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): July 22, 2010

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 7.01.  Regulation FD Disclosure.

This information is furnished pursuant to Item 7.01 of this Form 8-K and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, unless the Company specifically incorporates it by reference in a document filed under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act.  By filing this Current Report on Form 8-K and furnishing this information, the Company makes no admission as to the materiality of any information in this report that is required to be disclosed solely by reason of Regulation FD.

On July 22, 2010, Accuride Corporation (the “Company”) issued a press release announcing it has priced its previously announced private placement of $310 million aggregate principal amount of 9.5% first priority senior secured notes due 2018 (the “Notes”). The aggregate principal amount of Notes to be issued represents an increase of $10 million over the previously announced offering amount. The sale of the Notes is expected to close on July 29, 2010, subject to customary closing conditions.

The Notes will pay interest semiannually beginning on February 1, 2011 at a rate of 9.5% and will be issued at a price equal to 97.288% of their face value.  The Notes may be redeemed at any time prior to August 1, 2014 at par plus a premium and at any time beginning on August 1, 2014 at specified redemption prices.  Prior to August 1, 2013, but not more than once in any twelve-month period, the Company may redeem up to 10% of the Notes at a redemption price of 103%.  In addition, the Company may redeem up to 35% of the principal amount of the Notes with the proceeds of certain equity offerings completed before August 1, 2013 at a redemption price of 109.5%.

The Company intends to use the net proceeds from the offering of the Notes, together with approximately $10 million of expected borrowings under a new senior secured asset based revolving credit facility (the “ABL Facility”) and cash on hand, to refinance its existing senior credit facility and to pay related fees and expenses.

The Notes will be initially guaranteed by all of the Company’s domestic subsidiaries.  The Notes and the related guarantees will be secured by first-priority liens on substantially all of the owned real property and tangible and intangible assets of the Company and the guarantors (other than accounts receivable and inventories), including all of the guarantors’ capital stock, and by second-priority liens on substantially all of the accounts receivable and inventories that secure the Company’s and the guarantors’ obligations under the ABL Facility on a first-priority basis, in each case subject to certain exceptions and permitted liens.

The Notes and the related guarantees have not been registered under the Securities Act or the securities laws of any other place and may not be offered or sold in the United States absent registration or an applicable exemption therefrom.  The Notes are being offered only to qualified institutional buyers in accordance with Rule 144A under the Securities Act and to persons outside of the United States in accordance with Regulation S under the Securities Act.  A copy of the Company’s press release is furnished pursuant to this Item 7.01 as Exhibit 99.1 to this Current Report on Form 8-K and incorporated by reference into this Item 7.01.  This report shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the Notes in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.

Item 9.01.  Financial Statements and Exhibits.

(d) Exhibits

99.1Press Release dated July 22, 2010.

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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:	July 22, 2010	/s/ Stephen A. Martin
		Stephen A. Martin
		Vice President / General Counsel

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EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release dated July 22, 2010.

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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 Prices $310 Million of 9.5 Percent First Priority Senior Secured Notes

EVANSVILLE, Ind. — July 22, 2010 — Accuride Corporation (OTCBB: ACUZ) today announced it has priced $310 million aggregate principal amount of 9.5 percent first priority senior secured notes due 2018 (the “Notes”) in a private placement that is exempt from the registration requirements of the Securities Act of 1933, as amended (the “Act”).  The principal amount represents an increase of $10 million over the previously announced principal amount.  The Notes will be sold at a price equal to 97.288 percent of their face value. The sale of the Notes is expected to close on July 29, 2010, subject to customary closing conditions.

The Company intends to use the net proceeds from the offering of the Notes, together with approximately $10 million of expected borrowings under a new senior secured asset based revolving credit facility and cash on hand, to refinance its existing senior credit facility and to pay related fees and expenses.

The Notes will be senior secured obligations of the Company and will be initially guaranteed by all of the Company’s domestic subsidiaries.  The Notes and the related guarantees have not been registered under the Act or the securities laws of any other place and may not be offered or sold in the United States absent registration or an applicable exemption therefrom.  The Notes are being offered only to qualified institutional buyers in accordance with Rule 144A under the Act and to persons outside of the United States in accordance with Regulation S under the Act.

This press release does not constitute an offer to sell or a solicitation of an offer to buy the Notes and the related guarantees, nor shall there be any offer, solicitation or sale of any Notes and the related guarantees in any jurisdiction in which such offer, solicitation or sale would be unlawful.

-more-

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, truck body and chassis parts, seating assemblies and other commercial vehicle components.  Accuride’s products are marketed under its brand names, which include Accuride®, Gunite®, ImperialTM, Bostrom®, FabcoTM, BrillionTM, and Highway Original®.&nb sp; For more information, visit Accuride’s website at http://www.accuridecorp.com.

Forward-looking statements

Statements contained in this news release that are not purely historical are forward-looking statements within the meaning of Section 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 future results.  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, 2009. 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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