SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

Under the Securities and Exchange Act of 1934

(Amendment No. 1)*

Coast Distribution System, Inc.

(Name of Issuer)

 Common Stock, $0.001 Par Value Per Share

(Title of Class of Securities)

190345 10 8

(CUSIP Number)

JB Capital Partners, L.P.

5 Evan Place

Armonk, New York 10504

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

September 26, 2007

(Date of Event Which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box. [  ]

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits.  See 13d-7 for other parties to whom copies are to be sent.

  (Page 1 of 6 Pages).

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

Schedule 13D

CUSIP No. 190345 10 8

Page 2 of 6 Pages

1.

Names of Reporting Persons.
JB Capital Partners, L.P.

I.R.S. Identification Nos. of above persons (entities only).

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)

(b)

3.

SEC Use Only

4.

Source of Funds

WC

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

[  ]

6.

Citizenship or Place of Organization

Delaware

Number of

7.

Sole Voting Power: -0-

Shares

Beneficially

8.

Shared Voting Power: 371,100

Owned by

Each

9.

Sole Dispositive Power: -0-

Reporting

Person With

10.

Shared Dispositive Power: 371,100

11.

Aggregate Amount Beneficially Owned by Each Reporting Person

371,100

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares [  ]

13.

Percent of Class Represented by Amount in Row (11)

8.4%

14.

Type of Reporting Person (See Instructions)

PN

Schedule 13D

CUSIP No. 190345 10 8

Page 3 of 6 Pages

1.

Names of Reporting Persons.
Alan W. Weber

I.R.S. Identification Nos. of above persons (entities only).

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)

(b)

3.

SEC Use Only

4.

Source of Funds

PF

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

[   ]

6.

Citizenship or Place of Organization

United States 

Number of

7.

Sole Voting Power: 4,000

Shares

Beneficially

8.

Shared Voting Power: 371,100

Owned by

Each

9.

Sole Dispositive Power: 4,000

Reporting

Person With

10.

Shared Dispositive Power: 371,100

11.

Aggregate Amount Beneficially Owned by Each Reporting Person

375,100

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares [   ]

13.

Percent of Class Represented by Amount in Row (11)

8.5%

14.

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

CUSIP No. 190345 10 8

Page 4 of 6 Pages

                 This Statement on Schedule 13D Amendment No. 1 (this "Statement") is filed on behalf of the Filing Parties with the Securities and Exchange Commission (the "Commission").  This Statement amends the initial Statement of Beneficial Ownership on Schedule 13D (the "Initial Statement," and as so amended, the "Schedule 13D") relating to shares of the Common Stock, $0.001 par value per share (the "Common Stock"), of The Coast Distribution System, Inc. (the "Issuer") filed on May 30, 2006 with the Commission as specifically set forth herein.  Capitalized terms used herein and not otherwise defined herein shall have the same meanings ascribed to them in the Initial Statement.

Item 3.

Source and Amount of Funds or Other Consideration

                    Item 3 of the Initial Statement is hereby amended and restated to read as follows:

                    All the shares of Common Stock beneficially held by JB Capital were paid for using its working funds.

                    All the share of Common Stock beneficially held by Mr. Weber was paid for using his personal funds.

Item 5.

Interest in Securities of the Issuer

                   Item 5 of the Initial Statement is hereby amended and restated to read as follows:

(a)-(b) As of October 1, 2007, the aggregate number of shares of Common Stock and percentage of the outstanding Common Stock of the Issuer beneficially owned (i) by each of the Filing Parties, and (ii) to the knowledge of the Filing Parties, by each other person who may be deemed to be a member of a group, is as follows:

Filing Parties

Aggregate Number of Shares

Number of Shares: Sole Power to Vote or Dispose

Number of Shares: Shared Power to Vote or Dispose

Approximate Percentage*

JB Capital (1)

371,100

0

371,100

8.4%

Alan W. Weber (1)

375,100

4,000

371,100

8.5%

                     ^*  Based on 4,430,802 shares of Common Stock, $0.001 Par Value per share, outstanding as of August 1, 2007, as disclosed in the Issuer's Quarterly Report on Form 10-Q, for the quarter ended June 30, 2007.

              (1) Each of the Filing Parties disclaims beneficial ownership of the securities held by any other Filing Party except to the extent of such Reporting Party's pecuniary interest therein, if any.

(c) The table below lists all the transactions in the Issuer's shares of Common Stock during the past sixty days by the Filing Parties.  All such transactions were made in the open market

Transactions in Shares Within the Past Sixty Days

Date of Purchase or Sale

Number of Shares of the Common Stock

Buy or Sell

Price Per Share

08/08/2007

9,200

BUY

$6.50

08/14/2007

3,100

BUY

$6.00

SCHEDULE 13D

CUSIP No. 190345 10 8

Page 5 of 6 Pages

08/16/2007

400

BUY

$5.85

08/17/2007

2,600

BUY

$5.9904

08/20/2007

3,900

BUY

$5.5923

08/21/2007

700

BUY

$5.6754

08/22/2007

3,500

BUY

$5.6729

08/28/2007

3,750

BUY

$5.83

08/29/2007

2,050

BUY

$5.73

09/11/2007

1,500

BUY

$6.00

09/12/2007

400

BUY

$6.00

09/14/2007

300

BUY

$5.90

09/17/2007

900

BUY

$5.88

09/18/2007

5,800

BUY

$5.7357

09/20/2007

1,100

BUY

$5.7439

09/20/2007

3,000

BUY

$5.7439

09/21/2007

500

BUY

$5.75

09/24/2007

300

BUY

$5.75

09/26/2007

200

BUY

$5.75

(d)

No Person other than the Filing Parties is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such shares of Common Stock beneficially owned by the Filing Parties.

(e)

Not Applicable.

(The remainder of this page was intentionally left blank)

SCHEDULE 13D

CUSIP No. 190345 10 8

Page 6 of 6 Pages

SIGNATURE

After reasonable inquiry and to the best of the undersigned's knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

Date:

October 1, 2007

JB Capital Partners, L.P.

/s/ Alan W. Weber

By:

/s/ Alan W. Weber

Alan W. Weber

Name: Alan W. Weber

Title: General Partner