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: January 31, 2005
             Date of Earliest Event Reported: January 30, 2005


                     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):

       ( ) 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))

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Item 2.02  Results of Operations and Financial Condition

On January 31, 2005, The Pep Boys - Manny, Moe & Jack (the "Company") issued a
press release regarding the matters discussed under Item 4.02 (a) below, which
include adjustments to previously issued financial statements.  The press
release is attached as Exhibit 99.1 hereto.  The information under this
Item 2.02 in this Current Report, including Exhibit 99.1, 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 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.


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Item 4.02.  Non-Reliance on Previously Issued Financial Statements or a Related
            Audit Report or Completed Interim Review.

(a)     Following a review of its lease-related accounting policies, the
Company has determined to correct its computation of depreciation,
straight-line rent expense and the related deferred rent liability.  As a
result, on January 30, 2005, the Company's Board of Directors, including its
Audit Committee, concluded to restate the Company's financial statements for
the three year period ended January 31, 2004 and for the first three quarters
of fiscal 2004.

Historically, when accounting for leases with renewal options, the Company has
depreciated its buildings, leasehold improvements and other long-lived assets
on those properties over a period that included both the initial lease term and
all option periods (or the useful life of the assets, if shorter).  The Company
recorded the rent expense on a straight-line basis over the initial lease term,
commencing when actual rent payments began.  The Company, in consultation with
its independent registered public accounting firm, Deloitte & Touche LLP, has
now determined to use a consistent lease period (generally, the initial lease
term) when calculating depreciation of long-lived assets on leased properties
and straight-line rent expense.  Straight-line rent expense will commence on
the date when the Company becomes legally obligated for the rent payments.

These non-cash adjustments, which are similar to those recently announced by
several restaurant and retail companies, will not have any impact on the
Company's previously reported cash flows, sales, comparable sales or compliance
with any financial covenant under its revolving credit facility or other debt
instruments.

The primary effect of the corrections will be to accelerate the depreciation of
long-lived assets on leased properties where the initial lease term is shorter
than the estimated useful economic life of those assets.  The Company estimates
that the cumulative effect of the restatement through the nine months ended
October 30, 2004 will be to reduce retained earnings by approximately
$52 million, or shareholders' equity per common share by $0.80, reflecting
increased accumulated depreciation and deferred lease liability and decreased
deferred taxes.  Further, the Company estimates that annual non-cash after-tax
expense will increase by approximately $0.05 per fully diluted share going
forward.  Future cash flows will not be affected.

These estimates are subject to change as the Company completes its preparation
of the restated financial statements.  The Company will amend the appropriate
filings with the Securities and Exchange Commission to include the restated
financial statements.   As a result of the restatement, the financial
statements contained in the Company's prior filings with the SEC should no
longer be relied upon.

The Company's Audit Committee discussed the matters disclosed in this Current
Report on Form 8-K pursuant to this Item 4.02 (a) with the Company's
independent registered public accounting firm.


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Item 9.01  Financial Statements and Exhibits

(c)     Exhibits

The following Exhibits are filed with this Report:

99.1    Press Release Dated January 31, 2005



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                                   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/ Harry F. Yanowitz
                               --------------------------------------
                               Harry F. Yanowitz
                               Chief Financial Officer


Date:  January 31, 2005

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EX-99

Exhibit 99.1    Press Release issued by the Company dated January 31, 2005.

Pep Boys Announces Restatement of its Accounting for Leases and Related
Depreciation

        - No Effect on Future or Historical Cash Flows -

PHILADELPHIA - January 31, 2005 - The Pep Boys - Manny, Moe & Jack (NYSE: PBY),
the nation's leading full-service automotive aftermarket chain, announced that
following a review of its lease-related accounting policies, the Company is
correcting its computation of depreciation, straight-line rent expense and the
related deferred rent liability.  Historically, when accounting for leases with
renewal options, the Company has depreciated its buildings, leasehold
improvements and other long-lived assets on those properties over a period that
included both the initial lease term and all option periods (or the useful life
of the assets, if shorter).  The Company recorded the rent expense on a
straight-line basis over the initial lease term, commencing when actual rent
payments began.

The Company believed, as confirmed by the unqualified opinions expressed by our
independent auditors, that it was using accounting practices for leases and
related depreciation, as applied consistently over more than a decade, in
accordance with GAAP.  No relevant leases have been entered into since 2001.

The Company, in consultation with its independent registered public accounting
firm, Deloitte & Touche LLP, has now determined to use a consistent lease
period (generally, the initial lease term) when calculating depreciation of
long-lived assets on leased properties and straight-line rent expense.
Straight-line rent expense will commence on the date when the Company becomes
legally obligated for the rent payments.

These corrections will result in non-cash adjustments, similar to those
recently announced by several restaurant and retail companies, and will not
have any impact on:

        -previously reported cash flows, cash balances, sales or comparable
         sales

        -timing or amount of any actual lease payment or tax liability

        -compliance with any financial covenant under its revolving credit
         facility or other debt instruments

        -the current economic value of the Company's leaseholds or the
         underlying value of the Company's real estate assets.

The primary effect of the corrections will be to accelerate the depreciation of
long-lived assets on leased properties where the initial lease term is shorter
than the estimated useful economic life of those assets.  The Company estimates
that the cumulative effect of the restatement through the nine months ended
October 30, 2004 will be to reduce retained earnings by approximately
$52 million, or shareholders' equity per common share by $0.80, reflecting
increased accumulated depreciation and deferred lease liability and decreased
deferred taxes.  Further, the Company estimates that annual non-cash after-tax
expense will increase by approximately $0.05 per fully diluted share going
forward.  Future cash flows will not be affected.

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These estimates are subject to change as the Company completes its preparation
of the restated financial statements.  The Company will amend the appropriate
filings with the Securities and Exchange Commission to include restated
financial statements for the three-year period ended January 31, 2004 and for
the first three quarters of fiscal 2004 to reflect these matters.  As a result
of the restatement, the financial statements contained in the Company's prior
filings with the SEC should no longer be relied upon.

Management will discuss the restatement on a conference call and simultaneous
webcast today, January 31, 2005 at 9:00 AM EST.  The webcast can be accessed
via www.vcall.com or from the Company's homepage at www.pepboys.com.

                                        ###

Pep Boys has 595 stores and more than 6,000 service bays in 36 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 the
restatement of its historical financial statements, 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.


Contact:
Pep Boys, Philadelphia
Investor Contact: Harry Yanowitz, 215-430-9720
Media Contact: Bill Furtkevic, 215-430-9676
Internet: http://www.pepboys.com

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