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 (Date of earliest event reported): ~~June~~July 2715, 2005

Summa Industries

(Exact name of registrant as specified in its charter)

Delaware	1-7755	95-1240978
(State or other jurisdiction	(Commission	(I.R.S. employer
of incorporation)	file number)	identification number)

21250 Hawthorne Boulevard, Suite 500, Torrance, California 90503
(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (310) 792-7024

Not Applicable
(Former name or former address, if changed since last report)

Check the appropriate box 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 (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))

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))

Item 1.01. Entry Into a Material Definitive Agreement.

On ~~June~~July 2715, 2005, ~~Fullerton Holdings, Inc.,~~the aBoard ~~California~~of ~~corporation~~Directors ~~(“Seller”) and wholly-owned subsidiary~~ of Summa Industries (the “Company”), ~~entered~~approved ~~into~~the ~~that~~acceleration ~~certain~~of vesting of all unvested ~~Amended~~outstanding ~~and~~stock ~~Restated~~options ~~Purchase~~previously ~~and~~granted ~~Sale~~to ~~Agreement~~employees and ~~Joint~~officers ~~Escrow~~of ~~Instructions (~~the Company ~~“Agreement”)~~under ~~with~~its ~~Olson~~1995 ~~Urban~~Stock ~~Housing,~~Option ~~LLC~~Plan, a1999 ~~Delaware~~Stock ~~limited~~Option ~~liability company~~Plan ~~(“Buyer”). A~~and ~~copy~~Plastron Industries ofAcquisition ~~the Agreement~~Stock isOption ~~attached~~Plan tohaving ~~this~~an ~~Current~~exercise ~~Report~~price asgreater ~~Exhibit 10~~than $7.138 per share, ~~and~~the closing price of a ~~copy~~ share of the ~~related~~Company’s ~~news~~Common ~~release~~Stock ison such ~~attached~~date toas ~~this~~quoted ~~Current~~by ~~Report~~the asNasdaq ~~Exhibit 99~~National Market.1.

~~Pursuant~~As toa ~~the~~result ~~terms~~of ~~and subject to~~ the ~~conditions~~acceleration, ~~set~~options ~~forth~~to inacquire approximately ~~the Agreement~~243,000 ~~Seller~~shares ~~has~~of ~~agreed~~the toCompany’s ~~sell to~~Common ~~Buyer~~Stock, awhich ~~residential~~otherwise would ~~real~~have ~~estate~~vested ~~developer,~~from atime ~~certain~~to ~~manufacturing~~time ~~facility and~~over ~~related~~the ~~real~~next ~~estate~~forty-five ~~located~~months, inbecame immediately ~~Fullerton~~exercisable, ~~California~~although ~~for~~out-of-the-money aon ~~gross~~the ~~sale~~date ~~price~~ of $4 acceleration.~~8 million.~~ ~~Assuming~~All ~~the~~other ~~sale~~terms isand ~~consummated,~~conditions ~~the~~applicable ~~net~~to ~~gain~~such tooutstanding ~~the~~stock ~~Company~~options iswere ~~anticipated~~unchanged. Of tothe beaccelerated ~~approximately $2.7~~options, ~~million~~168,250 orare ~~about~~held by ~~$.65~~the ~~per~~Company’s ~~share~~named executive officers.

The ~~sale~~Board isof ~~subject~~Directors ~~to various~~considered ~~contingencies~~several ~~including,~~factors ~~without limitation, Buyer obtaining local governmental~~in ~~approvals~~determining ~~for rezoning~~ to ~~residential~~accelerate ~~use and for related general plan amendments. In addition,~~ the ~~property~~vesting ~~is currently~~of ~~leased~~these ~~to a third party who has agreed to an early lease termination~~options, ~~and~~ itincluding isprimarily ~~a contingency to consummation of~~ the ~~sale that the premises are~~ ~~vacated~~effect inon ~~a timely manner. Because of~~ the ~~various~~Company’s ~~contingencies,~~reported ~~the~~stock ~~sale~~option ~~may~~expense bein ~~delayed~~future ~~or cancelled~~periods.

~~Item~~ 2~~.02. Results of Operations and Financial Condition.~~

On June 28, 2005, the Company issued a news release reporting the financial results of the Company for its fiscal third quarter ended May 31, 2005. A copy of the news release is attached to this Current Report as Exhibit 99.2.SIGNATURE

~~The~~Pursuant ~~foregoing~~to ~~information in Item 2.02 of this Current Report, including~~ the ~~related exhibit~~requirements ~~attached hereto, is being furnished and shall not be deemed “filed” for the purposes~~ of ~~Section 18 of~~ the Securities ~~and~~ Exchange Act of 1934, ~~as amended, or otherwise subject to~~ the ~~liabilities~~Registrant ofhas duly ~~such~~caused ~~section. The foregoing information in Item 2.02 of~~ this ~~Current~~ ~~Report,~~report ~~including~~to ~~the~~be ~~related~~signed ~~exhibit~~on ~~attached hereto,~~its ~~shall~~behalf ~~not be incorporated~~ by ~~reference~~the ~~into~~undersigned ~~any registration statement~~hereunto orduly ~~other document pursuant to the Securities Act of 1933, as amended~~authorized.

Item 9.01. Exhibits.

	SUMMA INDUSTRIES,
	a Delaware corporation


Date: July 18, 2005	By:	/s/ James R. Swartwout
		James R. Swartwout
		President

~~(c) Exhibits.~~3

Exhibit		Description
10.1		Amended and Restated Purchase and Sale Agreement and Joint Escrow Instructions dated June 27, 2005 between Fullerton Holdings, Inc. and Olson Urban Housing, LLC.
99.1		News Release of the Company Regarding Entry into of Amended and Restated Purchase and Sale Agreement and Joint Escrow Instructions
99.2		News Release of the Company Regarding Third Quarter Financial Results

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.

	SUMMA INDUSTRIES,
	a Delaware corporation
Date: June 28, 2005	By:	/s/ James R. Swartwout
		James R. Swartwout
		President

Filing Compare · SUMMA INDUSTRIES/