##### Table of Contents





SECURITIES AND EXCHANGE
    COMMISSION
 WASHINGTON, D.C.
    20549
 Form 10-K
  þ

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934For The Fiscal Year Ended
    December 31,
    2009   Commission File Number
    001-08524
  MYERS INDUSTRIES,
    INC.
 (Exact name of registrant as
    specified in its charter)
  OHIO

34-0778636(State or other jurisdiction of
    incorporation or organization)

(IRS Employer Identification
    Number)   1293 S. Main Street, Akron, Ohio

44301

(330) 253-5592(Address of Principal Executive
    Offices)

(Zip Code)

(Telephone Number)   Securities Registered Pursuant
    to
    Section 12(b) of the Act:

Name of Each Exchange
    On which registered:Common Stock, Without Par Value

New York Stock Exchange(Title of Class)   Securities Registered Pursuant to Section 12(g) of the
    Act: None
  o þ
  o þ
  þ o
  o o
  Regulation S-K Form 10-K Form 10-K. þ
  Rule 12b-2
  Large
    accelerated
    filer o
    Accelerated
    filer þ
    Non-accelerated
    filer o
    Smaller
    reporting
    company o   Rule 12b-2 o þ
      DOCUMENTS
    INCORPORATED BY REFERENCE:
  Form 10-K.




---





TABLE OF CONTENTS  PART IITEM 1. BusinessITEM 1A. Risk FactorsITEM 1B. Unresolved Staff CommentsITEM 2. PropertiesITEM 3. Legal ProceedingsPART IIITEM 5. Market for Registrants Common Stock and Related Stockholder Matters and Issuer Purchases of Equity SecuritiesITEM 6. Selected Financial DataITEM 7. Managements Discussion and Analysis of Results of Operations and Financial ConditionItem 7A. Quantitative and Qualitative Disclosures About Market RiskITEM 8. Financial Statements and Supplementary DataREPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRMStatements of Consolidated (Loss) IncomeStatements of Consolidated Financial PositionStatements of Consolidated Financial PositionStatements of Consolidated Shareholders EquityStatements of Consolidated Cash FlowsNotes to Consolidated Financial Statements Amounts in thousands, except as otherwise notedITEM 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.ITEM 9.A. Controls and ProceduresITEM 9B. Other Information.PART IIIITEM 10. Directors and Executive Officers of the RegistrantITEM 11. Executive CompensationITEM 12. Security Ownership of Certain Beneficial Owners and ManagementITEM 13. Certain Relationships and Related TransactionsITEM 14. Principal Account Fees and ServicesPART IVITEM 15. Exhibits, Financial Statement SchedulesSIGNATURESEX-3.1EX-21EX-23EX-31.1EX-31.2EX-32    Table of Contents  
  PART I
 
  ITEM 1.
    Business  (a)
    General
    Development of Business            
    Industry-leading innovation of niche, high margin products;
    Being the low-cost provider of certain commodity products where
    our brands excel;
    Achieving leadership in key product areas through breadth of
    offering, consistent quality and superior customer service;
    Concentrating our efforts on niche markets where our
    capabilities create profit opportunities for our customers and
    ourselves;
    Leveraging brand equity and capabilities to grow business with
    existing customers and cultivate new ones, particularly in
    emerging growth markets where we can deliver the greatest value
    and achieve the best returns;
    Investing in new technologies and processes to reinforce
    customer satisfaction and market strength across our key
    business segments;
    Succession plans through our management teams at all levels in
    the Company, ensuring the right people are in the right
    positions to grow;
    Selective acquisitions as opportunities arise to enhance our
    leadership in key markets;
    Potential divestiture of businesses with non-strategic products
    or markets, aligning our resources with the best avenues for
    long-term, profitable growth potential; and
    Consolidation and rationalization initiatives to reduce costs
    and improve productivity within the Companys manufacturing
    and distribution footprint. 1




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##### Table of Contents



(b)
    Financial
    Information About Segments    (c)
    Description
    of Business       2




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##### Table of Contents



2009Continuing

Lawn and Garden

Material Handling

Distribution

Automotive and CustomOperations

Segment

Segment

Segment

SegmentNet Sales

$220mm

$254mm

$163mm

$86mm% of  Total Net Sales

31%

36%

23%

10%Key Product Areas

   Plastic Horticultural Pots, Trays, Flats
    & Hanging Baskets
       Decorative Resin Planters
       Custom Products

   Plastic Reusable Containers &
    Pallets
       Plastic Storage & Organization
    Products
       Plastic Carts
       Metal Carts
       Wooden Dollies
       Custom Products

   Tire Valves & Accessories
       Tire Changing & Balancing
    Equipment
       Lifts & Alignment Equipment
       Service Equipment
       Hand Tools
       Tire Repair & Retread Equipment
    & Supplies
       Brake, Transmission & Allied
    Service Equipment & Supplies

   Rubber & Plastic Original Equipment
    & Replacement Parts
       Tire Repair & Retreading
    Products
       Highway Markings
       Industrial Rubber
       Custom Rubber & Plastic ProductsProduct Brands

   Dillen®

       ITML®

       Listotm   Pro
    Cal®

       Planters
    Pride®

       Akro-Mils Lawn &
    Garden®

   Akro-Mils®

       Buckhorn®

       Myers do
    Brasil®

   Myers Tire
    Supply®

       Myers Tire Supply
    International®

   Ameri-Karttm   Patch
    Rubbertm   WEK®Key Capabilities & Services

   Product Design
       Prototyping
       Testing
       Material Formulation
       Injection Molding
       Thermoforming
       Co-Extrusion Thermoforming
       Custom Printing & Labeling
       Material Regrind & Recycling

   Product Design
       Prototyping
       Product Testing
       Material Formulation
       Injection Molding
       Structural Foam Molding
       Metal Forming
       Wood Fabrication
       Powder Coating
       Material Regrind & Recycling

   Broad Sales Coverage
       Local Sales & Inventory
       International Distribution
       Personalized Service
       National Accounts
       Product Training
       Repair/Service Training
       New Products
    Speed to Market

   Rubber Mixing
       Rubber Compounding
       Rubber Calendering
       Rubber Extrusion
       Rubber Injection Molding
       Plastic Blow Molding
       Co-Extrusion Blow Molding
       Plastic Rotational MoldingRepresentative
    Markets

   Horticulture:
      - Growers
      - Nurseries
      - Greenhouses
      - Retail Garden Centers
       Consumer
      - Retail Garden Centers
      - Retail Home Centers

   Agriculture
       Automotive
       Commercial
       Food Processing
       Food Distribution
       Healthcare
       Industrial
       Manufacturing
       Retail Distribution

   Retail Tire Dealers
       Truck Tire Dealers
       Auto Dealers
       Commercial Auto & Truck Fleets
       General Repair & Services
    Facilities
       Tire Retreaders
       Governmental Agencies

   Automotive OEM
       Industrial
       Mining
       Recreational Marine
       Recreational Vehicle
       Road Construction
       Sporting Goods
       Tire Repair
       Telecommunications  3




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##### Table of Contents



Manufacturing
    Segments Overview
  Lawn and
    Garden Segment
  Dillen® ITML® Pro
    Cal®,

    Listotm, Planters Pride Akro-Mils
    Lawn &
    Gardentm
      point-of-sale
  Listo
  Planters
    Pride® Akro-Mils Lawn & Garden
    Products® ®
     4




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Material
    Handling Segment
  Buckhorn® Akro-Milstm
  Buckhorns
    and/or
    SeedBoxes tm Caliber® Citadel®
   5




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##### Table of Contents



Akro-Mils ®
        Automotive
    and Custom Segment
  Ameri-Karttm Patch
    Rubbertm WEKtm 3-D
  WEK
  Ameri-Kart
 6




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Patch Rubber
      Distribution
    Segment Overview
  Myers
    Tire
    Supply® Myers Tire Supply
    International®
    Chicago Pneumatic Hennessy Corghi Ingersoll-Rand John Bean Co. Rotary
  on-site
     7




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##### Table of Contents



first-to-market
  Raw
    Materials & Suppliers Manufacturing and
    Distribution Segments
      Competition
      Customer
    Dependence
    Employees
      (d)
    Financial
    Information About Geographic Areas    (e)
    Available
    Information  Filings with the SEC
  Form 10-K;
 8




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Form 10-Q;
  Form 8-K; and
    1-800-SEC-0330. http://www.sec.gov.
  http://www.myersind.com. Form 10-K.
  Corporate Governance . Form 8-K
   
  ITEM 1A.
    Risk
    Factors  Form 10-K
    Any
    significant increase in the cost of raw materials or disruption
    in the availability of raw materials could adversely affect our
    performance.
   9




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We
    incur inherent risks associated with our strategic growth
    initiatives.
      We may
    not realize the improved operating results that we anticipate
    from past acquisitions or from acquisitions we may make in the
    future and we may experience difficulties in integrating the
    acquired businesses or may inherit significant liabilities
    related to such businesses.
    
    we may have difficulty integrating the acquired businesses as
    planned, which may include integration of systems of internal
    controls over financial reporting and other financial and
    administrative functions;
    acquisitions may divert managements attention from our
    existing operations;
    we may have difficulty in competing successfully for available
    acquisition candidates, completing future acquisitions or
    accurately estimating the financial effect of any businesses we
    acquire;
    we may have delays in realizing the benefits of our strategies
    for an acquired business;
    we may not be able to retain key employees necessary to continue
    the operations of an acquired business;
    acquisition costs may be met with cash or debt, increasing the
    risk that we will be unable to satisfy current financial
    obligations;
    we may acquire businesses that are less profitable or have lower
    profit margins than our historical profit margins; and
    acquired companies may have unknown liabilities that could
    require us to spend significant amounts of additional capital. 10




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##### Table of Contents



Our
    results of operations and financial condition could be adversely
    affected by a downturn in the general markets or the general
    economic environment.
    We
    operate in a very competitive business
    environment.
    The
    results of operations for our Lawn and Garden Segment are
    influenced by weather conditions.
    Our
    operations depend on our ability to maintain continuous,
    uninterrupted production at our manufacturing facilities, which
    are subject to physical and other risks that could disrupt
    production.
      We
    derive a portion of our revenues from direct and indirect sales
    outside the United States and are subject to the risks of doing
    business in foreign countries.
    
    fluctuations in currency exchange rates; 11




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
    limitations on the remittance of dividends and other payments by
    foreign subsidiaries;
    limitations on foreign investment;
    additional costs of compliance with local regulations; and
    in certain countries, higher rates of inflation than in the
    United States.    A
    significant portion of our sales are derived from a single
    customer.
    Our
    future performance depends in part on our ability to develop and
    market new products if there are changes in technology,
    regulatory requirements or competitive processes.
    We may
    not be successful in protecting our intellectual property
    rights, including our unpatented proprietary know-how and trade
    secrets, or in avoiding claims that we infringed on the
    intellectual property rights of others.
  and/or
 12




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If we
    are unable to maintain access to credit financing, our business
    may be adversely affected.
        Future
    claims, litigation and regulatory actions could adversely affect
    our financial condition and our ability to conduct our
    business.
    Current
    and future environmental and other governmental laws and
    requirements could adversely affect our financial condition and
    our ability to conduct our business.
     13




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Environmental
    regulations specific to plastic products and containers could
    adversely affect our ability to conduct our
    business.
    Our
    insurance coverage may be inadequate to protect against
    potential hazardous incidents to our business.
    Our
    business operations could be significantly disrupted if members
    of our senior management team were to leave.
    Unforeseen
    future events may negatively impact our economic
    condition.
   14




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Equity
    Ownership Concentration
    Legal &
    Regulatory Actions
   
  ITEM 1B.
    Unresolved
    Staff Comments   15




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##### Table of Contents



ITEM 2.
    Properties    Distribution
  Approximate


ApproximateFloor Space


Land AreaLocation

(Square Feet)


(Acres)


UseAkron, Ohio


129,000



8



Executive offices and warehousingAkron, Ohio


60,000



5



WarehousingAkron, Ohio


31,000



2



WarehousingPomona, California


17,700



1



Sales and distributionEnglewood, Colorado


9,500



1



Sales and distributionPhoenix, Arizona


8,200



1



Sales and distributionIndianapolis, Indiana


7,800



2



Sales and distributionCincinnati, Ohio


7,500



1



Sales and distributionYork, Pennsylvania


7,400



3



Sales and distributionMinneapolis, Minnesota


5,500



1



Sales and distributionCharlotte, North Carolina


5,100



1



Sales and distributionSyracuse, New York


4,800



1



Sales and distributionFranklin Park, Illinois


4,400



1



Sales and distributionManufacturingSandusky, Ohio


305,000



8



Manufacturing and distributionSpringfield, Missouri


227,000



19



Manufacturing and distributionDawson Springs, Kentucky


209,000



36



Held for saleWadsworth, Ohio


197,000



23



Manufacturing and distributionSparks, Nevada


185,000



11



Held for saleBluffton, Indiana


175,000



17



Manufacturing and distributionRoanoke Rapids, N. Carolina


172,000



20



Manufacturing and distributionShelbyville, Kentucky


160,000



8



Held for saleBristol, Indiana


166,000



12



Manufacturing and distributionJefferson, Ohio


115,000



11



Manufacturing and distributionLugoff, S. Carolina


115,000



12



Held for saleWaco, Texas


60,000



5



Manufacturing and distributionReidsville, North Carolina


53,000



17



Manufacturing and distribution     Manufacturing
  ApproximateFloor Space


Expiration DateLocation

(Square Feet)


of Lease

UseMiddlefield, Ohio


632,000


September 30, 2025

Manufacturing and distributionBrantford, Ontario, Canada


216,000


January 9, 2012

Manufacturing and distributionCassopolis, Michigan


210,000


October 31, 2010

Manufacturing and distributionReidsville, N. Carolina


171,000


July 17, 2013

Manufacturing and distributionJaguariuna, Brazil


54,000


March 30, 2012

Manufacturing and distributionBurlington, Ontario, Canada


46,000


January 9, 2012

Manufacturing and distributionMilford, Ohio


22,000


August 31, 2010

Administration and sales  16




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##### Table of Contents



ITEM 3.
    Legal
    Proceedings    clean-up
  Executive
    Officers of the Registrant
    Years asName

Age


Executive Officer


TitleJohn C. Orr


59



7


President and Chief Executive OfficerDonald A. Merril


45



4


Vice President, Chief Financial Officer and Corporate SecretaryDavid B. Knowles


49



1


Executive Vice President and Chief Operating Officer          17




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##### Table of Contents



PART II
 
  ITEM 5.
    Market
    for Registrants Common Stock and Related Stockholder
    Matters and Issuer Purchases of Equity Securities    2009

Sales PriceQuarter Ended

High


Low


DividendsMarch 31

$
8.28


$
2.91



.06June 30


10.67



6.52



.06September 30


11.00



7.52



.06December 31


10.85



7.99



.06   2008

Sales PriceQuarter Ended

High


Low


DividendsMarch 31

$
15.09


$
9.73



.06June 30


13.70



8.13



.06September 30


14.20



7.43



.06December 31


12.94



4.80



.06  18




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##### Table of Contents



Form 10-K
  Comparison
    of 5 Year Cumulative Total Return
 Assumes Initial Investment of $100
 December 2009


2004


2005


2006


2007


2008


2009Myers Industries Inc.


Return%
    Cum $



100




15.15
    135.36




8.75
    147.20




-4.94
    139.92




-43.24
    79.42




17.18
    79.70S&P 500 Index 
    Total Return


Return%
    Cum $



100




4.89
    116.30




15.79
    134.66




5.50
    142.07




-36.99
    89.51




26.45
    102.08S&P 600 Index 
    Total Return


Return%
    Cum $



100




7.68
    132.07




15.11
    152.03




-0.30
    151.58




-31.07
    104.49




25.57
    106.98  19




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##### Table of Contents





ITEM 6.
    Selected
    Financial Data Thousands
    of Dollars, Except Per Share Data
  2009


2008


2007


2006


2005Operations for the YearNet sales

$
701,834


$
813,541


$
855,705


$
699,312


$
654,642Cost of sales


530,939



616,879



628,748



505,735



483,713Selling


70,999



88,819



95,007



73,649



64,823General and administrative


77,297



72,394



86,684



62,864



59,025Impairment charges(1)


5,462



70,148



0



0



0Other income(2)


0



0



(26,750
)


0



0Interest  net


8,304



11,336



15,292



15,644



15,298693,001



859,577



798,981



657,892



622,859Income (loss) from continuing operations before income taxes


8,833



(46,035
)


56,724



41,420



31,783Income taxes


1,838



(286
)


19,985



14,910



12,677Income (loss) from continuing operations


6,995



(45,749
)


36,739



26,510



19,106Income (loss) from continuing operations per basic and diluted
    share

$
.20


$
(1.30
)

$
1.05


$
.76


$
.55Financial Position  At Year EndTotal assets

$
509,966


$
568,900


$
697,552


$
661,983


$
765,260Current assets


206,548



232,648



277,809



307,523



289,581Current liabilities


169,025



96,970



158,475



134,727



128,575Working capital


37,523



135,678



119,335



172,796



161,006Other assets


145,000



137,347



205,773



203,160



279,958Property, plant and equipment  net


158,418



198,905



213,970



151,300



195,722Less:Long-term debt, less current portion


38,890



169,546



167,253



198,275



249,524Other long term liabilities


5,682



6,396



4,014



12,922



12,667Deferred income taxes


38,371



43,149



50,540



35,401



35,093Shareholders Equity


257,998



252,839



317,270



280,659


$
339,401Common Shares Outstanding


35,286,129



35,235,636



35,180,192



35,067,230



34,806,393Book Value Per Common Share

$
7.31


$
7.18


$
9.02


$
8.00


$
9.75Other DataDividends(3)

$
8,436


$
8,451


$
17,495


$
7,174


$
6,947Dividends per Common Share(3)


0.24



0.24



0.50



0.20



0.20Average Basic Common SharesOutstanding during the year


35,266,939



35,211,811



35,140,581



34,978,269



34,724,488     (1)
    
    In 2009, the Company had impairment charges of $5.5 million
    related to certain property, plant and equipment related to the
    restructuring plans in its manufacturing segments. The fourth
    quarter of 2008, includes a goodwill impairment charge of
    $60.1 million related to the Companys Automotive and
    Custom segment and impairment charges of $10.0 million for
    long-lived assets in the Lawn and Garden Segment.(2)
    
    A non-operating income gain of $26.8 million
    ($35.0 million, net of related expenses) was recognized
    during the fourth quarter of 2007. This income resulted from a
    termination fee paid in connection with the Companys
    proposed merger.(3)
    
    Dividends in 2007 include a special dividend for
    $9.9 million accrued but not paid until 2008. 20




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##### Table of Contents



ITEM 7.
    Managements
    Discussion and Analysis of Results of Operations and Financial
    Condition  Executive
    Overview
      Results
    of Operations: 2009 versus 2008
  Net
    Sales from Continuing Operations:
  Segment

2009


2008


Change


% ChangeLawn & Garden

$
220.3


$
272.8


$
(52.5
)


(19
)%Material Handling

$
254.1


$
261.2


$
(7.1
)


(3
)%Distribution

$
163.0


$
187.1


$
(24.1
)


(13
)%Auto & Custom

$
86.0


$
119.7


$
(33.7
)


(28
)%Inter-segment elimination

$
(21.5
)

$
(27.3
)

$
(5.7
)


(21
)%TOTAL

$
701.8


$
813.5


$
(111.7
)


(14
)%            21




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##### Table of Contents



Cost of Sales & Gross Profit from Continuing
    Operations:
  Cost of Sales and Gross Profit

2009


2008Cost of sales

$
530.9


$
616.9Gross profit

$
170.9


$
196.7Gross profit as a percentage of sales


24.3
%


24.2
%     Selling,
    General and Administrative (SG&A) Expenses from
    Continuing Operations:
  SG&A Expenses

2009

2008

ChangeSG&A expenses

$
148.3


$
161.2


$
(12.9
)SG&A expenses as a percentage of sales


21.1
%


19.8
%


(1.3
)     Impairment
    Charges from Continuing Operations:
      Interest
    Expense from Continuing Operations:
  Net Interest Expense

2009


2008


Change


% ChangeInterest expense

$
8.3


$
11.3


$
(3.0
)


(27
)%Outstanding borrowings

$
104.3


$
171.6


$
(67.3
)


(39
)%Average borrowing rate


5.25
%


5.81
%


(.56
)


(10
)%    22




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##### Table of Contents



Income
    Before Taxes from Continuing Operations:
  Segment

2009


2008


Change


% ChangeLawn & Garden

$
16.7


$
(1.8
)

$
18.5



Material Handling

$
13.6


$
26.6


$
(13.0
)


(49
)%Distribution

$
13.7


$
17.5


$
(3.8
)


(22
)%Auto & Custom

$
0.8


$
(54.2
)

$
55.0



Corporate and interest

$
(35.9
)

$
(34.2
)

$
(1.7
)


(5
)%Income (Loss)

$
8.8


$
(46.0
)

$
54.8



     Income Taxes from Continuing Operations

2009


2008Income (loss) before taxes

$
8.8


$
(46.0
)Income tax (benefit) expense

$
1.8


$
(0.3
)Effective tax rate


20.8
%


0.6
%     Results
    of Operations: 2008 versus 2007
  Net
    Sales from Continuing Operations:
  Segment

2008


2007


Change


% ChangeLawn & Garden

$
272.8


$
300.9


$
(28.1
)


(9
)%Material Handling

$
261.2


$
267.2


$
(6.0
)


(2
)%Distribution

$
187.1


$
203.2


$
(16.1
)


(8
)%Auto & Custom

$
119.7


$
107.8


$
11.9



11
%Inter-segment elimination

$
(27.3
)

$
(23.4
)

$
(3.9
)


(16
)%TOTAL

$
813.5


$
855.7


$
(42.2
)


(5
)%      23




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##### Table of Contents



Cost
    of Sales & Gross Profit from Continuing
    Operations:
  Cost of Sales and Gross Profit

2008


2007Cost of sales

$
616.9


$
628.7Gross profit

$
196.7


$
227.0Gross profit as a percentage of sales


24.2
%


26.5
%     Selling,
    General and Administrative (SG&A) Expenses from
    Continuing Operations:
  SG&A Expenses

2008

2007

ChangeSG&A expenses

$
161.2


$
181.7


$
(20.5
)SG&A expenses as a percentage of sales


19.8
%


21.2
%


(1.4
)     Impairment
    Charges from Continuing Operations:
   24




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##### Table of Contents



Interest
    Expense from Continuing Operations:
  Net Interest Expense

2008


2007


Change


% ChangeInterest expense

$
11.3


$
15.3


$
(4.0
)


(26
)%Outstanding borrowings

$
171.6


$
170.9


$
0.7



1
%Average borrowing rate


5.81
%


5.95
%


(.14
)


(2
)%     Income
    Before Taxes from Continuing Operations:
  Segment

2008


2007


Change


% ChangeLawn & Garden

$
(1.8
)

$
0.9


$
(2.7
)



%Material Handling

$
26.6


$
40.4


$
(13.8
)


(34
)%Distribution

$
17.5


$
20.5


$
(3.0
)


(14.8
)%Auto & Custom

$
(54.2
)

$
8.4


$
(62.6
)


Corporate and interest

$
(34.2
)

$
(13.5
)

$
(20.7
)


(153
)%Income (Loss)

$
(46.0
)

$
56.7


$
(102.7
)


(181
)%     Income
    Taxes from Continuing Operations:
  2008


2007Income (loss) before taxes

$
(46.0
)

$
56.7Income tax (benefit) expense

$
(0.3
)

$
20.0Effective tax rate


0.6
%


35.2
%     Financial
    Condition & Liquidity and Capital Resources
     25




---



##### Table of Contents



Required Level

Actual LevelInterest Coverage Ratio


2.5 to 1 (minimum
)


4.6Leverage Ratio


3.5 to 1 (maximum
)


1.5       Less than


2-3


4-51 Year


Years


Years


Thereafter


Total(Amounts in Thousands)Principal payments on debt

$
65,425


$
3,250


$
35,640



0


$
104,315Interest


6,540



6,850



5,024



0



18,414Lease payments


9,784



11,886



7,020



22,610



51,300Retirement benefits


396



812



832



5,597



7,637Total

$
82,145


$
22,798


$
48,516


$
28,207


$
181,666  
  Item 7A.
    Quantitative
    and Qualitative Disclosures About Market Risk  Market
    Risk and Derivative Financial Instruments
     26




---



##### Table of Contents



Critical
    Accounting Policies
      last-in, first-in,
     27




---



##### Table of Contents



Recent
    Pronouncements
        157-2,
 28




---



##### Table of Contents



ITEM 8.
    Financial
    Statements and Supplementary Data  Summarized
    Quarterly Results of Operations
 Thousands of Dollars, Except Per Share Data
  Quarter Ended 2009

March 31


June 30


Sept. 30


Dec. 31


TotalNet Sales

$
182,689


$
165,439


$
165,412


$
188,294


$
701,834Gross Profit


55,480



41,305



36,526



37,585



170,895Income (loss) from continuing operations


6,257



(725
)


(580
)


2,042



6,995Per Basic and Diluted Share


.18



(.02
)


(.02
)


.06



.20   Quarter Ended 2008

March 31


June 30


Sept. 30


Dec. 31


TotalNet Sales

$
234,295


$
200,060


$
199,880


$
179,306


$
813,541Gross Profit


57,872



47,600



46,736



44,455



196,662Income (loss) from continuing operations


8,528



2,932



1,700



(58,909
)


(45,749
)Per Basic and Diluted Share


.24



.08



.05



(1.67
)


(1.30
)      29




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##### Table of Contents



REPORT OF
    INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
  The Board
    of Directors
    Myers Industries, Inc.:
        Internal Control  Integrated Framework
      30




---



##### Table of Contents



MYERS
    INDUSTRIES, INC. AND SUBSIDIARIES

    Statements of Consolidated (Loss) Income
    For The Years Ended December 31, 2009, 2008 and 2007(Dollars in thousands, except per share
    data)
  2009


2008


2007Net sales

$
701,834


$
813,541


$
855,705Cost of sales


530,939



616,879



628,748Gross profit


170,895



196,662



226,957Selling expenses


70,999



88,819



95,007General and administrative expenses


77,297



72,394



86,684Impairment charges


5,462



70,148



0153,758



231,361



181,691Operating (loss) income


17,137



(34,699
)


45,266Other income, net


0



0



26,750InterestIncome


(835
)


(1,262
)


(284
)Expense


9,139



12,598



15,5768,304



11,336



15,292Income (loss) from continuing operations before income taxes


8,833



(46,035
)


56,724Income tax (benefit) expense


1,838



(286
)


19,985Income (loss) income from continuing operations


6,995



(45,749
)


36,739Income (loss) from discontinued operations, net of tax


(7,678
)


1,256



17,997Net (loss) income

$
(683
)

$
(44,493
)

$
54,736Income (loss) income per common shareBasicContinuing operations

$
.20


$
(1.30
)

$
1.05Discontinued operations


(.22
)


.04



.51Net (loss) income

$
(.02
)

$
(1.26
)

$
1.56DilutedContinuing operations

$
.20


$
(1.30
)

$
1.04Discontinued operations


(.22
)


.04



.51Net (loss) income

$
(.02
)

$
(1.26
)

$
1.55   The accompanying notes are an integral part of these
    statements.
 31




---



##### Table of Contents



MYERS
    INDUSTRIES, INC. AND SUBSIDIARIES

    Statements of Consolidated Financial Position
    As of December 31, 2009 and 2008(Dollars in thousands)
  2009


2008AssetsCurrent AssetsCash

$
4,728


$
10,417Accounts receivable-less allowances of $4,402 and $6,489
    respectively


86,674



94,780InventoriesFinished and in-process products


65,522



79,381Raw materials and supplies


34,679



34,152100,201



113,533Prepaid expenses


8,612



4,347Deferred income taxes


6,333



9,571Total Current Assets


206,548



232,648Other AssetsGoodwill


111,927



109,862Patents and other intangible assets


20,003



22,291Other


13,070



5,194145,000



137,347Property, Plant and EquipmentLand


3,989



5,403Buildings and leasehold improvements


53,283



79,419Machinery and equipment


370,042



431,734427,314



516,556Less allowances for depreciation and amortization


(268,896
)


(317,651
)158,418



198,905$
509,966


$
568,900   The accompanying notes are an integral part of these
    statements.
 32




---



##### Table of Contents



MYERS
    INDUSTRIES, INC. AND SUBSIDIARIES

    Statements of Consolidated Financial Position
    As of December 31, 2009 and 2008(Dollars in thousands, except share data)
  2009


2008Liabilities and Shareholders EquityCurrent LiabilitiesAccounts payable

$
63,916


$
54,993Accrued expensesEmployee compensation


14,008



12,989Taxes, other than income taxes


1,187



1,813Income taxes


6,405



3,221Accrued interest


397



791Other


17,687



21,142Current portion of long-term debt


65,425



2,021Total Current Liabilities


169,025



96,970Long-term debt, less current portion


38,890



169,546Other liabilities


5,682



6,396Deferred income taxes


38,371



43,149Shareholders EquitySerial Preferred Shares (authorized 1,000,000 shares; none
    issued and outstanding)


0



0Common Shares, without par value (authorized
    60,000,000 shares; outstanding 35,286,129 and
    35,235,636 shares, respectively)


21,474



21,451Additional paid-in capital


278,894



275,987Accumulated other comprehensive income (loss)


6,777



(4,570
)Retained (deficit) income


(49,147
)


(40,029
)257,998



252,839$
509,966


$
568,900   The accompanying notes are an integral part of these
    statements.
 33




---



##### Table of Contents



MYERS
    INDUSTRIES, INC. AND SUBSIDIARIES

    Statements of Consolidated Shareholders Equity
    and Comprehensive Income (Loss)
    For The Years Ended December 31, 2009, 2008 and 2007(Dollars in thousands, except share and per share data)
  AccumulatedOtherAdditional


Comprehensive


Retained


ComprehensiveCommon Shares


Paid-In


(Loss)


Income


(Loss)Number


Amount


Capital


Income


(Deficit)


IncomeBalance at December 31, 2006


35,067,230


$
21,348


$
270,836


$
12,497


$
(24,023
)

$
(50,521
)Net income


0



0



0



0



54,736



54,736Sales under option plans


83,232



51



755



0



0



0Employees stock purchase plan


24,697



15



400



0



0



0Tax benefit for stock options exercised


0



0



161



0



0



0Dividend reinvestment plan


5,033



3



90



0



0



0Stock based compensation


0



0



1,376



0



0



0Foreign currency translation adjustment


0



0



0



7,564



0



7,564Dividends  $.50 per share


0



0



0



0



(17,495
)


0Pension liability


0



0



0



(8
)


0



(9
)Adoption of FIN 48


0



0



0



0



(302
)


0Realization of amounts previously recognized in AOCI on sale of
    discontinued operations


0



0



0



(10,733
)


0



(10,733
)Balance at December 31, 2007


35,180,192


$
21,417


$
273,618


$
9,320


$
12,915


$
51,559Net loss


0



0



0



0


$
(44,493
)

$
(44,493
)Sales under option plans


16,407



20



319



0



0



0Employees stock purchase plan


32,566



10



115



0



0



0Tax benefit for stock options


0



0



5



0



0



0Dividend reinvestment plan


6,471



4



56



0



0



0Stock based compensation


0



0



1,875



0



0



0Foreign currency translation


0



0



0



(11,728
)


0



(11,728
)Dividends  $.24 per share


0



0



0



0



(8,451
)


0Pension liability


0



0



0



(2,161
)


0



(2,161
)Balance at December 31, 2008


35,235,636


$
21,451


$
275,987


$
(4,570
)

$
(40,029
)

$
(58,383
)Net loss


0



0



0



0



(683
)


(683
)Restricted shares issued


11,750



0



0



0



0



0Employees stock purchase plan


23,828



14



135



0



0



0Dividend reinvestment plan


14,915



9



113



0



0



0Stock based compensation


0



0



2,660



0



0



0Foreign currency translation


0



0



0



10,643



0



10,643Dividends  $.24 per share


0



0



0



0



(8,436
)


0Pension liability


0



0



0



704



0



704Balance at December 31, 2009


35,286,129


$
21,474


$
278,894


$
6,777


$
(49,147
)

$
10,664   The accompanying notes are an integral part of these
    statements.
 34




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##### Table of Contents



MYERS
    INDUSTRIES, INC.AND SUBSIDIARIES
  Statements of Consolidated Cash Flows
  For the
    Years Ended December 31, 2009, 2008 and 2007
 (Dollars
    in thousands)
  2009


2008


2007Cash Flows From Operating ActivitiesNet (loss) income

$
(683
)

$
(44,493
)

$
54,736Net (income) loss of discontinued operations


7,678



(1,256
)


(17,997
)Non operating other income


0



0



(26,750
)Items not affecting use of cashImpairment charges


5,462



70,148



0Depreciation


33,132



34,437



31,858Amortization of other intangible assets


3,136



3,344



3,212Non cash stock compensation


2,660



1,875



1,376Deferred taxes


(1,405
)


(3,339
)


(3,093
)Loss (gain) on disposition of property, plant and equipment


(3,621
)


(389
)


1,722Cash flow provided by (used for) working capitalAccounts receivable


7,385



25,280



19,114Inventories


10,872



6,002



13,042Prepaid expenses


(3,962
)


1,102



547Accounts payable and accrued expenses


12,501



(31,757
)


18,570Net cash provided by operating activities of continuing
    operations


73,155



60,953



96,337Net cash (used for) provided by operating activities of
    discontinued operations


(817
)


996



732Net cash provided by operating activities


72,338



61,949



97,069Cash Flows From Investing ActivitiesAcquisition of businesses, net of cash acquired


(1,177
)


0



(95,698
)Proceeds from merger termination


0



0



32,500Proceeds from sale of property, plant and equipment


8,401



1,576



0Additions to property, plant and equipment


(15,995
)


(40,577
)


(19,233
)Other


737



408



1,004Net cash used for investing activities of continuing operations


(8,034
)


(38,593
)


(81,428
)Net cash provided by (used for) investing activities of
    discontinued operations


10,036



(399
)


67,330Net cash provided by (used for) investing activities


2,002



(38,992
)


(14,098
)Cash Flows From Financing ActivitiesRepayment of long term debt


(6,950
)


0



(60,560
)Net borrowing (repayment) under credit facility


(62,160
)


7,356



(42,374
)Cash dividends


(8,436
)


(18,302
)


(7,645
)Proceeds from issuance of common stock


271



523



1,312Excess tax benefit from options exercised


0



5



161Deferred financing costs


0



0



(41
)Net cash used for financing activities of continuing operations


(77,275
)


(10,417
)


(109,146
)Net cash used for financing activities of discontinued operations


(4,000
)


0



(224
)Net cash used for financing activities


(81,275
)


(10,417
)


(109,370
)Foreign Exchange Rate Effect on Cash


1,246



(9,682
)


234Net (decrease) increase in cash


(5,689
)


2,858



(26,165
)Cash at January 1


10,417



7,559



33,724Cash at December 31

$
4,728


$
10,417


$
7,559Supplemental Disclosures of Cash Flow InformationCash paid during the year for
    Interest

$
8,317


$
10,749


$
15,646Income taxes

$
5,896


$
19,340


$
14,024   The accompanying notes are an integral part of these
    statements.
 35




---



##### Table of Contents



MYERS
    INDUSTRIES, INC. AND SUBSIDIARIES.
  Notes to Consolidated Financial Statements
 Amounts
    in thousands, except as otherwise noted
  Summary
    of Significant Accounting Policies
  Basis of
    Presentation
    Translation
    of Foreign Currencies
    Fair
    Value Measurement
             36




---



##### Table of Contents



MYERS
    INDUSTRIES, INC. AND SUBSIDIARIES.
  Notes to
    Consolidated Financial Statements
 Amounts
    in thousands, except as otherwise
    noted  (Continued)
  Concentration
    of Credit Risk
    Inventories
  last-in, first-in,
    Property,
    Plant and Equipment
    Buildings


20 to 30 yearsLeasehold Improvements


7 to 10 yearsMachinery and Equipment


3 to 12 yearsVehicles


1 to 3 years   Long-Lived
    Assets
   37




---



##### Table of Contents



MYERS
    INDUSTRIES, INC. AND SUBSIDIARIES.
  Notes to
    Consolidated Financial Statements
 Amounts
    in thousands, except as otherwise
    noted  (Continued)
    Revenue
    Recognition
    Accumulated
    Other Comprehensive (Loss) Income
    2009


2008


2007Foreign currency translation adjustments

$
8,821


$
(1,822
)

$
9,906Pension adjustments


(2,044
)


(2,748
)


(586
)Total

$
6,777


$
(4,570
)

$
9,320   Shipping
    and Handling
    Stock
    Based Compensation
    Income
    Taxes
    Accounting of Uncertainty in Income Taxes  An
    Interpretation of FASB Statement No. 109,
 38




---



##### Table of Contents



MYERS
    INDUSTRIES, INC. AND SUBSIDIARIES.
  Notes to
    Consolidated Financial Statements
 Amounts
    in thousands, except as otherwise
    noted  (Continued)
    Goodwill
    and Intangible Assets
       39




---



##### Table of Contents



MYERS
    INDUSTRIES, INC. AND SUBSIDIARIES.
  Notes to
    Consolidated Financial Statements
 Amounts
    in thousands, except as otherwise
    noted  (Continued)
    Automotive and


Lawn andDistribution


Material Handling


Custom


Garden


TotalDecember 31, 2007

$
214


$
30,383


$
60,074


$
80,791


$
171,462Impairments


0



0



(60,074
)


0



(60,074
)Foreign currency translation


0



0



0



(1,526
)


(1,526
)December 31, 2008

$
214


$
30,383



0


$
79,265


$
109,862Acquisitions


0



0



0



1,376



1,376Impairments


0



0



0



0



0Foreign currency translation


0



0



0



689



689December 31, 2009

$
214


$
30,383



0


$
81,330


$
111,927       2009








2008Accumulated








AccumulatedLife

Gross


Amortization


Net


Gross


Amortization


NetTradename

Indefinite

$
4,043



0


$
4,043


$
3,493



0


$
3,493Customer Relationships(2)

6 - 13 years


13,564



(5,432
)


8,133



15,497


$
(5,749
)


9,748Technology(1)

7.5 years


2,100



(2,100
)


0



2,100



(2,100
)


0Patents

10 years


10,900



(3,088
)


7,812



10,900



(1,999
)


8,901Non-Compete

3 years


412



(396
)


17



397



(248
)


149$
31,019


$
(11,016
)

$
20,003


$
32,387


$
(10,096
)

$
22,291    (1)
    Accumulated amortization for 2008 includes an impairment charge
    of $840 related to a discontinued manufacturing process.(2)
    Accumulated amortization for 2009 includes an impairment charge
    of $528 for an intangible asset associated with discontinued
    operations. 40




---



##### Table of Contents



MYERS
    INDUSTRIES, INC. AND SUBSIDIARIES.
  Notes to
    Consolidated Financial Statements
 Amounts
    in thousands, except as otherwise
    noted  (Continued)
   Net
    Income (Loss) Per Share
    2009


2008


2007Weighted average common shares outstandingBasic


35,266,939



35,211,811



35,140,581Dilutive effect of stock options and restricted stock


0



0



108,991Weighted average common shares outstanding  diluted


35,266,939



35,211,811



35,249,572     Merger
    Agreement
      Discontinued
    Operations
     41




---



##### Table of Contents



MYERS
    INDUSTRIES, INC. AND SUBSIDIARIES.
  Notes to
    Consolidated Financial Statements
 Amounts
    in thousands, except as otherwise
    noted  (Continued)
    2009


2008


2007Net sales

$
26,604


$
54,289


$
63,088Income (loss) before income taxes


(11,806
)


(957
)


327Income tax benefit


(4,128
)


(481
)


118Net (loss) income

$
(7,678
)

$
(476
)

$
209     Acquisitions
         42




---



##### Table of Contents



MYERS
    INDUSTRIES, INC. AND SUBSIDIARIES.
  Notes to
    Consolidated Financial Statements
 Amounts
    in thousands, except as otherwise
    noted  (Continued)
    ITML


Schoeller ArcaAssets acquired:Accounts receivable

$
45,252


$
0Inventory


37,107



8,825Property, plant & equipment


56,142



18,100Intangibles


9,200



14,700Other


4,409



0152,110



41,625Liabilities assumed:Accounts payable and accruals


(25,496
)


0Debt


(64,570
)


0Deferred Income Taxes


(17,182
)


0(107,248
)


0Goodwill


9,211



0Total consideration

$
54,073


$
41,625       Severance


Contractand


TerminationPersonnel


Fees


TotalAccrued at acquisition date

$
2,023


$
241


$
2,264Provision


0



0



0Less: Payments


(1,703
)


(241
)


(1,944
)Balance at December 31, 2007

$
320


$
0


$
320Less: Payments


(320
)


0



(320
)Balance at December 31, 2008

$
0


$
0


$
0   Restructuring &
    Impairment Charges
   43




---



##### Table of Contents



MYERS
    INDUSTRIES, INC. AND SUBSIDIARIES.
  Notes to
    Consolidated Financial Statements
 Amounts
    in thousands, except as otherwise
    noted  (Continued)
              Severanceand


OtherPersonnel


Exit Costs


TotalBalance at January 1, 2007

$
0


$
0


$
0Provision


937



90



1,027Less: Payments


(918
)


(90
)


(1,008
)Balance at December 31, 2007

$
19


$
0


$
19Provision


92



5,588



5,680Less: Payments


(111
)


(5,588
)


(5,699
)Balance at December 31, 2008

$
0


$
0


$
0Provision


3,102



15,938



19,040Less: Payments


(2,679
)


(14,287
)


(16,966
)Balance at December 31, 2009

$
423


$
1,651


$
2,074    44




---



##### Table of Contents



MYERS
    INDUSTRIES, INC. AND SUBSIDIARIES.
  Notes to
    Consolidated Financial Statements
 Amounts
    in thousands, except as otherwise
    noted  (Continued)
  Stock
    Compensation
  Form S-8
      ExerciseYear

Options


Price2009


614,869


$8.19 to $10.922008


604,621


$9.00 to $12.552007


23,000


$18.62     ExerciseYear

Options


Price2009


0


02008


16,169


$8.00 to $11.152007


87,068


$8.00 to $17.02     Range of Exercise





Weighted AverageYear

Outstanding


Prices


Exercisable


Exercise Price2009


1,681,169


$
8.00 to $18.62



1,095,383


$
12.212008


1,193,376


$
8.00 to $18.62



445,750


$
13.662007


654,809


$
8.00 to $18.62



329,156


$
12.71      45




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##### Table of Contents



MYERS
    INDUSTRIES, INC. AND SUBSIDIARIES.
  Notes to
    Consolidated Financial Statements
 Amounts
    in thousands, except as otherwise
    noted  (Continued)
    2009


2008


2007Monte


Black


BlackModel

Carlo


Scholes


ScholesRisk free interest rate


2.66
%


3.38
%


4.70
%Expected dividend yield


1.67
%


1.91
%


1.23
%Expected life of award (years)


4.83



5.25



6.0Expected volatility


58.2
%


41.41
%


31.58
%Fair value per option share

$
3.87


$
4.10


$
6.00     Average


Weighted


AggregateExercise


Average


IntrinsicOptions


Price


Life


ValueOutstanding at December 31, 2008


1,193,376


$
13.66Options Granted


614,869



10.79Options Exercised


0



0Cancelled or Forfeited


(127,076
)


12.42Outstanding at December 31, 2009


1,681,169


$
11.93



7.67



0Exercisable at December 31, 2009


1,095,383


$
12.21       Contingencies
    clean-up
 46




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##### Table of Contents



MYERS
    INDUSTRIES, INC. AND SUBSIDIARIES.
  Notes to
    Consolidated Financial Statements
 Amounts
    in thousands, except as otherwise
    noted  (Continued)
      Long-Term
    Debt and Credit Agreements
    2009


2008Credit agreement

$
2,400


$
63,631Senior notes


100,000



100,000Industrial revenue bonds


1,915



6,340Other


0



1,596104,315



171,567Less current portion


65,425



2,021$
38,890


$
169,546            47




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##### Table of Contents



MYERS
    INDUSTRIES, INC. AND SUBSIDIARIES.
  Notes to
    Consolidated Financial Statements
 Amounts
    in thousands, except as otherwise
    noted  (Continued)
    Required Level

Actual LevelInterest Coverage Ratio


2.5 to 1 (minimum
)


4.6Leverage Ratio


3.5 to 1 (maximum
)


1.5     Retirement
    Plans
  
    2009


2008


2007Underfunded


Underfunded


Overfunded


UnderfundedService cost

$
60


$
88


$
33


$
89Interest cost


324



325



152



172Expected return on assets


(259
)


(429
)


(216
)


(211
)Amortization of prior service cost


0



0



0



4Amortization of net loss


94



10



0



8Settlement/Curtailment


0



0



0



67Net periodic pension cost

$
219


$
(6
)

$
(31
)

$
130     2009


2008Benefit obligation at beginning of year

$
5,782


$
5,774Service cost


60



88Interest cost


324



325Actuarial loss


25



42Expenses paid


(39
)


(60
)Benefits paid


(396
)


(386
)Benefit obligation at end of year

$
5,757


$
5,782     2009


2008


2007Discount rate for net periodic pension cost


5.75
%


5.75
%


5.75
%Discount rate for benefit obligations


5.75
%


5.75
%


5.75
%Expected long-term return of plan assets


8.00
%


8.00
%


8.00
%    48




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##### Table of Contents



MYERS
    INDUSTRIES, INC. AND SUBSIDIARIES.
  Notes to
    Consolidated Financial Statements
 Amounts
    in thousands, except as otherwise
    noted  (Continued)
      2009


2008Fair value of plan assets at beginning of year

$
3,492


$
5,639Actual return on plan assets


894



(1,700
)Company contributions


0



0Expenses paid


(39
)


(60
)Benefits paid


(396
)


(386
)Fair value of plan assets at end of year

$
3,951


$
3,492     2009


2008Equities securities


79
%


69
%Debt securities


20



29Cash


1



2Total


100
%


100
%     2009


2008Projected benefit obligation

$
5,757


$
5,782Plan assets at fair value


3,951



3,492Funded status

$
(1,806
)

$
(2,290
)       2010

$
3932011


3922012


3942013


3912014


3872015-2019


1,892    49




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##### Table of Contents



MYERS
    INDUSTRIES, INC. AND SUBSIDIARIES.
  Notes to
    Consolidated Financial Statements
 Amounts
    in thousands, except as otherwise
    noted  (Continued)
    Leases
      Year EndedDecember 31,

Commitment2010

$
9,7842011


7,0962012


4,7902013


3,6952014


3,325Thereafter


22,610Total

$
51,300   Income
    Taxes
    Percent of Pre-Tax Income2009


2008


2007Statutory Federal income tax rate


35.0
%


35.0
%


35.0
%State income taxes  net of Federal tax benefit


4.1



(0.9
)


2.1Foreign tax rate differential


(21.0
)


0.9



(1.5
)Non-deductible goodwill of $41.9 million


0



(31.9
)


0Reduction in valuation allowances


(3.6
)


0



0Domestic production deduction


(2.4
)


0



(1.8
)Non-deductible expenses


3.9



(.5
)


0.5Other


4.8



(2.0
)


0.9Effective tax rate for the year


20.8
%


0.6
%


35.2
%     2009


2008


2007United States

$
3,431


$
(45,965
)

$
62,144Foreign


5,402



(70
)


(5,420
)Totals

$
8,833


$
(46,035
)

$
56,724  50




---



##### Table of Contents



MYERS
    INDUSTRIES, INC. AND SUBSIDIARIES.
  Notes to
    Consolidated Financial Statements
 Amounts
    in thousands, except as otherwise
    noted  (Continued)
    2009


2008


2007Current


Deferred


Current


Deferred


Current


DeferredFederal

$
1,080


$
171


$
610


$
(1,087
)

$
23,567


$
(2,678
)Foreign


1,265



(1,227
)


2,705



(3,147
)


(2,552
)


(205
)State and local


898



(349
)


(262
)


895



2,063



(210
)$
3,243


$
(1,405
)

$
3,053


$
(3,339
)

$
23,078


$
(3,093
)     2009


2008Deferred income tax liabilitiesProperty, plant and equipment

$
23,895


$
27,519Tax-deductible goodwill


14,453



11,973Other intangibles


36



624State deferred taxes


2,138



2,454Other


610



70841,132



43,278Deferred income tax assetsCompensation


3,412



3,170Inventory valuation


1,133



1,253Allowance for uncollectible accounts


1,138



1,231Non-deductible accruals


3,411



3,008Capital loss carryforwards


26,138



27,061Net operating loss carryforwards


1,160



2,06336,392



37,786Valuation Allowance


(27,298
)


(28,086
)9,094



9,700Net deferred income tax liability

$
32,038


$
33,578      51




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##### Table of Contents



MYERS
    INDUSTRIES, INC. AND SUBSIDIARIES.
  Notes to
    Consolidated Financial Statements
 Amounts
    in thousands, except as otherwise
    noted  (Continued)
    TotalBalance at January 1, 2008

$
1,880Increases related to current year tax positions


5,300Expiration of the statute of limitations for the assessment of
    taxes


(527
)Balance at December 31, 2008

$
6,653Increases related to current year tax positions


157Decreases related to previous year tax positions


(203
)Expiration of the statute of limitations for the assessment of
    taxes


(490
)Balance at December 31, 2009

$
6,117         Industry
    Segments
       52




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##### Table of Contents



MYERS
    INDUSTRIES, INC. AND SUBSIDIARIES.
  Notes to
    Consolidated Financial Statements
 Amounts
    in thousands, except as otherwise
    noted  (Continued)
          53




---



##### Table of Contents



MYERS
    INDUSTRIES, INC. AND SUBSIDIARIES.
  Notes to
    Consolidated Financial Statements
 Amounts
    in thousands, except as otherwise
    noted  (Continued)
  2009


2008


2007Net SalesLawn and Garden

$
220,312


$
272,803


$
300,872Material Handling


254,045



261,189



267,221Distribution


162,991



187,132



203,230Automotive and Custom


86,030



119,691



107,763Intra-segment elimination


(21,544
)


(27,274
)


(23,381
)$
701,834


$
813,541


$
855,705Income (Loss) Before Income TaxesLawn and Garden

$
16,686


$
(1,794
)

$
897Material Handling


13,625



26,638



40,360Distribution


13,660



17,490



20,537Automotive and Custom


787



(54,192
)


8,433Corporate


(27,621
)


(22,840
)


1,788Interest
    expense-net


(8,304
)


(11,337
)


(15,291
)$
8,833


$
(46,035
)

$
56,724Identifiable AssetsLawn and Garden

$
227,274


$
241,725


$
302,736Material Handling


183,435



187,923



191,562Distribution


43,870



44,654



46,944Automotive and Custom


42,770



83,320



137,933Corporate


12,617



11,278



18,377$
509,966


$
568,900


$
697,552Capital Additions, NetLawn and Garden

$
9,577


$
5,375


$
6,496Material Handling


5,617



32,849



7,875Distribution


90



332



190Automotive and Custom


711



1,884



4,315Corporate


0



137



357$
15,995


$
40,577


$
19,233DepreciationLawn and Garden

$
12,916


$
15,401


$
16,242Material Handling


14,668



13,557



10,991Distribution


309



336



372Automotive and Custom


4,831



4,798



3,856Corporate


408



345



397$
33,132


$
34,437


$
31,858  54




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##### Table of Contents



ITEM 9.
    Changes
    in and Disagreements with Accountants on Accounting and
    Financial Disclosure.   
  ITEM 9.A.
    Controls
    and Procedures  Evaluation
    of Disclosure Controls and Procedures
  Rules 13a-15(e) 15d-a5(e)
      Changes
    in Internal Control Over Financial Reporting
    Managements
    Annual Assessment of and Report on Internal Control Over
    Financial Reporting
  Rule 13a-15(f).
    Internal
    Control  Integrated Framework
 55




---



##### Table of Contents



John C. Orr

Donald A. MerrilPresident and

Vice President,Chief Executive Officer

Chief Financial Officer and
    Corporate Secretary  56




---



##### Table of Contents



Report of
    Independent Registered Public Accounting Firm
  The Board of
    Directors
    Myers Industries, Inc.:
  Internal Control  Integrated Framework
        Internal Control 
    Integrated Framework
        57




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##### Table of Contents



ITEM 9B.
    Other
    Information.   
  PART III
 
  ITEM 10.
    Directors
    and Executive Officers of the Registrant           
  ITEM 11.
    Executive
    Compensation   
  ITEM 12.
    Security
    Ownership of Certain Beneficial Owners and Management    (C)Number of Securities(A)





Remaining Available forNumber of Securities


(B)


Future Issuance Underto be Issued Upon


Weighted-average


Equity CompensationExercise of


Exercise Price of


Plans (ExcludingOutstanding Options,


Outstanding Options,


Securities Reflected inPlan Category

Warrants or Rights


Warrants or Rights


Column(A))Equity Compensation Plans Approved by Security
    Holders(1)


1,787,919


$
11.22



752,226Equity Compensation Plans Not Approved by Security Holders


0



0



0Total


1,787,919







752,226     (1)
    
    This information is as of January 31, 2010 and includes the
    2008 Stock Plan and 1999 Incentive Stock Plan. 58




---



##### Table of Contents



ITEM 13.
    Certain
    Relationships and Related Transactions   
  ITEM 14.
    Principal
    Account Fees and Services   
  PART IV
 
  ITEM 15.
    Exhibits,
    Financial Statement Schedules    15.
    (A)(1)
    Financial Statements  Consolidated Financial Statements of Myers Industries, Inc.
    and Subsidiaries
              15.
    (A)(2)
    Financial Statement Schedules    15.
    (B) Exhibits  EXHIBIT INDEX2(a)

Stock Purchase Agreement among Myers Industries, Inc., ITML
    Holdings Inc. and 2119188 Ontario Inc., dated December 27,
    2006. Reference is made to Exhibit 2.1 to
    Form 8-K
    filed with the Commission on January 16, 2007.**2(b)

Stock Purchase Agreement among Myers Industries, Inc., ITML
    Holdings Inc. and 2117458 Ontario Inc., dated December 27,
    2006. Reference is made to Exhibit 2.2 to
    Form 8-K
    filed with the Commission on January 16, 2007.**2(c)

Sale and Purchase Agreement between Myers Industries, Inc. and
    LINPAC Material Handling Limited, dated October 20, 2006.
    Reference is made to Exhibit 1 to
    Form 8-K
    filed with the Commission on February 6, 2007.**2(d)

Agreement and Plan of Merger among Myers Industries, Inc., MYEH
    Corporation and MYEH Acquisition Corporation, dated
    April 24, 2007. Reference is made to Exhibit 10.1 to
    Form 8-K
    filed with the Commission on April 26, 2007.** 59




---



##### Table of Contents



EXHIBIT INDEX2(e)

Letter Agreement among Myers Industries, Inc., Myers Holdings
    Corporation (f/k/a MYEH Corporation) and Myers Acquisition
    Corporation (f/k/a MYEH Acquisition Corporation), dated
    December 10, 2007. Reference is made to Exhibit 99.1
    to
    Form 8-K
    filed with the Commission on December 10, 2007.2(f)

Letter Agreement among Myers Industries, Inc., Myers Holdings
    Corporation (f/k/a MYEH Corporation) and Myers Acquisition
    Corporation (f/k/a MYEH Acquisition Corporation), dated
    April 3, 2008. Reference is made to Exhibit 99.1 to
    Form 8-K
    filed with the Commission on April 4, 2008.3(a)

Myers Industries, Inc. Amended and Restated Articles of
    Incorporation. Reference is made to Exhibit 3(a) to
    Form 10-K
    filed with the Commission on March 16, 2005.3(b)

Myers Industries, Inc. Amended and Restated Code of Regulations
    attached hereto or Exhibit 3.1.10(a)

Myers Industries, Inc. Amended and Restated Employee Stock
    Purchase Plan. Reference is made to Exhibit 10(a) to
    Form 10-K
    filed with the Commission on March 30, 2001.10(b)

Form of Indemnification Agreement for Directors and Officers.
    Reference is made to Exhibit 10.1 to
    Form 10-Q
    filed with the Commission on May 1, 2009.*10(c)

Myers Industries, Inc. Amended and Restated Dividend
    Reinvestment and Stock Purchase Plan. Reference is made to
    Exhibit 10(d) to
    Form 10-K
    filed with the Commission on March 19, 2004.10(d)

Myers Industries, Inc. Amended and Restated 1999 Incentive Stock
    Plan. Reference is made to Exhibit 10(f) to
    Form 10-Q
    filed with the Commission on August 9, 2006.*10(e)

2008 Incentive Stock Plan of Myers Industries, Inc. Reference is
    made to Exhibit 4.3 to
    Form S-8
    filed with the Commission on March 17, 2009.*10(f)

Myers Industries, Inc. Executive Supplemental Retirement Plan.
    Reference is made to Exhibit (10)(g) to
    Form 10-K
    filed with the Commission on March 26, 2003.*10(g)

Amended and Restated Employment Agreement between Myers
    Industries, Inc. and John C. Orr effective June 1, 2008.
    Reference is made to Exhibit 10.1 to
    Form 8-K
    filed with the Commission on June 24, 2008.*10(h)

First Amendment to Amended and Restated Employment Agreement
    between Myers Industries, Inc. and John C. Orr entered into as
    of April 21, 2009. Reference is made to Exhibit 10.1
    to
    Form 8-K
    filed with the Commission on April 22, 2009.*10(i)

Second Amendment to Amended and Restated Employment Agreement
    between Myers Industries, Inc. and John C. Orr entered into as
    of March 8, 2010. Reference is made to Exhibit 10.1 to
    Form 8-K
    filed with the Commission on March 9, 2010.*10(j)

Non-Disclosure and Non-Competition Agreement between Myers
    Industries, Inc. and John C. Orr dated July 18, 2000.
    Reference is made to Exhibit 10(j) to
    Form 10-Q
    filed with the Commission on May 6, 2003.*10(k)

Amendment to the Myers Industries, Inc. Executive Supplemental
    Retirement Plan (John C. Orr) effective June 1, 2008.
    Reference is made to Exhibit 10.2 to
    Form 8-K
    filed with the Commission on June 24, 2008.*10(l)

Employment Agreement between Myers Industries, Inc. and David B.
    Knowles dated June 19, 2009. Reference is made to
    Exhibit 10.1 to
    Form 8-K
    filed with the Commission on June 22, 2009.*10(m)

Non-Disclosure and Non-Competition Agreement between Myers
    Industries, Inc. and David B. Knowles dated June 19, 2009.
    Reference is made to Exhibit 10.2 to
    Form 8-K
    filed with the Commission on June 22, 2009.*10(n)

Amendment to Myers Industries, Inc. Executive Supplemental
    Retirement Plan (David B. Knowles) effective June 19, 2009.
    Reference is made to Exhibit 10.3 to
    Form 8-K
    filed with the Commission on June 22, 2009.*10(o)

Employment Agreement between Myers Industries, Inc. and Donald
    A. Merril dated January 24, 2006. Reference is made to
    Exhibit 10(k) to
    Form 10-K
    filed with the Commission on March 16, 2006.*10(p)

Amendment to the Myers Industries, Inc. Executive Supplemental
    Retirement Plan (Donald A. Merril) dated January 24, 2006.
    Reference is made to Exhibit 10(l) to
    Form 10-K
    filed with the Commission on March 16, 2006.* 60




---



##### Table of Contents



EXHIBIT INDEX10(q)

Non-Disclosure and Non-Competition Agreement between Myers
    Industries, Inc. and Donald A. Merril dated January 24,
    2006. Reference is made to Exhibit 10(m) to
    Form 10-K
    filed with the Commission on March 16, 2006.*10(r)

Retirement and Separation Agreement between Myers Industries,
    Inc. and Stephen E. Myers effective May 1, 2005. Reference
    is made to Exhibit 10(k) to
    Form 10-Q
    filed with the Commission on August 10, 2005.*10(s)

Second Amended and Restated Loan Agreement between Myers
    Industries, Inc. and JP Morgan Chase Bank, Agent dated as of
    October 26, 2006. Reference is made to Exhibit 10.1 to
    Form 8-K
    filed with the Commission on October 31, 2006.10(t)

Note Purchase Agreement between Myers Industries, Inc. and the
    Note Purchasers, dated December 12, 2003, regarding the
    issuance of (i) $65,000,000 of 6.08%
    Series 2003-A
    Senior Notes due December 12, 2010, and
    (ii) $35,000,000 of 6.81%
    Series 2003-A
    Senior Notes due December 12, 2013. Reference is made to
    Exhibit 10(o) to
    Form 10-K
    filed with the Commission on March 15, 2004.10(u)

Myers Industries, Inc. Non-Employee Board of Directors
    Compensation Arrangement. Reference is made to
    Exhibit 10(w) to
    Form 10-K
    filed with the Commission on March 16, 2006.*14(a)

Myers Industries, Inc. Code of Business Conduct and Ethics.
    Reference is made to Exhibit 14(a) to
    Form 10-K
    filed with the Commission on March 16, 2005.14(b)

Myers Industries, Inc. Code of Ethical Conduct for the Finance
    Officers and Finance Department Personnel. Reference is made to
    Exhibit 14(b) to
    Form 10-K
    filed with the Commission on March 16, 2005.21

List of Direct and Indirect Subsidiaries, and Operating
    Divisions, of Myers Industries, Inc.23

Consent of Independent Registered Public Accounting Firm (KPMG
    LLP)31(a)

Certification of John C. Orr, President and Chief Executive
    Officer of Myers Industries, Inc, pursuant to Section 302
    of the Sarbanes-Oxley Act of 2002.31(b)

Certification of Donald A. Merril, Vice President, Chief
    Financial Officer and Corporate Secretary of Myers Industries,
    Inc., pursuant to Section 302 of the Sarbanes-Oxley Act of
    2002.32

Certifications of John C. Orr, President and Chief Executive
    Officer, and Donald A. Merril, Vice President, Chief Financial
    Officer and Corporate Secretary, of Myers Industries, Inc.
    pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.     *
    
    Indicates executive compensation plan or arrangement.  **
    
    Pursuant to Item 601(b)(2) of
    Regulation S-K,
    certain exhibits and schedules have been omitted from this
    filing. The registrant agrees to furnish the Commission on a
    supplemental basis a copy of any omitted exhibit or schedule. 61




---



##### Table of Contents



SIGNATURES
    Myers Industries, Inc.
  /s/  Donald
    A. Merril   Vice President,
 Chief Financial Officer and
 Corporate Secretary
    Signature

Title

Date/s/  Donald
    A. MerrilDonald
    A. Merril

Vice President, Chief Financial Officer and Corporate Secretary
    (Principal Financial and Accounting Officer)

March 12, 2010/s/  Keith
    A. BrownKeith
    A. Brown

Director

March 12, 2010/s/  Vincent
    ByrdVincent
    Byrd

Director

March 12, 2010/s/  Robert
    A. StefankoRobert
    A. Stefanko

Director

March 12, 2010/s/  Richard
    P. JohnstonRichard
    P. Johnston

Director

March 12, 2010/s/  Edward
    W. KisselEdward
    W. Kissel

Director

March 12, 2010/s/  John
    C. OrrJohn
    C. Orr

President, Chief Executive Officer and Director (Principal
    Executive Officer)

March 12, 2010/s/  John
    B. CroweJohn
    B. Crowe

Director

March 12, 2010/s/  Jon
    H. OutcaltJon
    H. Outcalt

Director

March 12, 2010  62