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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 Exchange Act of 1934

Date of Report: December 8, 2004

NCI BUILDING SYSTEMS, INC.
(Exact name of registrant as specified in its charter)

         
Delaware
(State or other
jurisdiction of
incorporation)
  1-14315
(Commission File Number)
  76-0127701
(I.R.S. Employer
Identification Number)
     
10943 North Sam Houston Parkway West
Houston, Texas

(Address of principal executive offices)
  77064
(Zip Code)

Registrant’s telephone number, including area code: (281) 897-7788

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

     o Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

     o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

     o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

     o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))



 


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Item 2.02. Results of Operations and Financial Condition
Item 9.01. Financial Statements and Exhibits.
SIGNATURES
Exhibit Index
Press Release dated December 8, 2004


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Item 2.02. Results of Operations and Financial Condition

On December 8, 2004, NCI Building Systems, Inc. (“NCI”) issued a press release announcing NCI’s financial results for the fourth quarter and fiscal year ended October 30, 2004. A copy of the press release is attached as Exhibit 99.1.

The information in this Form 8-K and the Exhibit attached to this Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any registration statement or other filing under the Securities Act of 1933, as amended or the Exchange Act, except if NCI expressly states that such information is to be considered “filed” under the Exchange Act or incorporates it by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.

(c) Exhibits.

     
Exhibit    
Number
  Description
99.1
  Press Release dated December 8, 2004.

 


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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.

         
  NCI BUILDING SYSTEMS, INC.



 
 
  By:   /s/ Robert J. Medlock    
    Name:   Robert J. Medlock   
    Title:   Executive Vice President, Chief Financial Officer and Treasurer   

Dated: December 8, 2004

 


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Exhibit Index

     
Exhibit    
Number
  Description
99.1
  Press Release dated December 8, 2004.