MYERS INDUSTRIES INC - 10-K Annual Report

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SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-K

[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE FISCAL YEAR ENDED DECEMBER 31, 2004

COMMISSION FILE NUMBER 001-08524

MYERS INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)

OHIO 34-0778636
(State or other jurisdiction of (IRS Employer Identification Number)
incorporation or organization)

1293 S. MAIN STREET, AKRON, OHIO 44301 (330) 253-5592
(Address of Principal Executive (Zip Code) (Telephone Number)
Offices)

Securities Registered Pursuant to Name of Each Exchange
Section 12(b) of the Act: on which registered:
COMMON STOCK, WITHOUT PAR VALUE NEW YORK STOCK EXCHANGE
(Title of Class)

SECURITIES REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT: NONE

Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to the
filing requirements for at least the past 90 days. Yes [X] No [ ]

Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [ ]

Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Act). Yes [X] No [ ]

State the aggregate market value of the voting and non-voting common equity
stock held by non-affiliates computed by reference to the price at which the
common equity was sold, or the average bid and asked price of such common equity
as of the last business day of the registrant's most recently completed second
fiscal quarter, being as of June 30, 2004: $381,983,989. Indicate the number of
shares outstanding of registrant's common stock as of January 31, 2005:
34,661,245 Shares of Common Stock, without par value.

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DOCUMENTS INCORPORATED BY REFERENCE

(1) Portions of Registrant's Notice of 2005 Annual Meeting and Proxy Statement,
dated March 18, 2005, in Part III (Items 10, 11, 12 and 13)

CROSS REFERENCE SHEET
PURSUANT TO FORM 10-K GENERAL INSTRUCTION G(4)

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(1) Registrant's Notice of 2005 Annual Meeting of Shareholders and Proxy
Statement

FORWARD-LOOKING STATEMENTS DISCLOSURE

Statements contained in this report concerning the Company's goals,
strategies, and expectations for business and financial results may be
"forward-looking statements" within the meaning of the Private Securities
Litigation Reform Act of 1995 and are based on current indicators and
expectations. Whenever a statement is made that is not a statement of historical
fact (indicated by words such as "believes," "expects," "anticipates," and other
similar expressions), readers must remember that the Company's expectations may
not be correct, even though the Company believes they are reasonable. Myers
Industries does not guarantee that the transactions and events described will
happen as described (or that they will happen at all)

Investors and others should read this report with the understanding that
actual future results may be materially different from those which are
anticipated. Many of the factors that will determine these results are beyond
the Company's ability to control or predict. Readers are cautioned not to put
undue reliance on any forward-looking statement. Myers Industries does not
intend, and undertakes no obligation, to update these forward-looking
statements.

Risks and uncertainties that could cause actual results to differ
materially from those expressed or implied in the applicable statements include,
but are not limited to:

(1) Fluctuations in product demand and market acceptance

(2) Uncertainties associated with the general economic conditions in our
domestic and international markets

(3) Foreign currency risks

(4) Interest rate fluctuations

(5) Increased competition in our markets

(6) Changes in seasonality

(7) Our ability to make successful acquisitions

(8) Difficulties in manufacturing operations

(9) Our degree of leverage and uncertainties associated with servicing our
debt

(10) Raw material availability

(11) Fluctuations in raw material costs

(12) Changes in laws or regulations and approvals and decisions of courts,
regulators, and governmental bodies

PART I

ITEM 1. BUSINESS

(A) GENERAL DEVELOPMENT OF BUSINESS

Myers Industries, Inc. is an international manufacturer of polymer products
for industrial, agricultural, automotive, commercial, and consumer markets. We
are an international leader in reusable plastic containers and North America's
leading manufacturer of plastic horticultural pots, trays, and flower planters.
Other principal product lines include plastic storage and organization
containers, plastic storage tanks, plastic and rubber OEM parts, rubber tire
repair products, and custom plastic and rubber products.

The Company is also the largest wholesale distributor of tools, equipment,
and supplies for the tire, wheel, and undervehicle service industry in the
United States. Our distribution products range from tire balancers and alignment
systems to valve caps and other consumable service supplies.

Myers Industries serves customers around the world, and the Company's
products and related services provide a wide range of performance benefits to
customers in diverse niche markets. Benefits include: increasing productivity,
lowering material handling costs, improving product quality, reducing labor
costs, shortening assembly times, eliminating solid waste, and increasing
profitability.

Founded in Akron, Ohio, in 1933, what is today Myers Industries grew from
the vision of two brothers, Louis and Meyer Myers, and a partnership based on a
$620 loan, some tire repair merchandise, and a used truck. The business was
named "Myers Tire Supply" and it serviced tire dealers and retreaders by
distributing tools and supplies needed to grow their businesses. The Company
expanded into manufacturing operations in the post-war 1940's and was renamed
Myers Industries, Inc. in 1963. Since then, the Company has grown from a small
storefront to an international manufacturing and distribution business.

Still headquartered in Akron, Ohio, Myers Industries encompasses: 31
manufacturing facilities in North America and Europe, 39 domestic and five
international distribution branches, more than 20,000 products, and more than
5,300 employees. The Company went public in 1971, and the stock is traded today
on the New York Stock Exchange under the symbol MYE.

Myers Industries' business strategy is based on a focused approach for
long-term growth: 1) Concentrate on markets where our products and expertise
create profit opportunities for our customers and ourselves; 2) Achieve
leadership in key product areas through breadth of offering, consistent quality,
and superior customer service; 3) Drive internal growth with new products, line
extensions, and new technology; 4) Leverage brand equity and capabilities to
increase business with existing customers and cultivate new ones; 5) Acquire
complementary businesses with potential for long-term growth; and 6) Respond to
opportunities that present themselves and work to protect that which has been
gained.

(B) FINANCIAL INFORMATION ABOUT SEGMENTS

The response to this section of Item 1 is contained in the Industry
Segments footnote of the Notes to Consolidated Financial Statements under Item 8
of this report.

(C) DESCRIPTION OF BUSINESS

The Company conducts its business activities in five segments, including
four manufacturing and one related to distribution. The four manufacturing
segments consist of: Material Handling -- North America; Material
Handling -- Europe; Automotive and Custom; and Lawn and Garden. For the fiscal
year ended December 31, 2004, the percentage contribution from each segment to
the Company's total net sales of $803.1 million was: Material Handling -- North
America, 24 percent; Material Handling -- Europe, 20 percent; Automotive and
Custom, 21 percent; Lawn and Garden, 14 percent and Distribution 21 percent.

In our manufacturing segments, we design, manufacture, and market a variety
of plastic and rubber products. These range from plastic reusable material
handling containers and small parts storage bins to plastic

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horticultural pots and hanging baskets, decorative planters, plastic and rubber
OEM parts, tire repair materials, and custom plastic and rubber products.

Our Distribution Segment is engaged in the distribution of tools,
equipment, and supplies used for tire, wheel, and automotive underbody repair on
passenger, heavy truck, and off-road vehicles.

OUR MANUFACTURING SEGMENTS

In our manufacturing segments, we engineer, produce and sell more than
12,000 products. We have 24 manufacturing facilities in the United States, six
in Western Europe and one in Canada. Our manufactured plastic and rubber
products are sold nationally and internationally by a direct sales force and
through independent sales representatives.

KEY MANUFACTURED PRODUCT AREAS
- Plastic Reusable Material Handling Containers and Pallets
- Plastic Storage and Organization Products
- Plastic and Metal Material Handling Carts
- Plastic Horticultural Pots, Trays and Hanging Baskets
- Decorative Resin Flower Planters
- Plastic Storage Tanks
- Rubber and Plastic Original Equipment and Replacement Parts
- Tire Repair and Retreading Products
- Custom Plastic and Rubber Products

PRODUCT BRANDS
- Akro-Mils
- Allibert-Buckhorn
- Ameri-Kart
- Buckhorn
- Buckhorn Rubber
- Dillen
- Listo
- Michigan Rubber
- Patch Rubber
- Pro Cal
- raaco
- WEK

MANUFACTURING CAPABILITIES
- Product Design and Engineering
- Prototyping and Testing
- Materials Formulation
- Plastic and Rubber Injection Molding
- Structural Foam Molding
- Rotational Molding
- Vacuum Forming
- Winding Extrusion
- Blow Molding
- Compression and Transfer Molding
- Rubber Compounding, Calendering and Extrusion
- Rubber-to-Metal Bonding
- Rubber-to-Plastic Bonding
- Metal Forming
- Powder Coating

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REPRESENTATIVE MARKETS
- Agriculture
- Automotive
- Commercial
- Consumer
- Food Processing and Distribution
- General Manufacturing/Industrial
- Healthcare
- Horticulture
- Off-Road Construction/Agriculture Vehicle
- Recreational Marine
- Recreational Vehicle
- Road Construction
- Tire Repair/Retread
- Telecommunications
- Transportation/Heavy Truck
- Waste Collection
- Water Piping/Water Control

Material Handling -- North America & Europe Segments Overview

Myers Industries' largest product area is plastic reusable material
handling containers and pallets for markets such as automotive, appliance,
general manufacturing, distribution, agriculture, retail, and food processing.
In closed loop supply chains, reusable containers and pallets replace single-use
cardboard boxes and easily damaged wooden pallets to help customers lower
operating costs by improving product protection, reducing freight costs, and
eliminating solid waste and disposal costs. The product selection, manufacturing
processes, markets, and applications are similar for both the North American and
European segments of our business, and we are one of few manufacturers
positioned to supply reusable packaging/material handling product solutions to
customers worldwide.

Injection molding produces hand-held containers and totes in a wide range
of sizes and styles. These products stack and nest for efficient space usage and
are versatile and strong enough to haul more than 100 lbs. of metal parts or
protect delicate fruit against costly damage while in transit from harvesting to
processing.

The injection-structural foam molding process produces bulk containers that
perform heavy-duty tasks, whether distributing seed products, carrying large
automotive components, or shipping liquids across long distances. These
containers range in size from footprints of 32 inches by 30 inches to 70 inches
by 48 inches; heights up to 65 inches; and weight capacity up to 3,000 pounds.
Bulk containers are compatible with forklifts and pallet jacks for easy
handling. Many of the containers collapse to a third of their size for
space-saving stacking, storage, and return transport. Myers manufactures the
most comprehensive range of collapsible and rigid bulk transport containers in
the worldwide material handling industry.

We use a wide range of molding processes to make distribution pallets in
sizes and styles to fit most any transport need. Many pallets interwork with our
hand-held containers and totes to create a completely reusable system for
efficient space utilization in plants and warehouses, as well as cubing of truck
trailers, to help customers reduce storage and freight costs. Other pallets are
produced for specialty shipping applications, such as drum pallets for chemical
and liquid transport.

In addition to standard material handling products, we utilize our
extensive design and manufacturing capabilities for turnkey production of custom
material handling products: container inserts and protective dunnage, transport
trays, modified or new container and pallet combinations, and other transport
packaging items tailored to customers' unique applications.

Customers rely on the productivity and profitability benefits delivered
through the innovation, broad selection, quality, and interworking of our
reusable material handling products. For example, in automotive plants across
North America and Europe, our containers and pallets are reused hundreds of
times to move
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products as small as fasteners or as large as sidewall components from suppliers
directly to assembly areas, protecting the products and reducing the scrap rate.
Our attached lid containers and pallets are used by many retail businesses such
as Wal-Mart(R) and Staples(R) to receive their various products: the containers
are used in regional distribution centers to organize inventory, sort orders,
and are then combined with pallets to transport products directly to stores.

Our containers bring multiple cost-saving benefits to customers in
agriculture, food processing, and distribution markets. Growers of strawberries,
asparagus, and other fruits and vegetables use our harvesting and shipping
containers to protect their delicate products in transit from the field to
processing centers to the produce sections of grocery stores around the world.
Hundreds of thousands of our bulk SeedBoxes are used by Pioneer Hi-Bred
International(R) and related seed and feed distributors to efficiently transport
and dispense up to 2,500 lbs. of corn and soybean seed. The unique SeedBox
container can be emptied in as little as 30 seconds, then broken down for return
shipping and refilling -- eliminating the traditional seed bags and the
environmental impact of burning bags in the fields. Manufacturers of tomato
paste in the U.S. employ our Citadel(TM) bulk container to move processed tomato
products across the country in railcars. The smooth-sided, impact-resistant
container replaces wooden crates and steel containers that can cause product
damage and contamination. The Citadel carries up to 3,000 lbs./300 gallons of
product, stacks five high when fully loaded, and is designed for long-term
indoor or outdoor storage of loads. Poultry delivered to KFC(R) restaurants and
many grocery stores across the U.S. comes in a reusable, spill-proof container
that we pioneered; the container protects the chicken during transport and is
more sanitary than cardboard boxes.

While markets and applications for our material handling products in Europe
are similar to those in North America, some unique applications arise:
harvesting, shipping, and processing grapes for the French wine industry;
improving efficiency of mail sorting and transport with custom-made totes for
the Spanish postal service; and creating custom crates for the fishing industry
in France and the U.K. Throughout the worldwide material handling industry, we
are known for leading the market in innovation of new products and for our
custom design expertise to create effective solutions that meet customers' total
packaging and transport needs.

In Europe, we also make plastic bulk tanks for storage and transport of
solid and liquid materials. These tanks are produced using both winding
extrusion and rotational molding. The extruded tanks -- created using a helical
winding process to form seamless, durable, and corrosion-resistant plastic
tanks -- are available in capacities from 500 to 70,000 liters. These are
primarily used to replace costly stainless steel tanks for high-volume storage
in industries such as chemical and water treatment. For agriculture, plastics,
and food markets, our roto-molded tanks are commonly used as intermediate bulk
containers, transporting material from one location to another, or as a
temporary storage vessel; these uses are often "returnable" applications, in
which the tanks can be reused for multiple round trips in a closed loop system.

In a related material handling product mix, industrial and commercial
markets find storage and organization solutions with our plastic storage bins
and metal racking systems, used for applications such as creating assembly line
workstations, organizing medical supplies, and creating retail displays. Our
transport cart line provides an extensive range of plastic, metal, and wood
material handling carts, dollies, worktables, and other items. These products
are available through industrial supply catalogers, including W.W. Grainger(R)
and C&H(R), and many other industrial and material handling distributors.

We also compete in the storage and organization niche of the consumer
market by adapting solutions for industry to home and office settings. We are
not a major player in the overall consumer market, nor do we seek to be. Our
small line of niche products includes popular KeepBox(R) containers, which help
consumers organize everything from holiday decorations to school supplies.
Portable organizers and stackable cabinets provide efficient storage for small
items and accessories in the home workshop or at the office. Hobbyists and
craftspeople use our popular CraftDesign(TM) products for organizing scrapbook,
sewing, and art supplies. Our niche consumer products are sold by leading
retailers such as Target(R) and others across the U.S. and, to a lesser extent,
Europe.

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Automotive and Custom Segment Overview

With our complementary manufacturing capabilities, we serve diverse niche
markets and customers in this segment with an array of engineered plastic and
rubber original equipment and replacement parts, tire repair materials, and
custom products. Our unique combination of product design, molding, and
finishing expertise supports customers' needs for efficient, single sourcing of
parts and turnkey custom product development. In addition to our plastics
molding capabilities, this segment employs a full range of rubber molding
processes: injection molding; compression and transfer molding; compounding,
calendering, and extrusion; blow molding; rubber-to-metal bonding; and
rubber-to-plastic bonding. Additional capabilities include custom rubber
formulation, mixing, and testing.

We work closely with manufacturers of passenger cars and trucks to create
rubber, plastic, and combination components and assemblies for numerous vehicle
platforms. Our expertise allows us "guest engineering" status with many of the
world's leading automakers and suppliers. Our molding and assembly capabilities
provide a diversified product mix including air induction hoses, HVAC units,
noise vibration dampers, grommets, bushings, tubing assemblies, seals, and
gaskets.

Makers of recreational vehicles (RV) and watercraft utilize our design
knowledge and production capabilities for an assortment of products.
Rotationally-molded plastic water, waste handling, and fuel tanks are created
and assembled to fit the precise space constraints within RV and marine vehicle
designs. We employ both vacuum forming and rotational molding to make plastic
trim and interior parts for RV's, as well as helm consoles and seat frames for
watercraft. In addition, our rubber seals are used in several marine motor
styles to protect transmission compartments against water.

For manufacturers of heavy trucks and construction and agriculture
equipment, our engineered, molded rubber air intake hoses, hood latches, boots,
bellows, bushings, and other products perform under the harshest
conditions -- whether under the hood or on the vehicle's body, over-the-road or
off-road. As one example of our market strength, we provide air intake hoses in
more than 200 standard fittings for the majority of Class 6 and 8 trucks. Our
expertise in co-extrusion blow molding with three-dimensional capabilities
allows us to create single-piece, complex parts with both rigid and flexible
features and extreme angles, to meet the needs of vehicle designs. As engines
for trucks and other heavy equipment are redesigned for changing environmental
regulations, we are in a strong position to engineer and mold new products to
our customers' precise specifications.

Specialized manufacturing expertise, including rubber-to-metal bonding,
enables us to create a range of specific-performance custom rubber products used
in marine vehicles and lawn maintenance equipment. We use the same process to
manufacture parts for the water control industry, such as main valves for fire
hydrants and mechanical joint gaskets for water supply lines in residential and
commercial construction.

Our manufacturing of rubber products started more than 50 years ago, as we
began making tire patches. Today, we manufacture the most comprehensive line of
tire repair and retreading products on which service professionals rely for safe
repairs to passenger, truck, and off-road tires. To service the more than 280
million damaged tires that occur each year, we make all the materials and
products customers need to perform safe and profitable tire repairs: the plug
that fills a puncture, the cement that seats the plug, the tire innerliner
patch, and the final sealing compound. We maintain a strong position in the tire
repair and retread markets through a broad product line-up and sales through our
Distribution Segment. New product innovation also plays a key part. Recent
developments include high-strength repair patches reinforced with aramid fiber
to simplify repair of tires found on earthmovers, dump trucks, and other Con/Ag
equipment. Aramid fiber is a material used in products such as bullet-resistant
body armor and other products subject to extreme conditions. When infused with
rubber in a tire repair unit, the result is a flexible, extremely durable patch
that is easier to install and work with on large tires.

We apply our rubber calendering and compounding expertise to create a
diverse portfolio of products outside of the tire repair market, such as
reflective marking tapes for the road repair and construction industry. Our
rubber-based tape and symbols provide the durability and brightness that road
construction professionals

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demand to replace paint for marking roadways, intersections, and hazardous
areas. The tape stock is easier to apply, more reflective, and longer lasting
than paint. It is available in both temporary and permanent grades.

We also work with customers to develop custom rubber and calendered rubber
sheet stock, which is used as the base for products in aerospace, industrial,
sports, and other markets. The telecommunications industry splices cables with
our specialty tapes. In the mining industry, our custom rubber materials are
used to create linings for material handling conveyor systems. Another custom
sheet stock is used as the base material to produce the world's top-selling line
of golf grips, Golf Pride(R).

Other custom products touch a wide range of markets and applications, such
as plastic elevated toilet seats and tub rails for the healthcare market;
plastic parts designed to replace high-cost steel components in commercial
cooling towers; and structural wood for outdoor building applications, formed by
molding heavy-duty plastic in and around an engineered wood core.

Lawn and Garden Segment Overview

We serve the needs of the entire North American plant grower
market -- everything from large, 80-plus acre greenhouse operations to small and
medium-sized regional growers, retail garden centers such as Home Depot(R), and
nationally-branded growers and programs such as Proven Winners(R) and Scott's
Miracle-Gro(R). Our products, available both direct and through a network of
leading horticultural distributors, include the industry's most extensive range
of injection-molded and vacuum-formed pots, hanging baskets, flats and carry
trays, plug trays, nursery containers, propagation sheets and flats, and
specialty pots. Products are designed to meet the changing needs of the
professional grower, including increased automation in growing operations and
emphasis on retail branding programs. We hold the reputation for constant
product innovation, supported by services such as graphic design, color offset
printing, and adhesive labeling on pots to help growers brand their plant
material and improve sell-through at retail. Unique products like our
picturePot(TM) graphic containers add to our leadership role in the marketplace.
These custom-made pots are printed with plant photos and graphics in vivid
detail and color, and then serve as packaging for plants to create vibrant
point-of-sale materials.

Our decorative resin planters feature intricate molding details in
metallic, weathered stone, and textured styles with unique finishes that capture
the retailer's attention and the consumer's imagination. Products include a
diverse offering of molded square and round planters, window boxes, urns, and
hanging baskets for indoor and outdoor usage. Consistent new product development
is key to success in the retail garden center and mass merchandiser channels.
Proprietary molding and finishing processes, along with creative designs,
deliver the unique look in the decorative planter category that sets our
planters apart from the competition in stores such as Wal-Mart(R), Kmart(R), and
Home Depot(R).

Plastic and Rubber Raw Materials

The Company's manufacturing segments are dependent upon outside suppliers
for raw materials, principally polyethylene, polypropylene, and polystyrene
plastic resins, and synthetic and natural rubber. We believe that the loss of
any one supplier or group of suppliers would not have a materially adverse
effect on our business, since in most instances identical or similar materials
are readily obtainable from other suppliers.

OUR DISTRIBUTION SEGMENT

In the Distribution Segment, Myers is the largest distributor and
one-stop-shop for tire, wheel, and undervehicle service tools, equipment, and
supplies in the United States. Independent tire dealers, mass merchandisers,
commercial auto and truck fleets, tire retreaders, and general repair facilities
rely on our broad product selection, rapid availability, and personal service to
grow their businesses and become more productive and profitable.

We buy and sell nearly 10,000 different items -- everything that
professionals need to service passenger, truck, and off-road tires and wheels.

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KEY DISTRIBUTION PRODUCTS
- Tire Valves and Accessories
- Tire Changing and Balancing Equipment
- Lifts and Alignment Equipment
- Service Equipment and Hand Tools
- Tire Repair/Retread Equipment and Supplies
- Brake, Transmission and Allied Service Equipment and Supplies

PRODUCT BRAND
- Myers Tire Supply

CAPABILITIES
- Broad Sales Coverage
- Local Sales and Inventory
- International Distribution
- Personalized Service
- National Accounts Service
- Customer Product Training
- New Products "Speed to Market"

REPRESENTATIVE MARKETS
- Retail Tire Dealers
- Truck Tire Dealers
- Auto Dealers
- Commercial Auto and Truck Fleets
- General Repair/Service Facilities
- Tire Retreaders
- Government Agencies

Within the continental United States, we provide widespread distribution
and sales coverage from 39 branches positioned in major metropolitan areas. Each
branch operates as a profit center and is staffed by a branch manager, sales,
office, warehouse, and delivery personnel. Internationally, we have three wholly
owned warehouse distributors located in Canada and Central America. Sales
personnel from our Akron, Ohio, headquarters cover the Far East, Middle East,
South Pacific, and South American territories.

We buy products from top suppliers to ensure quality is delivered to our
customers. Each of the brand-name products we sell is associated with superior
performance in its respective area. Some of these include: Chicago Pneumatic air
tools; Hennessy tire changing, balancing, and alignment equipment; Corghi tire
changers and balancers; Ingersoll-Rand air service equipment; John Bean Co. tire
balancing and changing equipment; our own Patch Rubber brand tire patches,
cements, and repair supplies; and Rotary lifts and related equipment.

An essential element of our success in the Distribution Segment is our
nearly 170 sales representatives, who deliver personalized service on a local
level. Customers rely on Myers' sales representatives to introduce the latest
tools and technologies and provide training in new product features and
applications. Representatives also teach the proper use of diagnostic equipment
and present on-site workshops demonstrating industry-approved techniques for
tire repair and underbody service.

While the needs and composition of our distribution markets constantly
change, we adapt and deliver the new products and services that are crucial to
customers' success. The new product pipeline is driven by innovations from auto
and tire manufacturers, which in turn prompts Myers and its partner-suppliers to
develop new equipment, supplies, and service techniques to keep cars and trucks
moving down the road with confidence.

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COMPETITION -- MANUFACTURING & DISTRIBUTION SEGMENTS

Competition in the manufacturing segments is substantial and varied in form
and size from manufacturers of similar products and of other products which can
be substituted for those produced by the Company. With its focus on niche
markets, the Company maintains strong brand presence and market positions in the
fragmented sectors of the markets it serves. The Company does not command
substantial, overall market presence in the broad market sectors.

Competition in the Distribution Segment is generally from smaller local and
regional businesses. Within the overall tire, wheel, and undervehicle service
market, Myers is the largest distributor of tools, equipment, and supplies for
tire service, repair, and retread.

EMPLOYEES

As of December 31, 2004 the Company had a total of 5,333 full-time and
part-time employees. Of these employees, 4,658 were engaged in the manufacturing
segments, 583 were employed in the distribution segment and 93 were employed at
the Company's corporate offices. As of December 31, 2004 the Company had 4,117
employees in the U.S. of which 222 were members of unions. In certain countries
in which the Company operates union membership is not known due to
confidentiality laws. The Company believes it has a good relationship with its
union employees.

(d) FINANCIAL INFORMATION ABOUT GEOGRAPHIC AREAS

The response to this section of Item 1 is contained in the Industry
Segments footnote of the Notes to Consolidated Financial Statements under Item 8
of this report.

(e) AVAILABLE INFORMATION

Filings with the SEC. As a public company, we regularly file reports and
proxy statements with the Securities and Exchange Commission. These reports are
required by the Securities Exchange Act of 1934 and include:
* annual reports on Form 10-K (such as this report);
* quarterly reports on Form 10-Q;
* current reports on Form 8-K;
* proxy statements on Schedule 14A.

Anyone may read and copy any of the materials we file with the SEC at the
SEC's Public Reference Room at 450 Fifth Street, Washington DC, 20549;
information on the operation of the Public Reference Room may be obtained by
calling the SEC at 1-800-SEC-0330. The SEC maintains an internet site that
contains our reports, proxy and information statements, and our other SEC
filings; the address of that site is http://www.sec.gov.

Also, we make our SEC filings available on our own internet site as soon as
reasonably practicable after we have filed with the SEC. Our internet address is
http://www.myersind.com.

The information on our website is not incorporated by reference into this
annual report on Form 10-K.

Corporate Governance. We have a Code of Business Conduct for our employees
and members of our Board of Directors. A copy of the code is posted on our
website. If we amend or grant any waivers of the code that are applicable to our
directors or our executive officers -- which we do not anticipate doing -- we
have committed that we will post these amendments or waivers on our website
under "Corporate Governance."

Our website also contains additional information about our corporate
governance policies, including the charters of our standing board committees.
Any of these items are available in print to any shareholder who requests them.
Requests should be sent to Corporate Secretary, Myers Industries, Inc., 1293 S.
Main Street, Akron, Ohio 44301.

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ITEM 2. PROPERTIES

The following table sets forth by segment certain information with respect
to properties owned by the Registrant:

DISTRIBUTION

The following table sets forth by segment certain information with respect
to facilities leased by the Registrant:

MANUFACTURING

The Registrant also leases distribution facilities in 32 locations
throughout the United States and Canada which, in the aggregate, amount to
approximately 167,000 square feet of warehouse and office space. All of these
locations are used by the distribution of aftermarket repair products and
services segment.

The Registrant believes that all of its properties, machinery and equipment
generally are well maintained and adequate for the purposes for which they are
used.

ITEM 3. LEGAL PROCEEDINGS

The Company is not involved in any pending legal proceedings other than
legal proceeding occurring in the ordinary course of business. Management
believes that none of these legal proceedings, individually or in the aggregate,
will have a material adverse impact on the results of operations or financial
condition of the Company.

On July 15, 2004, the Company announced that it was reporting to the U.S.
Department of Justice and the Securities and Exchange Commission (SEC) certain
international business practices that are believed to be in violation of U.S.
and, possibly, foreign laws. The practices, which involved a limited number of
customers, related to the invoicing of certain sales to foreign customers of the
Company's distribution segment and sales made by a foreign subsidiary to
prohibited customers in certain prohibited international jurisdictions. These
business practices have been discontinued and an investigation, which in not yet
completed, is being conducted by outside counsel under the authority of the
Audit Committee of the Company's Board of Directors. If the government
determines that these incidents were unlawful, the government could take action
against the Company and/or some of its employees. The Company will seek to
settle any enforcement issues

10

arising from these matters, however, at this time the Company cannot reasonably
estimate its potential liability and, therefore, has not recorded any provision
for any resulting settlement or potential fines and penalties as of December 31,
2004. Such amounts could be material to the Company's financial statements. The
Company believes that the practices in question had no effect on previously
filed financial statements, and that the final findings from the investigation
will not lead to any restatement of prior reported financial results since it is
believed that these transactions were accurately reported in the Company's
financial statements.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

During the fourth quarter of the fiscal year ended December 31, 2004, there
were no matters submitted to a vote of security holders.

EXECUTIVE OFFICERS OF THE REGISTRANT

Set forth below is certain information concerning the executive officers of
the Registrant. Executive officers are elected annually by the Board of
Directors and serve at the pleasure of the Board.

Each executive officer has been principally employed in the capacities
shown or similar ones with the Registrant for over the past five years with the
exceptions of Mr. Orr. Mr. Orr has been President and Chief Operating Officer
since 2003. From 2001 to 2003 Mr. Orr was General Manager of Buckhorn Inc., one
of the Company's material handling operations. Prior to that Mr. Orr had been
employed by Goodyear Tire and Rubber for 28 years. His last position at Goodyear
was Vice President -- North America.

Section 16(a) of the Securities Exchange Act of 1934 requires the
Registrant's Directors, certain of its executive officers and persons who own
more than ten percent of its Common Stock ("Insiders") to file reports of
ownership and changes in ownership with the Securities and Exchange Commission
and the New York Stock Exchange, Inc., and to furnish the Company with copies of
all such forms they file. The Company understands from the information provided
to it by the Insiders that they adhered to all filing requirements applicable to
the Section 16 Filers.

11

PART II

ITEM 5. MARKET FOR REGISTRANT'S COMMON STOCK AND RELATED STOCKHOLDER MATTERS

The Company's Common Stock is traded on the New York Stock Exchange (ticker
symbol MYE). The approximate number of record holders at December 31, 2004 was
1,717. High and low stock prices and dividends for the last two years were:

ITEM 6. SELECTED FINANCIAL DATA

MYERS INDUSTRIES, INC. AND SUBSIDIARIES
FIVE-YEAR SUMMARY

- ---------------

* Adjusted for the ten percent stock dividend issued in August 2004, the
five-for-four stock split distributed in August 2002; the ten percent stock
dividends issued in August, 2001; and August, 2000.

ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND
FINANCIAL CONDITION

2004 RESULTS OF OPERATIONS

In 2004, the Company achieved record sales of $803.1 million as a result of
the contributions from acquisitions, favorable foreign currency translations,
and strong demand across most markets served by the Company's businesses. Net
income of $25.8 million, or $.76 per share, increased 57 percent from the $16.3
million reported in 2003. Net income benefited approximately $914,000 from a
gain on the sale of a warehouse facility in California and approximately
$520,000 from favorable foreign currency translation; however, substantial and
continuing increases in plastic raw material costs were a significant impediment
to better earnings.

For the year ended December 31, 2004, net sales of $803.1 million were up
21 percent from the $661.1 million reported for 2003. The acquisitions of ATP
Automotive (Michigan Rubber Products and WEK Industries) and Productivity
California (Pro Cal) contributed $67.3 million of additional sales and favorable
foreign currency translations, primarily from a stronger euro, increased sales
$19.3 million. Excluding the impact of acquired companies and foreign currency
translations, net sales increased $55.4 million or 8 percent from the prior year
as the Company experienced increases in all of its business segments.

Myers Industries reports its business in five segments, one distribution
segment and four manufacturing segments: Material Handling -- North America;
Material Handling -- Europe; Automotive and Custom; and Lawn and Garden. Sales
by each segment are reflected below.

Sales in the Distribution Segment increased $13.3 million or 8 percent
above 2003. The increase reflects higher unit volumes from strong demand for
both repair supplies and equipment by tire dealers, auto dealers, and national
accounts.

In the four manufacturing segments, combined sales increased $128.9 million
or 25 percent compared to the prior year. Excluding sales from acquired
companies and favorable foreign currency translation, sales in the manufacturing
segments increased $43.0 million or 8 percent. The increase in sales across the

13

manufacturing segments was primarily the result of higher unit volumes from
existing and new customers in a diverse mix of markets; however, increased
selling prices accounted for approximately 20 percent of the improvement. On a
segment basis, sales in the Material Handling -- North America Segment increased
$17.3 million or 10 percent from 2003, driven by strong unit volume growth for
plastic reusable containers and pallets in markets such as automotive,
agriculture, industrial, food processing, and others. Sales of similar products
to similar markets in the Material Handling -- Europe Segment increased $17.9
million or 12 percent over 2003; excluding favorable foreign currency
translation, sales in the segment increased $1.4 million or 1 percent. The
Automotive and Custom Segment serves a wide range of OEM automotive, heavy
truck, recreational vehicle, tire repair, and other similar niche markets with
plastic and rubber components, assemblies, custom parts, and tire repair
products; strength in these markets increased the segment's sales by $68.6
million or 67 percent from 2003. Excluding contributions from the acquisition of
Michigan Rubber Products and WEK, sales in the Automotive and Custom Segment
increased $19.8 million or 19 percent. Sales in the Lawn and Garden Segment
increased $25.1 million or 27 percent, due to continued strong demand for the
Company's plastic flowerpots, nursery containers, and decorative planters from
professional plant growers, retail garden centers, and mass merchandisers across
North America. Excluding contributions from the acquisition of Pro Cal, sales in
the Lawn and Garden Segment increased $6.6 million or 7 percent.

Gross profit, expressed as a percentage of sales, was reduced to 29.7
percent for the year ended December 31, 2004 compared to 30.3 percent in 2003.
The decline in margin was related to the four manufacturing segments, as the
gross profit margins in the Distribution Segment were essentially unchanged
between years. In the manufacturing segments, prices for plastic resins, which
rose substantially in 2003, continued to increase throughout 2004. During 2004,
raw material costs were higher for all of the plastic resins used by the
Company's manufacturing businesses and were, on average, 22 percent higher for
high-density polyethylene, the type of resin most widely used.

Total operating expenses increased $22.7 million or 14 percent for the year
ended December 31, 2004 compared with the prior year. Approximately $7.7 million
of this increase was due to acquired companies and the impact of foreign
currency translations added $6.8 million of operating expense. Excluding the
impact of acquisitions and foreign currency translation, operating expenses were
up $8.2 million or 5 percent primarily due to higher selling expense resulting
from increased sales, and legal and professional expenses associated with the
new corporate governance mandates. Expressed as a percentage of sales, operating
expenses were reduced to 23.4 percent in 2004 compared with 25.0 percent in the
prior year.

Net interest expense of $13.3 million increased 32 percent from the $10.1
million reported in 2003. This increase was primarily the result of higher
average borrowing levels as acquisitions added approximately $79 million in
total debt, including cash outlay and debt assumption.

Income taxes as a percent of income before taxes was 33.6 percent in 2004
compared to 33.8 percent in 2003. In both years, the Company's effective tax
rate was reduced as a result of foreign tax rate differences, including the
realization of net operating loss carryforwards previously reserved.

2003 RESULTS OF OPERATIONS

For the year ended December 31, 2003, net sales of $661.1 million were up 9
percent from the $608.0 million reported in 2002. Despite the increased sales,
2003 net income of $16.3 million declined 32 percent from $24 million in the
prior year as higher raw material costs and significant competitive pricing
pressures combined to reduce profitability. Favorable foreign currency
translations, primarily from a strong euro, increased sales for the year by
$28.3 million and net income by approximately $800,000.

Myers Industries' business is divided into one Distribution Segment and
four manufacturing segments: Material Handling -- North America; Material
Handling -- Europe; Automotive and Custom; and Lawn and Garden. Sales by each
segment are reflected below.

14

Sales in the Distribution Segment increased $4.3 million or 3 percent from
2002. The increase reflects higher unit volumes for both supplies and capital
equipment used in tire, wheel, and undervehicle service and repair.

In the Company's four manufacturing segments, combined sales for 2003
increased $48.7 million or 10 percent compared with the prior year. Favorable
foreign currency translation accounted for approximately 56 percent of the sales
increase with the remaining improvement the result of higher unit sales,
particularly in automotive, industrial, horticultural, and heavy truck markets.
In the Material Handling -- North America Segment, sales increased $10.4 million
or 6 percent on higher volume for plastic reusable containers and pallets in
automotive, manufacturing, distribution, and food markets. Sales in the Material
Handling -- Europe Segment, with products and markets similar to the North
American segment, increased $21.9 million or 17 percent from 2002; excluding
favorable foreign currency translation, sales in the segment decreased $2.8
million or 2 percent. The Automotive and Custom Segment posted a $3.7 million or
4 percent sales increase, as demand for plastic and rubber products from
customers in industrial and OEM heavy truck and recreational vehicle markets
rebounded from 2002. Sales in the Lawn and Garden Segment increased $12.7
million or 16 percent compared to 2002 on a strong sales mix of plastic
flowerpots, flats, trays, and decorative planters to professional growers,
garden centers, and mass merchandisers.

Gross profit, expressed as a percentage of sales, was reduced to 30.3
percent for the year ended December 31, 2003, compared with 33.1 percent in the
prior year. The decline in margin was related to the manufacturing segments as
raw material costs, primarily plastic resins, were significantly higher as
compared to 2002, and competitive pressures across all four segments resulted in
slightly lower average selling prices. During the course of 2003, raw material
costs were higher for virtually all of the plastic resins used by the Company's
manufacturing businesses and were, on average, 36 percent higher on high density
polyethylene, the type of resin most widely used.

Total operating expenses increased $16.3 million or 11 percent for the year
ended December 31, 2003 compared with the prior year. Approximately $9.8 million
or 60 percent of this increase was due to the impact of foreign currency
translation for costs incurred in foreign business units. Other increases in
operating expenses were for selling expenses related to higher unit volume
sales, and bad debts, principally arising from export sales in the Distribution
Segment. The Company also experienced an increase in information systems and
software costs. Expressed as a percentage of sales, operating expenses increased
slightly to 25.0 percent in 2003 compared to 24.5 percent in the prior year.

Net interest expense for 2003 decreased $1.7 million or 15 percent compared
with the previous year. This reduction was primarily the result of lower average
borrowing levels as the Company repaid $17.4 million of debt during the year.

Income taxes as a percent of income before taxes was reduced to 33.8
percent in 2003 compared to 40.6 percent in 2002. This reduction in the
Company's effective tax rate is primarily the result of foreign tax rate
differences, including the realization of approximately $600,000 in net
operating loss carryforwards previously reserved.

FINANCIAL CONDITION

LIQUIDITY AND CAPITAL RESOURCES

In 2004, the Company generated cash from operating activities of $46.4
million compared with $51.1 million in the prior year as the benefit of higher
net income was more than offset by negative working capital changes,
particularly higher inventories. During the year ended December 31, 2004,
investments in property, plant and equipment totaled $25.9 million and net cash
of $41.5 million was used in the acquisition of businesses. Total debt increased
$61.9 million to $277.4 million at December 31, 2004 and debt as a percentage of
total capitalization increased to 44 percent compared to 42 percent at the end
of 2003. At December 31, 2004, the Company had a current ratio of 2.1 and net
working capital of $147.8 million.

On February 27, 2004, the Company entered into a new five year, $225
million unsecured revolving credit facility (the Credit Facility). Borrowing
under the new Credit Facility were used to refinance the Company's

15

existing bank debt and fund the acquisitions of ATP, Pro Cal and Diakon. At
December 31, 2004, the Company had approximately $55 million available under the
Credit Facility.

During the next five years management anticipates on-going capital
expenditures in the range of $25 to $30 million annually. Cash flows from
operations and funds available under the Credit Facility will provide the
Company's primary source of financing. Management believes that it has
sufficient financial resources available to meet anticipated business
requirements in the foreseeable future including capital expenditures,
dividends, working capital and debt service.

The following summarizes the Company's estimated future cash outflows from
financial contracts and commitments:

The interest on variable rate debt shown in the table above is based on
$174 million of variable rate debt at an interest rate of 3.8% which is assumed
to hold constant over the period shown.

On July 15, 2004, the Company announced that it was reporting to the U.S.
Department of Justice and the Securities and Exchange Commission (SEC) certain
international business practices that are believed to be in violation of U.S.
and, possibly, foreign laws. The practices, which involved a limited number of
customers, related to the invoicing of certain sales to foreign customers of the
Company's distribution segment and sales made by a foreign subsidiary to
prohibited customers in certain prohibited international jurisdictions. These
business practices have been discontinued and an investigation, which is not yet
completed, is being conducted by outside counsel under the authority of the
Audit Committee of the Company's Board of Directors. If the government
determines that these incidents were unlawful, the government could take action
against the Company and/or some of its employees. The Company will seek to
settle any enforcement issues arising from these matters, however, at this time
the Company cannot reasonably estimate its potential liability and, therefore,
has not recorded any provision for any resulting settlement or potential fines
and penalties as of December 31, 2004. Such amounts could be material to the
Company's financial statements. The Company believes that the practices in
question had no effect on previously filed financial statements, and that the
final findings from the investigation will not lead to any restatement of prior
reported financial results since it is believed that these transactions were
accurately reported in the Company's financial statements.

MARKET RISK AND DERIVATIVE FINANCIAL INSTRUMENTS

The Company has financing arrangements that require interest payments based
on floating interest rates. As such, the Company's financial results are subject
to changes in the market rate of interest. Our objective in managing the
exposure to interest rate changes is to limit the volatility and impact of rate
changes on earnings while maintaining the lowest overall borrowing cost. At
present, the Company has not entered into any interest rate swaps or other
derivative instruments to fix the interest rate on any portion of its financing
arrangements with floating rates. Accordingly, based on current debt levels at
December 31, 2004, if market interest rates increase one percent, the Company's
interest expense would increase approximately $1.7 million.

Some of the Company's subsidiaries operate in foreign countries and, as
such, their financial results are subject to the variability that arises from
exchange rate movements. The Company believes that foreign currency exchange
rate fluctuations do not represent a significant market risk due to the nature
of the foreign countries in which we operate, primarily Canada and Western
Europe, as well as the size of those operations relative to the total Company.

16

The Company uses certain commodities, primarily plastic resins, in its
manufacturing processes. As such, the cost of operations is subject to
fluctuation as the market for these commodities changes. The Company monitors
this risk but currently has no derivative contracts to hedge this risk; however,
the Company also has no significant purchase obligations to purchase fixed
quantities of such commodities in future periods.

CRITICAL ACCOUNTING POLICIES

Our discussion and analysis of the Company's financial condition and
results of operations are based on the accompanying consolidated financial
statements, which are prepared in accordance with accounting principles
generally accepted in the United States of America. As indicated in the Summary
of Significant Accounting Policies included in the footnotes to the consolidated
financial statements, the amount of assets, liabilities, revenue and expenses
reported are affected by estimates and judgements that are necessary to comply
with generally accepted accounting principles. We base our estimates on prior
experience and other assumptions that we consider reasonable to our
circumstances. While estimates and judgements are applied in arriving at
reported amounts such as pension benefits and provisions for self-insured risks,
we believe the following matters may involve a high degree of judgement and
complexity.

Revenue Recognition -- The Company recognizes revenues from the sale of
products, net of actual and estimated returns, at the point of passage of title,
which is generally at the time of shipment.

Bad Debts -- The Company evaluates the collectability of accounts
receivable based on a combination of factors. In circumstances where the Company
is aware of a specific customer's inability to meet its financial obligations, a
specific allowance for doubtful accounts is recorded against amounts due to
reduce the net recognized receivable to the amount the Company reasonably
believes will be collected. Additionally, the Company reviews historical trends
for collectibility in determining an estimate for its allowance for doubtful
accounts. If economic circumstances change substantially, estimates of the
recoverability of amounts due the Company could be reduced by a material amount.

Inventory -- Inventories are valued at the lower of cost or market. Cost is
determined by the last-in, first-out (LIFO) method for approximately 36 percent
of the Company's inventories and the first-in, first-out (FIFO) method for all
other inventories. Where appropriate, standard cost systems are utilized for
purposes of determining cost; the standards are adjusted as necessary to ensure
they approximate actual costs. Estimates of lower of cost or market value of
inventory are determined based upon current economic conditions, historical
sales quantities and patterns and, in some cases, the specific risk of loss on
specifically identified inventories.

Goodwill -- As a result of Statement of Financial Accounting Standards No.
142, "Goodwill and Other Intangible Assets," recorded goodwill is subjected to
annual impairment testing. Goodwill impairment testing requires, in part, that
we estimate the fair value of our business units which, in turn, requires that
we make judgements concerning future cash flows and appropriate discount rates
for those businesses. Our estimate of the fair value of these business units and
the related goodwill, could change over time based on a variety of factors,
including the actual operating performance of the underlying businesses or the
impact of future events on the cost of capital and the related discount rates
used.

Contingencies -- In the ordinary course of business, we are involved in
various legal proceedings and contingencies. We have recorded liabilities for
these matters in accordance with Statement of Financial Accounting Standards No.
5, "Accounting for Contingencies" (SFAS 5). SFAS 5 requires a liability to be
recorded based on our estimate of the probable cost of the resolution of a
contingency. The actual resolution of these contingencies may differ from our
estimates. If a contingency were settled for an amount greater than our
estimates, a future charge to income would result. Likewise, if a contingency
were settled for an amount that is less than our estimate, a future credit to
income would result.

Income Taxes -- Deferred income taxes are provided to recognize the effect
of temporary differences between financial and tax reporting. Deferred income
taxes are not provided for undistributed earnings of foreign consolidated
subsidiaries as it is our intention to reinvest such earnings for an indefinite
period of time. The Company has significant operations outside the United States
and in jurisdictions with statutory tax rates

17

both higher and lower than in the United States. As a result, significant tax
and treasury planning and analysis of future operations are necessary to
determine the proper amounts of tax assets, liabilities and expense to be
recognized.

The Company has reserved the deferred tax benefit of certain tax loss
carryforwards in foreign countries that, if realized, would reduce future income
tax expense by approximately $5,540,000. Of this amount, $936,000 expires in
various years through 2008, and $4,604,000 has no expiration date. In addition,
the Company has U.S. foreign tax credit carryforwards of approximately $800,000
which expire in 2009.

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The Company has financing arrangements that require interest payments based
on floating interest rates. As such, the Company's financial results are subject
to changes in the market rate of interest. Our objective in managing the
exposure to interest rate changes is to limit the volatility and impact of rate
changes on earnings while maintaining the lowest overall borrowing cost. At
present, the Company has not entered into any interest rate swaps or other
derivative instruments to fix the interest rate on any portion of its financing
arrangements with floating rates. Accordingly, based on current debt levels at
December 31, 2004, if market interest rates increase one percent, the Company's
interest expense would increase approximately $1.7 million.

Some of the Company's subsidiaries operate in foreign countries and, as
such, their financial results are subject to the variability that arises from
exchange rate movements. The Company believes that foreign currency exchange
rate fluctuations do not represent a significant market risk due to the nature
of the foreign countries in which we operate, primarily Canada and Western
Europe, as well as the size of those operations relative to the total Company.

The Company uses certain commodities, primarily plastic resins, in its
manufacturing processes. As such, the cost of operations is subject to
fluctuation as the market for these commodities changes. The Company monitors
this risk but currently has no derivative contracts to hedge this risk, however,
the Company also has no significant purchase obligations to purchase fixed
quantities of such commodities in future periods.

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

The consolidated financial statements and accompanying notes and the
reports of management and independent accountants follow Item 9 of this Report.

SUMMARIZED QUARTERLY RESULTS OF OPERATIONS
(UNAUDITED) THOUSANDS OF DOLLARS, EXCEPT PER SHARE DATA

18

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We have audited the accompanying statements of consolidated financial
position of Myers Industries, Inc. (an Ohio Corporation) and Subsidiaries as of
December 31, 2004 and 2003 and the related consolidated statements of income,
shareholders' equity and comprehensive income and cash flows for each of the
three years in the period ended December 31, 2004. These financial statements
are the responsibility of the Company's management. Our responsibility is to
express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public
Company Accounting Oversight Board (United States). Those standards require that
we plan and perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements. An audit also includes assessing the accounting
principles used and significant estimates made by management, as well as
evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly,
in all material respects, the consolidated financial position of Myers
Industries, Inc. and Subsidiaries at December 31, 2004 and 2003 and the
consolidated results of their operations and their cash flows for each of the
three years in the period ended December 31, 2004, in conformity with U.S.
generally accepted accounting principles.

As explained in the Goodwill and Intangible Assets note, effective January
1, 2002, the Company changed its method of accounting for goodwill.

/s/ Ernst & Young LLP
Akron, Ohio
March 15, 2005

19

MYERS INDUSTRIES, INC. AND SUBSIDIARIES

STATEMENTS OF CONSOLIDATED INCOME

FOR THE YEARS ENDED DECEMBER 31, 2004, 2003 AND 2002

The accompanying notes are an integral part of these statements.
20

MYERS INDUSTRIES, INC. AND SUBSIDIARIES

STATEMENTS OF CONSOLIDATED FINANCIAL POSITION

AS OF DECEMBER 31, 2004 AND 2003

The accompanying notes are an integral part of these statements.
21

MYERS INDUSTRIES, INC. AND SUBSIDIARIES

STATEMENTS OF CONSOLIDATED SHAREHOLDERS' EQUITY
AND COMPREHENSIVE INCOME

FOR THE YEARS ENDED DECEMBER 31, 2004, 2003 AND 2002

The accompanying notes are an integral part of these statements.
22

MYERS INDUSTRIES, INC. AND SUBSIDIARIES

STATEMENTS OF CONSOLIDATED CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31, 2004, 2003 AND 2002

The accompanying notes are an integral part of these statements.
23

MYERS INDUSTRIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BASIS OF PRESENTATION

The consolidated financial statements include the accounts of Myers
Industries, Inc. and all wholly owned subsidiaries (Company). All significant
intercompany accounts and transactions have been eliminated in consolidation.
The Company has certain investments that are accounted for under the cost
method. The preparation of financial statements in conformity with U.S.
generally accepted accounting principles requires management to make estimates
and assumptions that affect the reported amounts of assets and liabilities and
disclosures at the date of the financial statements and the reported amount of
revenues and expenses during the reported period. Actual results could differ
from those estimates.

TRANSLATION OF FOREIGN CURRENCIES

All balance sheet accounts of consolidated foreign subsidiaries are
translated at the current exchange rate as of the end of the accounting period
and income statement items are translated monthly at an average currency
exchange rate for the period. The resulting translation adjustment is recorded
in other comprehensive income as a separate component of shareholders' equity.

FINANCIAL INSTRUMENTS

Financial instruments consisting of cash, trade and notes receivable are
considered to have a fair value which approximates carrying value due to the
short term maturity of these instruments. The carrying value of the company's
long term debt includes borrowing under a revolving credit facility which
approximates fair value due to its variable interest rates and senior notes
which also have a fair value approximately equal to carrying value at December
31, 2004.

CONCENTRATION OF CREDIT RISK

Financial instruments that potentially subject the Company to concentration
of credit risk primarily consist of trade accounts receivable. The concentration
of accounts receivable credit risk is generally limited based on the Company's
diversified operations, with customers spread across many industries and
countries. No single customer accounts for more than two percent of total sales
and no country, outside of the United States, accounts for more than ten percent
of total sales. In addition, management has established certain requirements
that customers must meet before credit is extended. The financial condition of
customers is continually monitored and collateral is usually not required.

INVENTORIES

Inventories are stated at the lower of cost or market. For approximately 36
percent of its inventories, the Company uses the last-in, first-out (LIFO)
method of determining cost. All other inventories are valued at the first-in,
first-out (FIFO) method of determining cost.

If the FIFO method of inventory cost valuation had been used exclusively by
the Company, inventories would have been $8,459,000, $4,074,000, and $4,455,000
higher than reported at December 31, 2004, 2003 and 2002, respectively.

24

MYERS INDUSTRIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- CONTINUED

PROPERTY, PLANT AND EQUIPMENT

Property, plant and equipment are carried at cost less accumulated
depreciation and amortization. The Company provides for depreciation and
amortization on the basis of the straight-line method over the estimated useful
lives of the assets as follows:

Buildings................................................... 20 to 30 years
Leasehold Improvements...................................... 7 to 10 years
Machinery and Equipment..................................... 3 to 10 years
Vehicles.................................................... 1 to 3 years

LONG-LIVED ASSETS

The Company reviews its long-lived assets and identifiable intangible
assets with finite lives for impairment whenever events or changes in
circumstances indicate that the carrying amount of an asset may not be
recoverable. Measurement of the amount of impairment may be based on appraisal,
market values of similar assets or discounted future cash flows resulting from
the use and ultimate disposition of the asset. In 2004, the Company recorded
expense of approximately $317,000 to write off the unamortized intangible assets
and net book value of molds related to a small consumer product line which the
Company decided to discontinue. There were no impairment charges recorded in
connection with the long-lived assets in 2003 or 2002.

REVENUE RECOGNITION

The Company recognizes revenue from sales when goods are shipped and title
has passed to the customer.

SHIPPING AND HANDLING

Shipping and handling expenses are classified as selling expenses in the
accompanying statements of consolidated Income. The Company incurred shipping
and handling costs of approximately $21.9 million, $17.9 million and $15.1
million for the years ended December 31, 2004, 2003, and 2002, respectively.

INCOME TAXES

Deferred income taxes are provided to recognize differences between
financial statement and income tax reporting, principally for depreciation, tax
deductible goodwill, non-deductible reserves and certain valuation allowances.
No provision is made for U.S. income taxes on the unremitted earnings of foreign
subsidiaries as the Company's intention is to indefinitely reinvest these
earnings in the operations of these subsidiaries. The Company intends to review
this policy for 2005 given the impact of The American Jobs Creation Act of 2004.

GOODWILL AND INTANGIBLE ASSETS

Effective January 1, 2002, the Company adopted the provisions of SFAS No.
141, "Business Combinations" and SFAS No. 142, "Goodwill and Other Intangible
Assets." SFAS No. 141 requires that all business combinations be accounted for
by the purchase method and that certain acquired intangible assets be recognized
as assets apart from goodwill. No reclassification of intangible assets apart
from goodwill was necessary as a result of the Company adopting the new
standard.

Under the provisions of SFAS No. 142, the Company was required to perform a
transitional goodwill impairment test within six months of adopting the new
standard and to test for impairment on at least an annual basis thereafter. The
Company conducts its annual impairment assessment of October 1. In evaluating
goodwill for impairment the Company uses a combination of valuation techniques
including the use of market

25

MYERS INDUSTRIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- CONTINUED

based multiples and discounted cash flows to determine the fair values of its
business reporting units. The variables and assumptions used, including the
projections of future cash flows, the discount rates and the market multiples
observed in sale transactions are determined separately for each reporting unit.
The Company compares the fair value of each of its reporting units to their
respective carrying values, including related goodwill. These tests resulted in
no impairment to the recorded amounts of goodwill in 2004, 2003 or 2002. In
accordance with SFAS No. 142, the Company discontinued the amortization of
goodwill effective January 1, 2002, at which time accumulated amortization was
$30.7 million. The change in goodwill for the year ended December 31, 2004 is as
follows:

Intangible assets other than goodwill primarily consists of customer
relationship assets established in connection with the purchase accounting for
ATP Automotive (see Acquisitions footnote) or to patents held by the Company.
These intangible assets are amortized over their estimated useful lives, which
for the customer relationship intangibles is 7 to 10 years and for patents is
the period through their expiration date, not to exceed 17 years. Estimated
annual amortization expense for the five years ending December 31, 2009 are:
$1,307,000 in 2005; $1,307,000 in 2006; $1,238,000 in 2007; $1,086,000 in 2008
and $802,000 in 2009.

NET INCOME PER SHARE

Net income per share, as shown on the Statements of Consolidated Income, is
determined on the basis of the weighted average number of common shares
outstanding during the year, and for all periods shown basic and diluted
earnings per share are identical. During the year ended December 31, 2004, the
Company issued a 10 percent stock dividend and in the year ended December 31,
2002, the Company declared a five-for-four stock split. All per share data has
been adjusted for the stock dividend and split.

STOCK COMPENSATION

The Company accounts for stock compensation arrangements using the
intrinsic value in Accounting Principles Board (APB) Opinion No. 25, "Accounting
for Stock Issued to Employees." In accordance with the intrinsic value method,
the Company has not recognized any expense related to stock options, as options
have only been granted with an exercise price equal to the market value of the
shares at the date of the grant.

The alternative policy in SFAS No. 123, "Accounting for Stock Based
Compensation," provides that compensation expense be recognized based on the
fair value of the options awarded, determined by an option pricing model. If the
Company had recognized compensation expense using the fair value method under
SFAS No. 123 rather than APB 25, net income would not have been materially
different than reported amounts and net income per share would be identical for
2004, 2003 and 2002. In calculating the fair value
26

MYERS INDUSTRIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- CONTINUED

compensation expense under SFAS No. 123, the Company uses a Black Scholes option
pricing model and assumes that all options will vest and be exercised at the
expiration date of the grant. Other assumptions used in calculating the
compensation expense for options granted in 2003 include a dividend yield of 2.3
percent, a risk free interest rate of 3.875 percent and a volatility measure
based on the Company's stock beta of .85.

In December 2004, the Financial Accounting Standards Board issued SFAS No.
123 (revised) "Share Based Payment" (SFAS No. 123R). SFAS No. 123R requires the
cost resulting from all share-based payment transactions be recognized in the
financial statements and establishes a fair value measurement objective in
determining the value of such cost. SFAS No. 123R will become effective for the
Company beginning in the third quarter of 2005. The Company is currently
evaluating the impact of SFAS No. 123R on its financial statements.

CONTINGENCIES

On July 15, 2004, the Company announced that it was reporting to the U.S.
Department of Justice and the Securities and Exchange Commission (SEC) certain
international business practices that are believed to be in violation of U.S.
and, possibly, foreign laws. The practices, which involved a limited number of
customers, related to the invoicing of certain sales to foreign customers of the
Company's distribution segment and sales made by a foreign subsidiary to
prohibited customers in certain prohibited international jurisdictions. These
business practices have been discontinued and an investigation, which is not yet
completed, is being conducted by outside counsel under the authority of the
Audit Committee of the Company's Board of Directors. If the government
determines that these incidents were unlawful, the government could take action
against the Company and/or some of its employees. The Company will seek to
settle any enforcement issues arising from these matters, however, at this time
the Company cannot reasonably estimate its potential liability and, therefore,
has not recorded any provision for any resulting settlement or potential fines
and penalties as of December 31, 2004. Such amounts could be material to the
Company's financial statements. The Company believes that the practices in
question had no effect on previously filed financial statements, and that the
final findings from the investigation will not lead to any restatement of prior
reported financial results since it is believed that these transactions were
accurately reported in the Company's financial statements.

ACQUISITIONS

On March 10, 2004, the Company acquired all of the shares of ATP
Automotive, Inc. (ATP), a subsidiary of Applied Tech LLC. ATP and its operating
subsidiaries Michigan Rubber Products (MRP) and WEK Industries (WEK) are
manufacturers of molded rubber and plastic products for the automotive industry
with manufacturing facilities in Michigan (MRP) and Ohio (WEK). The acquired
businesses had 2003 annual sales of approximately $60 million. The total
purchase price was approximately $61 million, which includes the assumption of
ATP debt outstanding as of the acquisition date. ATP complements our existing
product offering in our plastic and rubber original equipment and replacements
parts market. The

27

MYERS INDUSTRIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- CONTINUED

purchase price has been allocated to the assets acquired and liabilities assumed
based upon their fair values as determined by appraisals, other studies and
additional information as shown in the table below.

On July 7, 2004, the Company acquired the operations and assets of
Productivity California, Inc. (Pro Cal), a leading manufacturer of plastic
nursery containers and specialty printed containers for professional growers.
Based in South Gate, California, Pro Cal had net sales of approximately $28
million in 2003. The total acquisition cost was approximately $18.5 million
including approximately $3.8 million in cash and 1,054,900 shares of the
Company's stock. In addition, for a one-year period ending July 7, 2005, the
Company has agreed to issue additional shares of common stock in the event that
shares issued in connection with the Pro Cal acquisition are sold at a price
below the $12.73 per share value at issuance or if the value of shares
originally issued is below $12.73 on the anniversary date. As of December 31,
2004 no additional shares have been issued. In connection with the acquisition
the Company also assumed approximately $10 million of Pro Cal debt. Pro Cal is a
natural expansion to the Company's plastic horticultural product offering. The
purchase price will be allocated to the assets acquired and liabilities assumed
based upon their estimated fair values when appraisals and additional
information become available.

On September 24, 2004, the Company acquired certain assets of Premium
Molding Inc. d/b/a Diakon Molding (Diakon), a manufacturer of plastic refuse
collection containers and other blow molded products. Located in Reidsville,
North Carolina, Diakon had net sales of approximately $5.2 million for the year
ended June 30, 2004. Diakon enables Myers to better serve certain customers in
the Southeastern United States. The assets acquired including cash, accounts
receivable, inventory, machinery and equipment and intangibles such as customer
lists, license and intellectual property were purchased for $4.4 million. In
addition, the Company assumed certain liabilities of Diakon including trade
payables and certain accrued liabilities related to the business operations.

The allocations of purchase price for ATP and Diakon, and the preliminary
allocation for Pro Cal are as follows:

Of the $46,747,000 allocated to goodwill in the above transactions,
$12,393,000 is tax-deductible goodwill.

28

MYERS INDUSTRIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- CONTINUED

The results of ATP's, Pro Cal's and Diakon's operations are included in the
Company's consolidated results of operations from the dates of acquisition. ATP
and Diakon have been included in the Automotive and Custom Segment while Pro Cal
is included in the Lawn and Garden Segment. The following unaudited proforma
information presents a summary of consolidated results of operations for the
Company including ATP, Pro Cal and Diakon as if the acquisitions occurred
January 1, 2003.

These unaudited proforma results have been prepared for comparative
purposes only and may not be indicative of results of operations which actually
would have occurred had the acquisitions taken place on January 1, 2003 or
future results.

STOCK OPTIONS

In 1999, the Company and its shareholders adopted the 1999 Stock Plan
allowing the Board of Directors to grant key employees and Directors the right
to purchase Common Stock of the Company at the market price on the date of
grant. In general, options granted and outstanding permit 20 percent of the
shares granted to be exercised after six months, with additional vesting of 20
percent exercisable each year thereafter, with the options expiring ten years
from the date of grant. At December 31, 2004, there were 1,887,728 stock option
shares available for future grant. The activity listed below covers the 1999
Stock Plan, the 1997 Incentive Stock Plan and the 1992 Stock Option Plan.

Options granted during the past three years:

Options exercised during the past three years:

In addition, options totaling 105,241 and 363,318 expired during the years
ended December 31, 2004 and 2003, respectively. Options outstanding and
exercisable at December 31, 2004, 2003 and 2002 were as follows:

29

MYERS INDUSTRIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- CONTINUED

LONG-TERM DEBT AND CREDIT AGREEMENTS

Long-term debt at December 31, consisted of the following:

On February 27, 2004, the Company entered into a new unsecured revolving
credit facility (the Credit Facility) which enables the Company to borrow up to
$225 million, including up to $50 million available for multi-currency loans in
freely traded foreign currencies. Borrowing under the new Credit Facility were
used to refinance the Company's revolving credit borrowings outstanding at that
time, fund the acquisitions of ATP and Pro Cal and for general corporate
purposes. Interest is based on the Prime rate or Euro dollar rate (for U.S. or
Canadian dollar loans) or Eurocurrency Rate (for other multi-currency loans)
plus an applicable margin that varies depending on the Company's ratio of total
debt to earnings before interest, taxes, depreciation and amortization (EBITDA).
At December 31, 2004 interest on the Credit Facility was 3.81%.In addition, the
Company pays a quarterly facility fee. The Credit Facility expires in February
2009.

In December 2003, the Company issued $100 million in Senior Unsecured Notes
(the Notes) consisting of $65 million of notes with an interest rate of 6.08
percent and a 7 year maturity and $35 million with an interest rate of 6.81
percent and a 10 year maturity. Proceeds from the issuance of the Notes were
used to pay down term loan and revolving credit facility borrowing outstanding
at that time.

In addition, at December 31, 2004, the Company had $7.4 million of other
long-term debt consisting of industrial revenue bonds, certain indebtedness of
acquired companies, and in-country credit facilities for the Company's
international operations. The weighted average interest rate on these amounts
outstanding at December 31, 2004, was 3.76 percent.

The Credit Facility and Notes contain customary covenants including the
maintenance of minimum consolidated net worth, certain financial ratios
regarding leverage and interest coverage, and limitation on annual capital
expenditures. The Company was in compliance with all of its debt covenant
requirements at December 31, 2004.

Maturities of long-term debt under the loan agreements in place at December
31, 2004 for the five years ending December 31, 2009 were approximately:
$2,107,090 in 2005; $545,000 in 2006; $376,000 in 2007; $361,000 in 2008 and
$169,971,000 in 2009.

RETIREMENT PLANS

The Company and certain of its subsidiaries have pension and profit sharing
plans covering substantially all of their employees. Two plans are defined
benefit plans with benefits primarily based upon a fixed amount for each
completed year of service as defined.

30

MYERS INDUSTRIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- CONTINUED

For the Company's defined benefit plans, the net periodic pension cost was
as follows:

The reconciliation of changes in projected benefit obligations are as
follows:

The assumptions used to determine the net periodic benefit cost and benefit
obligations are as follows:

Future benefit increases were not considered, as there is no substantive
commitment to increase benefits. The expected long-term rate of return
assumption is based on the actual historical rate of return on assets adjusted
to reflect recent market conditions and future expectation consistent with the
Company's current asset allocation and investment policy.

The following table reflects the change in the fair value of the plans'
assets:

31

MYERS INDUSTRIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- CONTINUED

The weighted average asset allocations for the Company's defined benefit
plans at December 31, 2004 and 2003, are as follows:

The Company's investment policy related to the defined benefit plans is to
provide for aggressive capital growth with moderate income production. Capital
growth through equity exposure is emphasized which is balanced with small to
moderate use of fixed income investments. Equity exposure is limited to a
maximum of 85 percent of the total portfolios.

The following table provides a reconciliation of the funded status of the
plans, both of which were underfunded at December 31, 2004 and 2003:

Under the provisions of SFAS No. 87, the Company recorded an additional
minimum pension liability of $1,655,242 in other accrued expenses at December
31, 2004, of which $717,092 has been recorded as a component of accumulated
other comprehensive income and $276,149 as an intangible pension asset. The
accumulated benefit obligation for the defined benefit plans was $6,145,452 and
$5,684,187 at December 31, 2004 and 2003, respectively. The Company does not
expect to make a contribution to its defined benefit pension plans in 2005.

Benefit payments projected for the plans are as follows:

2005........................................................ $ 251,200
2006........................................................ 273,933
2007........................................................ 299,629
2008........................................................ 322,023
2009........................................................ 354,405
2010 - 2014................................................. 2,185,956

A profit sharing plan is maintained for the Company's U.S. based employees,
not covered under defined benefit plans, who have met eligibility service
requirements. The amount to be contributed by the Company under the profit
sharing plan is determined at the discretion of the Board of Directors. Profit
sharing plan expense was $1,510,000, $1,450,000 and $1,700,000, for the years
2004, 2003 and 2002, respectively. In addition, the Company has a Supplemental
Executive Retirement Plan (SERP) to provide participating senior executives with
retirement benefits in addition to amounts payable under the profit sharing
plan. Expense related to the SERP was $1,175,000, $1,044,000 and $253,000 for
the years 2004, 2003 and 2002, respectively. The SERP is unfunded. As of
December 31, 2004 and 2003 the SERP had an accrued balance of $4,508,000 and
$3,725,000, respectively. The accrued liabilities related to the profit sharing
plan and the SERP are included in the employee compensation and related items
liability on the accompanying statements of consolidated financial position.

32

MYERS INDUSTRIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- CONTINUED

LEASES

The Company and certain of its subsidiaries are committed under
non-cancelable operating leases involving certain facilities and equipment.
Aggregate rental expense for all leased assets was $12,466,000, $10,836,000, and
$9,395,000 for the years ended December 31, 2004, 2003 and 2002, respectively.

Future minimum rental commitments for the next five years are as follows:

INCOME TAXES

The effective tax rate was 33.6% in 2004, 33.8% in 2003 and 40.6% in 2002.
A reconciliation of the Federal statutory income tax rate to the Company's
effective tax rate is as follows:

Income before income taxes was attributable to the following sources:

Income taxes consisted of the following:

33

MYERS INDUSTRIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- CONTINUED

Significant components of the Company's deferred taxes as of December 31,
2004 and 2003 are as follows:

In addition, the Company has reserved the deferred tax benefit of certain
tax loss carryforwards in foreign countries that if realized would reduce future
income tax expense by approximately $5,540,000 at December 31, 2004 and
$6,504,000 at December 31, 2003. The net change in the reserve is $964,000 from
year to year. Of these carryforwards at December 31, 2004, $936,000 expires in
various years through 2008, and $4,604,000 has no expiration date. The Company
also has U.S. foreign tax credit carryforwards of approximately $800,000 which
expire in 2009.

The American Jobs Creation Act of 2004 introduced a special one-time
dividends received deduction on the repatriation of certain foreign earnings to
a U.S. taxpayer, provided certain provisions are met. Myers Industries has an
accounting policy to not record a provision for unremitted earnings of foreign
subsidiaries as it has been the Company's intention to indefinitely reinvest
these earnings of these subsidiaries. The Company has not yet evaluated the
effects of the tax law change on its policy of reinvesting foreign earnings. The
Company expects to complete its evaluation by June 30, 2005. The amounts being
considered for repatriation range from $0 to $15,000,000, which would have an
income tax effect of up to $788,000.

The proforma effect on earnings would be as follows:

INDUSTRY SEGMENTS

In 2004, the Company changed its reportable business segments. The business
segment information for 2003 and 2002 has been restated to conform with the
current year business segment presentation.

34

MYERS INDUSTRIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- CONTINUED

The Company's business units have separate management teams and offer
different products and services. Using the criteria of SFAS No. 131, these
business units have been aggregated into five reportable segments. These include
four manufacturing segments encompassing a diverse mix of plastic and rubber
products: 1) Material Handling -- North America, 2) Material Handling -- Europe,
3) Automotive and Custom, and 4) Lawn and Garden. The fifth segment is
Distribution of tire, wheel, and undervehicle service products. The aggregation
of operating segments is based on management by the chief operating decision-
maker for the segment as well as similarities of products, production processes,
distribution methods and economic characteristics.

In each of its four manufacturing segments, the Company designs, produces,
and markets a wide range of polymer products for diverse markets, customers, and
applications. These products are made through a variety of molding processes in
31 facilities located throughout North America and Europe.

The Material Handling -- North America and Material Handling -- Europe
Segments include a broad selection of plastic reusable containers, pallets,
small parts bins, bulk shipping containers, and storage and organization
products. The product selection, manufacturing processes, and markets served by
each segment are similar. The North American segment includes operations
conducted in the United States, Canada, and Mexico; the European segment
includes operations conducted in Belgium, the Czech Republic, Denmark, France,
Germany, Italy, Portugal, Spain, Switzerland, the United Kingdom. The reusable
container products in both segments provide customers with cost-saving material
handling solutions for applications such as shipping heavy automotive parts to
assembly lines, transporting perishable food products to retailers, organizing
small parts, and creating custom storage systems. Markets served encompass
various niches of industrial manufacturing, food processing, retail/wholesale
products distribution, agriculture, automotive, healthcare, appliance, bakery,
electronics, textiles, consumer, and others. Products are sold both direct to
end-users and through distributors.

In the Automotive and Custom Segment, the Company engineers and
manufactures plastic and rubber original equipment and replacement parts, rubber
tire repair and retread products, and a diverse array of custom plastic and
rubber products. Representative products include: plastic HVAC ducts,
water/waste storage tanks, and interior/exterior vehicle trim components; rubber
air intake hoses, vibration isolators, emissions tubing assemblies, and trailer
bushings; and custom products such as plastic tool boxes and calendered rubber
sheet stock. The segment serves a diverse group of niche markets: automotive,
recreational vehicle, recreational marine, heavy truck, construction and
agriculture equipment, healthcare, and transportation, to name a few.

Myers Industries' Lawn and Garden Segment meets the complete needs of the
North American horticultural market with plastic products such as seedling
trays, nursery pots, hanging baskets, and custom printed containers, as well as
decorative resin planters. Markets/customers include professional growers,
greenhouses, nurseries, retail garden centers, mass merchandisers, and
consumers.

The Company's Distribution Segment is engaged in the distribution of
equipment, tools, and supplies used for tire servicing and automotive underbody
repair. The breadth and depth of the product line is unmatched in the industry,
covering categories such as tire valves and accessories, tire changing and
balancing equipment, lifts and alignment equipment, service equipment and tools,
and tire repair/retread supplies. The Distribution Segment operates domestically
through 39 branches located in major cities throughout the United States and in
foreign countries through export sales and businesses in which the Company holds
an equity interest. Markets served include retail and truck tire dealers,
commercial auto and truck fleets, auto dealers, general service and repair
centers, tire retreaders, and government agencies.

Total sales from foreign business units and export were approximately
$242.4 million, $210.3 million and $182.5 million for the years 2004, 2003 and
2002, respectively. There are no individual foreign countries for which sales
are material. Long-lived assets in foreign countries consisting primarily of
property, plant and

35

MYERS INDUSTRIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- CONTINUED

equipment and goodwill were approximately $167.9 million at December 31, 2004
and $156.8 million at December 31, 2003. No single customer accounts for 10
percent or more of total company net sales.

36

MYERS INDUSTRIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- CONTINUED

37

MYERS INDUSTRIES, INC.

EMPLOYEE STOCK PURCHASE PLAN

CONTENTS

Report of Independent Registered Public Accounting Firm on the Myers Industries,
Inc. Employee Stock Purchase Plan

Financial Statements for the Myers Industries, Inc. Employee Stock Purchase
Plan:

(1) Statements of Assets Available for Plan Benefits as of December 31,
2004 and 2003; and

(2) Statements of Changes in Assets Available for Plan Benefits for the
Years Ended December 31, 2004 and 2003.

Notes to Financial Statements for the Myers Industries, Inc. Employee Stock
Purchase Plan

38

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Myers Industries, Inc.
Employee Stock Purchase Plan Administrator

We have audited the accompanying statements of assets available for plan
benefits of the Myers Industries, Inc. Employee Stock Purchase Plan as of
December 31, 2004 and 2003, and the related statements of changes in assets
available for plan benefits for the years then ended. These financial statements
are the responsibility of the Plan Administrator. Our responsibility is to
express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with auditing standards of the Public
Company Accounting Oversight Board (United States). Those standards require that
we plan and perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
consideration of internal control over financial reporting as a basis for
designing audit procedures that are appropriate in the circumstances, but not
for the purpose of expressing an opinion on the effectiveness of the Plan's
internal control over financial reporting. Accordingly, we express no such
opinion. An audit also includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements, assessing the
accounting principles used and significant estimates made by management, and
evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred above present fairly, in
all material respects, the assets available for plan benefits of the Myers
Industries, Inc. Employee Stock Purchase Plan at December 31, 2004, and 2003,
and the changes in its assets available for plan benefits for the years then
ended, in conformity with U.S. generally accepted accounting principles.

/s/ Ernst & Young LLP
Akron, Ohio
March 15, 2005

39

MYERS INDUSTRIES, INC.
EMPLOYEE STOCK PURCHASE PLAN

STATEMENTS OF ASSETS AVAILABLE FOR PLAN BENEFITS
DECEMBER 31, 2004 AND 2003

STATEMENTS OF CHANGES IN ASSETS AVAILABLE FOR PLAN BENEFITS
FOR THE YEARS ENDED DECEMBER 31, 2004 AND 2003

See the accompanying notes to financial statements.
40

MYERS INDUSTRIES, INC.
AMENDED AND RESTATED
EMPLOYEE STOCK PURCHASE PLAN

NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 2004 AND 2003

1. DESCRIPTION OF PLAN

The following description of the Myers Industries, Inc. ("Company")
Employee Stock Purchase Plan ("Stock Plan") provides only general information.
Participants should refer to the Plan Agreement and Prospectus for the Stock
Plan for a more complete description of the Plan's provisions.

(a) GENERAL. The shareholders of the Company approved the adoption of a
nonqualified and a qualified Employee Stock Purchase Plan. The Stock Plan is
designed to encourage, facilitate and provide employees with an opportunity to
share in the favorable performance of the Company through ownership of the
Company's Common Stock. The total number of shares of the Common Stock which may
be sold under the Stock Plan is currently limited to 188,176 shares.

(b) PURPOSE. The purpose of the Stock Plan is to provide employees
(including officers) of the Company and its subsidiaries with an opportunity to
purchase Common Stock through payroll deductions.

(c) ADMINISTRATION. The Stock Plan is administered by a committee appointed
by the Board of Directors. All questions of interpretation or application of the
Stock Plan are determined by the Board of Directors (or its appointed committee)
and its decisions are final, conclusive and binding upon all participants.

(d) ELIGIBILITY AND PARTICIPATION. Any permanent employee (including an
officer) who has been employed for at least one calendar year by the Company, or
its subsidiaries who have adopted the Stock Plan, is eligible to participate in
the Stock Plan, provided that such employee is employed by the Company on the
date their participation is effective and subject to limitations on stock
ownership described in the Stock Plan. Eligible employees become participants in
the Stock Plan by delivering to the Company a subscription agreement authorizing
payroll deductions prior to the commencement of the applicable offering period.

(e) OFFERING DATES. The Stock Plan is implemented by one offering during
each calendar quarter. Offering periods commence on the last day of each
calendar quarter. The Board of Directors has the power to alter the duration of
the offering periods without shareholder approval.

(f) PURCHASE PRICE. The price at which shares may be purchased in an
offering under the Stock Plan is 90% of the fair market value of the Common
Stock on the last day of the prior calendar quarter. The fair market value of
the Common Stock on a given date is the closing price for that date as listed on
the American Stock Exchange.

(g) PAYROLL DEDUCTIONS. The purchase price of the shares to be acquired
under the Stock Plan are accumulated by payroll deductions over the offering
period. The rate of deductions may not be less than five dollars ($5.00) per
week or exceed 10% of a participant's compensation, and the aggregate of all
payroll deductions during the offering may not exceed 10% of the participant's
aggregate compensation for the offering period. A participant may discontinue
their participation in the Stock Plan or may decrease or increase the rate of
payroll deductions at any time during the offering period by filing with the
Company a new authorization for payroll deductions.

All payroll deductions made for a participant are credited to their account
under the Stock Plan and are deposited with the general funds of the Company to
be used for any corporate purpose. The amount by which an employee's payroll
deductions exceed the amount required to purchase whole shares will be placed in
a suspense account for the employee with no interest thereon and rolled over
into the next offering period.

(h) WITHDRAWAL. A participant in the Stock Plan may terminate his interest
in a given offering in whole, but not in part, by giving written notice to the
Company of their election to withdraw at any time prior to the end of the
applicable offering period. Such withdrawal automatically terminates the
participant's interest in

41

MYERS INDUSTRIES, INC.
AMENDED AND RESTATED
EMPLOYEE STOCK PURCHASE PLAN

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

that offering, but does not have any effect upon such participant's eligibility
to participate in subsequent offerings under the Stock Plan.

(i) TERMINATION OF EMPLOYMENT. Termination of a participant's employment
for any reason, including retirement or death, cancels his or her participation
in the Stock Plan immediately.

(j) NONASSIGNABILITY. No rights or accumulated payroll deductions of an
employee under the Stock Plan may be pledged, assigned, transferred or otherwise
disposed of in any way for any reason, other than on account of death. Any
attempt to do so may be treated by the Company as an election to withdraw from
the Stock Plan.

(k) AMENDMENT AND TERMINATION OF THE PLAN. The Board of Directors may at
any time amend or terminate the Stock Plan. Except as provided above, no
amendment may be made to the Stock Plan without prior approval of the
shareholders if such amendment would increase the number of shares reserved
under the Stock Plan, permit payroll deductions at a rate in excess of 10% of a
participant's compensation, materially modify the eligibility requirements or
materially increase the benefits which may accrue to participants under the
Stock Plan.

(l) TAXATION. Participants in the Stock Plan, which is nonqualified for
federal income tax purposes, are taxed currently on the 10% discount in the
purchase price granted by the Stock Plan in the year in which stock is
purchased. The 10% discount is treated as ordinary income to the participant and
that amount is currently deductible by the Company to the extent the
participant's total compensation from the Company is within the "reasonable
compensation" limits imposed by Section 162 of the Internal Revenue Code of
1986, as amended.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(a) BASIS OF PRESENTATION. The accompanying statements of assets available
for plan benefits and statements of changes in assets available for plan
benefits are prepared on the accrual basis of accounting.

(b) ADMINISTRATIVE EXPENSES. Administrative costs and expenses are absorbed
by the Trustee.

(c) USE OF ESTIMATES. The preparation of financial statements in conformity
with U.S. generally accepted accounting principles requires the plan
administrator to make estimates and assumptions that affect the reported amount
and disclosures. Actual results could differ from those estimates.

42

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE

None

ITEM 9.(A) CONTROLS AND PROCEDURES

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

In order to ensure that the information we must disclose in our filings
with the Commission is recorded, processed, summarized, and reported on a timely
basis, the Company's management, including our Chief Executive Officer and Chief
Financial Officer, have reviewed and evaluated the effectiveness of our
disclosure controls and procedures, as defined in Exchange Act Rule 13a-15(e),
as of December 31, 2004.

Management determined that it had insufficient controls over the process of
determining and reporting business segment information in accordance with
Financial Accounting Standards Board Statement No. 131, Disclosures about
Segments of an Enterprise and Related Information, which constituted a material
weakness in internal controls over financial reporting as of December 31, 2004.
The Company has already corrected the material weakness and restated its
business segment information for all periods presented in its consolidated
financial statements included in this Annual Report on Form 10-K.

Management understands that due to the existence of this material weakness
at December 31, 2004, that it is unable to conclude that the Company's internal
controls over financial reporting was effective as of December 31, 2004. It is
also possible that, as a result of the ongoing evaluation of our internal
controls over financial reporting, one or more additional deficiencies could be
identified, which either individually or when aggregated with other
deficiencies, could constitute an additional material weakness or weaknesses.

MANAGEMENT'S REPORT AND INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM'S
REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING

The Company has made the decision to utilize the exemption provided by the
Commission's order under Section 36 of the Securities Exchange Act of 1934,
detailed in Release No. 50754 dated November 30, 2004. As such, the Company is
not filing at this time either (a) Management's annual report on internal
control over financial reporting required by Item 308(a) of Regulation S-K, or
(b) the related Attestation report of our Independent Registered Public
Accounting Firm required by Item 308(b) of Regulation S-K. The Company intends
to complete its Form 10-K by filing an amendment to such form to include these
two items not later than 45 days after the end of the 75 day filing period
specified in Form 10-K.

PART III

ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

For information about the directors of the Registrant, see "Election of
Directors" on pages 4 through 9 of Registrant's Proxy Statement dated March 18,
2005 ("Proxy Statement"), which is incorporated herein by reference.

The Board of Directors of the Registrant has determined that a majority of
the current Audit Committee members would qualify as an "audit committee
financial expert," and that each member of the Committee is "independent" under
the applicable rules. The Board, however, has determined not to name any single
member of the Audit Committee as "financial expert" since the Board does not
believe such a designation is necessary for the Audit Committee or Board's
effective performance.

Information about the Executive Officers of Registrant appears in Part I of
this Report.

Disclosures by the Registrant with respect to compliance with Section 16(a)
appear on page 8 of the Proxy Statement, and are incorporated herein by
reference.

43

ITEM 11. EXECUTIVE COMPENSATION

See "Executive Compensation and Other Information" on pages 10 through 13
of the Proxy Statement, which is incorporated herein by reference.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

See "Principal Shareholders," "Election of Directors" and "Beneficial
Ownership" on page 20, pages 4 through 9, and page 14 respectively, of the Proxy
Statement, which are incorporated herein by reference.

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(1) This information is as January 31, 2005 and includes the 1992, 1997 and 1999
Stock Plans, and the Employee Stock Purchase Plan.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

None.

PART IV

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

Required information regarding fees paid to and services provided by the
Company's independent auditor during the years ended December 31, 2004 and 2003
and the pre-approved policies and procedures of the Audit Committee of the
Company's Board of Directors is set forth on page 17 of the Proxy Statement
dated March 18, 2005, which is incorporated herein by reference.

ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

The following consolidated financial statements of the Registrant appear in
Part II of this Report:

15. (A)(1) FINANCIAL STATEMENTS

CONSOLIDATED FINANCIAL STATEMENTS OF MYERS INDUSTRIES, INC. AND
SUBSIDIARIES

Report of Independent Registered Public Accounting Firm

Statements of Consolidated Financial Position As Of December 31, 2004
and 2003

Statements of Consolidated Income For The Years Ended December 31, 2004,
2003 and 2002

Statements of Consolidated Shareholders' Equity and Comprehensive Income
For The Years Ended December 31, 2004, 2003 and 2002

Statements of Consolidated Cash Flows For The Years Ended December 31,
2004, 2003 and 2002

Notes to Consolidated Financial Statements For The Years Ended December
31, 2004, 2003 and 2002

44

FINANCIAL STATEMENTS FOR THE MYERS INDUSTRIES, INC. EMPLOYEE STOCK
PURCHASE PLAN

Statements of Assets Available for Plan Benefits As Of December 31, 2004
and 2003

Statements of Changes in Assets Available for Plan Benefits For The
Years Ended December 31, 2004 and 2003

15. (A)(2) FINANCIAL STATEMENT SCHEDULES

Selected Quarterly Financial Data For The Years Ended December 31, 2004
and 2003

All other schedules are omitted because they are inapplicable, not
required, or because the information is included in the consolidated
financial statements or notes thereto which appear in Part II of this
Report.

15. (B) EXHIBITS

EXHIBIT INDEX

3(a) Myers Industries, Inc. Amended and Restated Articles of
Incorporation.
3(b) Myers Industries, Inc. Amended and Restated Code of
Regulations. Reference is made to Exhibit(3)(b) to Form 10-K
filed with the Commission on March 26, 2003.
10(a) Myers Industries, Inc. Amended and Restated Employee Stock
Purchase Plan. Reference is made to Exhibit 10(a) to Form
10-K filed with the Commission on March 30, 2001.
10(b) Form of Indemnification Agreement for Directors and
Officers. Reference is made to Exhibit 10(b) to Form 10-K
filed with the Commission on March 30, 2001.*
10(c) Myers Industries, Inc. Amended and Restated 1992 Stock
Option Plan. Reference is made to Exhibit 10(c) to Form 10-K
filed with the Commission on March 30, 2001.*
10(d) Myers Industries, Inc. Amended and Restated Dividend
Reinvestment and Stock Purchase Plan. Reference is made to
Exhibit 10(d) to Form 10-K filed with the Commission on
March 19, 2004.
10(e) Myers Industries, Inc. 1997 Incentive Stock Plan. Reference
is made to Exhibit 10.2 to Form S-8 (Registration Statement
No. 333-90367) filed with the Commission on November 5,
1999.*
10(f) Myers Industries, Inc. Amended and Restated 1999 Incentive
Stock Plan. Reference is made to Exhibit 10(f) to Form 10-Q
filed with the Commission on May 6, 2003.*
10(g) Myers Industries, Inc. Executive Supplemental Retirement
Plan. Reference is made to Exhibit (10)(g) to Form 10-K
filed with the Commission on March 26, 2003.*
10(h) Employment Letter between Myers Industries, Inc. and John C.
Orr dated February 14, 2003 as amended January 13, 2005.
10(i) Change of Control Agreement between Myers Industries, Inc.
and John C. Orr dated February 14, 2003. Reference is made
to Exhibit 10(i) to Form 10-Q filed with the Commission on
May 6, 2003.*
10(j) Non-Disclosure and Non-Competition Agreement between Myers
Industries, Inc. and John C. Orr dated July 18, 2000.
Reference is made to Exhibit 10(j) to Form 10-Q filed with
the Commission on May 6, 2003.*
10(k) Supplemental Compensation Agreement for Milton I. Wiskind
dated April 25, 1996. Reference is made to Exhibit (10)(h)
to Form 10-K filed with the Commission on March 26, 2003.*
10(l) Settlement and Release Agreement between Myers Industries,
Inc. and Milton I. Wiskind dated February 22, 2004*.
10(m) Supplemental Compensation Agreement between Myers
Industries, Inc. and Milton I Wiskind dated February 22,
2005.*

45

10(n) Employment Contract between Myers Europe, SA (fka Myers AE,
SA) and Jean-Paul Lesage dated February 1, 1999. Reference
is made to Exhibit (10)(i) to Form 10-K filed with the
Commission on March 26, 2003.*
10(o) Settlement Agreement between Allibert-Buckhorn Europe, SAS
and Jean-Paul Lesage dated July 27, 2004*.
10(p) Supplemental Compensation Agreement between Myers
Industries, Inc. and Jean-Paul Lesage dated November 1,
2004.*
10(q) Description of the terms of employment between Myers
Industries, Inc. and Kevin C. O'Neil.
10(r) Form of Stock Option Grant Agreement.
10(s) Amended and Restated Loan Agreement between Myers
Industries, Inc. and Banc One, NA, Agent dated as of
February 27, 2004. Reference is made to Exhibit 10(n) to
Form 10-K filed with the Commission on March 15, 2004.
10(t) First Amendment to Amended and Restated Loan Agreement
between Myers Industries, Inc. and Banc One, NA, Agent,
dated as of June 18, 2004. Reference is made to Exhibit
10(q) for Form 10-Q filed with the Commission on August 6,
2004.
10(u) Note Purchase Agreement between Myers Industries, Inc. and
the Note Purchasers, dated December 12, 2003, regarding the
issuance of(i) $65,000,000 of 6.08% Series 2003-A Senior
Notes due December 12, 2010, and (ii) $35,000,000 of 6.81%
Series 2003-A Senior Notes due December 12, 2013. Reference
is made to Exhibit 10(o) to Form 10-K filed with the
Commission on March 15, 2004.
10(v) Myers Industries, Inc. Non-Employee Board of Directors
Compensation Arrangement.
14(a) Myers Industries, Inc. Code of Business Conduct and Ethics.
14(b) Myers Industries, Inc. Code of Ethical Conduct for the
Finance Officers and Finance Department Personnel.
21 Myers Industries, Inc., Direct and Indirect Subsidiaries.
23(a) Consent of Independent Registered Public Accounting Firm.
23(b) Consent of Independent Registered Public Accounting
Firm -- Myers Industries, Inc. Employee Stock Purchase Plan
31.1 Certification of Stephen E. Myers, President and Chief
Executive Officer of Myers Industries, Inc, pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002.
31.2 Certification of Gregory J. Stodnick, Vice
President -- Finance (Chief Financial Officer) of Myers
Industries, Inc., pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.
32 Certifications of Stephen E. Myers, President and Chief
Executive Officer, and Gregory J. Stodnick, Vice
President -- Finance (Chief Financial Officer), of Myers
Industries, Inc. pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.

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* Indicates executive compensation plan or arrangement.

15. (D) FINANCIAL STATEMENTS

See subparagraph 15(a)(1) above.

46

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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.

MYERS INDUSTRIES, INC.

/s/ GREGORY J. STODNICK
--------------------------------------
Gregory J. Stodnick
Vice President -- Finance and
Chief Financial Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the dates indicated.