##### Table of Contents



UNITED STATES SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-Q
 þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the quarterly period ended September 29, 2007
 or
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
 For the transition period
fromto
 Commission file number 1-13970
 CHROMCRAFT REVINGTON, INC.
  Delaware
    
    35-1848094(State or other jurisdiction of
    
    (IRS Employer Identification No.)incorporation or organization)
 (Address, including zip code, of registrants principal executive offices)
 (Registrants telephone number, including area code)
 þ o
  o o þ
 o þ




---



##### 



PageNumberPART I. Financial InformationItem 1. Financial Statements (unaudited)Condensed Consolidated Statements of Operations 
Three and Nine Months Ended September 29, 2007 and
September 30, 2006
    
    
    3Condensed Consolidated Balance Sheets  September 29, 2007,
September 30, 2006 and December 31, 2006
    
    
    4Condensed Consolidated Statements of Cash Flows 
Nine Months Ended September 29, 2007 and September 30, 2006
    
    
    5Condensed Consolidated Statement of Stockholders
Equity  Nine Months Ended September 29, 2007
    
    
    6Notes to Condensed Consolidated Financial Statements
    
    
    7Item 2. Managements Discussion and Analysis of Financial Condition
and Results of Operations
    
    
    12Item 3. Quantitative and Qualitative Disclosures About Market Risk
    
    
    15Item 4. Controls and Procedures
    
    
    16PART II. Other InformationItem 1A. Risk Factors
    
    
    16Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
    
    
    17Item 6. Exhibits
    
    
    17SIGNATURES
    
    
    18Exhibit 31.1Exhibit 31.2Exhibit 32.1
   2




---



##### Table of Contents



Item 1. Financial Statements
  
   Three Months Ended
    
    
    Nine Months EndedSept. 29,
    
    
    Sept. 30,
    
    
    Sept. 29,
    
    
    Sept. 30,2007
    
    
    2006
    
    
    2007
    
    
    2006Sales
    
    $
    28,412
    
    
    $
    35,348
    
    
    $
    95,028
    
    
    $
    121,589Cost of sales
    
    
    24,661
    
    
    
    34,798
    
    
    
    83,498
    
    
    
    103,912Gross margin
    
    
    3,751
    
    
    
    550
    
    
    
    11,530
    
    
    
    17,677Selling, general and administrative expenses
    
    
    7,128
    
    
    
    6,885
    
    
    
    22,160
    
    
    
    20,933Operating loss
    
    
    (3,377
    )
    
    
    (6,335
    )
    
    
    (10,630
    )
    
    
    (3,256
    )Interest income (expense), net
    
    
    10
    
    
    
    (63
    )
    
    
    50
    
    
    
    (193
    )Loss before income tax benefit
    
    
    (3,367
    )
    
    
    (6,398
    )
    
    
    (10,580
    )
    
    
    (3,449
    )Income tax benefit
    
    
    1,286
    
    
    
    1,941
    
    
    
    4,020
    
    
    
    797Net loss
    
    $
    (2,081
    )
    
    $
    (4,457
    )
    
    $
    (6,560
    )
    
    $
    (2,652
    )Loss per share of common stockBasic
    
    $
    (.46
    )
    
    $
    (1.01
    )
    
    $
    (1.46
    )
    
    $
    (.60
    )Diluted
    
    $
    (.46
    )
    
    $
    (1.01
    )
    
    $
    (1.46
    )
    
    $
    (.60
    )Shares used in computing loss per shareBasic
    
    
    4,510
    
    
    
    4,423
    
    
    
    4,493
    
    
    
    4,406Diluted
    
    
    4,510
    
    
    
    4,423
    
    
    
    4,493
    
    
    
    4,406
 See accompanying notes to condensed consolidated financial statements.
  3




---



##### Table of Contents



Sept. 29,
    
    
    Sept. 30,
    
    
    Dec. 31,2007
    
    
    2006
    
    
    2006AssetsCash and cash equivalents
    
    $
    7,747
    
    
    $
    2,384
    
    
    $
    8,418Accounts receivable
    
    
    15,371
    
    
    
    18,949
    
    
    
    19,072Refundable income taxes
    
    
    4,323
    
    
    
    
    
    
    
    Inventories
    
    
    27,022
    
    
    
    34,700
    
    
    
    28,667Assets held for sale
    
    
    686
    
    
    
    
    
    
    
    5,068Deferred income taxes and prepaid expenses
    
    
    2,787
    
    
    
    2,840
    
    
    
    3,104Current assets
    
    
    57,936
    
    
    
    58,873
    
    
    
    64,329Property, plant and equipment, net
    
    
    17,477
    
    
    
    26,115
    
    
    
    19,212Deferred income taxes and other assets
    
    
    2,685
    
    
    
    1,672
    
    
    
    2,277Total assets
    
    $
    78,098
    
    
    $
    86,660
    
    
    $
    85,818Liabilities and Stockholders EquityAccounts payable
    
    $
    4,545
    
    
    $
    4,554
    
    
    $
    5,144Accrued liabilities
    
    
    6,774
    
    
    
    8,058
    
    
    
    7,534Current liabilities
    
    
    11,319
    
    
    
    12,612
    
    
    
    12,678Deferred compensation
    
    
    1,297
    
    
    
    2,010
    
    
    
    1,918Other long-term liabilities
    
    
    998
    
    
    
    1,037
    
    
    
    804Total liabilities
    
    
    13,614
    
    
    
    15,659
    
    
    
    15,400Stockholders equity
    
    
    64,484
    
    
    
    71,001
    
    
    
    70,418Total liabilities and stockholders equity
    
    $
    78,098
    
    
    $
    86,660
    
    
    $
    85,818
 See accompanying notes to condensed consolidated financial statements.
  4




---



##### Table of Contents



Nine Months EndedSept. 29,
    
    
    Sept. 30,2007
    
    
    2006Operating ActivitiesNet loss
    
    $
    (6,560
    )
    
    $
    (2,652
    )Adjustments to reconcile net loss to net
cash provided by (used in) operating activitiesDepreciation and amortization expense
    
    
    1,407
    
    
    
    2,502Deferred income taxes
    
    
    451
    
    
    
    (1,131
    )Non-cash asset impairment charges
    
    
    1,100
    
    
    
    2,867Non-cash ESOP compensation expense
    
    
    425
    
    
    
    620Non-cash stock compensation expense
    
    
    237
    
    
    
    371Non-cash inventory write-downs
    
    
    3,113
    
    
    
    3,378Provision for doubtful accounts
    
    
    245
    
    
    
    250(Gain) loss on disposal of assets
    
    
    (341
    )
    
    
    19Changes in operating assets and liabilitiesAccounts receivable
    
    
    3,456
    
    
    
    (464
    )Refundable income taxes
    
    
    (4,323
    )
    
    
    Inventories
    
    
    (1,468
    )
    
    
    (1,069
    )Prepaid expenses
    
    
    (7
    )
    
    
    (484
    )Accounts payable
    
    
    (599
    )
    
    
    (894
    )Accrued liabilities
    
    
    (775
    )
    
    
    730Deferred compensation
    
    
    (621
    )
    
    
    (477
    )Other long-term liabilities and assets
    
    
    (326
    )
    
    
    47Cash provided by (used in) operating
activities
    
    
    (4,586
    )
    
    
    3,613Investing ActivitiesCapital expenditures
    
    
    (538
    )
    
    
    (1,239
    )Proceeds on disposal of assets
    
    
    4,489
    
    
    
    10Cash provided by (used in) investing
activities
    
    
    3,951
    
    
    
    (1,229
    )Financing ActivitiesPurchase of common stock by ESOP trust
    
    
    (36
    )
    
    
    Cash used in financing activities
    
    
    (36
    )
    
    
    Change in cash and cash equivalents
    
    
    (671
    )
    
    
    2,384Cash and cash equivalents at beginning of the period
    
    
    8,418
    
    
    
    Cash and cash equivalents at end of the period
    
    $
    7,747
    
    
    $
    2,384
 See accompanying notes to condensed consolidated financial statements.
  5




---



##### Table of Contents



Capital in
    
    
    Unearned
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    TotalCommon Stock
    
    
    Excess of
    
    
    ESOP
    
    
    Retained
    
    
    Treasury Stock
    
    
    StockholdersShares
    
    
    Amount
    
    
    Par Value
    
    
    Shares
    
    
    Earnings
    
    
    Shares
    
    
    Amount
    
    
    EquityBalance at January
1, 2007
    
    
    7,944,163
    
    
    $
    80
    
    
    $
    18,075
    
    
    $
    (16,708
    )
    
    $
    89,971
    
    
    
    (1,776,287
    )
    
    $
    (21,000
    )
    
    $
    70,418Net loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (6,560
    )
    
    
    
    
    
    
    
    
    
    
    (6,560
    )ESOP compensation
expense
    
    
    
    
    
    
    
    
    
    
    (118
    )
    
    
    543
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    425Purchase of common
stock by ESOP
Trust
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (36
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (36
    )Issuance of
restricted stock
awards
    
    
    13,100
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Cancellation of
restricted stock
award
    
    
    (7,500
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Amortization of
unearned
compensation of
restricted stock
awards
    
    
    
    
    
    
    
    
    
    
    216
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    216Stock option
compensation
expense
    
    
    
    
    
    
    
    
    
    
    21
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    21Balance at
September 29, 2007
    
    
    7,949,763
    
    
    $
    80
    
    
    $
    18,194
    
    
    $
    (16,201
    )
    
    $
    83,411
    
    
    
    (1,776,287
    )
    
    $
    (21,000
    )
    
    $
    64,484
 See accompanying notes to condensed consolidated financial statements.
  6




---



##### Table of Contents



Note 1. Basis of Presentation
     Note 2. Inventories
  (In thousands)Sept. 29,
    
    
    Sept. 30,
    
    
    Dec. 31,2007
    
    
    2006
    
    
    2006Raw materials
    
    $
    8,227
    
    
    $
    11,249
    
    
    $
    10,876Work-in-process
    
    
    3,314
    
    
    
    4,725
    
    
    
    3,488Finished goods
    
    
    19,109
    
    
    
    22,033
    
    
    
    17,72630,650
    
    
    
    38,007
    
    
    
    32,090LIFO reserve
    
    
    (3,628
    )
    
    
    (3,307
    )
    
    
    (3,423
    )$
    27,022
    
    
    $
    34,700
    
    
    $
    28,667
  7




---



##### Table of Contents



Note 3. Restructuring and Asset Impairment Charges
   (In thousands)Three Months Ended
    
    
    Nine Months EndedSept. 29,
    
    
    Sept. 30,
    
    
    Sept. 29,
    
    
    Sept. 30,2007
    
    
    2006
    
    
    2007
    
    
    2006Restructuring charges:Costs to shut down, vacate
and prepare for sale
    
    $
    14
    
    
    $
    36
    
    
    $
    343
    
    
    $
    36One-time termination benefits
    
    
    
    
    
    
    122
    
    
    
    78
    
    
    
    122Inventory write-downs
    
    
    
    
    
    
    2,748
    
    
    
    
    
    
    
    2,74814
    
    
    
    2,906
    
    
    
    421
    
    
    
    2,906Asset impairment charges
    
    
    (67
    )
    
    
    2,867
    
    
    
    978
    
    
    
    2,867$
    (53
    )
    
    $
    5,773
    
    
    $
    1,399
    
    
    $
    5,773Statements of Operations
classification:Gross margin
    
    $
    (66
    )
    
    $
    5,633
    
    
    $
    1,171
    
    
    $
    5,633Selling general and
administrative expenses
    
    
    13
    
    
    
    140
    
    
    
    228
    
    
    
    140$
    (53
    )
    
    $
    5,773
    
    
    $
    1,399
    
    
    $
    5,773
  (In thousands)Cumulative CostsIncurred to Date
    
    
    Remaining ThreeSept. 29, 2007
    
    
    Months 2007
    
    
    TotalCosts to shut down, vacate
and prepare for sale
    
    $
    822
    
    
    $
    15
    
    
    $
    837One-time termination benefits
    
    
    541
    
    
    
    
    
    
    
    541$
    1,363
    
    
    $
    15
    
    
    $
    1,378
  8




---



##### Table of Contents



(In thousands)Nine Months Ended September 29, 2007Charges
    
    
    
    
    
    
    AssetDec. 31,
    
    
    to
    
    
    Cash
    
    
    Impairments,
    
    
    Sept. 29,2006
    
    
    Expense
    
    
    Payments
    
    
    Net
    
    
    2007Costs to shut down,
vacate and prepare
for sale
    
    $
    29
    
    
    $
    343
    
    
    $
    (372
    )
    
    $
    
    
    
    $
    One time
termination
benefits
    
    
    260
    
    
    
    78
    
    
    
    (338
    )
    
    
    
    
    
    
    Asset impairment
charges
    
    
    
    
    
    
    978
    
    
    
    
    
    
    
    (978
    )
    
    
    $
    289
    
    
    $
    1,399
    
    
    $
    (710
    )
    
    $
    (978
    )
    
    $
    
  Note 4. Assets Held for Sale
  (In thousands)Sept. 29,
    
    
    Sept. 30,
    
    
    Dec. 31,2007
    
    
    2006
    
    
    2006Land and buildings
    
    $
    686
    
    
    $
    
    
    
    $
    4,690Machinery and equipment
    
    
    
    
    
    
    
    
    
    
    378$
    686
    
    
    $
    
    
    
    $
    5,068
  9




---



##### Table of Contents



Note 5. Property, Plant and Equipment
  (In thousands)Sept. 29,
    
    
    Sept. 30,
    
    
    Dec. 31,2007
    
    
    2006
    
    
    2006Land
    
    $
    925
    
    
    $
    2,231
    
    
    $
    925Buildings and improvements
    
    
    26,096
    
    
    
    31,342
    
    
    
    25,989Machinery and equipment
    
    
    39,423
    
    
    
    46,539
    
    
    
    41,059Leasehold improvements
    
    
    626
    
    
    
    1,041
    
    
    
    1,059Construction in progress
    
    
    94
    
    
    
    194
    
    
    
    11667,164
    
    
    
    81,347
    
    
    
    69,148Less accumulated depreciation
and amortization
    
    
    (49,687
    )
    
    
    (55,232
    )
    
    
    (49,936
    )$
    17,477
    
    
    $
    26,115
    
    
    $
    19,212
 Note 6. Accrued Liabilities
  (In thousands)Sept. 29,
    
    
    Sept. 30,
    
    
    Dec. 31,2007
    
    
    2006
    
    
    2006Employee-related benefits
    
    $
    1,716
    
    
    $
    2,625
    
    
    $
    1,945Compensation related
    
    
    1,000
    
    
    
    519
    
    
    
    408Deferred compensation
    
    
    741
    
    
    
    799
    
    
    
    1,071Sales commissions
    
    
    592
    
    
    
    778
    
    
    
    708Property taxes
    
    
    471
    
    
    
    731
    
    
    
    560Other accrued liabilities
    
    
    2,254
    
    
    
    2,606
    
    
    
    2,842$
    6,774
    
    
    $
    8,058
    
    
    $
    7,534
  10




---



##### Table of Contents



Note 7. Employee Stock Ownership Plan
 Accounting for Employee Stock
Ownership Plans
 (In thousands)Sept. 29,
    
    
    Sept. 30,
    
    
    Dec. 31,2007
    
    
    2006
    
    
    2006Allocated shares
    
    
    263
    
    
    
    244
    
    
    
    296Committed to be released shares
    
    
    51
    
    
    
    51
    
    
    
    Unearned ESOP shares
    
    
    1,620
    
    
    
    1,688
    
    
    
    1,671Total ESOP shares
    
    
    1,934
    
    
    
    1,983
    
    
    
    1,967Unearned ESOP shares, at cost
    
    $
    16,201
    
    
    $
    16,878
    
    
    $
    16,708Fair value of unearned ESOP shares
    
    $
    7,631
    
    
    $
    16,675
    
    
    $
    14,353
 Note 8. Earnings per Share of Common Stock
  Note 9. Income Taxes
 Accounting for Uncertainty in Income Taxes
    11




---



##### Table of Contents



Item 2. Managements Discussion and Analysis of Financial Condition and Results of
Operations
 Overview
       12




---



##### Table of Contents



Results of Operations
  Three Months Ended
    
    
    Nine Months EndedSept. 29,
    
    
    Sept. 30,
    
    
    Sept. 29,
    
    
    Sept. 30,2007
    
    
    2006
    
    
    2007
    
    
    2006Sales
    
    
    100.0
    %
    
    
    100.0
    %
    
    
    100.0
    %
    
    
    100.0
    %Cost of sales
    
    
    86.8
    
    
    
    98.4
    
    
    
    87.9
    
    
    
    85.5Gross margin
    
    
    13.2
    
    
    
    1.6
    
    
    
    12.1
    
    
    
    14.5Selling, general and administrative expenses
    
    
    25.1
    
    
    
    19.5
    
    
    
    23.3
    
    
    
    17.2Operating loss
    
    
    (11.9
    )
    
    
    (17.9
    )
    
    
    (11.2
    )
    
    
    (2.7
    )Interest income (expense), net
    
    
    
    
    
    
    (0.2
    )
    
    
    0.1
    
    
    
    (0.2
    )Loss before income tax
benefit
    
    
    (11.9
    )
    
    
    (18.1
    )
    
    
    (11.1
    )
    
    
    (2.9
    )Income tax benefit
    
    
    4.6
    
    
    
    5.5
    
    
    
    4.2
    
    
    
    0.7Net loss
    
    
    (7.3
    )%
    
    
    (12.6
    )%
    
    
    (6.9
    )%
    
    
    (2.2
    )%
    13




---



##### Table of Contents



Liquidity and Capital Resources
      14




---



##### Table of Contents



Recently Issued Accounting Standards
 Fair Value
Measurements
 The Fair Value
Option for Financial Assets and Financial Liabilities  including an amendment of FASB No. 115
 Forward-Looking Statements
    
 Item 3. Quantitative and Qualitative Disclosures About Market Risk
   15




---



##### Table of Contents



Item 4. Controls and Procedures
   
  
 Item 1A. Risk Factors
 We may have difficulty returning to profitability.
  We may not be able to effectively source our products competitively.
   16




---



##### Table of Contents



Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
  Purchase of Equity Securities
 Total number
    
    
    Maximum numberof shares
    
    
    (or approximatepurchased as
    
    
    dollar value) ofTotal
    
    
    Average
    
    
    part of publicly
    
    
    shares that may yetnumber
    
    
    price
    
    
    announced
    
    
    be purchasedof shares
    
    
    paid
    
    
    plans or
    
    
    under the plans orPeriod
    
    purchased
    
    
    per share
    
    
    programs
    
    
    programs (1)July 1, 2007 to July 28, 2007
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    702,965July 29, 2007 to August 25, 2007
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    702,965August 26, 2007 to September
29, 2007
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    702,965Total
    
    
    
    
    
    
    
    
    
    
    
 (1)
    
    The Company has maintained a share repurchase program since 1997, which has no expiration
date. 
 Item 6. Exhibits
 3.1
    
    Certificate of Incorporation of the Registrant, as amended, filed as Exhibit 3.1 to Form S-1,
registration number 33-45902, as filed with the Securities and Exchange Commission on February
21, 1992, is incorporated herein by reference.3.2
    
    By-laws of the Registrant, as amended, filed as Exhibit 3.2 to Form 8-K, as filed with the
Securities and Exchange Commission on December 12, 2005, is incorporated herein by reference.31.1
    
    Certification of Chief Executive Officer required pursuant to 18 U.S.C. § 1350, as adopted
pursuant to § 302 of the Sarbanes-Oxley Act of 2002 (filed herewith).31.2
    
    Certification of Chief Financial Officer required pursuant to 18 U.S.C. § 1350, as adopted
pursuant to § 302 of the Sarbanes-Oxley Act of 2002 (filed herewith).32.1
    
    Certifications of Chief Executive Officer and Chief Financial Officer required pursuant to 18
U.S.C. § 1350, as adopted pursuant to § 906 of the
Sarbanes-Oxley Act of 2002 (filed
herewith).
  17




---



##### Table of Contents



Chromcraft Revington, Inc.
(Registrant)Date: November 12, 2007
    By:
    /s/ Frank T. KaneFrank T. KaneSr. Vice President-Finance and
Chief Financial Officer
(duly authorized officer and principal
accounting and financial officer)  18




---



##### Table of Contents



Exhibit
No.
    
    Description31.1
    
    Certification of Chief Executive Officer required pursuant to 18 U.S.C. § 1350, as adopted
pursuant to § 302 of the Sarbanes-Oxley Act of 2002 (filed herewith).31.2
    
    Certification of Chief Financial Officer required pursuant to 18 U.S.C. § 1350, as adopted
pursuant to § 302 of the Sarbanes-Oxley Act of 2002 (filed herewith).32.1
    
    Certifications of Chief Executive Officer and Chief Financial Officer required pursuant to
18 U.S.C. § 1350, as adopted pursuant to § 906 of the
Sarbanes-Oxley Act of 2002 (filed
herewith).
  19