##### Table of Contents



SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-Q
 (Mark One)
 þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the quarterly period ended June 30, 2007
 OR
 o
    
    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 001-12505
 CORE MOLDING TECHNOLOGIES, INC.
  Delaware
    
    31-1481870(State or other jurisdiction 
incorporation or organization)
    
    (I.R.S. Employer Identification No.)800 Manor Park Drive, P.O. Box 28183
Columbus, Ohio
    
    43228-0183(Address of principal executive office)
    
    (Zip Code)
 (614) 870-5000
  Former name, former address and former fiscal year, if changed since last report.
  þ o
  o o þ
  o þ




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##### 



Table of Contents
 Part I  Financial InformationItem 1 Financial StatementsCondensed Consolidated Balance Sheets
    
    
    3Condensed Consolidated Statements of Income
    
    
    4Condensed Consolidated Statement of Stockholders Equity
    
    
    5Condensed Consolidated Statements of Cash Flows
    
    
    6Notes to Condensed Consolidated Financial Statements
    
    
    7Item 2 Managements Discussion and Analysis of Financial Condition and Results
of Operations
    
    
    13Item 3 Quantitative and Qualitative Disclosures About Market Risk
    
    
    19Item 4 Control and Procedures
    
    
    20Part II  Other Information
    
    
    21Item 1. Legal Proceedings
    
    
    21Item 1A. Risk Factors
    
    
    21Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
    
    
    21Item 3. Defaults Upon Senior Securities
    
    
    21Item 4. Submission of Matters to a Vote of Security Holders
    
    
    21Item 5. Other Information
    
    
    21Item 6. Exhibits
    
    
    21Signatures
    
    
    22Index to Exhibits
    
    
    23EX-10(a)EX-31(a)EX-31(b)EX-32(a)EX-32(b)
  2




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##### Table of Contents



Part 1  Financial Information
 Core Molding Technologies, Inc. and Subsidiaries
 
 Condensed Consolidated Balance Sheets
 June 30,
    
    
    December 31,2007
    
    
    2006(Unaudited)AssetsCurrent Assets:Cash
    
    $
    17,454,549
    
    
    $
    16,096,223Accounts receivable (less allowance for doubtful accounts:June 30, 2007  $226,000; December 31, 2006  $262,000)
    
    
    19,675,040
    
    
    
    22,456,177Inventories:Finished and work in process goods
    
    
    2,628,584
    
    
    
    2,793,993Stores
    
    
    4,732,190
    
    
    
    4,598,983Total inventories
    
    
    7,360,774
    
    
    
    7,392,976Deferred tax asset
    
    
    1,469,756
    
    
    
    1,529,592Foreign sales tax receivable
    
    
    994,884
    
    
    
    1,032,058Income tax receivable
    
    
    
    
    
    
    1,432,324Tooling in progress
    
    
    362,510
    
    
    
    Prepaid expenses and other current assets
    
    
    1,078,026
    
    
    
    730,109Total current assets
    
    
    48,395,539
    
    
    
    50,669,459Property, plant and equipment
    
    
    58,075,911
    
    
    
    56,927,053Accumulated depreciation
    
    
    (28,103,768
    )
    
    
    (26,389,062
    )Property, plant and equipment  net
    
    
    29,972,143
    
    
    
    30,537,991Deferred tax asset
    
    
    6,862,336
    
    
    
    6,916,348Interest rate swap
    
    
    2,437
    
    
    
    Goodwill
    
    
    1,097,433
    
    
    
    1,097,433Customer list / non-compete, net
    
    
    113,221
    
    
    
    138,814Other assets
    
    
    158,485
    
    
    
    145,668Total
    
    
    86,601,594
    
    
    
    89,505,713Liabilities and Stockholders EquityLiabilities:Current liabilitiesCurrent portion of long-term debt
    
    $
    1,840,716
    
    
    $
    1,815,716Current portion of postretirement benefits liability
    
    
    247,000
    
    
    
    247,000Accounts payable
    
    
    10,078,719
    
    
    
    10,735,295Tooling in progress
    
    
    
    
    
    
    1,179,684Accrued liabilities:Compensation and related benefits
    
    
    3,411,575
    
    
    
    7,111,475Other
    
    
    1,461,330
    
    
    
    2,005,408Total current liabilities
    
    
    17,039,340
    
    
    
    23,094,578Long-term debt
    
    
    6,851,421
    
    
    
    7,779,279Interest rate swap
    
    
    
    
    
    
    35,848Graduated lease payments
    
    
    5,864
    
    
    
    41,050Postretirement benefits liability
    
    
    16,757,239
    
    
    
    15,860,558Commitments and Contingencies
Stockholders Equity:Preferred stock  $0.01 par value, authorized shares  10,000,000;Outstanding shares June 30, 2007 and December 31, 2006 0
    
    
    
    
    
    
    Common stock
 $0.01 par value, authorized shares  20,000,000;Outstanding shares: 10,321,035 at June 30, 2007 and
10,204,607 at December 31, 2006
    
    
    103,210
    
    
    
    102,046Paid-in capital
    
    
    22,470,793
    
    
    
    21,872,723Accumulated other comprehensive loss, net of income tax benefit
    
    
    (2,912,575
    )
    
    
    (3,019,315
    )Retained earnings
    
    
    26,286,302
    
    
    
    23,738,946Total stockholders equity
    
    
    45,947,730
    
    
    
    42,694,400Total
    
    $
    86,601,594
    
    
    $
    89,505,713
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Core Molding Technologies, Inc. and Subsidiaries
 
 Condensed Consolidated Statements of Income

(Unaudited)
 Three Months Ended
    
    
    Six Months EndedJune 30,
    
    
    June 30,2007
    
    
    2006
    
    
    2007
    
    
    2006Net Sales:Products
    
    $
    24,685,106
    
    
    $
    38,425,961
    
    
    $
    55,336,042
    
    
    $
    73,780,619Tooling
    
    
    13,610,170
    
    
    
    1,084,696
    
    
    
    14,188,325
    
    
    
    2,232,352Total Sales
    
    
    38,295,276
    
    
    
    39,510,657
    
    
    
    69,524,367
    
    
    
    76,012,971Cost of sales
    
    
    33,105,221
    
    
    
    30,998,160
    
    
    
    58,891,969
    
    
    
    60,025,529Postretirement benefits expense
    
    
    584,981
    
    
    
    665,598
    
    
    
    1,201,638
    
    
    
    1,311,972Total cost of sales
    
    
    33,690,202
    
    
    
    31,663,758
    
    
    
    60,093,607
    
    
    
    61,337,501Gross Margin
    
    
    4,605,074
    
    
    
    7,846,899
    
    
    
    9,430,760
    
    
    
    14,675,470Selling, general and administrative expense
    
    
    2,649,944
    
    
    
    3,764,542
    
    
    
    5,606,163
    
    
    
    6,799,132Postretirement benefits expense
    
    
    137,218
    
    
    
    136,327
    
    
    
    272,582
    
    
    
    278,208Total selling, general and administrative expense
    
    
    2,787,162
    
    
    
    3,900,869
    
    
    
    5,878,745
    
    
    
    7,077,340Income before interest and taxes
    
    
    1,817,912
    
    
    
    3,946,030
    
    
    
    3,552,015
    
    
    
    7,598,130Interest income
    
    
    248,290
    
    
    
    130,854
    
    
    
    493,063
    
    
    
    254,178Interest expense
    
    
    (126,024
    )
    
    
    (157,795
    )
    
    
    (262,713
    )
    
    
    (320,097
    )Income before income taxes
    
    
    1,940,178
    
    
    
    3,919,089
    
    
    
    3,782,365
    
    
    
    7,532,211Income tax expense
    
    
    674,045
    
    
    
    1,416,062
    
    
    
    1,303,462
    
    
    
    2,747,277Net Income
    
    $
    1,266,133
    
    
    $
    2,503,027
    
    
    $
    2,478,903
    
    
    $
    4,784,934Net income per common share:Basic
    
    $
    0.12
    
    
    $
    0.25
    
    
    $
    0.24
    
    
    $
    0.48Diluted
    
    $
    0.12
    
    
    $
    0.24
    
    
    $
    0.23
    
    
    $
    0.46Weighted average shares outstanding:Basic
    
    
    10,313,249
    
    
    
    10,072,062
    
    
    
    10,288,840
    
    
    
    10,059,454Diluted
    
    
    10,618,444
    
    
    
    10,402,252
    
    
    
    10,616,637
    
    
    
    10,427,346
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Core Molding Technologies, Inc. and Subsidiaries
 
 Condensed Consolidated Statement of Stockholders Equity

(Unaudited)
 Common StockOutstanding
    
    
    
    
    
    AccumulatedOther
    
    
    
    
    
    TotalPaid-in
    
    Comprehensive
    
    Retained
    
    StockholdersShares
    
    Amount
    
    Capital
    
    Income (Loss)
    
    Earnings
    
    EquityBalance at January 1, 2007
    
    
    10,204,607
    
    
    $
    102,046
    
    
    $
    21,872,723
    
    
    $
    (3,019,315
    )
    
    $
    23,738,946
    
    
    $
    42,694,400Cumulative impact of
change in
 accounting for
uncertainties in
 income
taxes (FIN 48  see Note
7)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    68,453
    
    
    
    68,453Net Income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,478,903
    
    
    
    2,478,903Common shares issued from
exercise of stock options
    
    
    109,256
    
    
    
    1,092
    
    
    
    340,640
    
    
    
    
    
    
    
    
    
    
    
    341,732Tax benefit from exercise
of stock options
    
    
    
    
    
    
    
    
    
    
    112,217
    
    
    
    
    
    
    
    
    
    
    
    112,217Restricted stock issued
    
    
    7,172
    
    
    
    72
    
    
    
    51,136
    
    
    
    
    
    
    
    
    
    
    
    51,208Share based compensation
    
    
    
    
    
    
    
    
    
    
    94,077
    
    
    
    
    
    
    
    
    
    
    
    94,077Hedge accounting effect
of the interest rate
swaps at June 30, 2007
net of deferred income
tax expense of $13,017
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    20,923
    
    
    
    
    
    
    
    20,923Amortization of
previously unrecognized
postretirement plan loss,
net of deferred income
tax expense of $49,755
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    85,817
    
    
    
    
    
    
    
    85,817Balance at June 30, 2007
    
    
    10,321,035
    
    
    $
    103,210
    
    
    $
    22,470,793
    
    
    $
    (2,912,575
    )
    
    $
    26,286,302
    
    
    $
    45,947,730
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Core Molding Technologies, Inc. and Subsidiaries
 
 Condensed Consolidated Statements of Cash Flows

(Unaudited)
 Six Months EndedJune 30,2007
    
    
    2006Cash flows from operating activities:Net income
    
    $
    2,478,903
    
    
    $
    4,784,934Adjustments to reconcile net income to net cash provided by
operating activities:Depreciation and amortization
    
    
    1,762,480
    
    
    
    1,318,374Deferred income taxes
    
    
    (8,760
    )
    
    
    Share based compensation
    
    
    145,285
    
    
    
    207,750Interest income related to ineffectiveness of swap
    
    
    (4,345
    )
    
    
    (Gain) loss on disposal of assets
    
    
    (1,039
    )
    
    
    10,363Amortization of gain on sale/leaseback transactions
    
    
    
    
    
    
    (169,057
    )Loss on translation of foreign currency financial statements
    
    
    30,933
    
    
    
    98,280Change in assets and liabilities:Accounts receivable
    
    
    2,781,137
    
    
    
    (6,092,772
    )Inventories
    
    
    32,202
    
    
    
    374,748Prepaid and other assets
    
    
    (310,742
    )
    
    
    (814,818
    )Accounts payable
    
    
    (766,229
    )
    
    
    1,242,109Accrued and other liabilities
    
    
    (4,260,745
    )
    
    
    1,738,553Postretirement benefits liability
    
    
    1,032,252
    
    
    
    1,126,304Net cash provided by operating activities
    
    
    2,911,332
    
    
    
    3,824,768Cash flows from investing activities:Purchase of property, plant and equipment
    
    
    (1,070,136
    )
    
    
    (3,271,271
    )Proceeds from sale of property and equipment
    
    
    1,039
    
    
    
    5,200Net cash used in investing activities
    
    
    (1,069,097
    )
    
    
    (3,266,071
    )Cash flows from financing activities:Proceeds from issuance of common stock
    
    
    341,732
    
    
    
    93,197Tax effect from exercise of stock options
    
    
    112,217
    
    
    
    Payments of principal on secured note payable
    
    
    (642,858
    )
    
    
    (642,858
    )Payment of principal on industrial revenue bond
    
    
    (260,000
    )
    
    
    (240,000
    )Payments in advance of treasury stock repurchase
    
    
    (35,000
    )
    
    
    Net cash used in financing activities
    
    
    (483,909
    )
    
    
    (789,661
    )Net increase (decrease) in cash and cash equivalents
    
    
    1,358,326
    
    
    
    (230,964
    )Cash and cash equivalents at beginning of period
    
    
    16,096,223
    
    
    
    9,413,994Cash and cash equivalents at end of period
    
    $
    17,454,549
    
    
    $
    9,183,030Cash paid for:Interest (net of capitalized interest)
    
    $
    270,822
    
    
    $
    56,323Income taxes
    
    $
    686,227
    
    
    $
    1,579,133
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##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries
 
 Notes to Condensed Consolidated Financial Statements

(Unaudited)
 1. Basis of Presentation
   2. Earnings Per Common Share
   Three Months Ended
    
    
    Six Months EndedJune 30,
    
    
    June 30,2007
    
    
    2006
    
    
    2007
    
    
    2006Net income
    
    $
    1,266,133
    
    
    $
    2,503,027
    
    
    $
    2,478,903
    
    
    $
    4,784,934Weighted average common shares
outstanding
    
    
    10,313,249
    
    
    
    10,072,062
    
    
    
    10,288,840
    
    
    
    10,059,454Plus: dilutive options assumed exercised
    
    
    606,700
    
    
    
    928,450
    
    
    
    606,700
    
    
    
    928,450Less: shares assumed repurchased with
proceeds from exercise
    
    
    (325,699
    )
    
    
    (600,239
    )
    
    
    (302,985
    )
    
    
    (561,547
    )Plus: dilutive effect of nonvested
restricted stock grants
    
    
    24,194
    
    
    
    1,979
    
    
    
    24,082
    
    
    
    989Weighted average common and potentially
issuable common shares outstanding
    
    
    10,618,444
    
    
    
    10,402,252
    
    
    
    10,616,637
    
    
    
    10,427,346Basic earnings per common share
    
    $
    0.12
    
    
    $
    0.25
    
    
    $
    0.24
    
    
    $
    0.48Diluted earnings per common share
    
    $
    0.12
    
    
    $
    0.24
    
    
    $
    0.23
    
    
    $
    0.46
  7




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##### Table of Contents



3. Sales Revenue
  Three Months Ended
    
    
    Six Months EndedJune 30,
    
    
    June 30,2007
    
    
    2006
    
    
    2007
    
    
    2006International product sales
    
    $
    11,289,338
    
    
    $
    17,898,659
    
    
    $
    23,719,615
    
    
    $
    35,061,828International tooling sales
    
    
    7,869,493
    
    
    
    107,155
    
    
    
    8,143,381
    
    
    
    1,254,811Total International sales
    
    
    19,158,831
    
    
    
    18,005,814
    
    
    
    31,862,996
    
    
    
    36,316,639PACCAR product sales
    
    
    6,364,693
    
    
    
    8,752,870
    
    
    
    14,210,671
    
    
    
    16,581,607PACCAR tooling sales
    
    
    5,419,794
    
    
    
    708,510
    
    
    
    5,514,794
    
    
    
    708,510Total PACCAR sales
    
    
    11,784,487
    
    
    
    9,461,380
    
    
    
    19,725,465
    
    
    
    17,290,117Other product sales
    
    
    7,031,075
    
    
    
    11,774,432
    
    
    
    17,405,756
    
    
    
    22,137,184Other tooling sales
    
    
    320,883
    
    
    
    269,031
    
    
    
    530,150
    
    
    
    269,031Total Other sales
    
    
    7,351,958
    
    
    
    12,043,463
    
    
    
    17,935,906
    
    
    
    22,406,215Total product sales
    
    
    24,685,106
    
    
    
    38,425,961
    
    
    
    55,336,042
    
    
    
    73,780,619Total tooling sales
    
    
    13,610,170
    
    
    
    1,084,696
    
    
    
    14,188,325
    
    
    
    2,232,352Total sales
    
    $
    38,295,276
    
    
    $
    39,510,657
    
    
    $
    69,524,367
    
    
    $
    76,012,971
 4. Comprehensive Income
  Three Months Ended
    
    
    Six Months EndedJune 30,
    
    
    June 30,2007
    
    
    2006
    
    
    2007
    
    
    2006Net income
    
    $
    1,266,133
    
    
    $
    2,503,027
    
    
    $
    2,478,903
    
    
    $
    4,784,934Amortization of
previously
unrecognized
postretirement plan
loss, net of
deferred tax
expense of $24,877
and $49,755 for the
three and six
months ending June
30, 2007
    
    
    42,910
    
    
    
    
    
    
    
    85,817
    
    
    
    Hedge accounting
effect of interest
rate swaps, net of
deferred income tax
expense of $22,198
and $13,017 for the
three and six
months ending June
30, 2007 and
$25,931 and $63,640
for the three and
six months ending
June 30, 2006,
respectively
    
    
    39,018
    
    
    
    50,339
    
    
    
    20,923
    
    
    
    123,538Comprehensive income
    
    $
    1,348,061
    
    
    $
    2,553,366
    
    
    $
    2,585,643
    
    
    $
    4,908,472
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##### Table of Contents



5. Postretirement Benefits
  Three Months Ended
    
    
    Six Months EndedJune 30,
    
    
    June 30,2007
    
    
    2006
    
    
    2007
    
    
    2006Pension expense:Defined contribution plan
Contributions
    
    $
    107,000
    
    
    $
    131,000
    
    
    $
    227,000
    
    
    $
    262,000Multi-employer plan
Contributions
    
    
    105,000
    
    
    
    101,000
    
    
    
    215,000
    
    
    
    202,000Total pension expense
    
    
    212,000
    
    
    
    232,000
    
    
    
    442,000
    
    
    
    464,000Health and life insurance:Service cost
    
    
    187,000
    
    
    
    274,000
    
    
    
    399,000
    
    
    
    541,000Interest cost
    
    
    269,000
    
    
    
    224,000
    
    
    
    498,000
    
    
    
    442,000Amortization of net loss
    
    
    55,000
    
    
    
    72,000
    
    
    
    135,000
    
    
    
    143,000Net periodic benefit cost
    
    
    511,000
    
    
    
    570,000
    
    
    
    1,032,000
    
    
    
    1,126,000Total postretirement
benefits
Expense
    
    $
    723,000
    
    
    $
    802,000
    
    
    $
    1,474,000
    
    
    $
    1,590,000
  6. Interest Rate Swaps
   9




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##### Table of Contents



7. Income Taxes
    8. Stock Based Compensation
  Stock Options
  Number
    
    
    Weightedof
    
    
    AverageShares
    
    
    Exercise PriceOutstanding at December 31, 2006
    
    
    799,956
    
    
    $
    3.35Exercised
    
    
    (109,256
    )
    
    
    3.13Granted
    
    
    
    
    
    
    Forfeited
    
    
    (51,000
    )
    
    
    4.27Outstanding at June 30, 2007
    
    
    639,700
    
    
    
    3.31Exercisable at June 30, 2007
    
    
    432,340
    
    
    $
    3.25
 10




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##### Table of Contents



Number
    
    
    WeightedOf
    
    
    AverageShares
    
    
    Exercise PriceUnvested at December 31, 2006
    
    
    306,780
    
    
    $
    3.54Granted
    
    
    
    
    
    
    Vested
    
    
    (50,920
    )
    
    
    3.17Forfeited
    
    
    (48,500
    )
    
    
    3.89Unvested at June 30, 2007
    
    
    207,360
    
    
    $
    3.45
  Restricted Stock
   WeightedNumber
    
    
    AverageOf
    
    
    Grant DateShares
    
    
    Fair ValueUnvested balance at December 31, 2006
    
    
    22,972
    
    
    $
    6.70Granted
    
    
    38,887
    
    
    
    7.14Vested
    
    
    (7,172
    )
    
    
    7.14Forfeited
    
    
    (4,653
    )
    
    
    6.70Unvested at June 30, 2007
    
    
    50,034
    
    
    $
    6.98
  9. Subsequent Events
  11




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10. Recently Issued and Adopted Accounting Pronouncements
 Accounting for Uncertainty in
Income Taxes, Accounting for Income Taxes
 Fair Value Measurements.
 Establishing the Fair Value Option for
Financial Assets and Liabilities Fair Value Measurements.
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##### Table of Contents



Part I  Financial Information
 
 Item 2
 Managements Discussion and Analysis of Financial Condition and Results of Operations
 This Managements Discussion and Analysis of Financial Condition and Results of
Operations contains forward-looking statements within the meaning of the federal securities laws.
As a general matter, forward-looking statements are those focused upon future plans, objectives or
performance as opposed to historical items and include statements of anticipated events or trends
and expectations and beliefs relating to matters not historical in nature. Such forward-looking
statements involve known and unknown risks and are subject to uncertainties and factors relating to
Core Molding Technologies operations and business environment, all of which are difficult to
predict and many of which are beyond Core Molding Technologies control. These uncertainties and
factors could cause Core Molding Technologies actual results to differ materially from those
matters expressed in or implied by such forward-looking statements.
 Core Molding Technologies believes that the following factors, among others, could affect its
future performance and cause actual results to differ materially from those expressed or implied by
forward-looking statements made in this quarterly report: business conditions in the plastics,
transportation, watercraft and commercial product industries; general economic conditions in the
markets in which Core Molding Technologies operates; dependence upon two major customers as the
primary source of Core Molding Technologies sales revenues; efforts of Core Molding Technologies
to expand its customer base; failure of Core Molding Technologies suppliers to perform their
contractual obligations; the availability of raw materials; inflationary pressures; new
technologies; competitive and regulatory matters; labor relations; the loss or inability of Core
Molding Technologies to attract key personnel; the availability of capital; the ability of Core
Molding Technologies to provide on-time delivery to customers, which may require additional
shipping expenses to ensure on-time delivery or otherwise result in late fees; risk of cancellation
or rescheduling of orders; managements decision to pursue new products or businesses which involve
additional costs, risks or capital expenditures; and other risks identified from time-to-time in
Core Molding Technologies other public documents on file with the Securities and Exchange
Commission, including those described in Item 1A of the 2006 Annual Report to Shareholders on Form
10-K.
 OVERVIEW
   13




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Results of Operations
 Three Months Ended June 30, 2007, As Compared To Three Months Ended June 30, 2006
        14




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Six Months Ended June 30, 2007, As Compared To Six Months Ended June 30, 2006
        15




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Liquidity and Capital Resources
       16




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##### Table of Contents



Recently Issued Accounting Standards
 Fair Value Measurements.
 Establishing the Fair Value Option for
Financial Assets and Liabilities Fair Value Measurements.
 Critical Accounting Policies and Estimates
   Accounts receivable allowances:
  Inventories:
  Goodwill and Long-Lived Assets:
 st
 Self-Insurance:
  17




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Post retirement benefits:
  Revenue Recognition:
  Income taxes:
  18




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##### Table of Contents



Part I  Financial Information
 
 Item 3
 Quantitative and Qualitative Disclosures About Market Risk
     19




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##### Table of Contents



Part I  Financial Information
 
 Item 4
 Controls and Procedures
   20




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##### Table of Contents



Part II  Other Information
 
 Item 1. Legal Proceedings
  
 Item 1A. Risk Factors
  
 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
  
 Item 3. Defaults Upon Senior Securities
  
 Item 4. Submission of Matters to a Vote of Security Holders
  A. Election of Directors:

    
    Shares Voted For
    
    

Shares
Voted AgainstKevin L. Barnett
    
    
    8,981,258
    
    
    
    397,638Thomas R. Cellitti
    
    
    8,982,021
    
    
    
    396,875James F. Crowley
    
    
    9,234,042
    
    
    
    144,854Ralph O. Hellmold
    
    
    9,210,842
    
    
    
    168,054Malcolm M. Prine
    
    
    9,210,292
    
    
    
    168,604
  B. Ratification of Deloitte and Touche, LLP as the independent
registered public accounting firm for the year ending December 31, 2007:
 Shares Voted For
    
    Shares Against
    
    
    Shares Abstaining5,059,825
    
    
    6,000
    
    
    
    4,313,069
 
 Item 5. Other Information
  
 Item 6. Exhibits
  21




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##### Table of Contents



SIGNATURES
  CORE MOLDING TECHNOLOGIES, INC.Date:      August 13, 2007
    By:
    /s/ Kevin L. BarnettKevin L. BarnettPresident, Chief Executive Officer, and

DirectorDate:      August 13, 2007
    By:
    /s/ Herman F. Dick, Jr.Herman F. Dick, Jr.Vice President, Secretary, Treasurer,
 and
 Chief Financial Officer 
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##### Table of Contents



INDEX TO EXHIBITS
 Exhibit No.
    
    Description
    
    Location2(a)(1)
    
    Asset Purchase Agreement
Dated as of September 12, 1996,
As amended October 31, 1996,
between Navistar International
Transportation Corporation and RYMAC
Mortgage Investment Corporation1
    
    Incorporated by
reference to
Exhibit 2-A to
Registration
Statement on Form
S-4 (Registration
No. 333-15809)2(a)(2)
    
    Second Amendment to Asset Purchase
Agreement dated December 16, 19961
    
    Incorporated by
reference to
Exhibit 2(a)(2) to
Annual Report on
Form 10-K for the
year-ended December
31, 20012(b)(1)
    
    Agreement and Plan of Merger dated as of
November 1, 1996, between Core Molding
Technologies, Inc. and RYMAC Mortgage
Investment Corporation
    
    Incorporated by
reference to
Exhibit 2-B to
Registration
Statement on Form
S-4 (Registration
No. 333-15809)2(b)(2)
    
    First Amendment to Agreement and Plan
of Merger dated as of December 27, 1996
Between Core Molding Technologies, Inc. and
RYMAC Mortgage Investment Corporation
    
    Incorporated by
reference to
Exhibit 2(b)(2) to
Annual Report on
Form 10-K for the
year ended December
31, 20022(c)(1)
    
    Asset Purchase Agreement dated as of October
10, 2001, between Core Molding Technologies,
Inc. and Airshield Corporation
    
    Incorporated by
reference to
Exhibit 1 to Form
8-K filed October
31, 20013(a)(1)
    
    Certificate of Incorporation of
Core Molding Technologies, Inc.
as filed with the Secretary of State
of Delaware on October 8, 1996
    
    Incorporated by
reference to
Exhibit 4(a) to
Registration
Statement on Form
S-8 (Registration
No. 333-29203)3(a)(2)
    
    Certificate of Amendment of
Certificate of Incorporation
of Core Molding Technologies, Inc.
as filed with the Secretary of State
of Delaware on November 6, 1996
    
    Incorporated by
reference to
Exhibit 4(b) to
Registration
Statement on Form
S-8 (Registration
No. 333-29203)3(a)(3)
    
    Certificate of Incorporation of Core
Materials Corporation, reflecting
Amendments through November 6,
1996 [for purposes of compliance
with Securities and Exchange
Commission filing requirements only]
    
    Incorporated by
reference to
Exhibit 4(c) to
Registration
Statement on Form
S-8 (Registration
No. 333-29203)3(a)(4)
    
    Certificate of Amendment of Certificate of
Incorporation as filed with the Secretary of
State of Delaware on August 28, 2002
    
    Incorporated by
reference to
Exhibit 3(a)(4) to
Quarterly Report on
Form 10-Q for the
quarter ended
September 30, 2002
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Exhibit No.
    
      Description
    
       Location3(b)
    
    By-Laws of Core Molding Technologies, Inc.
    
    Incorporated by
reference to
Exhibit 3-C to
Registration
Statement on Form
S-4 (Registration
No. 333-15809)4(a)(1)
    
    Certificate of Incorporation of Core Molding
Technologies, Inc. as filed with the
Secretary of State of Delaware on October 8,
1996
    
    Incorporated by
reference to
Exhibit 4(a) to
Registration
Statement on Form
S-8 (Registration
No. 333-29203)4(a)(2)
    
    Certificate of Amendment of Certificate
of Incorporation of Core Materials
Corporation as filed with the Secretary of
State of Delaware on November 6, 1996
    
    Incorporated by
reference to
Exhibit 4(b) to
Registration
Statement on Form
S-8 (Registration
No. 333-29203)4(a)(3)
    
    Certificate of Incorporation of Core Materials
Corporation, reflecting amendments through
November 6, 1996 [for purposes of compliance
with Securities and Exchange Commission
filing requirements only]
    
    Incorporated by
reference to
Exhibit 4(c) to
Registration
Statement on Form
S-8 (Registration
No. 333-29203)4(a)(4)
    
    Certificate of Amendment of Certificate of
Incorporation as filed with the Secretary of
State of Delaware on August 28, 2002
    
    Incorporated by
reference to
Exhibit 3(a)(4) to
Quarterly Report on
Form 10-Q for the
quarter ended
September 30, 20024(b)
    
    By-Laws of Core Molding Technologies, Inc.
    
    Incorporated by
reference to
Exhibit 3-C to
Registration
Statement on Form
S-4 (Registration
No. 333-15809)10(a)
    
    Supply and Management Agreement dated as of
June 1, 2006 between PACCAR Inc. and Core
Molding Technologies, Inc.2
    
    Filed Herein11
    
    Computation of Net Income per Share
    
    Exhibit 11 omitted
because the
required
information is
Included in Notes
to Financial
Statement31(a)
    
    Section 302 Certification by Kevin L.
Barnett, President and Chief Executive
Officer
    
    Filed Herein31(b)
    
    Section 302 Certification by Herman F. Dick,
Jr., Vice President, Treasurer and Chief
Financial Officer
    
    Filed Herein32(a)
    
    Certification of Kevin L. Barnett, Chief
Executive Officer of Core Molding
Technologies, Inc., dated August 13, 2007,
pursuant to 18 U.S.C. Section 1350
    
    Filed Herein32(b)
    
    Certification of Herman F. Dick, Jr., Chief
Financial Officer of Core Molding
Technologies, Inc., dated August 13, 2007,
pursuant to 18 U.S.C. Section 1350
    
    Filed Herein
 
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