UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549


                                    FORM 8-K

                                 CURRENT REPORT
     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


          Date of Report (Date of earliest event reported): May 3, 2005
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                     Penn Engineering & Manufacturing Corp.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)


             Delaware                  1-5356             23-0951065
     --------------------------      ----------        -------------------
   (State or other jurisdiction      (Commission         (IRS employer
        of incorporation)            file number)      identification no.)


        P.O. Box 1000, Danboro, Pennsylvania                18916
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      (Address of principal executive offices)            (Zip code)

       Registrant's telephone number, including area code: (215) 766-8853
                                                           --------------


                                       N/A
          -------------------------------------------------------------
          (Former name or former address, if changed since last report)



Item 2.02  Results of Operations and Financial Condition.

         On May 3, 2005, the Company issued a press release regarding the
Company's financial results for its first quarter ended March 31, 2005. The
press release is attached as Exhibit 99.1 to this Form 8-K Current Report. The
information in this report shall not be deemed to be filed for purposes of
Section 18 of the Securities Exchange Act of 1934 or incorporated by reference
in any filing under the Securities Act of 1933.

Item 9.01  Financial Statements and Exhibits.

           (c)      Exhibits.

           The following exhibit is filed herewith:

           Exhibit No.         Description
           -----------         -----------

              99.1             Press release issued by Penn Engineering &
                               Manufacturing Corp. (the "Company")
                               dated May 3, 2005.


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                                   SIGNATURES

         Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                                    PENN ENGINEERING &
                                                    MANUFACTURING CORP.


Date:   May 3, 2005                         By: /s/ Kenneth A. Swanstrom
                                                    ---------------------------
                                                    Kenneth A. Swanstrom,
                                                    Chairman of the Board and
                                                    Chief Executive Officer


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                                  EXHIBIT INDEX
                                  -------------

Exhibit
Number                       Description
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 99.1                   Press release dated May 3, 2005 issued by the Company.