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 (Date of earliest event reported): November 2, 2009

ACCURIDE CORPORATION

(Exact Name of Registrant as Specified in Charter)

Delaware	001-32483	61-1109077
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

7140 Office Circle, Evansville, IN	47715
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code: (812) 962-5000

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 1.02.  Termination of a Material Definitive Agreement.

Accuride Corporation (the “Company”) and its domestic subsidiaries (collectively, the “Debtors”) filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code with the United States Bankruptcy Court for the District of Delaware on October 8, 2009.  In connection therewith, on November 2, 2009, pursuant to an order of the bankruptcy court, the following agreements were rejected: (1) the Lease Agreement, dated August 19, 2003, as amended, by and between Sansome Pacific Properties, Inc (as successor in interest to Bristol Rail Associates, LLC) and Gunite Corporation, regarding a warehouse property in Bristol, Indiana (filed as Exhibit 10.20 to the Company’s Annual Report on Form 10-K for 2008), with such rejection to be effective as of October 8, 2009 (the “Petition Date”); (2) the Lease Agreement, dated as of February 12, 2007, by and between Imperial Group, LP, and Northgate Investors, LLC, regarding a former manufacturing facility in Madison, Tennessee (filed as Exhibit 10.37 to the Company’s Annual Report on Form 10-K for 2008), with such rejection to be effective as of the Petition Date; (3) the Lease Agreement, dated August 13, 2002, by and between Fink Management, LLC and Gunite Corporation, regarding a factory in Elkhart, Indiana (filed as Exhibit 10.21 to the Company’s Annual Report on Form 10-K for 2008), with such rejection to be effective as of the Petition Date; (4) the Lease Agreement, dated October 19, 1989, as amended, between Accuride Corporation and The Package Company, L.L.C. (as successor in interest to Taylor Land & Co.), regarding a warehouse property in Taylor, Michigan (filed as Exhibit 10.16 to the Company’s Annual Report on Form 10-K for 2008), with such rejection to be effective as of the Petition Date; and (5) the Commercial Lease Agreement, effective January 1, 2008, between Accuride Erie L.P. and Sarum Management, Inc., regarding a factory in Cuyahoga Falls, Ohio (filed as Exhibit 10.6 to the Company’s Annual Report on Form 10-K for 2008), with such rejection to be effective as of the date the Debtors deliver the keys to the landlord.

Item 8.01.  Other Events.

On November 2, 2009, Debtors received final approval from the bankruptcy court for the Senior Secured Superpriority Debtor-in-Possession Credit Agreement, among the Company, Deutsche Bank Trust Company Americas, as administrative agent, and the other agents and parties thereto (the “DIP Credit Agreement”). The Company previously received interim approval from the bankruptcy court and entered into the DIP Credit Agreement on October 9, 2009.  The terms of the DIP Credit Agreement are disclosed in the Company’s Form 8-K filed on October 13, 2009.

Additionally, on November 2, 2009, the bankruptcy court approved, among other things, the assumption of the Convertible Notes Commitment Agreement entered into in connection with the Company’s pre-negotiated plan of financial reorganization, as described in the Company’s Form 8-K filed on October 8, 2009.  The Convertible Notes Commitment Agreement was filed as Exhibit 10.3 to the October 8, 2009 Form 8-K.

On November 3, 2009, the Company issued a press release announcing the events disclosed in this Item 8.01.  A copy of the press release is furnished herewith as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

99.1         Press Release, dated November 3, 2009.

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SIGNATURE

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.

		ACCURIDE CORPORATION
Date:	November 6, 2009	/s/ James H. Woodward, Jr.
		James H. Woodward, Jr.
		Senior Vice President and Chief Financial Officer

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EXHIBIT INDEX

Exhibit Number	Description
99.1	Press Release, dated November 3, 2009.

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EX-99.1

Exhibit 99.1

News Release
		CORPORATION   7140 Office Circle   P.O. Box 15600   Evansville, IN  47716

Investor Contact:	Todd Taylor
Phone:	(812) 962-5105
Media Contact:	Eva Schmitz
Phone:	(812) 962-5011

FOR IMMEDIATE RELEASE

Accuride Receives Court Final Approval for Access to $50 Million DIP Financing

EVANSVILLE, Ind. – Nov. 3, 2009 – Accuride Corporation (OTCBB:  AURDQ) today announced that it has received final approval from the U.S. Bankruptcy Court (Court) of its $50 Million Debtor in Possession (DIP) financing agreement.

The Court also granted final approval on other motions, including:

·   
60;              Permitting Accuride to pay certain employee wages, employee benefits, and reimbursable expenses;

·Authorizing Accuride’s use of existing cash management systems and bank accounts;

·Allowing Accuride to pay certain pre-petition obligations;

·Allowing Accuride to assume the Convertible Notes Commitment Agreement, associated with the pre-negotiated restructuring plan; and

·Establishing November 30, 2009, as the Bar Date for filin g Proofs of Claim.

The Company also announced that it had scheduled the hearing at which the Court will consider confirmation of the plan of reorganization for February 10, 2010.

“We are very pleased with the cooperation of our lenders and suppliers,” stated Jim Woodward, Accuride’s Senior Vice President and Chief Financial Officer.  “It has been business as usual for our customers and employees.  Most of our top vendors have returned to normal trade terms and we especially appreciate those who never changed. Our cost reduction activities remain on track and we are seeing the benefit of those improvements.  We remain optimistic that we will emerge quickly as a financially stronger partner.”

-more-

On October 8, 2009, Accuride Corporation filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code in the District of Delaware.  As a result of the restructuring, the Company expects to eliminate a significant portion of its existing debt and emerge as a financially stronger company with a sustainable capital structure.

Accuride Corporation is one of the largest and most diversified manufacturers and suppliers of commercial vehicle components in North America.  Accuride’s products include commercial vehicle wheels, wheel-end components and assemblies and other commercial vehicle components.  Accuride’s products are marketed under its brand names, which include Accuride, Gunite, Imperial, Bostrom, Fabco, Brillion, and Highway Original.  For more information, visit Accuride’s website at www.accuridecorp.com.

Forward-looking statements

Statements contained in this news release that are not purely historical are forward-looking statements within the meaning ofSection 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including statements regarding Accuride’s expectations, hopes, beliefs and intentions with respect to the proposed restructuring transaction and its proposed new capital structure.  Accuride’s actual future results could differ materially from those expressed or implied in such forward-looking statements, and such statements are subject to a number of risks, uncertainties and other factors.  These factors include, among other things, whether Accuride is able to obtain bankruptcy court approval for the restructuring transaction, potential loss of support for the restructuring transaction by the senior lenders or noteholders, non-acceptance of the restructuring transaction by other Accuride stakeholders, delays in the confirmation or effective date of the restructuring transaction, failure to meet certain restructuring transaction objectives and milestones, otherwise being unable to consummate the restructuring transaction and whether Accuride determines that another restructuring alternative provides greater value to Accuride and its stakeholders.  In addition, such statements are subject to the impact on Accuride’s business and prospects generally of, among other factors, market demand in the commercial vehicle industry, general economic, business and financing conditions, labor relations, governmental action, competitor pricing activity, expense volatility and other risks detailed from time to time in Accuride’s Securities and Exchange Commission filings, including those described in Item 1A of Accuride’s Annual Report on Form 10-K for the fiscal year ended December 31, 2008. Any forward-looking statement reflects only Accuride’s belief at the time the statement is made. Although Accuride believes that the expectations reflected in these forward-looking statements are reasonable, it cannot guarantee its future results, levels of activity, performance or achievements.  Except as required by law, Accuride undertakes no obligation to update any forward-looking statements to reflect events or developments after the date of this news release.

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