SecProbe.io

October 13, 2010
 Mr. Herman F. Dick, Jr. Chief Financial Officer Core Molding Technologies, Inc. 800 Manor Park Drive
Columbus, OH 43228-0183

Re: Core Molding Technologies, Inc.
 Form 10-K for the Fiscal Year Ended December 31, 2009  Definitive Proxy Statement on Schedule 14A filed April 16, 2010
 Forms 10-Q for the Fiscal Quarters Ended March 31, 2010 and June 30, 2010  File No. 001-12505

Dear Mr. Dick:
 We have reviewed your filings 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 this letter within te n business days by providing the requested
information or by advising us when you will provide the requested response.  If you do not believe our comments apply to your facts and circum stances, please tell us w hy in your response.
 After reviewing the information you provide in response to these comments, we may
have additional comments.               Form 10-K for the Fiscal Year Ended December 31, 2009

 Cover Page

 1. Please revise the cover page in future fili ngs to identify your pr eferred stock purchase
rights as being registered under Section 12(b) of the Exchange Act.  In this regard, we
note the Form 8-A filed on July 19, 2007.
 Index to Exhibits, page 58

 2. We note that you did not file on EGDAR any of  the appendices to the supply agreement
identified as exhibit 10(a).  We also note th at the request for confidential treatment does
not appear to cover these appendices.  Please advise.
 3. We note that you did not file on EDGAR any of  the schedules to the supply agreement
identified as exhibit 10(b).  We also note th at the request for confidential treatment does

Mr. Herman F. Dick, Jr. Core Molding Technologies, Inc.  October 13, 2010 Page 2

not appear to cover all of th ese schedules.  Please advise.
 4. We note that you did not file on EGDAR all of the schedules to the credit agreement
identified as exhibit 10(d).  We also note that you did not file on EGDAR the attachments
to exhibits K and L to the credit agreement.  Please file your complete credit agreement,
including all schedules and e xhibits, with your next peri odic report or, if you wish, a
current report on Form 8-K.
 Item 7. Management’s Discussion and Analys is of Financial Condition and Results of
Operations, page 19
 Results of Operations, page 20

 5. In future annual and quarterly filings please:
• expand your discussion of net sales to addr ess and quantify the impact that volume
sold, number of tooling projects completed an d/or selling price had on fluctuations in
sales from period-to-period;
• revise your discussion of gross margin to  also quantify your raw material costs,
energy costs, and any other costs that signi ficantly impact changes in cost of sales
from period-to-period; and
• quantify the significant reasons you iden tify for changes in SG&A expenses.
See Sections 501.04 and 501.12 of the Codificat ion of Financial Reporting Policies for
guidance.
Liquidity and Capital Resources, page 22

 6. Given the importance of available funding to your business, if you believe that it is
reasonably likely that you will not meet a ny significant debt covenant, please revise
future filings to also present, for your most  significant covenants, your actual ratios and
other actual amounts versus the minimum/ma ximum ratios/amounts permitted as of each
reporting date.  Such presentation will allow an  investor to easily  understand your current
status in meeting your financial covenants.  Refer to Section 501.13.c of the Financial
Reporting Codification for guidance.
 Definitive Proxy Statement on Schedule 14A filed April 16, 2010

Directors and Executive Officers of Core  Molding Technologies, Inc., page 6
 7. Please disclose in future filings the busine ss experience during the past five years of
Messrs. Thomas R. Cellitti and Malcolm M. Prin e.  Refer to Item 401(e)(1) of Regulation
S-K.

Mr. Herman F. Dick, Jr. Core Molding Technologies, Inc.  October 13, 2010 Page 3

Executive Compensation, page 12

 8. We note that you have not included any disc losure in response to Item 402(s) of
Regulation S-K.  Please advise us of the ba sis for your conclusion that disclosure is
unnecessary and describe the process that  you undertook to reach that conclusion.
 Elements of Direct Compensation, page 14

 9. We note the disclosure unde r “Peer Group Analysis” on page 13 that you target your
compensation to the median of your peer group.  With a view towards future disclosure,
please tell us each element of compensa tion and total compensation where actual
compensation fell compared to the peer group.
 Profit Sharing Program, page 14

 10. With a view towards future disclosure, please  tell us the threshold amount and how it was
calculated as well as the actual am ount of the profit sharing pool.
 11. We note the disclosure in footnote (2) to the summary compensation table on page 18
that you awarded profit sharing amounts to your named executive officers for 2009.
With a view towards future disclosure, plea se tell us how the amounts were determined
for each named executive officer.
 Long-Term Stock-Based Compensation, page 15

 12. We note that your current disclosure does not  meaningfully explain how the board of
directors determined the amounts of shares of  restricted stock awarded to each of the
named executive officers, to what extent th ere were any specific  performance targets
which were met or exceeded, and why the actu al amounts of shares of restricted stock
awarded to each named executive offi cer in 2009 were appropriate under the
circumstances.  With a view towards futu re disclosure, please  provide us this
information.
  Summary Compensation Table, page 18

 13. We note the disclosure in f ootnote (2).  Please tell us how you disclose profit sharing
amounts in the table.
 Audit Fees, page 26

 14. In future filings, please provide audit fees fo r two fiscal years as required by Item 9 of
Schedule 14A.

Mr. Herman F. Dick, Jr. Core Molding Technologies, Inc.  October 13, 2010 Page 4

Certain Relationships and Relate d Person Transactions, page 27

 15. With a view towards future disclosure, please tell us whether sales to Navistar are made
on the same terms as sales to other customers.
 Form 10-Q for the Fiscal Quarter Ended June 30, 2010

 General

 16. We note the disclosure on page 5 of your Fo rm 10-K for the year ended December 31,
2009 that your supply agreement with PACC AR would expire on June 30, 2010 unless
extended by the parties.  However, it does not appear that you have f iled a current report
on Form 8-K regarding the renewa l or expiration of this supply agreement and there is no
disclosure in your Form 10-Q regard ing this issue.  Please advise.
 Index to Exhibits, page 27

 17. We note that you have identified the fifth am endment agreement as exhibit 10(a) to the
Form 10-Q.  We also note that you have inco rporated this agreement by reference from
exhibit 10.1 to your Form 8-K filed March 10, 2010.  However, this agreement was filed
as an exhibit to your Form 8-K filed May 14, 2010.  Please revise accordingly in future
filings.  We urge all persons who are responsible for th e accuracy and adequacy of the disclosure
in the filing to be certain that the filing include s the information the Securities Exchange Act of
1934 and all applicable Exchange Act rules requir e.  Since the company and its management are
in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy
and adequacy of the disclosures they have made.
 In responding to our comments, please provi de a written statement from the company
acknowledging that:
• the company is responsible for the adequacy an d accuracy of the disclo sure in the filing;

• staff comments or changes to disclosure in response to staff comments do not foreclose
the Commission from taking any action with respect to the filing; and

• the company may not assert staff comments as  a defense in any proceeding initiated by
the Commission or any person under the federa l securities laws of  the United States.

Mr. Herman F. Dick, Jr. Core Molding Technologies, Inc.  October 13, 2010 Page 5

You may contact Dale Welcom e at (202) 551-3865 or me at  (202) 551-3768 if you have
questions regarding comments on th e financial statements and rela ted matters.  Please contact
Edward M. Kelly at (202) 551-3728 or Andrew P. Schoeffler at (202) 551-3748 with any other
questions.

Sincerely,

John Cash Accounting Branch Chief