**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


**Washington,
      D.C. 20549**





**FORM
      10-Q**





**x**
            **QUARTERLY
                REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
                ACT OF
                1934**




**For
      the quarterly period ended September 30, 2007**





or





 ̈
            **TRANSITION
                REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
                ACT OF
                1934**





**For
      the transition period from to
________________**





**Commission
      File Number: 000-52046**











(Exact
      name of registrant as specified in its charter)








**Delaware**
            
            **36-4151663**(State
                or other jurisdiction of incorporation
                or organization)
            
            (I.R.S.
                Employer Identification
                No.)**10201
                North Loop East**
              **Houston,
                Texas**
            
            **77029**(Address
                of principal executive offices)
            
            (Zip
                Code)





**(713)
      609-2100**


(Registrant’s
      telephone number, including area code)







Indicate
      by check mark whether the registrant (1) has filed all reports required to
      be
      filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
      the
      preceding 12 months (or for such shorter period that the Registrant was required
      to file such reports), and (2) has been subject to such filing requirements
      for
      the past 90 days   YES   xNO    ̈





Indicate
      by check mark whether the registrant is a large accelerated filer, an
      accelerated filer or a non-accelerated filer.  See definition of
“accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange
      Act





Large
                Accelerated Filer    ̈
            Accelerated
                Filer    ̈
            Non-Accelerated
                Filer   x





Indicate
      by check mark whether the registrant is a shell company (as defined in Rule
      12b-2 of the Exchange Act)





YES    ̈NO   x





AtNovember
      2, 2007there were19,490,841outstanding
      shares of the registrant’s
      common stock, $0.001
      par value per
      share.












HOUSTON
      WIRE & CABLE
      COMPANY


**Form
      10-Q**


**For
      the Quarter Ended September 30, 2007**





**INDEX**




**PART I.
                FINANCIAL INFORMATION**Item
                1. Financial Statements
                (Unaudited)Consolidated
                Balance SheetsConsolidated  Statements
                of
                IncomeConsolidated
                Statements of Cash FlowsNotes
                to Consolidated Financial
                StatementsItem
                2. Management's Discussion and Analysis of Financial
                Condition and Results of OperationsOverviewResults
                of OperationsImpact
                of Inflation and Commodity
                PricesLiquidity
                and Capital ResourcesContractual
                ObligationsCautionary
                StatementItem
                3. Quantitative and Qualitative Disclosures about
                Market RiskItem
                4. Controls and Procedures**PART
                II. OTHER INFORMATION**Item
                1A.  Risk FactorsItem
                2.  Unregistered Sales of Equity Securities
                and Use of ProceedsItem
                6. Exhibits**Signature
                Page**





2
 ***Index***





**HOUSTON
      WIRE & CABLE COMPANY**


**Consolidated
      Balance Sheets**


(In
      thousands, except share data)








**September
                30,**
            
            
            **December
                31,****2007**
            
            
            **2006**(unaudited)**Assets**Current
                assets:Accounts
                receivable, net
            
            $
            68,216
            
            
            $
            52,128Inventories,
                net
            
            
            60,310
            
            
            
            56,329Income
                taxes receivable
            
            
            93
            
            
            
            —Deferred
                income taxes
            
            
            1,239
            
            
            
            1,165Prepaid
                expenses
            
            
            1,019
            
            
            
            450Total
                current assets
            
            
            130,877
            
            
            
            110,072Property
                and equipment, net
            
            
            3,030
            
            
            
            2,973Goodwill
            
            
            2,996
            
            
            
            2,996Deferred
                income taxes
            
            
            1,010
            
            
            
            688Other
                assets
            
            
            135
            
            
            
            135Total
                assets
            
            $
            138,048
            
            
            $
            116,864**Liabilities
                and stockholders' equity**Current
                liabilities:Book
                overdraft
            
            $
            2,382
            
            
            $
            1,265Trade
                accounts payable
            
            
            15,639
            
            
            
            10,988Accrued
                and other current liabilities
            
            
            12,583
            
            
            
            10,358Income
                taxes payable
            
            
            —
            
            
            
            520Total
                current liabilities
            
            
            30,604
            
            
            
            23,131Long
                term obligations
            
            
            28,595
            
            
            
            12,059Stockholders'
                equity:Common
                stock, $0.001 par value; 100,000,000 shares authorized: 20,988,952
                shares
                issued and 19,490,841 outstanding at September 30, 2007 and 20,867,172
                issued and outstanding at December 31, 2006
            
            
            21
            
            
            
            21Additional
                paid-in-capital
            
            
            53,638
            
            
            
            50,979Retained
                earnings
            
            
            53,132
            
            
            
            30,674Treasury
                stock
            
            
            (27,942
            )
            
            
            —Total
                stockholders' equity
            
            
            78,849
            
            
            
            81,674Total
                liabilities and stockholders' equity
            
            $
            138,048
            
            
            $
            116,864








The
      accompanying Notes are an integral part of these Consolidated Financial
      Statements





3
 ***Index***





**HOUSTON
      WIRE & CABLE COMPANY**


**Consolidated
      Statements of Income**


(Unaudited)


(In
      thousands, except share and per share data)








**Three
                Months Ended**
            
            
            **Nine
                Months Ended****September
                30,**
            
            
            **September
                30,**2007
            
            
            2006
            
            
            2007
            
            
            2006Sales
            
            $
            98,922
            
            
            $
            89,963
            
            
            $
            269,920
            
            
            $
            240,575Cost
                of sales
            
            
            74,116
            
            
            
            63,760
            
            
            
            198,781
            
            
            
            171,854Gross
                profit
            
            
            24,806
            
            
            
            26,203
            
            
            
            71,139
            
            
            
            68,721Operating
                expenses:Salaries
                and commissions
            
            
            6,298
            
            
            
            6,005
            
            
            
            17,475
            
            
            
            17,024Other
                operating expenses
            
            
            4,818
            
            
            
            4,248
            
            
            
            13,884
            
            
            
            11,840Management
                fee
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            208Depreciation
                and amortization
            
            
            112
            
            
            
            93
            
            
            
            331
            
            
            
            276Total
                operating expenses
            
            
            11,228
            
            
            
            10,346
            
            
            
            31,690
            
            
            
            29,348Operating
                income
            
            
            13,578
            
            
            
            15,857
            
            
            
            39,449
            
            
            
            39,373Interest
                expense
            
            
            290
            
            
            
            492
            
            
            
            661
            
            
            
            2,666Income
                before income taxes
            
            
            13,288
            
            
            
            15,365
            
            
            
            38,788
            
            
            
            36,707Income
                taxes
            
            
            4,994
            
            
            
            5,897
            
            
            
            14,776
            
            
            
            14,183Net
                income
            
            $
            8,294
            
            
            $
            9,468
            
            
            $
            24,012
            
            
            $
            22,524Earnings
                per share:Basic
            
            $
            0.41
            
            
            $
            0.45
            
            
            $
            1.16
            
            
            $
            1.24Diluted
            
            $
            0.41
            
            
            $
            0.45
            
            
            $
            1.15
            
            
            $
            1.23Weighted
                average common shares outstanding:Basic
            
            
            20,395,199
            
            
            
            20,867,172
            
            
            
            20,739,550
            
            
            
            18,203,902Diluted
            
            
            20,452,695
            
            
            
            20,984,949
            
            
            
            20,828,983
            
            
            
            18,308,748








The
      accompanying Notes are an integral part of these Consolidated Financial
      Statements




4
 ***Index***




**HOUSTON****WIRE****&
CABLE
      COMPANY**


**Consolidated
      Statements of Cash Flows**


(Unaudited)


(In
      thousands)








**Nine
                Months Ended****September
                30,****2007**
            
            
            **2006******
            ****
            ****
            ****
            ****
            ******Operating
                activities**Net
                income
            
            $
            24,012
            
            
            $
            22,524Adjustments
                to reconcile net income to net cash provided by (used in) operating
                activities:Depreciation
                and amortization
            
            
            331
            
            
            
            276Amortization
                of capitalized loan costs
            
            
            48
            
            
            
            242Amortization
                of unearned stock compensation
            
            
            1,352
            
            
            
            178Provision
                for doubtful accounts
            
            
            (299
            )
            
            
            —Provision
                for returns and allowances
            
            
            (151
            )
            
            
            211Provision
                for inventory obsolescence
            
            
            (79
            )
            
            
            345Deferred
                income taxes
            
            
            (396
            )
            
            
            (52
            )Changes
                in operating assets and liabilities:Accounts
                receivable
            
            
            (15,638
            )
            
            
            (16,785
            )Inventories
            
            
            (3,902
            )
            
            
            (23,365
            )Prepaid
                expenses
            
            
            (569
            )
            
            
            (190
            )Other
                assets
            
            
            (48
            )
            
            
            (28
            )Book
                overdraft
            
            
            1,117
            
            
            
            1,493Trade
                accounts payable
            
            
            4,651
            
            
            
            5,454Accrued
                and other current liabilities
            
            
            2,225
            
            
            
            3,500Income
                taxes payable/receivable
            
            
            (613
            )
            
            
            1,183Net
                cash provided by (used in) operating activities
            
            
            12,041
            
            
            
            (5,014
            )**Investing
                activities**Expenditures
                for property, plant, and equipment
            
            
            (388
            )
            
            
            (334
            )Net
                cash used in investing activities
            
            
            (388
            )
            
            
            (334
            )**Financing
                activities**Borrowings
                on revolver
            
            
            287,453
            
            
            
            240,651Payments
                on revolver
            
            
            (270,917
            )
            
            
            (274,928
            )Payments
                on long-term obligations
            
            
            —
            
            
            
            (10,300
            )Proceeds
                from exercise of common stock options
            
            
            91
            
            
            
            6Proceeds
                from sale of common stock
            
            
            —
            
            
            
            51,381Payment
                of common stock offering costs
            
            
            —
            
            
            
            (1,482
            )Excess
                income tax benefit for common stock options
            
            
            1,216
            
            
            
            20Payment
                of cash dividends
            
            
            (1,554
            )
            
            
            —Purchase
                of treasury stock
            
            
            (27,942
            )
            
            
            —Net
                cash provided by (used in) financing activities
            
            
            (11,653
            )
            
            
            5,348Net
                change in cash
            
            
            —
            
            
            
            —Cash
                at beginning of period
            
            
            —
            
            
            
            —Cash
                at end of period
            
            $
            —
            
            
            $
            —








The
      accompanying Notes are an integral part of these Consolidated Financial
      Statements.





5
 ***Index***





**HOUSTON
      WIRE & CABLE COMPANY**


**Notes
      to Consolidated Financial Statements (Unaudited)**


**(in
      thousands, except per share amounts)**


**1.
      Basis of Presentation**





Houston
      Wire & Cable Company (“HWC” or the “Company”) through its wholly owned
      subsidiaries, HWC Wire & Cable Company, Advantage Wire & Cable and Cable
      Management Services Inc., distributes specialty electrical wire and cable to
      the
      U.S. electrical distribution market through eleven locations in ten states
      throughout the United States.  The Company has no other business
      activity.





The
      consolidated financial statements as of September 30, 2007 and for the three
      and
      nine months ended September 30, 2007 and 2006 have been prepared in accordance
      with U.S. generally accepted accounting principles (“GAAP”) for interim
      financial information and Article 10 of Regulation S-X.  Accordingly
      they do not include all of the information and footnotes required by GAAP for
      complete financial statements.  In the opinion of management, all
      adjustments, consisting only of normal recurring accruals, considered necessary
      for a fair presentation of the results of these interim periods have been
      included.  The results of operations for the interim periods are not
      necessarily indicative of the results that may be expected for the full
      year.





The
      preparation of the financial statements in conformity with GAAP requires
      management to make estimates and assumptions that affect the amounts reported
      in
      the financial statements and accompanying notes.  The most significant
      estimates are those relating to the allowance for doubtful accounts, returns
      and
      allowances, the inventory obsolescence reserve and the accrual for vendor
      rebates.  These estimates are continually reviewed and adjusted as
      necessary, but actual results could differ from those estimates.





On
      May
      16, 2006, the Company effected a 1.875-for-1 stock split for its outstanding
      common stock in the form of a stock dividend.  All stockholder equity
      balances and disclosures in the accompanying consolidated financial statements
      have been retroactively restated for such stock split.





For
      further information, refer to the consolidated financial statements and
      footnotes thereto included in our Annual Report on Form 10-K for the fiscal
      year
      ended December 31, 2006 filed with the Securities and Exchange Commission (the
      “SEC”).








*Reclassification*





Certain
      prior period amounts have been reclassified to conform to the current year
      presentation.





*Adoption
      of New Accounting Policy*





In
      June
      2006, the Financial Accounting Standards Board (“FASB”) issued Interpretation
      No. 48, *Accounting for Uncertainty in Income Taxes – an interpretation of
      FASB Statement 109* (“FIN 48”).  FIN 48 clarifies the accounting
      for uncertainty in income taxes by prescribing a recognition threshold for
      tax
      positions taken or expected to be taken in a tax return.  FIN 48
      requires that entities recognize in their financial statements the impact of
      a
      tax position if that position is more likely than not of being sustained on
      audit, based on the technical merits of the position.  FIN 48 is
      effective for fiscal years beginning after December 15,
      2006.  Interest and penalties, if incurred, would be recognized as
      components of interest expense and other operating expenses. The Company’s
      adoption of FIN 48 on January 1, 2007 had no impact on the Company’s
      consolidated financial statements. The tax years 2002-2006 remain open to
      examination by the major taxing jurisdictions to which we are
      subject.





*Recent
      Accounting Pronouncements*





In
      March
      2006, the Emerging Issues Task Force reached a consensus on EITF Issue No.
      06-3
      (“EITF 06-3”), *How Taxes Collected from Customers and Remitted to
      Governmental Authorities Should be Presented in the Income Statement (that
      is,
      Gross versus Net Presentation)*, which allows companies to adopt a policy of
      presenting taxes in the income statement on either a gross or net basis. Taxes
      within the scope of this EITF 06-3 would include taxes that are imposed on
      a
      revenue transaction between a seller and a customer, for example, sales taxes,
      use taxes, value-added taxes, and some types of excise taxes. EITF 06-3 is
      effective for interim and annual reporting periods beginning after December
      15,
      2006. The Company presents sales net of sales taxes in its consolidated
      statement of income. No change in presentation was required as a result of
      adoption of EITF 06-3.





6
 ***Index***





**2.
      Earnings per Share**





In
      accordance with Statement of Financial Accounting Standards (“SFAS”) 128,
*Earnings per Share*, basic earnings per share is calculated by dividing
      the net income by the weighted-average number of common shares outstanding.
      Diluted earnings per share includes the dilutive effects of stock option
      awards.  The numerator used in the calculation of both basic and
      diluted net income per share for all periods presented was net
      income.  The denominator for each period presented was determined as
      follows:





**Three
                Months Ended**
            
            
            **Nine
                Months Ended****September
                30,**
            
            
            **September
                30,****2007**
            
            
            **2006**
            
            
            **2007**
            
            
            **2006**Weighted
                average common shares for basic earnings per share
            
            
            20,395
            
            
            
            20,867
            
            
            
            20,740
            
            
            
            18,204Effect
                of dilutive securities
            
            
            58
            
            
            
            118
            
            
            
            89
            
            
            
            105Denominator
                of diluted earnings per share
            
            
            20,453
            
            
            
            20,985
            
            
            
            20,829
            
            
            
            18,309





The
      weighted average number of stock-based awards not included in the calculation
      of
      the dilutive effect of stock based awards was 660 and 50 for the three
      months ended September 30, 2007 and 2006, respectively, and 541 and 17 for
      the
      nine months ended September 30, 2007 and 2006, respectively.





**3.
      Public Offerings**





On
      June
      14, 2006, a Registration Statement relating to the Company’s initial public
      offering of common stock was declared effective by the SEC.  As a
      result, the Company issued 4,250 shares of common stock which were subsequently
      sold to the public for $13 per share.  Certain selling stockholders
      sold an additional 5,525 shares which also were resold to the public for $13
      per
      share. The Company received net proceeds of $49,900 after deducting the
      underwriting discounts and offering expenses.  The net proceeds were
      used to repay a portion of the outstanding debt.





In
      March
      2007, the Company registered an offering for its largest stockholder, Code,
      Hennessy & Simmons II, L.P. and other selling stockholders, who sold
      approximately 7,500 common shares at $25 per share. All the shares were sold
      by
      selling stockholders, including approximately 6,900 common shares from Code,
      Hennessy & Simmons II, L.P., thus there was no dilution to earnings per
      share or proceeds to the Company. As a result of the offering, Code, Hennessy
      & Simmons II, L.P.’s ownership was reduced from 38% to 8%.  Code,
      Hennessy & Simmons II, L.P. subsequently distributed all of the remaining
      shares to its partners and no longer holds any shares of common
      stock.





**4.** **Long
      Term Obligations**





The
      Company’s current loan and security agreement provides for a $75,000 revolving
      loan, bears interest at the agent bank’s base interest rate and matures on May
      21, 2010. The balance outstanding at September 30, 2007 is almost entirely
      due to borrowings in connection with the Company’s stock repurchase program that
      was approved during the quarter ended September 30, 2007 (see Note
      5).  The Company is in compliance with the financial covenants
      governing its indebtedness.





**5.  Retained
      Earnings**





The
      Board
      of Directors approved a stock repurchase program to be completed on or before
      August 30, 2009, where the Company is authorized to purchase up to $50,000
      of
      its outstanding shares of common stock, from time to time, depending on market
      conditions, trading activity, business conditions and other
      factors.  Shares of stock purchased under the program are currently
      being held as treasury shares.  During the quarter ended September 30,
      2007, the Company repurchased 1,498 shares for a total cost of
      $27,942.





On
      August
      1, 2007, the Board of Directors approved a quarterly dividend of $0.075 per
      share payable to shareholders of record on August 15, 2007.  This
      dividend totaling $1,554 was paid on August 31, 2007.





**6.
      Stock Based Compensation**





No
      options were granted during the quarter ended September 30, 2007.





On
      May 1,
      2007, at the Annual Meeting of Stockholders, upon re-election, the four
      independent directors each received the annual grant of an option to purchase
      5
      shares of common stock with an exercise price equal to the fair market value
      of
      the Company’s stock at the close of trading on that day. These options have a
      contractual life of ten years and vest after one year.





7
 ***Index***





On
      March 9, 2007, the Company granted to the Company’s chief executive
      officer, an option to purchase 500 shares of its common stock with an
      exercise price equal to the fair market value of the Company’s stock at the
      close of trading on March 9, 2007. This option has a contractual life of
      ten years and vests 50% four years after the date of grant and 50% five years
      after the date of grant, provided that in the event of the chief executive
      officer’s death or permanent disability, such option would vest ratably based on
      the days served from the date of grant.





The
      fair
      value of each option awarded is estimated on the date of grant using a
      Black-Scholes option-pricing model. Expected volatilities are based on
      historical volatility of the Company's stock and the historical volatility
      of
      the stock of similar companies, and other factors. The Company uses historical
      data to estimate option exercises and employee terminations within the valuation
      model. The expected life of options granted represents the period of time that
      options granted are expected to be outstanding. The risk-free rate for periods
      within the life of the option is based on the U.S. Treasury yield curve in
      effect at the time of grant.








The
      following assumptions (the same as those used as of June 30, 2007 since no
      options have been granted since that date) were used to calculate the fair
      value
      of the Company’s options on the date of grant during the nine months ended
      September 30, 2007:





**2007**Expected
                volatility
            42%Expected
                life in years
            5.5
                yearsRisk-free
                interest rate
            4.59%
                - 4.64%Dividend
                yield
            0%





Total
      stock-based compensation cost was $497 and $121 for the three months ended
      September 30, 2007 and 2006, respectively, and $1,352 and $177 for the nine
      months ended September 30, 2007 and 2006, respectively. Total income tax benefit
      recognized for stock-based compensation arrangements was $191 and $47 for the
      three months ended September 30, 2007 and 2006, respectively, and $521 and
      $68
      for the nine months ended September 30, 2007 and 2006,
      respectively.





As
      of
      September 30, 2007, there was $7,016 of total unrecognized compensation cost
      related to nonvested share-based compensation arrangements. The cost is expected
      to be recognized over a weighted average period of approximately fifty-one
      months.





**7.
      Contingencies**





HWC,
      along with many other defendants, has been named in a number of lawsuits in
      the
      state courts of Minnesota, North Dakota and South Dakota alleging that certain
      wire and cable which may have contained asbestos caused injury to the plaintiffs
      who were exposed to this wire and cable. These lawsuits are individual personal
      injury suits that seek unspecified amounts of money damages as the sole remedy.
      It is not clear whether the alleged injuries occurred as a result of the wire
      and cable in question or whether HWC, in fact, distributed the wire and cable
      alleged to have caused any injuries. In addition, HWC did not manufacture any
      of
      the wire and cable at issue, and HWC would rely on any warranties from the
      manufacturers of such cable if it were determined that any of the wire or cable
      that HWC distributed contained asbestos which caused injury to any of these
      plaintiffs. In connection with ALLTEL's sale of the company in 1997, ALLTEL
      provided indemnities with respect to costs and damages associated with these
      claims that HWC believes it could enforce if its insurance coverage proves
      inadequate. In addition, HWC maintains general liability insurance that has
      applied to these claims. To date, all costs associated with these claims have
      been covered by the applicable insurance policies and all defense of these
      claims has been handled by the applicable insurance companies.





In
      addition to the foregoing cases, there are no legal proceedings pending against
      or involving the Company that, in management's opinion, based on the current
      known facts and circumstances, are expected to have a material adverse effect
      on
      the Company's consolidated financial position, cash flows, or results from
      operations.





**8.  Subsequent
      Event**





On
      October 30, 2007, the Board of Directors approved a dividend on the shares
      of
      common stock of the Company in the amount of $0.075 per share, payable on or
      before November 30, 2007, to stockholders of record at the close of business
      on
      November 15, 2007.





8
 ***Index***





**Item2.  Management’s
      Discussion and Analysis of
      Financial Condition and Results of Operations**





The
      following Management’s Discussion and Analysis (“MD&A”) is intended to help
      the reader understand the Company’s financial position and results of
      operations.  MD&A is provided as a supplement to the Company’s
      Consolidated Financial Statements (unaudited) and the accompanying Notes to
      Consolidated Financial Statements (unaudited) and should be read in conjunction
      with the MD&A included in the Company’s Form 10-K for the year ended
      December 31, 2006.








**Overview**





We
      are
      one of the largest distributors of specialty wire and cable and related services
      to the U.S. electrical distribution market. We serve over 2,700 customers in
      over 8,000 individual locations, including virtually all of the top 200
      electrical distributors in the U.S. We have strong relationships with leading
      wire and cable manufacturers and provide them with efficient access to the
      fragmented electrical distribution market. We distribute approximately 22,000
      SKUs (stock-keeping units) from eleven strategically located distribution
      centers in ten states. We are focused on providing our electrical distributor
      customers with a single-source solution for specialty wire and cable and related
      services by offering a large selection of in-stock items, exceptional customer
      service and high levels of product expertise.





We
      offer
      products in most categories of specialty wire and cable, including:





·
            continuous
                and interlocked armor cable (cable encapsulated in either a seamless
                or
                interlocked aluminum protective
                sheath);


·
            control
                and power cable (single or multiple conductor industrial
                cable);


·
            electronic
                wire and cable (computer, audio and signal
                cable);


·
            flexible
                and portable cords (flexible, heavy duty industrial
                cable);


·
            instrumentation
                and thermocouple cable (cables used for transmitting signals for
                instruments and heat sensing
                devices);


·
            lead
                and high temperature cable (single conductor cable used for low or
                high
                temperature applications);


·
            medium
                voltage cable (cables used for applications between 2,001 volts and
                35,000
                volts); and


·
            premise
                and category wire and cable (cable used for home and high speed data
                applications).








We
      also
      offer private branded products, including our LifeGuardTM low-smoke, zero-halogen
      cable. Low-smoke, zero halogen products are made with compounds that produce
      no
      halogen gases and very little smoke while under combustion.





In
      addition to our product offerings, we provide comprehensive value-added services
      including: standard same day shipment from our extensive inventory and
      distribution network; application engineering support through our knowledgeable
      sales and technical support staff; custom cutting of wire and cable to exact
      specifications; inventory management programs that provide job-specific asset
      management and just-in-time delivery; job-site delivery and logistics support;
      24/7/365 customer service provided by our own employees; and customized
      internet-based ordering capabilities.





**Critical
      Accounting Policies**





Critical
      accounting policies are those that both are important to the accurate portrayal
      of a company's financial condition and results, and require subjective or
      complex judgments, often as a result of the need to make estimates about the
      effect of matters that are inherently uncertain.





In
      order
      to prepare financial statements that conform to GAAP, we make estimates and
      assumptions that affect the amounts reported in our financial statements and
      accompanying notes. Certain estimates are particularly sensitive due to their
      significance to the financial statements and the possibility that future events
      may be significantly different from our expectations.





We
      have
      identified the following accounting policies as those that require us to make
      the most subjective or complex judgments in order to fairly present our
      consolidated financial position and results of operations. Actual results in
      these areas could differ materially from management's estimates under different
      assumptions and conditions.





**Allowance
      for Doubtful Accounts**





We
      maintain an allowance for doubtful accounts receivable for estimated losses
      resulting from the inability of our customers to make required payments. We
      perform periodic credit evaluations of our customers and typically do not
      require collateral. Consistent with industry practices, we require payment
      from
      most customers within 30 days of invoice date. We have an estimation procedure,
      based on historical data and recent changes in the aging of these receivables,
      which we use to record reserves throughout the year. In the last five years,
      write-offs against our allowance for doubtful accounts have averaged
      approximately $165,000 per year. A 20% change in our estimate at September
      30,
      2007 would have resulted in a change in income before income taxes of
      approximately $25,000.





9
 ***Index***





**Reserve
      for Returns and Allowances**





We
      estimate the gross profit impact of returns and allowances for previously
      recorded sales. This reserve is calculated on historical and statistical returns
      and allowances data and adjusted as trends in the variables change. A 20% change
      in our estimate at September 30, 2007 would have resulted in a change in income
      before income taxes of approximately $106,000.





**Inventory
      Obsolescence**





We
      continually monitor our inventory levels at each of our distribution locations.
      Our reserve for inventory obsolescence is based on the age of the inventory,
      movements of our inventory over the prior twelve months and the experience
      of
      our purchasing and sales departments in estimating demand for the product in
      the
      succeeding year. Our inventories are generally not susceptible to technological
      obsolescence. A 20% change in our estimate at September 30, 2007 would have
      resulted in a change in income before income taxes of approximately
      $370,000.





**Vendor
      Rebates**





Many
      of
      our arrangements with our vendors entitle us to receive a rebate of a specified
      amount when we achieve any of a number of measures, generally related to the
      volume of purchases from the vendor. We account for these rebates as a reduction
      of the prices of the vendor's products, which reduces inventory until we sell
      the product, at which time these rebates reduce cost of sales. Throughout the
      year, we estimate the amount of rebates earned based on our purchases to date
      and our estimate of purchases to be made for the remainder of the year relative
      to the purchase levels that mark our progress toward earning the rebates. We
      continually revise these estimates to reflect actual purchase levels. A 20%
      change in our estimate of total rebates earned at September 30, 2007 would
      have
      resulted in a change in income before income taxes of approximately
      $1,134,000.





**Goodwill**




Goodwill
      represents the excess of the amount we paid to acquire businesses over the
      estimated fair value of tangible assets and identifiable intangible assets
      acquired, less liabilities assumed. At September 30, 2007, our net goodwill
      balance was $3.0 million, representing 2.2% of our total assets.





Under
      the
      provisions of Statement of Financial Accounting Standards No. 142, Goodwill
      and
      Other Intangible Assets ("SFAS 142"), we test goodwill for impairment annually,
      or more frequently if indications of possible impairment exist, by applying
      a
      fair value-based test. In October 2007, we performed our annual goodwill
      impairment tests for goodwill and other indefinite-lived intangible assets,
      and,
      as a result of this test, we believe the goodwill on our balance sheet is not
      impaired.





If
      circumstances change or events occur to indicate that our fair value has fallen
      below book value, we will compare the estimated fair value of the goodwill
      to
      its carrying value. If the carrying value of goodwill exceeds the estimated
      fair
      value of goodwill, we will recognize the difference as an impairment loss in
      operating income.





10
 ***Index***





**Results
      of Operations**


The
      following table shows, for the periods indicated, information derived from
      our
      consolidated statements of income, expressed as a percentage of net sales for
      the periods presented.





**Three
                Months Ended**
            
            
            **Nine
                Months Ended****September
                30,**
            
            
            **September
                30,****2007**
            
            
            **2006**
            
            
            **2007**
            
            
            **2006**Sales
            
            
            100.0
            %
            
            
            100.0
            %
            
            
            100.0
            %
            
            
            100.0
            %Cost
                of sales
            
            
            74.9
            %
            
            
            70.9
            %
            
            
            73.6
            %
            
            
            71.4
            %Gross
                profit
            
            
            25.1
            %
            
            
            29.1
            %
            
            
            26.4
            %
            
            
            28.6
            %Operating
                expenses:Salaries
                and commissions
            
            
            6.4
            %
            
            
            6.7
            %
            
            
            6.5
            %
            
            
            7.1
            %Other
                operating expenses
            
            
            4.9
            %
            
            
            4.7
            %
            
            
            5.1
            %
            
            
            4.9
            %Management
                fee
            
            
            0.0
            %
            
            
            0.0
            %
            
            
            0.0
            %
            
            
            0.1
            %Depreciation
                and amortization
            
            
            0.1
            %
            
            
            0.1
            %
            
            
            0.1
            %
            
            
            0.1
            %Total
                operating expenses
            
            
            11.4
            %
            
            
            11.5
            %
            
            
            11.7
            %
            
            
            12.2
            %Operating
                income
            
            
            13.7
            %
            
            
            17.6
            %
            
            
            14.6
            %
            
            
            16.4
            %Interest
                expense
            
            
            0.3
            %
            
            
            0.5
            %
            
            
            0.2
            %
            
            
            1.1
            %Income
                before income taxes
            
            
            13.4
            %
            
            
            17.1
            %
            
            
            14.4
            %
            
            
            15.3
            %Income
                taxes
            
            
            5.0
            %
            
            
            6.6
            %
            
            
            5.5
            %
            
            
            5.9
            %Net
                income
            
            
            8.4
            %
            
            
            10.5
            %
            
            
            8.9
            %
            
            
            9.4
            %





Note:****Due
      to rounding, percentages may not add up to operating expenses, operating income,
      income before taxes or net income.








**Comparison
      of the Three Months Ended September 30, 2007 and 2006**





**Sales**





**Three
                Months Ended****September
                30,****(in
                millions)**
            
            **2007**
            
            
            **2006**
            
            
            **Change**Sales
            
            $
            98.9
            
            
            $
            90.0
            
            
            $
            9.0
            
            
            
            10.0
            %





Internal
      growth accounted for the entire increase in sales. Sales in the third quarter
      increased 10.0% to $98.9 million in spite of a very difficult comparison from
      last year’s third quarter growth of 54.3%. We continue to penetrate our target
      markets in the Utility, Infrastructure, and Industrial Sectors which drove
      sales
      in all five of our growth initiatives including our LifeGuardTM product.
      We
      estimate that nearly all of the sales growth resulted from these new initiatives
      as our core maintenance, repair and operations (“MRO”) business was flat to
      slightly negative primarily because of reduced industrial economic activity
      which we believe lowered discretionary spending.





11
 ***Index***





**Gross
      Profit**





**Three
                Months Ended****September
                30,****(in
                millions)**
            
            **2007**
            
            
            **2006**
            
            
            **Change**Gross
                profit
            
            $
            24.8
            
            
            $
            26.2
            
            
            $
            (1.4
            )
            
            
            (5.3
            )%Gross
                profit as a percent of  sales
            
            
            25.1
            %
            
            
            29.1
            %
            
            
            (4.0
            )%





Our
      gross
      profit as a percentage of sales (gross margin) decreased to 25.1% in 2007 from
      29.1% in 2006, a level that we cautioned last year was likely unsustainable.
      Our
      third quarter 2007 gross margin is comparatively lower primarily due to
      competitive pricing pressures experienced in the current market environment
      and
      unfavorable comparisons to the third quarter 2006 gross margin, which had
      increased 310 basis points over the third quarter of 2005 primarily due to
      inflation and market conditions in 2006. Reduced customer incentives due to
      a
      lower increase in sales from last year’s historic sales increase and better
      inventory management helped to partially offset the decrease in gross margin,
      while rising freight costs compressed gross margin.  Gross profit
      decreased $1.4 million or 5.3% due to lower gross margin, but was partially
      offset by an increase in sales.





**Operating
      Expenses**








**Three
                Months Ended****September
                30,****(in
                millions)**
            
            **2007**
            
            
            **2006**
            
            
            **Change**Operating
                expenses:Salaries
                and commissions
            
            $
            6.3
            
            
            $
            6.0
            
            
            $
            0.3
            
            
            
            4.9
            %Other
                operating expenses
            
            
            4.8
            
            
            
            4.2
            
            
            
            0.6
            
            
            
            13.4
            %Management
                fee
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            —
            %Depreciation
                and amortization
            
            
            0.1
            
            
            
            0.1
            
            
            
            —
            
            
            
            20.4
            %Total
                operating expenses
            
            $
            11.2
            
            
            $
            10.3
            
            
            $
            0.9
            
            
            
            8.5
            %Operating
                expenses as a % of sales
            
            
            11.4
            %
            
            
            11.5
            %
            
            
            (0.1
            )%








Note:  Due
      to rounding, numbers may not add up to total operating expenses.





The
      increase in salaries and commissions is attributable to higher stock
      compensation expense and a higher number of employees. This increase was
      partially offset by lower commissions. The lower commissions are a result of
      lower gross profit dollars and lower gross margins.





Other
      operating expenses primarily increased due to the higher level of business
      activity and some public company expenses which were not incurred in the
      comparable period. Additional expenses were also incurred due to the higher
      number of employees.





There
      were no management fees in 2007 due to the cancellation of the management
      services agreement in connection with the IPO in June 2006.





Depreciation
      and amortization expense was consistent at $0.1 million for both
      periods.





Operating
      expenses as a percent of sales decreased slightly from 11.5% in 2006 to 11.4%
      in
      2007.





**Interest
      Expense**





Interest
      expense decreased $0.2 million or 41.1%. Average debt was $14.3 million for
      the
      quarter versus $19.6 million for 2006.  Interest rates fell to 7.8% in
      the 2007 period, from 8.2% in the comparable 2006 period.





12
 ***Index***





**Income
      Taxes**





Income
      taxes decreased $0.9 million or 15.3% as our income before income taxes
      decreased 13.5%. The effective income tax rate decreased from 38.4% in 2006
      to
      37.6% in 2007 due to lower estimated state income taxes in 2007.





**Net
      Income**





The
      Company achieved net income of $8.3 million compared to net income of $9.5
      million in 2006, a decrease of 12.4%.








**Comparison
      of the Nine Months Ended September 30, 2007 and 2006**





**Sales**





**Nine
                Months Ended****September
                30,****(in
                millions)**
            
            **2007**
            
            
            **2006**
            
            
            **Change**Sales
            
            $
            269.9
            
            
            $
            240.6
            
            
            $
            29.3
            
            
            
            12.2
            %





Internal
      growth accounted for the entire increase in sales. We achieved sales growth
      of
      12.2% despite the comparison to a very strong growth rate of 62.5% in the first
      nine months of 2006, which was propelled by inflation, non-recurring 2006
      hurricane sales and a substantial increase in inventory availability. We
      continue to penetrate our target markets in the Utility, Infrastructure, and
      Industrial sectors which drove sales in all five of our growth initiatives
      including our LifeGuardTM product.
      We
      estimate that nearly all of the sales growth resulted from these new initiatives
      as our core MRO business was flat to slightly negative because of
      non-recurring hurricane sales and reduced industrial economic activity
      which we believe lowered discretionary spending.








**Gross
      Profit**





**Nine
                Months Ended****September
                30,****(in
                millions)**
            
            **2007**
            
            
            **2006**
            
            
            **Change**Gross
                profit
            
            $
            71.1
            
            
            $
            68.7
            
            
            $
            2.4
            
            
            
            3.5
            %Gross
                profit as a percent of  sales
            
            
            26.4
            %
            
            
            28.6
            %
            
            
            (2.2
            )%





Gross
      margin moderated to 26.4% for the first nine months of 2007 from 28.6% in 2006.
      Our 2007 gross margin is comparatively lower primarily due to competitive
      pricing pressures experienced in the current market environment and unfavorable
      comparisons to 2006 gross margin, which had increased 270 basis points over
      the
      comparative period in 2005 due to inflation and market conditions in 2006.
      Improvements in purchasing leverage and freight management, reduced customer
      incentives due to a lower increase in sales from last year’s historic sales
      increase and better inventory management helped offset the decrease in gross
      margin. Gross profit increased $2.4 million or 3.5% due to improved sales
      volume, but was partially offset by lower gross margin.





13
 ***Index***





**Operating
      Expenses**





**Nine
                Months Ended****September
                30,****(in
                millions)**
            
            **2007**
            
            
            **2006**
            
            
            **Change**Operating
                Expenses:Salaries
                and commissions
            
            $
            17.5
            
            
            $
            17.0
            
            
            $
            0.5
            
            
            
            2.6
            %Other
                operating expenses
            
            
            13.9
            
            
            
            11.8
            
            
            
            2.0
            
            
            
            17.3
            %Management
                fee
            
            
            —
            
            
            
            0.2
            
            
            
            (0.2
            )
            
            
            (100.0
            )%Depreciation
                and amortization
            
            
            0.3
            
            
            
            0.3
            
            
            
            0.1
            
            
            
            19.9
            %Total
                operating expenses
            
            $
            31.7
            
            
            $
            29.3
            
            
            $
            2.3
            
            
            
            8.0
            %Operating
                expenses as a % of sales
            
            
            11.7
            %
            
            
            12.2
            %
            
            
            (0.5
            )%





Note:  Due
      to rounding, numbers may not add up to total operating expenses.





Salaries
      and commissions increased $0.5 million or 2.6% from 2006. Salaries increased
      due
      to a higher number of employees and an increase in compensation expense related
      to stock options, but were partially offset by lower commissions due to lower
      gross margins.





Other
      operating expenses primarily increased due to the higher level of business
      activity and public company expenses, which were not incurred in the comparable
      period. Additional expenses were also incurred due to the higher number of
      employees.





There
      were no management fees in 2007 due to the cancellation of the management
      services agreement in connection with the IPO in June 2006.





Depreciation
      and amortization expense was consistent at $0.3 million for both
      periods.





Operating
      expenses as a percent of sales decreased from 12.2% in 2006 to 11.7% in 2007
      as
      we continue to leverage our existing distribution infrastructure and sales
      and
      marketing base to support the sales growth.





**Interest
      Expense**





Interest
      expense decreased $2.0 million or 75.2%, due primarily to the IPO proceeds
      received in June 2006, partially offset by the treasury stock buy back during
      the third quarter of 2007. Average debt was $10.7 million for 2007 compared
      to
      $38.3 million in the comparable 2006 period.  Interest rates fell to
      7.8% in 2007 from 8.3% in 2006.





**Income
      Taxes**





Income
      taxes increased $0.6 million or 4.2% as our income before income taxes increased
      $2.1 million or 5.7%. The effective income tax rate decreased from 38.6% in
      2006
      to 38.1% in 2007 due to lower estimated state income taxes in 2007.





**Net
      Income**





The
      Company achieved net income of $24.0 million compared to net income of $22.5
      million in 2006, an increase of 6.6%.




**Impact
      of Inflation and Commodity Prices**





Our
      results of operations are affected by changes in the inflation rate and
      commodity prices. Moreover, because copper and petrochemical products are
      components of the wire and cable we sell, fluctuations in the costs of these
      and
      other commodities have historically affected our operating results. To the
      extent we are unable to pass on to our customers cost increases due to inflation
      or rising commodity prices, it could adversely affect our operating
      results.  To the extent commodity prices decline, the net realizable
      value of our existing inventory could be reduced, and our gross profits could
      be
      adversely affected. As the Company turns its inventory in excess of four times
      a
      year, the impact of decreasing copper prices would primarily affect the results
      of the succeeding calendar quarter.





14
 ***Index***





**Liquidity
      and Capital Resources**





Our
      primary capital needs are for working capital obligations and other general
      corporate purposes and capital expenditures. Our primary sources of working
      capital are cash from operations supplemented by bank borrowings. During 2007,
      we have funded our capital expenditures through cash from operations. Our
      working capital amounted to $100.3 million at September 30, 2007 compared to
      $86.9 million at December 31, 2006.





Liquidity
      is defined as the ability to generate adequate amounts of cash to meet the
      current need for cash. We assess our liquidity in terms of our ability to
      generate cash to fund our operating activities. Significant factors which could
      affect liquidity include the following:





•
            the
                adequacy of available bank lines of
                credit;


•
            the
                ability to attract long-term capital with satisfactory
                terms;


•
            additional
                stock repurchases;


•
            cash
                flows generated from operating
                activities;


•
            payment
                of dividends;


•
            capital
                expenditures and


•
            acquisitions.








**Comparison
      of the Nine Months Ended September 30, 2007 and 2006**




Our
      net
      cash provided by operations for the nine months ended September 30, 2007 was
      $12.0 million compared with net cash used by operations of $5.0 million in
      the
      prior year period. The primary difference between 2007 and 2006 net cash
      provided by / (used in) operations was the buildup of inventory in 2007 of
      $3.9
      million versus the $23.4 million in 2006.  The 2006 buildup of
      inventory was necessary to support the dramatic growth in sales volume during
      that time period.Our
      net income increased to $24.0 million in 2007 from $22.5 million in 2006.
      Accounts receivable increased $15.6 million due to increased sales. Accounts
      payable increased $4.7 million due to higher inventory levels. Inventory levels
      increased $3.9 million due to typical lower year end levels in December and
      additional stock inventory to support sales. The increase of $2.2 million in
      accrued and other current liabilities was primarily attributable to an increase
      in prepaid orders.





Net
      cash
      used in investing activities increased slightly to $0.4 million in 2007 compared
      to $0.3 million in 2006.





Net
      cash
      used in financing activities was $11.7 million compared to net cash provided
      financing activities of $5.3 million in 2006. The principal use of cash in
      financing activities was to purchase $27.9 million of treasury stock. The net
      borrowings on the revolver were $16.5 million, reflecting  purchases
      of treasury stock for $27.9 million net of cash flow from operations of $12.0
      million.





**Indebtedness**





Our
      principal source of liquidity at September 30, 2007 was working capital of
      $100.3 million compared to $86.9 million at December 31, 2006. We also had
      available borrowing capacity of approximately $46.4 million at September 30,
      2007 and $32.9 million at December 31, 2006 under our loan and security
      agreement with a commercial bank syndicate.





We
      believe that we will have adequate availability of capital to fund our present
      operations, meet our commitments on our existing debt, continue the stock
      repurchase program, continue to fund our dividend payments, and fund anticipated
      growth over the next twelve months, including expansion in existing and targeted
      market areas. We continually seek potential acquisitions and from time to time
      hold discussions with acquisition candidates. If suitable acquisition
      opportunities or working capital needs arise that would require additional
      financing, we believe that our financial position and earnings history provide
      a
      solid base for obtaining additional financing resources at competitive rates
      and
      terms. Additionally, based on market conditions, we may issue additional shares
      of common or preferred stock to raise funds.





**Loan
      and Security Agreement**





We
      have a
      loan and security agreement with a commercial bank syndicate that provides
      for a
      revolving loan through May 21, 2010. On September 28, 2007, we increased the
      facility to $75.0 million to fund the stock repurchase program and fund business
      growth.   The agreement also allows for the payment of dividends,
      not to exceed $10 million in the aggregate in any twelve month period; and,
      prior to August 30, 2009, the repurchase of stock in the aggregate amount of
      not
      more than $50 million.  The lenders have a security interest in all of
      our assets, including accounts receivable and inventory. The loan bears interest
      at the agent bank’s base interest rate.  Portions of the outstanding
      loan may be converted to LIBOR loans in minimum amounts ranging between $100,000
      to $1.0 million and integral multiples of $100,000. Upon such conversion,
      interest is payable at LIBOR plus 1.00%.  We have entered into a
      series of one-month LIBOR loans, which, upon maturity, are either rolled back
      into the revolving loan or renewed under a new LIBOR contract.





15
 ***Index***





**Contractual
      Obligations**





The
      following table describes our loan commitment at September 30,
      2007:





**Total**
            
            
            **Less
                than**
              **1
                year**
            
            
            **1-3
                years**
            
            
            **3-5
                years**
            
            
            **More
                than**
              **5
                years****(In
                thousands)**Term
                loans and loans payable
            
            $
            28,595
            
            
            $
            —
            
            
            $
            28,595
            
            
            $
            —
            
            
            $
            —





There
      were no new material changes in operating lease obligations or non-cancellable
      purchase obligations since December 31, 2006.








**Cautionary
      Statement for Purposes of the “Safe
      Harbor”**





Forward-looking
      statements in this report are made in reliance upon the safe harbor provisions
      of the Private Securities Litigation Reform Act of 1995.  Such
      forward-looking statements may relate to, but are not limited to, information
      or
      assumptions about our sales and marketing strategy, sales (including pricing),
      income, operating income or gross margin improvements, working capital, cash
      flow, interest rates, impact of changes in accounting standards, future economic
      performance, management’s plans, goals and objectives for future operations,
      performance and growth or the assumptions relating to any of the forward-looking
      statements.  These statements can be identified by the fact that they
      do not relate strictly to historical or current facts.  They use words
      such as “aim”, “anticipate”, “believe”, “could”, “estimate”, “expect”, “intend”,
“may”, “plan”, “project”, “should”, “will be”, “will continue”, “will likely
      result”, “would” and other words and terms of similar meaning in conjunction
      with a discussion of future operating or financial performance.  The
      Company cautions that forward-looking statements are not guarantees because
      there are inherent difficulties in predicting future results.  Actual
      results could differ materially from those expressed or implied in the
      forward-looking statements.  The factors listed under “Risk Factors”
in the Company’s Annual Report on Form 10-K for the year ended December 31,
      2006, as well as any cautionary language in this report, provide examples of
      risks, uncertainties and events that may cause our actual results to differ
      materially from the expectations we describe in our forward-looking
      statements.





**Item
      3. Quantitative and Qualitative Disclosures about Market
      Risk**





**Interest
      Rate Risk**





There
      have been no material changes from what we reported in the Form 10-K for the
      year ended December 31, 2006.





**Foreign
      Exchange Risk**





There
      have been no material changes from what we reported in the Form 10-K for the
      year ended December 31, 2006.





**Item
      4. Controls and Procedures**





As
      of
      September 30, 2007, an evaluation was performed by the Company’s management,
      under the supervision and with the participation of the Company’s chief
      executive officer and chief financial officer, of the effectiveness of the
      Company’s disclosure controls and procedures.  Based on that
      evaluation, the chief executive officer and the chief financial officer
      concluded that the Company’s disclosure controls and procedures were
      effective.  There were no changes in the Company’s internal control
      over financial reporting that occurred during the quarter ended September 30,
      2007 that have materially affected, or are reasonably likely to materially
      affect, the Company’s internal control over financial reporting.








**Part II.
      Other Information**




**Item
      1 – Not applicable and has been omitted.**





16
 ***Index***





**Item
      1A.  Risk Factors**





There
      have been no material changes in our risk factors from those disclosed in the
      Form 10-K for the year ended December 31, 2006.








**Item
      2.  Unregistered Sales of Equity Securities and Use of
      Proceeds**





(c)  The
      following table shows certain information relating to the Company’s purchases of
      common stock for the three months ended September 30, 2007 pursuant to the
      Company’s stock repurchase program.





**Period**
            
            **(a)
                Total number of shares purchased**
            
            
            **(b)
                Average price paid per share**
            
            
            **(c)
                Total number of shares purchased as part of publicly announced plans
                or
                programs (1)**
            
            
            **(d)
                Maximum dollar value that may yet be used for purchases under the
                plan**July
                1 – 31, 2007
            
            
            —
            
            
            
            —
            
            
            
            —
            
            
            
            —August
                1 – 31, 2007
            
            
            1,179,965
            
            
            $
            18.39
            
            
            
            1,179,965
            
            
            $
            28,299,839September
                1 – 30, 2007
            
            
            318,146
            
            
            $
            19.62
            
            
            
            318,146
            
            
            $
            22,058,389Total
            
            
            1,498,111
            
            
            $
            18.65
            
            
            
            1,498,111
            
            
            $
            22,058,389





(1)  The
      Board of Directors approved a stock repurchase program on August 2, 2007 and
      on
      September 28, 2007 that the amount it is authorized to repurchase has been
      increased to $50.0 million.  The current stock repurchase program
      expires August 30, 2009.  All of the above purchases were made under
      the Company’s stock repurchase program.





**Items
      3 – 5 are not applicable and have been omitted.**








**Item
      6.  Exhibits**





**(a)********Exhibits
      required by Item 601 of Regulation S-K****.**




Exhibit
                Number
            
            Document
                Description31.1
            
            Certification
                by Charles A. Sorrentino pursuant to Rule 13a-14(a) and 15d-14(a),
                as
                adopted pursuant to Section 302 of the Sarbanes-Oxley Act of
                2002.31.2
            
            Certification
                by Nicol G. Graham pursuant to Rule 13a-14(a) and 15d-14(a), as adopted
                pursuant to Section 302 of the Sarbanes-Oxley Act of
                2002.32.1
            
            Certification
                by Charles A. Sorrentino and Nicol G. Graham pursuant to 18 U.S.C.
                Section
                1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act
                of
                2002.





17
 ***Index***





**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, thereunto
      duly authorized.








Date:  November
                2, 2007
            **HOUSTON
                WIRE & CABLE COMPANY**BY: /s/
                Nicol G. GrahamNicol G. Graham,
              Chief Financial Officer,





18
 ***Index***





EXHIBIT
      INDEX





Exhibit
                Number
            
            Document
                Description31.1
            
            Certification
                by Charles A. Sorrentino pursuant to Rule 13a-14(a) and 15d-14(a),
                as
                adopted pursuant to Section 302 of the Sarbanes-Oxley Act of
                2002.31.2
            
            Certification
                by Nicol G. Graham pursuant to Rule 13a-14(a) and 15d-14(a), as adopted
                pursuant to Section 302 of the Sarbanes-Oxley Act of
                2002.32.1
            
            Certification
                by Charles A. Sorrentino and Nicol G. Graham pursuant to 18 U.S.C.
                Section
                1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act
                of
                2002.






19