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):                                      February 6, 2008

              Regal-Beloit Corporation             

(Exact name of registrant as specified in its charter)

Wisconsin	1-7283	39-0875718
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

          200 State Street, Beloit, Wisconsin 53511-6254           

(Address of principal executive offices, including Zip code)

           (608) 364-8800           

(Registrant’s telephone number)

           Not Applicable           

(Former Name or Former Address, if Changed Since 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:

[  ] 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))

Item 2.02. Results of Operations and Financial Condition.

On February 6, 2008, Regal Beloit Corporation (the “Company”) issued a news release reporting the financial results of the Company for the financial periods ended December 29, 2007. A copy of the Company’s news release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01. Financial Statements and Exhibits.

(a)   Not Applicable

(b)   Not Applicable

(c)   Not Applicable

(d)   Exhibits.  The following exhibit is being furnished herewith:

99.1 News Release of Regal Beloit Corporation, dated February 6, 2009.

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.

	REGAL BELOIT CORPORATION
Date:  February 6, 2008	By:	/s/Paul J. Jones
		Paul J. Jones
		Vice President, General Counsel and Secretary

REGAL BELOIT CORPORATION

Exhibit Index to Report on Form 8-K

Dated February 6, 2008

Exhibit Number	Exhibit Description
99.1	News Release of Regal Beloit Corporation, dated February 6, 2008.

EX-99.1

	NEWS RELEASE
	FOR RELEASE ON OR AFTER:    February 6, 2008
	FOR ADDITIONAL INFORMATION, PLEASE CONTACT:
	David A. Barta Vice President, Chief Financial Officer 608-361-7405
Page 1

REGAL BELOIT REPORTS

 FOURTH QUARTER AND FULL YEAR RESULTS

·  Quarterly Sales Increase 29.5% to a Record $474.7 million

·  2007 Acquisitions on Plan

·  2007 Net Sales, Net Income and EPS Reach Record Levels

·  Board of Directors Approves Additional 1 Million Share Buyback Authorization

February 6, 2008 (Beloit, WI):  Regal Beloit Corporation (NYSE:RBC) today reported sales and earnings for the fourth quarter ended December 29, 2007.  Net sales increased to $474.7 million from $366.6 million in the fourth quarter of 2006.  Diluted earnings per share increased to $.71 as compared to $.68 for the fourth quarter of 2006.

In the Electrical segment, sales increased 32.9% during the fourth quarter compared to the fourth quarter of 2006. Included in the results for the quarter were $101.4 million of sales attributable to the Fasco, Jakel, Alstom and Morrill businesses (“acquired businesses”) acquired in the third and fourth quarters of 2007. Sales in the HVAC business, which continued to be impacted by the challenging conditions of the residential HVAC end market, decreased 8.5% from the fourth quarter of 2006.  Sales of generators increased 13.5%, paced by a 27.3% growth in the Company’s China generator business.   Sales of commercial and industrial motors increased 3.1%, reflecting strength in the demand for the Company’s industrial products, which was dampened by lighter demand for some of the Company’s commercial products.  Sales in the Mechanical segment increased 5.7% versus the comparable period of 2006.

The gross profit margin for the fourth quarter of 2007 was 22.2%, which was 210 basis points below the gross profit margin in the fourth quarter of 2006 due primarily to the gross margin impact of the acquired businesses and the impact of cost inflation.  The aggregate gross margin for the acquired businesses was 16.9%, reflecting in part, the impact of the non- reoccurring write-off of the inventory step-up related to the acquired businesses.  Cost inflation, particularly related to copper, continued to pressure margins as the Company had forecasted.  Income from operations for the fourth quarter was $45.3 million or 9.5% of sales versus the $39.5 million or 10.8% of sales for the fourth quarter of 2006.  The aggregate income from operations for the acquired businesses during the quarter was $6.4 million or 6.3% of their aggregate sales.  Net income in the fourth quarter of 2007 was $24.0 million as compared to the $23.0 million reported in the fourth quarter of 2006.  Diluted earnings per share were $.71 versus the $.68 reported in 2006.

Regal Beloit Corporation

News Release

Page 2 of 5

For the full year ended December 29, 2007, net sales increased 11.3% to a record $1.8 billion from $1.6 billion in 2006.  Full year 2007 sales included $129.7 million of sales from the acquired businesses.  The gross profit margin decreased 110 basis points to 22.9% for the full year, again due primarily to the impact of the acquired businesses, whose gross margin was 15.7% and the impact of cost inflation.  Margins were favorably impacted by the Company’s Lean Six Sigma and productivity initiatives.  Income from operations was $206.1 million or 11.4% of sales as compared to the $194.0 million or 12.0% of sales reported for fiscal year 2006. Net income for fiscal 2007 was $118.3 million, a 7.8% increase from the $109.8 million reported for fiscal 2006.  Diluted earnings per share were $3.49, an increase of 6.4% over the $3.28 reported in 2006.

Additionally, the Board of Directors, at the regularly scheduled meeting held on February 2, 2008, expanded the Company’s existing buyback authorization.  The new authorization allows for the purchase of an additional one million shares of the Company’s common stock from time to time in open market transactions.  Combined with the previous remaining authorization, the Company may purchase up to 2.2 million shares.

“The fourth quarter proved to be especially challenging.  The combination of a weaker than expected fourth quarter residential HVAC market, the expected materials cost gap, and essentially no bottom line help from our new acquisitions, due to purchase accounting, held back the margin and bottom line improvements that took place in our business.  Given these events, we are pleased with how our businesses performed.  While we believe these restraining events are temporary, the core improvements that are taking place across the Company and the synergies that are being mined from our new acquisitions are permanent in nature and we expect that they will continue to create value,” said Henry Knueppel, Chairman and Chief Executive Officer.

“With our initiatives in place and working, and the temporary restraints easing as we expect, we continue to be optimistic about what lies ahead for the Company.  Therefore, despite what we expect to be a continuing soft residential HVAC market, we are forecasting our earnings per share to be in the range of $.92 to $1.00 for the first quarter of 2008,” added Knueppel.

Regal Beloit will be holding a conference call pertaining to this news release at 1:30 PM CST (2:30 PM EST) today.  Interested parties should call 888-428-4478, referencing the Regal Beloit conference call.  A replay of the call will be available through February 16, 2008 at 800-475-6701, access code 909428.

Regal Beloit Corporation is a leading manufacturer of mechanical and electrical motion control and power generation products serving markets throughout the world.  Regal Beloit Corporation is headquartered in Beloit, Wisconsin, and has manufacturing, sales, and service facilities throughout the United States, Canada, Mexico, Europe and Asia.

Regal Beloit Corporation

News Release

Page 3 of 5

This news release contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995.  Forward-looking statements represent our management’s judgment regarding future events.  In many cases, you can identify forward-looking statements by terminology such as “may,” “will,”  “plan,” “expect,” “anticipate,” “estimate,” “believe,” or “continue” or the negative of these terms or other similar words.  Actual results and events could differ materially and adversely from those contained in the forward-looking statements due to a number of factors, including:

·   unanticipated fluctuations in commodity prices and raw material costs;

·   cyclical downturns affecting the global market for capital goods;

·   economic changes in global markets where we do business, such as currency exchange rates, inflation rates, interest rates, recession, foreign government policies and other external factors that we cannot control;

·   unexpected issues and costs arising from the integration of acquired companies and businesses;

·   actions taken by our competitors;

·   unanticipated costs associated with litigation matters;

·   marketplace acceptance of new and existing products including the loss of, or a decline in business from, any significant customers;

·   the impact of capital market transactions that we may effect;

·   difficulties in staffing and managing foreignoperations;

·   the availability and effectiveness of our information technology systems;

·   other risks and uncertainties including but not limited to those described in Item 1A-Risk Factors of  the Company’s Annual Report on Form 10-K filed on February 28, 2007 and from time to time in our reports filed with U.S. Securities and Exchange Commission.

All subsequent written and oral forward-looking statements attributable to us or to persons acting on our behalf are expressly qualified in their entirety by the applicable cautionary statements.  The forward-looking statements included in this news release are made only as of their respective dates, and we undertake no obligation to update these statements to reflect subsequent events or circumstances.  See also Item 1A - Risk Factors in the Company’s Annual Report on Form 10-K filed on February 28, 2007.

Regal Beloit Corporation

News Release

Page 4 of 5

STATEMENTS OF INCOME

In Thousands of Dollars

	(Unaudited)
	Three Months Ended				Fiscal Year Ended
	December 29,		December 30,		December 29,		December 30,
	2007		2006		2007		2006
Net Sales	$	474,682	$	366,649	$	1,802,497	$	1,619,545
Cost of Sales		369,146		277,653		1,389,144		1,230,174
Gross Profit		105,536		88,996		413,353		389,371
Operating Expenses		60,237		49,512		207,293		195,354
Income From Operations		45,299		39,484		206,060		194,017
Interest Expense		7,449		4,599		22,056		19,886
Interest Income		238		281		933		711
Income Before Taxes & Minority Interest		38,088		35,166		184,937		174,842
Provision For Income Taxes		13,382		11,239		63,683		62,051
Income Before Minority Interest		24,706		23,927		121,254		112,791
Minority Interest in Income, Net of Tax		664		958		2,907		2,985
Net Income	$	24,042	$	22,969	$	118,374	$	109,806
Earnings Per Share of Common Stock:
Basic	$	.77	$	.74	$	3.79	$	3.56
Assuming Dilution	$	.71	$	.68	$	3.49	$	3.28
Cash Dividends Declared	$	.15	$	.14	$	.59	$	.55
Weighted Average Number of Shares Outstanding:
Basic		31,326,459		30,981,273		31,252,145		30,846,854
Assuming Dilution		33,840,176		33,973,308		33,920,886		33,504,190

Regal Beloit Corporation

News Release

Page 5 of 5

CONDENSED BALANCE SHEETS

In Thousands of Dollars

	(Unaudited)
	December 29,		December 30,
ASSETS	2007		2006
Current Assets:
Cash and Cash Equivalents	$	42,574	$	36,520
Receivables and Other Current Assets		367,717		263,470
Inventories		318,200		275,138
Total Current Assets		728,491		575,128
Net Property, Plant and Equipment		339,343		268,880
Other Noncurrent Assets		794,413		599,511
Total Assets	$	1,862,247	$	1,443,519
LIABILITIES AND SHAREHOLDERS’ INVESTMENT

Accounts Payable	$	183,215	$	108,050
Other Current Liabilities		128,705		150,491
Long-Term Debt		558,918		323,946
Deferred Income Taxes		72,409		65,937
Other Noncurrent Liabilities		65,288		45,120
Total Liabilities		1,008,535		693,544
Shareholders’ Investment		853,712		749,975
Total Liabilities and Shareholders’ Investment	$	1,862,247	$	1,443,519

SEGMENT INFORMATION

In Thousands of Dollars

	(Unaudited)
	Mechanical Segment								Electrical Segment
	Three Months Ended				Fiscal Year Ended				Three Months Ended				Fiscal Year Ended
		Dec. 29,		Dec. 30,		Dec. 29,		Dec. 30,		Dec. 29,		Dec. 30,		Dec. 29,		Dec. 30,
		2007		2006		2007		2006		2007		2006		2007		2006
Net Sales	$	48,679	$	46,070	$	205,281	$	201,004	$	426,003	$	320,579	$	1,597,216	$	1,418,541
Income from Operations	$	6,799	$	5,931	$	29,284	$	22,230	$	38,500	$	33,553	$	176,776	$	171,787