Assets:
Cash and cash equivalents	$	40,843		$	21,332		$	38,371
Accounts receivable, less allowance for uncollectible accounts of $1,853; $1,912 and $2,109	20,461			28,831			25,838
Merchandise inventories	571,789			564,931			584,700
Prepaid expenses	14,946			25,390			30,133
Other	50,205			62,421			43,774
Assets held for disposal	6,616			12,653			18,222
Total Current Assets	704,860			715,558			741,038
Property and Equipment - net	708,972			740,331			747,921
Deferred income taxes	72,970			77,708			50,315
Other	20,118			18,792			28,669
Total Assets	$	1,506,920		$	1,552,389		$	1,567,943
Liabilities and Stockholders’ Equity
Current Liabilities:
Accounts payable	$	219,205		$	212,340		$	221,863
Trade payable program liability	26,459			31,930			38,316
Accrued expenses	231,468			254,754			256,620
Deferred income taxes	39,170			35,848			15,013
Current maturities of long-term debt and obligations under capital leases	1,079			1,453			2,060
Total Current Liabilities	517,381			536,325			533,872
Long-term debt and obligations under capital leases, less current maturities	306,471			352,382			330,535
Other long-term liabilities	72,164			70,322			64,487
Deferred gain from asset sales	168,243			170,204			173,184
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	293,330			292,728			292,585
Retained earnings	374,461			358,670			396,697
Accumulated other comprehensive loss	(16,739		)	(18,075		)	(11,470		)
Less cost of shares in treasury - 14,014,018 shares, 14,124,021 shares and 14,234,313 shares	217,684			219,460			221,240
Less cost of shares in benefits trust - 2,195,270 shares	59,264			59,264			59,264
Total Stockholders’ Equity	442,661			423,156			465,865
Total Liabilities and Stockholders’ Equity	$	1,506,920		$	1,552,389		$	1,567,943

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

Thirty-Nine Weeks Ended	October 31, 2009			November 1, 2008
Cash Flows from Operating Activities:
Net Earnings	$	20,768		$	2,838
Adjustments to reconcile net earnings to net cash provided by (used in) continuing operations:
Discontinued operations	510			1,151
Depreciation and amortization	53,248			55,109
Amortization of deferred gain from asset sales	(9,186		)	(7,305		)
Stock compensation expense	1,930			2,314
Gain on debt retirement	(6,248		)	(3,460		)
Deferred income taxes	7,270			(3,603		)
Gain from dispositions of assets	(1,319		)	(9,555		)
Loss from asset impairment	3,117			370
Other	267			441
Changes in Operating Assets and Liabilities:
Decrease in accounts receivable, prepaid expenses and other	33,241			39,759
Increase in merchandise inventories	(5,806		)	(23,548		)
Increase (decrease) in accounts payable	6,455			(23,560		)
Decrease in accrued expenses	(23,922		)	(37,077		)
Increase (decrease) in other long-term liabilities	2,230			(3,818		)
Net cash provided by (used in) continuing operations	82,555			(9,944		)
Net cash used in discontinued operations	(594		)	(880		)
Net Cash Provided by (Used in) Operating Activities	81,961			(10,824		)
Cash Flows from Investing Activities:
Cash paid for master lease properties	—			(117,121		)
Cash paid for property and equipment	(27,775		)	(22,653		)
Proceeds from dispositions of assets	12,093			209,085
Acquisition of Florida Tire, Inc.	(2,610		)	—
Other	(500		)	—
Net cash (used in) provided by continuing operations	(18,792		)	69,311
Net cash provided by discontinued operations	1,762			2,558
Net Cash (Used in) Provided by Investing Activities	(17,030		)	71,869
Cash Flows from Financing Activities:
Borrowings under line of credit agreements	244,011			99,888
Payments under line of credit agreements	(267,873		)	(141,413		)
Borrowings on trade payable program liability	122,914			154,886
Payments on trade payable program liability	(128,385		)	(130,824		)
Payment for finance issuance cost	—			(182		)
Proceeds from lease financing	—			8,661
Long-term debt and capital lease obligations payments	(11,720		)	(24,696		)
Dividends paid	(4,709		)	(10,551		)
Other	342			631
Net Cash Used in Financing Activities	(45,420		)	(43,600		)
Net Increase in Cash and Cash Equivalents	19,511			17,445
Cash and Cash Equivalents at Beginning of Period	21,332			20,926
Cash and Cash Equivalents at End of Period	$	40,843		$	38,371
Supplemental Disclosure of Cash Flow Information:
Cash paid for income taxes	$	4,046		$	1,070
Cash paid for interest	$	15,492		$	17,043
Accrued purchases of property and equipment	$	1,575		$	1,435

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

		Thirteen Weeks Ended						Thirty-Nine Weeks Ended
		October 31, 2009			November 1, 2008			October 31, 2009			November 1, 2008
(a)	Net Earnings (Loss) From Continuing Operations	$	2,357		$	(7,054	)	$	21,278		$	3,989
	Discontinued Operations, Net of Tax	(233		)	(228		)	(510		)	(1,151		)
	Net Earnings (Loss)	$	2,124		$	(7,282	)	$	20,768		$	2,838
(b)	Basic average number of common shares outstanding during period	52,419			52,099			52,379			52,106
	Common shares assumed issued upon exercise of dilutive stock options, net of assumed repurchase, at the average market price	367			—			242			83
(c)	Diluted average number of common shares assumed outstanding during period	52,786			52,099			52,621			52,189
	Basic Earnings (Loss) per Share:
	Net Earnings (Loss) From Continuing Operations (a) /(b)	$	0.05		$	(0.13	)	$	0.41		$	0.08
	Discontinued Operations, Net of Tax	(0.01		)	(0.01		)	(0.01		)	(0.03		)
	Basic Earnings (Loss) per Share	$	0.04		$	(0.14	)	$	0.40		$	0.05
	Diluted Earnings (Loss) per Share:
	Net Earnings (Loss) From Continuing Operations (a) /(c)	$	0.04		$	(0.13	)	$	0.40		$	0.08
	Discontinued Operations, Net of Tax	—			(0.01		)	—			$	(0.03	)
	Diluted Earnings (Loss) per Share	$	0.04		$	(0.14	)	$	0.40		$	0.05

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

	Thirteen Weeks Ended						Thirty-Nine Weeks Ended
	October 31, 2009			November 1, 2008			October 31, 2009			November 1, 2008
Capital expenditures (A)	$	10,294		$	8,934		$	27,775		$	139,774
Depreciation and amortization	$	17,910		$	18,181		$	53,248		$	55,109
Non-operating income:
Net rental revenue	$	463		$	115		$	1,252		$	1,069
Investment income	47			178			173			745
Other (expense) income	214			12			241			(17		)
Total	$	724		$	305		$	1,666		$	1,797
Comparable sales percentages:
Merchandise	-0.1		%	-10.3		%	-1.8		%	-8.1		%
Service	8.9		%	-11.0		%	5.9		%	-6.3		%
Total	1.6		%	-10.4		%	-0.4		%	-7.8		%
Total square feet of retail space (including service centers)							11,639,000			11,514,000
Total Store Count							581			562
Sales and Gross Profit by Line of Business (B):
Retail Sales	$	246,275		$	253,492		$	770,121		802,707
Service Center Revenue	226,368			210,674			687,921			659,545
Total Revenues	$	472,643		$	464,166		$	1,458,042		$	1,462,252
Gross Profit from Retail Sales	$	65,846		$	68,360		$	210,147		220,139
Gross Profit from Service Center Revenue	52,423			46,484			165,913			153,105
Total Gross Profit	$	118,269		$	114,844		$	376,060		$	373,244
Comparable Sales Percentages (B):
Retail Sales	-2.9		%	-12.1		%	-4.1		%	-11.3		%
Service Center Revenue	7.0		%	-8.2		%	4.1		%	-3.2		%
Total Revenues	1.6		%	-10.4		%	-0.4		%	-7.8		%
Gross Profit Percentage by Line of Business (B):
Gross Profit Percentage from Retail Sales	26.7		%	27.0		%	27.3		%	27.4		%
Gross Profit Percentage from Service Center Revenue	23.2		%	22.1		%	24.1		%	23.2		%
Total Gross Profit Percentage	25.0		%	24.7		%	25.8		%	25.5		%

(A) 2008 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.