##### 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 endedJune 30, 2008
 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
 
  þ o
  Large accelerated filer o
    
    Accelerated filer o
    
    Non-accelerated filer o
(Do not check if a smaller reporting company)
    
    Smaller Reporting Company þ
  o þ




---



##### 



Table of Contents
 Part I  Financial InformationItem 1. Financial StatementsConsolidated Balance Sheets
    
    
    3Consolidated Statements of Income
    
    
    4Consolidated Statement of Stockholders Equity
    
    
    5Consolidated Statements of Cash Flows
    
    
    6Notes to Consolidated Financial Statements
    
    
    7Item 2. Managements Discussion and Analysis of Financial
Condition and Results of Operations
    
    
    15Item 3. Quantitative and Qualitative Disclosures About Market Risk
    
    
    22Item 4T. Controls and Procedures
    
    
    23Part II  Other Information
    
    
    24Item 1. Legal Proceedings
    
    
    24Item 1A. Risk Factors
    
    
    24Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
    
    
    24Item 3. Defaults Upon Senior Securities
    
    
    24Item 4. Submission of Matters to a Vote of Security Holders
    
    
    24Item 5. Other Information
    
    
    24Item 6. Exhibits
    
    
    24Signatures
    
    
    25Index to Exhibits
    
    
    26EX-10(A)EX-31(A)EX-31(B)EX-32(A)EX-32(B)
  2




---



##### Table of Contents



Part 1  Financial Information
Core Molding Technologies, Inc. and Subsidiaries
 
 Consolidated Balance Sheets
 June 30,
    
    
    December 31,2008
    
    
    2007(Unaudited)AssetsCurrent Assets:Cash
    
    $
    
    
    
    $
    Accounts receivable (less allowance for doubtful accounts:June 30, 2008  $253,000; December 31, 2007  $334,000)
    
    
    17,169,564
    
    
    
    12,469,502Inventories:Finished and work in process goods
    
    
    2,697,309
    
    
    
    3,333,119Stores
    
    
    4,775,594
    
    
    
    5,011,291Total inventories
    
    
    7,472,903
    
    
    
    8,344,410Deferred tax asset-current portion
    
    
    1,625,781
    
    
    
    1,625,781Foreign sales tax receivable
    
    
    871,525
    
    
    
    959,767Prepaid expenses and other current assets
    
    
    897,374
    
    
    
    632,329Total current assets
    
    
    28,037,147
    
    
    
    24,031,789Property, plant and equipment
    
    
    60,649,834
    
    
    
    59,906,910Accumulated depreciation
    
    
    (31,458,645
    )
    
    
    (29,691,245
    )Property, plant and equipment  net
    
    
    29,191,189
    
    
    
    30,215,665Deferred tax asset
    
    
    6,176,360
    
    
    
    6,173,514Goodwill
    
    
    1,097,433
    
    
    
    1,097,433Customer list / Non-compete
    
    
    62,036
    
    
    
    87,629Other assets
    
    
    77,385
    
    
    
    89,168Total
    
    $
    64,641,550
    
    
    $
    61,695,198Liabilities and Stockholders Equity
Liabilities:Current liabilitiesCurrent portion of long-term debt
    
    $
    1,885,716
    
    
    $
    1,865,716Notes payable line of credit
    
    
    2,162,499
    
    
    
    2,251,863Current portion of postretirement benefits liability
    
    
    489,000
    
    
    
    489,000Accounts payable
    
    
    7,483,534
    
    
    
    8,537,895Tooling in progress
    
    
    240,644
    
    
    
    102,419Accrued liabilities:Compensation and related benefits
    
    
    4,089,599
    
    
    
    3,350,867Interest payable
    
    
    74,240
    
    
    
    89,721Taxes
    
    
    818,190
    
    
    
    23,221Other
    
    
    931,486
    
    
    
    1,067,792Total current liabilities
    
    
    18,174,908
    
    
    
    17,778,494Long-term debt
    
    
    4,965,705
    
    
    
    5,913,563Interest rate swap
    
    
    243,313
    
    
    
    223,566Postretirement benefits liability
    
    
    16,599,166
    
    
    
    15,952,891Commitments and ContingenciesStockholders Equity:Preferred
stock  $0.01 par value, authorized shares 
10,000,000; Outstanding shares: June 30, 2008 and December 31,
2007  0
    
    
    
    
    
    
    Common stock  $0.01 par value, authorized shares  20,000,000;
Outstanding shares: 6,748,790 at June 30, 2008 and
6,727,871 at December 31, 2007
    
    
    67,488
    
    
    
    67,279Paid-in capital
    
    
    22,829,410
    
    
    
    22,614,127Accumulated other comprehensive loss, net of income tax benefit
    
    
    (2,173,672
    )
    
    
    (2,209,540
    )Treasury stock
    
    
    (26,179,054
    )
    
    
    (26,179,054
    )Retained earnings
    
    
    30,114,286
    
    
    
    27,533,872Total stockholders equity
    
    
    24,658,458
    
    
    
    21,826,684Total
    
    $
    64,641,550
    
    
    $
    61,695,198
  3




---



##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries
 
 Consolidated Statements of Income
(Unaudited)
 Three Months Ended
    
    
    Six Months EndedJune 30,
    
    
    June 30,2008
    
    
    2007
    
    
    2008
    
    
    2007Net Sales:Products
    
    $
    29,395,247
    
    
    $
    24,685,106
    
    
    $
    55,378,459
    
    
    $
    55,336,042Tooling
    
    
    543,447
    
    
    
    13,610,170
    
    
    
    3,645,672
    
    
    
    14,188,325Total Sales
    
    
    29,938,694
    
    
    
    38,295,276
    
    
    
    59,024,131
    
    
    
    69,524,367Cost of sales
    
    
    23,732,021
    
    
    
    33,105,221
    
    
    
    47,930,859
    
    
    
    58,891,969Postretirement benefits expense
    
    
    585,709
    
    
    
    584,981
    
    
    
    1,156,103
    
    
    
    1,201,638Total cost of sales
    
    
    24,317,730
    
    
    
    33,690,202
    
    
    
    49,086,962
    
    
    
    60,093,607Gross Margin
    
    
    5,620,964
    
    
    
    4,605,074
    
    
    
    9,937,169
    
    
    
    9,430,760Selling, general and administrative expense
    
    
    2,873,854
    
    
    
    2,649,944
    
    
    
    5,545,590
    
    
    
    5,606,163Postretirement benefits expense
    
    
    119,965
    
    
    
    137,218
    
    
    
    262,564
    
    
    
    272,582Total selling, general and administrative
expense
    
    
    2,993,819
    
    
    
    2,787,162
    
    
    
    5,808,154
    
    
    
    5,878,745Income before interest and taxes
    
    
    2,627,145
    
    
    
    1,817,912
    
    
    
    4,129,015
    
    
    
    3,552,015Interest income
    
    
    
    
    
    
    248,290
    
    
    
    
    
    
    
    493,063Interest expense
    
    
    (132,445
    )
    
    
    (126,024
    )
    
    
    (361,471
    )
    
    
    (262,713
    )Income before income taxes
    
    
    2,494,700
    
    
    
    1,940,178
    
    
    
    3,767,544
    
    
    
    3,782,365Income tax expense
    
    
    778,439
    
    
    
    674,045
    
    
    
    1,187,130
    
    
    
    1,303,462Net Income
    
    $
    1,716,261
    
    
    $
    1,266,133
    
    
    $
    2,580,414
    
    
    $
    2,478,903Net income per common share:Basic
    
    $
    0.25
    
    
    $
    0.12
    
    
    $
    0.38
    
    
    $
    0.24Diluted
    
    $
    0.24
    
    
    $
    0.12
    
    
    $
    0.37
    
    
    $
    0.23Weighted average shares outstanding:Basic
    
    
    6,740,818
    
    
    
    10,313,249
    
    
    
    6,736,043
    
    
    
    10,288,840Diluted
    
    
    7,064,615
    
    
    
    10,618,444
    
    
    
    7,056,433
    
    
    
    10,616,637
  4




---



##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries
 
 Consolidated Statement of Stockholders Equity
(Unaudited)
 AccumulatedCommon Stock
    
    
    
    
    
    
    
    
    
    
    Other
    
    
    
    
    
    
    TotalOutstanding
    
    
    Paid-In
    
    
    Retained
    
    
    Comprehensive
    
    
    Treasury
    
    
    StockholdersShares
    
    
    Amount
    
    
    Capital
    
    
    Earnings
    
    
    Income (Loss)
    
    
    Stock
    
    
    EquityBalance at January
1, 2008
    
    
    6,727,871
    
    
    $
    67,279
    
    
    $
    22,614,127
    
    
    $
    27,533,872
    
    
    $
    (2,209,540
    )
    
    $
    (26,179,054
    )
    
    $
    21,826,684Net Income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,580,414
    
    
    
    
    
    
    
    
    
    
    
    2,580,414Hedge accounting
effect of the
interest rate
swaps, net of
deferred income tax
benefit of $2,787
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (5,409
    )
    
    
    
    
    
    
    (5,409
    )Amortization of
unrecognized net
loss on post
retirement benefit,
net of tax expense
of $22,722
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    41,277
    
    
    
    
    
    
    
    41,277Comprehensive income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,616,282Common shares
issued from
exercise of stock
options
    
    
    15,000
    
    
    
    150
    
    
    
    47,080
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    47,230Restricted Stock
    
    
    5,919
    
    
    
    59
    
    
    
    41,292
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    41,351Share-based
compensation
    
    
    
    
    
    
    
    
    
    
    126,911
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    126,911Balance at June 30,
2008
    
    
    6,748,790
    
    
    $
    67,488
    
    
    $
    22,829,410
    
    
    $
    30,114,286
    
    
    $
    (2,173,672
    )
    
    $
    (26,179,054
    )
    
    $
    24,658,458
  5




---



##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries
 
 Consolidated Statements of Cash Flows
(Unaudited)
 Six Months EndedJune 30,2008
    
    
    2007Cash flows from operating activities:Net income
    
    $
    2,580,414
    
    
    $
    2,478,903Adjustments to reconcile net income to net cash provided by operating
activities:Depreciation and amortization
    
    
    1,804,777
    
    
    
    1,762,480Deferred income taxes
    
    
    (22,778
    )
    
    
    (8,760
    )Ineffectiveness of swap
    
    
    11,551
    
    
    
    (4,345
    )Share based compensation
    
    
    168,262
    
    
    
    145,285Gain on disposal of assets
    
    
    
    
    
    
    (1,039
    )(Gain)/Loss on translation of foreign currency financial statements
    
    
    (131,452
    )
    
    
    30,933Change in operating assets and liabilities:Accounts receivable
    
    
    (4,700,062
    )
    
    
    2,781,137Inventories
    
    
    871,507
    
    
    
    32,202Prepaid and other assets
    
    
    (176,804
    )
    
    
    (310,742
    )Accounts payable
    
    
    (1,092,811
    )
    
    
    (766,229
    )Accrued and other liabilities
    
    
    1,520,140
    
    
    
    (4,260,745
    )Postretirement benefits liability
    
    
    710,270
    
    
    
    1,032,252Net cash provided by operating activities
    
    
    1,543,014
    
    
    
    2,911,332Cash flows from investing activities:Purchase of property, plant and equipment
    
    
    (573,022
    )
    
    
    (1,070,136
    )Proceeds from sale of property and equipment
    
    
    
    
    
    
    1,039Net cash used in investing activities
    
    
    (573,022
    )
    
    
    (1,069,097
    )Cash flows from financing activities:Proceeds from issuance of common stock
    
    
    47,230
    
    
    
    341,732Tax effect from exercise of stock options
    
    
    
    
    
    
    112,217Gross repayments on line of credit
    
    
    (20,586,168
    )
    
    
    Gross borrowings on line of credit
    
    
    20,496,804
    
    
    
    Payments of principal on secured note payable
    
    
    (642,858
    )
    
    
    (642,858
    )Payments in advance of treasury stock repurchase
    
    
    
    
    
    
    (35,000
    )Payment of principal on industrial revenue bond
    
    
    (285,000
    )
    
    
    (260,000
    )Net cash used in financing activities
    
    
    (969,992
    )
    
    
    (483,909
    )Net increase in cash and cash equivalents
    
    
    
    
    
    
    1,358,326Cash and cash equivalents at beginning of period
    
    
    
    
    
    
    16,096,223Cash and cash equivalents at end of period
    
    $
    
    
    
    $
    17,454,549Cash paid for:Interest
    
    $
    340,230
    
    
    $
    270,822Income taxes (net of tax refunds)
    
    $
    342,622
    
    
    $
    686,227
  6




---



##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries
 
 Notes to Consolidated Financial Statements
(Unaudited)
 1. Basis of Presentation
   2. Net Income per Common Share
   Three Months Ended
    
    
    Six Months EndedJune 30,
    
    
    June 30,2008
    
    
    2007
    
    
    2008
    
    
    2007Net income
    
    $
    1,716,261
    
    
    $
    1,266,133
    
    
    $
    2,580,414
    
    
    $
    2,478,903Weighted average common shares
outstanding
    
    
    6,740,818
    
    
    
    10,313,249
    
    
    
    6,736,043
    
    
    
    10,288,840Plus: dilutive options assumed exercised
    
    
    566,700
    
    
    
    606,700
    
    
    
    566,700
    
    
    
    606,700Less: shares assumed repurchased with
proceeds from exercise
    
    
    (287,011
    )
    
    
    (325,699
    )
    
    
    (288,024
    )
    
    
    (302,985
    )Plus: dilutive effect of nonvested
restricted stock grants
    
    
    44,108
    
    
    
    24,194
    
    
    
    41,714
    
    
    
    24,082Weighted average common and potentially
issuable common shares outstanding
    
    
    7,064,615
    
    
    
    10,618,444
    
    
    
    7,056,433
    
    
    
    10,616,637Basic net income per common share
    
    $
    0.25
    
    
    $
    0.12
    
    
    $
    0.38
    
    
    $
    0.24Diluted net income per common share
    
    $
    0.24
    
    
    $
    0.12
    
    
    $
    0.37
    
    
    $
    0.23
  7




---



##### Table of Contents



3. Sales
  Three Months Ended
    
    
    Six Months EndedJune 30,
    
    
    June 30,2008
    
    
    2007
    
    
    2008
    
    
    2007Navistar product sales
    
    $
    16,624,481
    
    
    $
    11,289,338
    
    
    $
    30,099,452
    
    
    $
    23,719,615Navistar tooling sales
    
    
    36,522
    
    
    
    7,869,493
    
    
    
    2,793,471
    
    
    
    8,143,381Total Navistar sales
    
    
    16,661,003
    
    
    $
    19,158,831
    
    
    
    32,892,923
    
    
    $
    31,862,996PACCAR product sales
    
    
    7,668,656
    
    
    
    6,364,693
    
    
    
    15,074,287
    
    
    
    14,210,671PACCAR tooling sales
    
    
    365,696
    
    
    
    5,419,794
    
    
    
    460,146
    
    
    
    5,514,794Total PACCAR sales
    
    
    8,034,352
    
    
    
    11,784,487
    
    
    
    15,534,433
    
    
    
    19,725,465Other product sales
    
    
    5,102,110
    
    
    
    7,031,075
    
    
    
    10,204,720
    
    
    
    17,405,756Other tooling sales
    
    
    141,229
    
    
    
    320,883
    
    
    
    392,055
    
    
    
    530,150Total other sales
    
    
    5,243,339
    
    
    
    7,351,958
    
    
    
    10,596,775
    
    
    
    17,935,906Total product sales
    
    
    29,395,247
    
    
    
    24,685,106
    
    
    
    55,378,459
    
    
    
    55,336,042Total tooling sales
    
    
    543,447
    
    
    
    13,610,170
    
    
    
    3,645,672
    
    
    
    14,188,325Total sales
    
    $
    29,938,694
    
    
    $
    38,295,276
    
    
    $
    59,024,131
    
    
    $
    69,524,367
 4. Comprehensive Income
  Three Months Ended
    
    
    Six Months EndedJune 30,
    
    
    June 30,2008
    
    
    2007
    
    
    2008
    
    
    2007Net income
    
    $
    1,716,261
    
    
    $
    1,266,133
    
    
    $
    2,580,414
    
    
    $
    2,478,903Hedge accounting
effect of interest
rate swaps, net of
deferred income tax
expense of $33,257,
tax benefit of
$2,787 for the
three and six
months ended June
30, 2008 and
deferred income tax
expense of $22,198
and $13,017 for the
three and six
months ended June
30, 2007,
respectively
    
    
    64,559
    
    
    
    39,018
    
    
    
    (5,409
    )
    
    
    20,923Amortization of
previously
unrecognized
postretirement plan
loss, net of
deferred tax
expense of $11,361
and $22,722 for the
three and six
months ended June
30, 2008 and net of
deferred tax
expense of $24,877
and $49,755 for the
three and six
months ended June
30, 2007,
respectively.
    
    
    20,638
    
    
    
    42,910
    
    
    
    41,277
    
    
    
    85,817Comprehensive income
    
    $
    1,801,458
    
    
    $
    1,348,061
    
    
    $
    2,616,282
    
    
    $
    2,585,643
 8




---



##### Table of Contents



5. Postretirement Benefits
  Three Months Ended
    
    
    Six Months EndedJune 30,
    
    
    June 30,2008
    
    
    2007
    
    
    2008
    
    
    2007Pension expense:Defined contribution
plan Contributions
    
    $
    122,000
    
    
    $
    107,000
    
    
    $
    249,000
    
    
    $
    227,000Multi-employer plan
Contributions
    
    
    130,000
    
    
    
    105,000
    
    
    
    263,000
    
    
    
    215,000Total pension expense
    
    
    252,000
    
    
    
    212,000
    
    
    
    512,000
    
    
    
    442,000Health and life insurance:Service cost
    
    
    159,000
    
    
    
    187,000
    
    
    
    318,000
    
    
    
    399,000Interest cost
    
    
    263,000
    
    
    
    269,000
    
    
    
    525,000
    
    
    
    498,000Amortization of net loss
    
    
    32,000
    
    
    
    55,000
    
    
    
    64,000
    
    
    
    135,000Net periodic benefit cost
    
    
    454,000
    
    
    
    511,000
    
    
    
    907,000
    
    
    
    1032,000Total postretirement
benefits expense
    
    $
    706,000
    
    
    $
    723,000
    
    
    $
    1,419,000
    
    
    $
    1,474,000
  6. Debt
 Interest Rate Swaps
   9




---



##### Table of Contents



Line of Credit
  7. Income Taxes
   8. Stock Based Compensation
  Stock Options
  Number
    
    
    Weightedof
    
    
    AverageShares
    
    
    Exercise PriceOutstanding at December 31, 2007
    
    
    620,700
    
    
    $
    3.33Exercised
    
    
    (15,000
    )
    
    
    3.15Granted
    
    
    
    
    
    
    Forfeited
    
    
    (10,800
    )
    
    
    4.67Outstanding at June 30, 2008
    
    
    594,900
    
    
    $
    3.31Exercisable at June 30, 2008
    
    
    466,985
    
    
    $
    3.29
 10




---



##### Table of Contents



Number
    
    
    WeightedOf
    
    
    AverageShares
    
    
    Exercise PriceUnvested at December 31, 2007
    
    
    162,350
    
    
    $
    3.46Granted
    
    
    
    
    
    
    Vested
    
    
    (23,635
    )
    
    
    3.24Forfeited
    
    
    (10,800
    )
    
    
    4.67Unvested at June 30, 2008
    
    
    127,915
    
    
    $
    3.40
  Restricted Stock
   Number
    
    
    WeightedOf
    
    
    AverageShares
    
    
    Grant DateFair ValueUnvested balance at December 31, 2007
    
    
    61,416
    
    
    $
    7.02Granted
    
    
    41,635
    
    
    
    7.01Vested
    
    
    (5,919
    )
    
    
    6.99Forfeited
    
    
    
    
    
    
    Unvested at June 30, 2008
    
    
    97,132
    
    
    $
    7.02
  9. Common Stock
   11




---



##### Table of Contents



10. Subsequent Event
   11. Recent Accounting Pronouncements
 Accounting for Uncertainty in
Income Taxes, Accounting for Income Taxes
   
    
    Level 1 inputs are quoted prices (unadjusted) in active markets for
identical asset or liabilities that the company has the ability to
access as of the reporting date.
 12




---



##### Table of Contents




    
    Level 2 inputs are inputs other than quoted prices included within
Level 1 that are observable for the asset or liability, either
directly or indirectly through corroboration with observable market
data.
    
    Level 3 inputs are unobservable inputs, such as internally developed
pricing models for the asset or liability due to little or no market
activity for the asset or liability.
      Determination of the Useful Life of Intangible
Assets Goodwill and Other Intangible Assets
 13




---



##### Table of Contents



The Hierarchy of
Generally Accepted Accounting Principles
 14




---



##### Table of Contents



Part I  Financial Information
 
 Item 2
 Managements Discussion and Analysis of Financial Condition and Results of Operations
   Overview
   15




---



##### Table of Contents



Results of Operations
 Three Months Ended June 30, 2008, As Compared To Three Months Ended June 30, 2007
        16




---



##### Table of Contents



Six Months Ended June 30, 2008, As Compared To Six Months Ended June 30, 2007
        17




---



##### Table of Contents



Liquidity and Capital Resources
       18




---



##### Table of Contents



Recently Issued Accounting Standards
 Accounting for Uncertainty in
Income Taxes, Accounting for Income Taxes
   
    
    Level 1 inputs are quoted prices (unadjusted) in active markets for
identical asset or liabilities that the company has the ability to
access as of the reporting date.
    
    Level 2 inputs are inputs other than quoted prices included within
Level 1 that are observable for the asset or liability, either
directly or indirectly through corroboration with observable market
data.
    
    Level 3 inputs are unobservable inputs, such as internally developed
pricing models for the asset or liability due to little or no market
activity for the asset or liability.
   19




---



##### Table of Contents



Determination of the Useful Life of Intangible
Assets Goodwill and Other Intangible Assets
 The Hierarchy of
Generally Accepted Accounting Principles
 Critical Accounting Policies and Estimates
   Accounts receivable allowances:
 20




---



##### Table of Contents



Inventories:
 Goodwill and Long-Lived Assets:
 Self-Insurance:
 Post retirement benefits:
 Revenue Recognition:
 Income taxes:
 21




---



##### Table of Contents



Part I  Financial Information
 
 Item 3
 Quantitative and Qualitative Disclosures About Market Risk
     22




---



##### Table of Contents



Part I  Financial Information
 
 Item 4T
 Controls and Procedures
   23




---



##### Table of Contents



Part II  Other Information
 
 Item 1. Legal Proceedings
 None
 
 Item 1A. Risk Factors
 There have been no material changes in Core Molding Technologies risk factors from
those previously disclosed in Core Molding Technologies 2007 Annual Report on Form
10-K.
 
 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
 None
 
 Item 3. Defaults Upon Senior Securities
 None
 
 Item 4. Submission of Matters to a Vote of Security Holders
 At the annual meeting of the stockholders of Core Molding Technologies held on May
14, 2008, the following issue was voted upon with the indicated results:
 A. Election of Directors:
    
    Shares Voted For
    
    Shares Voted AgainstKevin L. Barnett
    
    
    4,697,822
    
    
    
    1,145,609Thomas R. Cellitti
    
    
    4,698,822
    
    
    
    1,144,609James F. Crowley
    
    
    5,093,208
    
    
    
    750,223Ralph O. Hellmold
    
    
    5,204,640
    
    
    
    638,791Malcolm M. Prine
    
    
    5,204,890
    
    
    
    638,541
 The above elected directors constitute the full acting Board of Directors for Core
Molding Technologies; all terms expire at the 2009 annual meeting of stockholders of
the Company.
 
 Item 5. Other Information
 None
 
 Item 6. Exhibits
 See Index to Exhibits
 24




---



##### Table of Contents



SIGNATURES
  CORE MOLDING TECHNOLOGIES, INC.Date:      August 11, 2008
    By:
    /s/ Kevin L. BarnettKevin L. BarnettPresident, Chief Executive Officer, and Date:      August 11, 2008
    By:
    /s/ Herman F. Dick, Jr.Herman F. Dick, Jr.Vice President, Secretary, Treasurer and Chief     Financial Officer 25




---



##### 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 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)
    
    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
 26




---



##### Table of Contents



Exhibit No.
    
    Description
    
    Location3(a)(5)
    
    Certificate of Designation, Preferences and
Rights of Series A Junior Participating
Preferred Stock as filed with the Secretary
of State of Delaware on July 18, 2007
    
    Incorporated by
reference to
Exhibit 3.1 to Form
8-K filed July 19,
20073(b)
    
    Amended and Restated By-Laws of Core Molding
Technologies, Inc.
    
    Incorporated by
reference to
Exhibit 3.1 to
Current Report on
Form 8-K filed
January 4, 20084(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(a)(5)
    
    Certificate of Designation, Preferences and
Rights of Series A Junior Participating
Preferred Stock as filed with the Secretary
of State of Delaware on July 18, 2007
    
    Incorporated by
reference to
Exhibit 3.1 to Form
8-K filed July 19,
20074(b)
    
    Stockholder Rights Agreement dated as of July
18, 2007, between Core Molding Technologies,
Inc. and American Stock Transfer & Trust
Company
    
    Incorporated by
reference to
Exhibit 4.1 to
Current Report From
8-K filed July 19,
200710(a)
    
    Supply agreement, dated June 23, 2008 by and
between Core Molding Technologies, Inc. and
Core Composites Corporation and Navistar,
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, Chief Executive Officer,
and Director
    
    Filed Herein
 27




---



##### Table of Contents



Exhibit No.
    
    Description
    
    Location31(b)
    
    Section 302 Certification by Herman F. Dick,
Jr., Vice President, Secretary, Treasurer,
and Chief Financial Officer
    
    Filed Herein32(a)
    
    Certification of Kevin L. Barnett, Chief
Executive Officer of Core Molding
Technologies, Inc., dated August 11, 2008,
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 11, 2008,
pursuant to 18 U.S.C. Section 1350
    
    Filed Herein
 
 1
    
    The Asset Purchase Agreement, as filed with the Securities and Exchange Commission at
Exhibit 2-A to Registration Statement on Form S-4 (Registration No. 333-15809), omits the exhibits
(including, the Buyer Note, Special Warranty Deed, Supply Agreement, Registration Rights Agreement
and Transition Services Agreement, identified in the Asset Purchase Agreement) and schedules
(including, those identified in Sections 1, 3, 4, 5, 6, 8 and 30 of the Asset Purchase Agreement.
Core Molding Technologies, Inc. will provide any omitted exhibit or schedule to the Securities and
Exchange Commission (SEC) upon request.2
    
    The Supply Agreement, as filed with the SEC as Exhibit 10(a) hereto, omits the
appendices identified therein. Core Molding Technologies, Inc. will provide any omitted appendices
to the SEC upon request. Certain portions of the Supply Agreement have also been omitted
intentionally, subject to a confidentiality treatment request. A complete version of the Supply
Agreement has been filed separately with the SEC. 28