UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

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

DATE OF REPORT: August 6, 2008
(Date of earliest event reported)

POWELL INDUSTRIES, INC.

Delaware		001-12488		88-0106100
(State or other jurisdiction of		(Commission File Number)		(I.R.S. Employer
incorporation or organization)				Identification Number)
8550 Mosley Drive				77075-1180
Houston, Texas
(Address of Principal				(Zip Code)
Executive Offices)

(713) 944-6900
(Registrant’s Telephone Number, Including Area Code)

N/A
(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o		Written communications pursuant to Rule 425 under the Securities Act (17CFR230.425)
o		Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17CFR240.14a-12)
o		Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Action (17CFR240.14D-2(b))
o		Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17CFR240.13e-4(c))

 

 

Item 2.02 — Results of Operations and Financial Condition

On August 6, 2008, Powell Industries, Inc. (NASDAQ: POWL) held a conference call to discuss the results of its fiscal 2008 third quarter ended June 30, 2008, as reflected in the attached press release dated August 6, 2008 released earlier that day. A replay of the Company’s audio webcast can be accessed through the “Investor Relations/Events” tab at www.powellind.com. The webcast and the press release contain forward-looking statements, which are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Readers are cautioned that such forward-looking statements involve risks and uncertainties in that actual results may differ materially from those projected in the forward-looking statements. In the course of operations, the Company is subject to certain risk factors, including but not limited to competition and competitive pressures, sensitivity to general economic and industrial conditions, international political and economic risks, availability and price of raw materials and execution of business strategy. The information in this Current Report is being furnished pursuant to Item 2.02, Results of Operations and Financial Condition. Pursuant to general instruction B.2. of Form 8-K, the information in this Current Report shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement pursuant to the Securities Act of 1933.

Item 9.01 — Exhibits

On August 6, 2008, the Company announced results for its fiscal 2008 third quarter ended June 30, 2008. A copy of the press release announcing the results is attached hereto as Exhibit 99.1 and incorporated herein by this reference.

(c) Exhibits:

Exhibit
Number		Description
99.1		Press Release dated August 6, 2008

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.

		POWELL INDUSTRIES, INC.
Date: August 6, 2008
		By:		/s/ DON R. MADISON   Don R. Madison
				Executive Vice President
				Chief Financial and Administrative Officer
				(Principal Accounting and Financial Officer)

Exhibit 99.1

		Press Release

		FOR IMMEDIATE RELEASE		Contacts:		Don R. Madison, CFO Powell Industries, Inc. 713-947-4422
						Ken Dennard / ksdennard@drg-e.com Karen Roan / kcroan@drg-e.com DRG&E / 713-529-6600

POWELL INDUSTRIES ANNOUNCES FISCAL 2008
THIRD QUARTER RESULTS

HOUSTON — AUGUST 6, 2008 — Powell Industries, Inc. (NASDAQ: POWL), a leading manufacturer of equipment and systems for the management and control of electrical energy and other critical processes, today announced results for the fiscal 2008 third quarter ended June 30, 2008.

     Revenues for the third quarter of fiscal 2008 were $164.1 million compared to revenues of $149.1 million for the third quarter of fiscal 2007. Net income for the third quarter was $7.9 million, or $0.69 per diluted share, compared to net income of $3.2 million, or $0.28 per diluted share, in the third quarter of fiscal 2007.

     Thomas W. Powell, Chairman and Chief Executive Officer, stated, “We are very pleased with our third quarter results. With the robust activity in our primary markets, our backlog stands at record levels and the need for energy continues to drive unprecedented strength in our business. The Company is well positioned, and our engineered solutions will continue to participate in world-wide oil and gas production as well as domestic electrical generation and distribution projects.”

     Patrick L. McDonald, President and Chief Operating Officer, said, “Managing throughput in times of high business activity can be challenging, and we continue to seek process improvements throughout the Company to consistently meet customer demand. I am very pleased with the hard work and dedication of our employees as they rise to meet the daily challenges of this market.”

     The Electrical Power Products segment recorded revenues of $156.5 million in the fiscal 2008 third quarter compared to $143.1 million in the third quarter of fiscal 2007. Income before

income taxes for Electrical Power Products in the third quarter totaled $11.2 million versus income before income taxes of $4.8 million in last year’s third quarter.

     The Company’s backlog as of June 30, 2008 was $553 million compared to $537 million as of March 31, 2008 and compared to $411 million at the end of last year’s third fiscal quarter. New orders placed during the third quarter of fiscal 2008 totaled $188 million compared to $196 million in the second quarter of fiscal 2008 and compared to $151 million in the third quarter of fiscal 2007.

YEAR-TO-DATE RESULTS

     Revenues for the first nine months of fiscal 2008 were $471.6 million compared to revenues of $413.8 million for the first nine months of fiscal 2007. Net income for the first nine months was $17.5 million, or $1.53 per diluted share, compared to net income of $7.5 million, or $0.67 per diluted share, in the comparable period of fiscal 2007.

     The Electrical Power Products segment recorded revenues of $451.7 million in the first nine months of fiscal 2008 compared to $396.4 million in the first nine months of fiscal 2007. Income before income taxes for Electrical Power Products in the first nine months of fiscal 2008 totaled $25.3 million versus income before income taxes of $11.1 million in the comparable period of fiscal 2007.

OUTLOOK

     The following statements are based on the current expectations of the Company. These statements are forward-looking and actual results may differ materially as further elaborated in the last paragraph below.

     Based on its backlog and current business conditions, Powell Industries now expects full year fiscal 2008 revenues to range between $645 million and $655 million and full year fiscal 2008 earnings to range between $2.10 and $2.20 per diluted share.

CONFERENCE CALL

     Powell Industries has scheduled a conference call for Wednesday, August 6, 2008 at 11:00 a.m. eastern time. To participate in the conference call, dial 303-262-2142 at least 10 minutes before the call begins and ask for the Powell Industries conference call. A replay of the call will be available approximately two hours after the live broadcast ends and will be accessible until August 13, 2008. To access the replay, dial 303-590-3000 using a passcode of 11117714#.

     Investors, analysts and the general public will also have the opportunity to listen to the conference call over the Internet by visiting http://www.powellind.com. To listen to the live call on the web, please visit the website at least fifteen minutes before the call begins to register, download and install any necessary audio software. For those who cannot listen to the live webcast, an archive will be available shortly after the call and will remain available for approximately 90 days at http://www.powellind.com.

     Powell Industries, Inc., headquartered in Houston, designs, manufactures and packages systems and equipment for the control, distribution and management of electrical energy and other dynamic processes. Powell provides products and services to large industrial customers such as utilities, oil and gas producers, refineries, petrochemical plants, pulp and paper producers, mining operations, commuter railways and other vehicular transportation facilities. For more information, please visit www.powellind.com.

Any forward-looking statements in the preceding paragraphs of this release are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Investors are cautioned that such forward-looking statements involve risks and uncertainties in that actual results may differ materially from those projected in the forward-looking statements. In the course of operations, we are subject to certain risk factors, competition and competitive pressures, sensitivity to general economic and industrial conditions, international political and economic risks, availability and price of raw materials and execution of business strategy. For further information, please refer to the Company’s filings with the Securities and Exchange Commission, copies of which are available from the Company without charge.

- Tables to follow -

POWELL INDUSTRIES, INC. & SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS

		Three Months Ended								Nine Months Ended
		June 30, 2008				June 30, 2007				June 30, 2008				June 30, 2007
(In thousands, except per share data)		(Unaudited)								(Unaudited)
Revenues		$	164,123			$	149,131			$	471,577			$	413,819
Cost of goods sold			129,121				121,705				379,188				343,538
Gross profit			35,002				27,426				92,389				70,281
Selling, general and administrative expenses			21,774				21,750				62,846				56,476
Income before interest, income taxes and minority interest			13,228				5,676				29,543				13,805
Interest expense			697				922				2,333				2,529
Interest income			(59	)			(110	)			(260	)			(410	)
Income before income taxes and minority interest			12,590				4,864				27,470				11,686
Income tax provision			4,753				1,724				10,118				4,154
Minority interest in net income (loss)			(56	)			(30	)			(156	)			79
Net income		$	7,893			$	3,170			$	17,508			$	7,453
Net earnings per common share:
Basic		$	0.70			$	0.29			$	1.56			$	0.68
Diluted		$	0.69			$	0.28			$	1.53			$	0.67
Weighted average shares:
Basic			11,310				11,082				11,233				11,023
Diluted			11,470				11,271				11,416				11,207
SELECTED FINANCIAL DATA:
Capital Expenditures		$	439			$	1,433			$	1,969			$	11,111
Depreciation and amortization		$	2,983			$	3,035			$	8,935			$	8,225

POWELL INDUSTRIES, INC. & SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS

		June 30,				September 30,
		2008				2007
(In thousands)		(Unaudited)
Assets:
Current assets		$	298,360			$	236,886
Property, plant and equipment (net)			63,006				67,401
Other assets			33,708				36,728
Total assets		$	395,074			$	341,015
Liabilities & stockholders’ equity:
Current liabilities		$	161,844			$	135,612
Long-term debt and capital lease obligations, net of current maturities			30,377				27,372
Deferred and other long-term liabilities			4,056				4,184
Stockholders’ equity and minority interest			198,797				173,847
Total liabilities and stockholders’ equity		$	395,074			$	341,015

POWELL INDUSTRIES, INC. & SUBSIDIARIES
BUSINESS SEGMENTS

		Three Months Ended								Nine Months Ended
		June 30, 2008				June 30, 2007				June 30, 2008				June 30, 2007
(In thousands)		(Unaudited)								(Unaudited)
Revenues:
Electrical Power Products		$	156,516			$	143,051			$	451,699			$	396,428
Process Control Systems			7,607				6,080				19,878				17,391
Total revenues		$	164,123			$	149,131			$	471,577			$	413,819
Income before income taxes and minority interest:
Electrical Power Products		$	11,244			$	4,769			$	25,283			$	11,107
Process Control Systems			1,346				95				2,187				579
Total income before income taxes and minority interest		$	12,590			$	4,864			$	27,470			$	11,686

		June 30,				September 30,
		2008				2007
(In thousands)		(Unaudited)
Identifiable tangible assets:
Electrical Power Products		$	336,365			$	279,901
Process Control Systems			11,685				7,365
Corporate			19,641				23,460
Total identifiable tangible assets		$	367,691			$	310,726
Backlog:
Electrical Power Products		$	531,399			$	434,902
Process Control Systems			21,748				29,596
Total backlog		$	553,147			$	464,498

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