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): February 25, 2010

Motorcar Parts of America, Inc.

(Exact name of registrant as specified in its charter)

New York		001-33861		11-2153962
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

2929 California Street, Torrance CA		90503
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (310) 212-7910

     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 (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))

 

 

Item 5.07.		Submission of Matters to a Vote of Security Holders.

The Annual Meeting of Stockholders of Motorcar Parts of America, Inc. (the “Company”) was held on February 25, 2010.

The Company’s stockholders voted on proposals to: (i) elect directors; (ii) ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accountants for the fiscal year ending March 31, 2010; and (iii) amend the 2004 Non-Employee Director Stock Option Plan to increase the number of shares under such plan from 175,000 to 275,000.

All nominees for election to the Board of Directors were elected to serve until the next Annual Meeting of Stockholders and until their respective successors are elected and qualified, or until the earlier of such director’s death, resignation or removal. The stockholders also ratified the selection of the independent registered public accountants and approved the amendment to the 2004 Non-Employee Director Stock Option Plan. The number of votes cast for, against or withheld and the number of abstentions and broker non-votes with respect to each proposal is set forth below:

Proposal 1		Shares For				Shares Withheld				Broker Non-Votes
Election of Directors
Selwyn Joffe			7,902,731				250,653				2,401,047
Mel Marks			7,342,453				810,931				2,401,047
Scott Adelson			7,935,351				218,033				2,401,047
Rudolph Borneo			7,920,459				232,925				2,401,047
Philip Gay			7,921,459				231,925				2,401,047
Duane Miller			7,921,459				231,925				2,401,047
Jeffrey Mirvis			7,979,943				173,441				2,401,047
Proposal 2		Shares For				Shares Against				Shares Abstaining
Ratification of Ernst & Young LLP			10,364,572				160,290				29,569
Proposal 3		Shares For				Shares Against				Shares Abstaining				Broker Non-Votes
Approval of Amendment to 2004 Non-Employee Director Stock Option Plan			7,102,347				1,024,972				26,065				2,401,047

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.