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Proc-Type: 2001,MIC-CLEAR
Originator-Name: webmaster@www.sec.gov
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<SEC-DOCUMENT>/in/edgar/work/0000892569-00-000499/0000892569-00-000499.txt : 20001110
<SEC-HEADER>0000892569-00-000499.hdr.sgml : 20001110
ACCESSION NUMBER:		0000892569-00-000499
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20001107
ITEM INFORMATION:		
ITEM INFORMATION:		
FILED AS OF DATE:		20001109

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			AMERICAN VANGUARD CORP
		CENTRAL INDEX KEY:			0000005981
		STANDARD INDUSTRIAL CLASSIFICATION:	 [2870
]		IRS NUMBER:				952588080
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231
</COMPANY-DATA>

		FILING VALUES:
			FORM TYPE:		8-K
			SEC ACT:		
			SEC FILE NUMBER:	001-13795
			FILM NUMBER:		757716
</FILING-VALUES>

			BUSINESS ADDRESS:	
				STREET 1:		4695 MACARTHUR COURT
				CITY:			NEWPORT BEACH
				STATE:			CA
				ZIP:			92660
				BUSINESS PHONE:		9492601200
</BUSINESS-ADDRESS>

				MAIL ADDRESS:	
					STREET 1:		4695 MACARTHUR COURT
					CITY:			NEWPORT BEACH
					STATE:			CA
					ZIP:			92660
</MAIL-ADDRESS>

					FORMER COMPANY:	
						FORMER CONFORMED NAME:	AEROCON INC
						DATE OF NAME CHANGE:	19720620
</FORMER-COMPANY>
</FILER>
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>a67088e8-k.txt
<DESCRIPTION>FORM 8-K
<TEXT>

<PAGE>   1

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549



                                    FORM 8-K

                                 CURRENT REPORT

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

                        DATE OF REPORT - NOVEMBER 7, 2000

                          AMERICAN VANGUARD CORPORATION
             (Exact name of registrant as specified in its charter)



       DELAWARE                     0-6354                        95-2588080
(State of incorporation)      (Commission File No.)           (IRS Employer No.)



4695 MACARTHUR COURT, NEWPORT BEACH, CALIFORNIA                    92660
    (Address of principal executive offices)                     (Zip Code)



                                 (949) 260-1200
                                 --------------
              (Registrant's telephone number, including area code)

<PAGE>   2

ITEM 5.  OTHER EVENTS.

         On November 2, 2000, American Vanguard Corporation issued the press
release attached hereto as Exhibit 99.3. The release announced that, in addition
to the Company's results of operations for the three and nine months ended
September 30, 2000,

         . . . In light of the Company's performance and prospects, the Board of
         Directors has authorized the repurchase of up to 11% (300,000) of
         American Vanguard's outstanding shares of common stock. The shares may
         be purchased from time to time in open market transactions, depending
         on price, availability and the Company's cash position. There were
         approximately 2.7 million shares of American Vanguard Common Stock
         outstanding as of November 2, 2000 . . .

described in Exhibit 99.3.

ITEM 7.  EXHIBITS.

         99.3     Press release issued November 2, 2000.


                                        2

<PAGE>   3

                                   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 hereunto duly authorized.

                                    AMERICAN VANGUARD CORPORATION

Date: November 7, 2000              By: /s/ J. A. Barry
                                        ----------------------------------------
                                        J. A. Barry
                                        Senior Vice President
                                        Chief Financial Officer


                                        3

<PAGE>   4

                                  EXHIBIT INDEX



EXHIBIT
NUMBER                              DESCRIPTION
- -------                             -----------

  99.3                    Press Release issued November 2, 2000


                                        4

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.3
<SEQUENCE>2
<FILENAME>a67088ex99-3.txt
<DESCRIPTION>EXHIBIT 99.3
<TEXT>

<PAGE>   1

                                                                    EXHIBIT 99.3

                              FOR IMMEDIATE RELEASE

             AMERICAN VANGUARD THIRD QUARTER EPS UP 52% ON 25% SALES
                                    INCREASE;
                          NINE-MONTH EPS $.66 VS. $.28

         BOARD AUTHORIZES REPURCHASE OF UP TO 11% OF OUTSTANDING SHARES

Newport Beach, CA -- November 2, 2000 -- American Vanguard Corporation
(AMEX:AVD) today reported financial results for the three and nine-month periods
ended September 30, 2000.

For the third quarter, net sales increased 25% to $21,421,800 compared to the
same quarter last year due to overall business growth as well as preliminary
sales in the Dacthal(R) herbicide business acquired from ZenecA during this
year's second quarter. Despite the slight decrease in gross profit margin to
41.4% from 43.0% due to product mix, operating income rose 39% to $2,079,200.
Net income for the quarter reached $1,017,100 or $.38 per diluted share,
reflecting a 52% improvement in net income per share over the third quarter of
1999.

For the nine-month period, net sales rose 13% to $51,011,400 compared to the
first nine months of 1999. Gross profit margin increased to 45.4% from 43.9% due
to the product mix for the period. Operating income grew 68% to $4,237,000,
while net income rose dramatically to $1,784,000 or $.66 per diluted share,
reflecting a 131% increase in net income per share.

Eric Wintemute, President and CEO of American Vanguard, commented, "The third
quarter was an important one for the Company. We re-launched Dacthal into its
key worldwide markets and recorded initial sales, earlier than originally
anticipated. We also acquired the exclusive U.S. marketing rights to the
Aztec(R) 4.67% GranulaR corn soil insecticide business from Bayer, which
complements our acquisition of the Fortress(R) business announced in January of
this year. Aztec is expected to increase sales beginning late in the 2000 fourth
quarter. Additionally, we resumed the distribution of a semi-annual dividend to
shareholders, which reflects our confidence in American Vanguard's prospects."

Mr. Wintemute continued, "We also signed a letter of intent to acquire a DuPont
manufacturing facility, which will significantly expand the production capacity
of the Company. In 2001, we will see a full-year impact from the product lines
acquired this past year, and we intend to pursue the opportunities to acquire
additional product lines resulting from the unprecedented consolidation of the
multi-national companies that has occurred over the past 12 months."

In light of the Company's performance and prospects, the Board of Directors has
authorized the repurchase of up to 11% (300,000) of American Vanguard's
outstanding shares of common stock. The shares may be purchased from time to
time in open market transactions, depending on price, availability and the
Company's cash position. There were approximately 2.7 million shares of American
Vanguard common stock outstanding as of November 2, 2000.

Commenting on the repurchase plan, Mr. Wintemute stated, "We feel that the
market has not reflected the fair value of our Company, given that our stock has
been trading below its book value and at less than five times trailing
twelve-month earnings. Even though we continue to be in a strong growth mode, we
believe the opportunity to acquire our stock at these levels is a wise use of
Company funds."

For the trailing 12 months, American Vanguard's EBITDA has increased 27% to
$4.36 per share, and net income per share has grown 48% to $1.58, based current
outstanding shares.


                                    - more -

<PAGE>   2

American Vanguard Corporation News Release                                Page 2
November 2, 2000


                 AMERICAN VANGUARD CORPORATION AND SUBSIDIARIES
                        CONSOLIDATED STATEMENTS OF INCOME
                                   (Unaudited)

<TABLE>
<CAPTION>
                                          Three Months Ended           Nine Months Ended
                                             September 30,               September 30,
                                       -------------------------   -------------------------
                                          2000          1999          2000          1999
                                       -----------   -----------   -----------   -----------
<S>                                    <C>           <C>           <C>           <C>

Net sales                              $21,421,800   $17,119,800   $51,011,400   $44,966,100
Cost of sales                           12,552,100     9,764,100    27,852,700    25,225,400
                                       -----------   -----------   -----------   -----------
   Gross profit                          8,869,700     7,355,700    23,158,700    19,740,700

 Operating expenses                      6,790,400     5,706,600    18,921,700    17,062,400
 Settlement expense                             --       153,000            --       153,000
                                       -----------   -----------   -----------   -----------

   Operating income                      2,079,300     1,496,100     4,237,000     2,525,300
Interest expense - net                     384,100       396,800     1,263,700     1,274,600
                                       -----------   -----------   -----------   -----------
   Income before income taxes            1,695,200     1,099,300     2,973,300     1,250,700

Income tax expense                         678,100       420,200     1,189,300       477,700
                                       -----------   -----------   -----------   -----------

   Net income                          $1, 017,100   $   679,100   $ 1,784,000   $   773,000
                                       ===========   ===========   ===========   ===========

Basic and diluted
   net income per share(1)             $       .38   $       .25   $       .66   $       .28
                                       ===========   ===========   ===========   ===========

Weighted Average Number of Shares(1)     2,692,939     2,722,370     2,697,355     2,730,734
                                       ===========   ===========   ===========   ===========
</TABLE>


(1) Retroactively restated to reflect a 10% common stock dividend distributed on
    April 14, 2000 to common stockholders of record as of March 31, 2000.

American Vanguard Corporation is a diversified specialty and agricultural
products company. Its subsidiaries include AMVAC Chemical Corporation, which
develops and markets safe and effective products for agricultural and commercial
uses; GemChem, Inc., a national chemical distributor; AMVAC Chemical UK Ltd.,
the Company's UK office; Quimica Amvac De Mexico S.A. de C.V., the Company's
Mexico office; and Environmental Mediation, Inc., an environmental consulting
firm.

The Company, from time to time, may discuss forward-looking information. Except
for the historical information contained in this release, all forward- looking
information are estimates by the Company's management and are subject to various
risks and uncertainties that may cause results to differ from management's
current expectations. Such factors include weather conditions, changes in
regulatory policy, and other risks as detailed from time to time in the
Company's SEC reports and filings. Forward-looking statements in this release
represent the Company's judgment as of the date of this release. The Company
disclaims, however, any intent or obligation to update forward-looking
statements.

CONTACT:                             -OR-          AVD'S INVESTOR RELATIONS FIRM
AMERICAN VANGUARD CORPORATION                              THE EQUITY GROUP INC.
Eric G. Wintemute, President & CEO                        www.theequitygroup.com
James A. Barry, Senior Vice President & CFO                        Loren Mortman
(949) 260-1200                                             lmortman@equityny.com
AMVAC Chemical Corporation                                        (212) 836-9604


                                      ####

</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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