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May 3, 2022
Peter D. Fetzer
Foley & Larder LLP
777 East Wisconsin Avenue
Suite 3800
Milwaukee, WI 53202
Re:American Vanguard Corp.
Preliminary Proxy Statement filed by Cruiser Capital Advisors, LLC, Keith M.
Rosenbloom, Cruiser Capital Master Fund LP, Metamorphosis VI LLC,
Patrick E. Gottschalk, and Mark R. Bassett
Filed April 27, 2022
File No. 001-13795
Dear Mr. Fetzer:
            We have reviewed your filing and have the following comments. In some of our
comments, we may ask you to provide us with information so we may better understand your
disclosure.
            Please respond to these comments by providing the requested information or advise us as
soon as possible when you will respond. If you do not believe our comments apply to your facts
and circumstances, please tell us why in your response.
            After reviewing your response to these comments, we may have additional comments.
Preliminary Proxy Statement
What do the Cruiser Director Nominees Hope to Achieve?, page 3
1.Please clarify whether your nominees have a plan to achieve their stated goals.
2.Please revise your proxy statement to provide additional information on the amount of
board fees referenced at the top of page 4.
Background of the Solicitation, page 6
3.Please revise the disclosure in this section to describe the events surrounding your
apparent decision to nominate only three candidates instead of the four indicated in your
March 7, 2022 notice to the company.

 FirstName LastNamePeter D. Fetzer
 Comapany Name777 East Wisconsin Avenue
 May 3, 2022 Page 2
 FirstName LastName
Peter D. Fetzer
777 East Wisconsin Avenue
May 3, 2022
Page 2
Proposal 1. Election of Directors, page 9
4.Please disclose the names of the companies "Mr. Rosenbloom has helped ...add highly
qualified members to their Board rooms, seeking to improve  stockholder value at those
companies."
5.With a view toward revised disclosure, please tell us why, in light of the plurality voting
standard to be used for the election of directors, "stockholders will not be able to abstain
from voting in the election of directors."
Proposal 3. Approval of the 2022 Stock Incentive Plan, page 12
6.We note that you "...have been disappointed with AVD’s ....(4) the dilutive effect of its
incentive stock plan..." while you also recommend a vote for the approval of the 2022
stock incentive plan. Please address this apparent contradiction.
Form of Proxy Card, page A-4
7.Please revise your proxy card to indicate how signed but unmarked proxy cards will be
voted.
8.We note the proposal number 5 included in your form of proxy card. We also note that the
company has not included an adjournment proposal in its proxy materials. Please advise
or revise.
            We remind you that the filing persons are responsible for the accuracy and adequacy of
their disclosures, notwithstanding any review, comments, action or absence of action by the staff.
            Please direct any questions to Daniel Duchovny at 202-551-3619.
Sincerely,
Division of Corporation Finance
Office of Mergers & Acquisitions