Champion Parts (CREBQ) 8-K Financial Statements and Exhibits

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)

December 19, 2007

CHAMPION PARTS, INC.

(Exact name of Registrant as specified in its Charter)

Illinois	1-7807	36-2088911
(State or other jurisdiction of  Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

2005 West Avenue B, Hope, Arkansas	71801
(Address of principal executive offices)	(Zip Code)

(870) 777-8821

Registrant's telephone number, including area code

Item 9.01.

Financial Statements and Exhibits

Exhibit

Description

3.1

Financial Statements and Exhibits

On October 10, 2007, Champion Parts, Inc., (the “Debtor”), filed a voluntary petition for relief (Case Number 4:07-bk-73253)with the United States Bankruptcy Court for the Western District of Arkansas, (the “Court”) under Title 11 of the United States Code in order that it may continue to operate as Debtor in Possession and reorganize its financial obligations and capital structure.  A copy of the monthly reports prescribed by and filed with the US Trustee are attached herein as a Exhibit 3.1.

SIGNATURE

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 hereunto duly authorized.

	CHAMPION PARTS, INC.
Date:  December 19, 2007	By:  /s/ W. Jason Guzek
	W. Jason Guzek
	Chief Executive Officer

Exhibit 3.1

Champion Parts, Inc.
Balance Sheet (in thousands)
October 2007
ASSETS				LIABILITIES & STOCKHOLDERS EQUITY
Cash & Cash Equivalents			225	Accounts Payable
					Accounts Payable - Post Petition Debt Incurred				0
					Accounts Payable – Prepetition				2,365
Accounts receivable					Accounts Payable - Other Prepetition				3,475
	Trade Receivables		2,759			Total Accounts Payable - Prepetition			5,840
	Less: Reserve for Bad Debt		979
		Net Trade Receivables	1,780	Accrued Salaries, Wages & Benefits -Prepetition					152
Other receivables			1,058	Accrued Taxes Other Than Income					41
				Accrued Expenses
Inventories					Workers Compensation  - Prepetition				649
	Raw Cores		10,716		Pension - Prepetition				1,754
	Purchased Parts		4,349		Environmental Reserve - Prepetition				100
	Work - In - Process		3,079		Stock Adjustments - Prepetition				368
	Finished Goods		6,357		Legal & Professional Accrual - Prepetition				34
		Gross Inventories	24,502		Rebates - Prepetition				-
					All Other Accruals - Prepetition				766
		Less: Inventory Reserves	10,205			Total Accrued Expense -Prepetition			3,671
		Total Net Inventories	14,297	Current Maturities of LTD
Prepaid Expense			382		Term Notes - Prepetition Revolver atPNC Bank				7,178
								Total Current Maturities LTD	7,178
	Total Current Assets		17,742		Total Current Liabilities -Prepetition				16,883
Property, Plant & Equipment				Deferred Income Taxes -Prepetition					985
	Land		70	Long - Term Debt
	Buildings & Improvements		4,462		Term Notes
	Leasehold Improvements		-		Subordinated Debt - Prepetition				1,793
	Machinery & Equipment		12,949		Revolver				-
	Furniture & Fixtures		1,904		Mortgage Loan - Elk Horn Bank - Prepetition				578
	Autos & Trucks		13		Asset Purchase Note - Prepetition				3,371
	Construction in Process		12				Total Long - Term Note		5,742
		Gross Property, Plant & Equipment	19,411	Stockholders Equity
		Less: Depreciation Reserve	17,518		Preferred Stock - no par value
		Net  Property, Plant & Equipment	1,894		Common Stock - $.10 par value				366
Other Assets			2,004		Additional Paid - In - Capital				15,578
					(Accumulated Deficit)				(16,042)
Assets Held for Sale			-		Other Comprehensive Income (Loss)				(1,871)
						Total Stockholders Equity			(1,970)
Total Assets			21,641	Total Liabilities & Stockholders Equity					21,641

The Financial Statements for the period ending October 2007 have not been reviewed by an independent public accountant.

Champion Parts, Inc. - Income Statement - October 2007
SALES - Regular Sales Invoices	453,002
SALES - Core Sales of Inventory	499,807
Total Sales	952,809
Sale Returns	48,606
Cost of Goods Sold (CGS)	559,755
EXPENSES
Freight	13,879
Utilities	15,459
Phone & Internet -	2,935
Blue Cross Blue Shield
Utilities	1,001
Insurance	2,692
Insurance	6,780
Insurance
Miscellaneous - Postage, etc	3,050
Payroll	57,777
Payroll  Taxes
State income taxes
Interest expense PNC Bank	57,478
Real estate taxes
Capital Expenditures
Principal & Interest Payments
Total Expenses	161,051
Net Income	183,397

The Financial Statements for the period ending October 2007 have not been reviewed by an independent public accountant.

Champion Parts, Inc.
Consolidated Statement of Cash Flows (in thousands)
October 2007
Cash Flows From Operating Activities:
	Net earnings		(3,117)
	Adjustments to reconcile net earnings to net cash
	provided by/(used in) operating activities:
		Extraordinary loss	-
		Net cash from the sale of assets	-
		Depreciation and amortization	233
		Provision for inventory write-offs	130
		Provision for doubtful accounts	(1,189)
		Net proceeds from sale of Beech Creek Property	-
		Write-off of City of Hope (Arkansas) loan agreement	-
		Change in assets and liabilities:
		Accounts receivable (gross trade)	5,025
		Other accounts receivable	(1,036)
		Inventories (gross)	1,258
		Accounts payable	735
		Prepaid expenses	41
		Accrued expenses	(859)
		Accrued salaries, wages & benefits, other	(240)
		Net Cash Provided By / (Used) in Operating Activities	981
Cash Flows From Investing Activities:
	Capital expenditures		174
	Proceeds from sales of property, plant & equipment		-
		Net Cash (Used In) Investing Activities	174
Cash Flows From Financing Activities:
	(Payments) under term loan agreements		-
	(Payments) under mortgage loan agreement		7,050
	Net Borrowing under revolving note agreement		(8,326)
	(Payments) Subordinated note agreements		-
	(Payments) under Asset Purchase note		-
	(Payments) under B & T Purchase note		-
		Net Cash (Used In) / Provided by Financing Activities	(1,276)
Net Increase / (Decrease) in Cash and Cash Equivalents			(121)
Cash and Cash Equivalents, Beginning of Period			347
Cash and Cash Equivalents, End of Period			226

The Financial Statements for the period ending October 2007 have not been reviewed by an independent public accountant.

Champion Parts, Inc.
Balance Sheet (in thousands)
November 2007
ASSETS				LIABILITIES & STOCKHOLDERS EQUITY
Cash & Cash Equivalents			254	Accounts Payable
					Accounts Payable - Post Petition Debt Incurred		0
					Accounts Payable - Prepetition		2,765
Accounts receivable					Accounts Payable - Other Prepetition		3,475
	Trade Receivables		4,569			Total Accounts Payable - Prepetition	6,241
	Less: Reserve for Bad Debt		981
		Net Trade Receivables	3,589	Accrued Salaries, Wages & Benefits -Prepetition			152
Other receivables			(425)	Accrued Taxes Other Than Income			100
				Accrued Expenses
Inventories					Workers Compensation  - Prepetition		770
	Raw Cores		10,417		Pension - Prepetition		1,754
	Purchased Parts		4,331		Environmental Reserve - Prepetition		100
	Work - In - Process		3,046		Stock Adjustments - Prepetition		368
	Finished Goods		6,327		Legal & Professional Accrual - Prepetition		32
		Gross Inventories	24,121		Rebates - Prepetition		-
					All Other Accruals - Prepetition		856
		Less: Inventory Reserves	10,028			Total Accrued Expense -Prepetition	3,881
		Total Net Inventories	14,093	Current Maturities of LTD
					Term Notes - Prepetition Revolver atPNC Bank		6,686
Prepaid Expense			378		Revolver		-
					Subordinated Debt		-
Deferred Taxes			-		Asset Purchase Note		-
						Total Current Maturities LTD	6,686
	Total Current Assets		17,889		Total Current Liabilities -Prepetition		17,059
Property, Plant & Equipment				Deferred Income Taxes -Prepetition			985
	Land		70	Long - Term Debt
	Buildings & Improvements		4,462		Term Notes - Rayomd Perelman		50
	Leasehold Improvements		-		Subordinated Debt - Prepetition		1,793
	Machinery & Equipment		12,949		Revolver		-
	Furniture & Fixtures		1,904		Mortgage Loan - Elk Horn Bank - Prepetition		457
	Autos & Trucks		13		Asset Purchase Note - Prepetition		3,371
	Construction in Process		12			Total Long - Term Note	5,671
		Gross Property, Plant & Equipment	19,411
				Stockholders Equity
		Less: Depreciation Reserve	17,545		Preferred Stock - no par value
		Net  Property, Plant & Equipment	1,867		Common Stock - $.10 par value		366
Other Assets			1,991		Additional Paid - In - Capital		15,578
					(Accumulated Deficit)		(16,040)
Assets Held for Sale			-		Other Comprehensive Income (Loss)		(1,871)
						Total Stockholders Equity	(1,968)
Total Assets			21,748	Total Liabilities & Stockholders Equity			21,748

The Financial Statements for the period ending November 2007 have not been reviewed by an independent public accountant.

Champion Parts, Inc. - Income Statement - November 2007
SALES - Regular Sales Invoices	403,006
SALES - Core Sales of Inventory	323,331
Total Sales	726,337
Sale Returns	54,562
Cost of Goods Sold (CGS)	922,599
EXPENSES
Vendor Payments	25,097
Attorney	5,000
Consultant	-
Freight	10,669
Commissions	-
Royalties	-
Utilities	10,006
Phone & Internet	862
Blue Cross Blue Shield	-
Utilities	-
Insurance	3,390
Insurance	-
Insurance	16,440
Insurance  Property	6,292
Miscellaneous - Postage, etc	4,297
Payroll	78,783
Payroll Taxes	-
State income taxes	-
Interest expense PNC	50,517
Real estate taxes	-
Capital Expenditures	-
Principal & Interest Payments	-
Total Expenses	211,353
Net Income (Loss)	(462,177)

The Financial Statements for the period ending November 2007 have not been reviewed by an independent public accountant.

Champion Parts, Inc.
Consolidated Statement of Cash Flows
November 2007 (in thousands)
Cash Flows From Operating Activities:
	Net earnings		(3,115)
	Adjustments to reconcile net earnings to net cash
	provided by/(used in) operating activities:
		Extraordinary loss	-
		Net cash from the sale of assets	-
		Depreciation and amortization	273
		Provision for inventory write-offs	(47)
		Provision for doubtful accounts	(1,187)
		Net proceeds from sale of Beech Creek Property	-
		Write-off of City of Hope (Arkansas) loan agreement	-
		Change in assets and liabilities:
		Accounts receivable (gross trade)	3,215
		Other accounts receivable	447
		Inventories (gross)	1,639
		Accounts payable	1,136
		Prepaid expenses	45
		Accrued expenses	(591)
		Accrued salaries, wages & benefits, other	(240)
		Net Cash Provided By / (Used) in Operating Activities	1,573
Cash Flows From Investing Activities:
	Capital expenditures		174
	Proceeds from sales of property, plant & equipment		-
		Net Cash (Used In) Investing Activities	174
Cash Flows From Financing Activities:
	(Payments) under term loan agreements		-
	(Payments) under mortgage loan agreement		6,437
	Net Borrowing under revolving note agreement		(8,326)
	(Payments) Subordinated note agreements		-
	(Payments) under Asset Purchase note		-
	(Payments) under Term Note		49
		Net Cash (Used In) / Provided by Financing Activities	(1,840)
Net Increase / (Decrease) in Cash and Cash Equivalents			(93)
Cash and Cash Equivalents, Beginning of Period			347
Cash and Cash Equivalents, End of Period			254

The Financial Statements for the period ending November 2007 have not been reviewed by an independent public accountant.