SCHEDULE 13D

CUSIP No. 190345 10 8

Page 4 of 7 Pages

                 This Statement of Beneficial Ownership on Schedule 13D (this "Statement") is filed on behalf of the Filing Parties (defined below) with the Securities and Exchange Commission (the "Commission").

Item 1.

Security and Issuer

                 The Statement relates to shares of the Common Stock, $0.001 par value per share, of The Coast Distribution System, Inc. (the "Issuer").  The address of the Issuer's principal executive office is 350 Woodview Avenue, Morgan Hill, California 95037.

Item 2.

Identity and Background

(a), (b), (c) and (f).  This Statement is filed on behalf of the following two persons, who are collectively referred to as the "Filing Parties"

                 JB Capital Partners, L.P. ("JB Capital") is a limited partnership formed under the laws of Delaware.  Its business address is 5 Evan Place, Armonk, New York 10504.  JB Capital's principal business is making investments in marketable securities.

                 Alan W. Weber, is a United States citizen.  His business address is 5 Evan Place, Armonk, New York 10504.  Mr. Weber's principal business is acting as the general partner of JB Capital.  By virtue of his position with JB Capital, Mr. Weber has the power to vote and dispose of the Common Stock owned by JB Capital.

              (d) and (e).  None of the Reporting Persons, and to the best knowledge of the Reporting Persons, none of the persons set forth on Schedule A, has during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction, and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

Item 3.

Source and Amount of Fundsf or Other Consideration

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

                 All of the shares of Common Stock beneficially held by Mr. Weber were paid for using its working capital funds.

Item 4.

Purpose of Transaction

                 The Filing Parties believe that the shares of Common Stock of the Issuer are undervalued and represent an attractive investment opportunity.  They presently have no plans pr proposals whish would relate to pr result in any of the matters set forth in subparagraphs (a) - (j) of Item 4 of Schedule 13D except as set forth herein.  To obtain the flexibility for discussions which the Filing Parties may have or actions which the Filing Parties take in the future, the Filing Parties are converting their ownership filing on Schedule 13G to a filing on Schedule 13D.  The Filing Parties intend to have open communications with the Issuer's management.  The Filing Parties may buy some or sell some or all of their securities, the open market or through privately negotiated transactions, or change their intention with respect to any and all matters referred to in this Item 4.

SCHEDULE 13D

CUSIP No. 190345 10 8

Page 5 of 7 Pages

                  Based upon information contained in a Form 8-K filed by the Issuer with the Commission on May 18, 2006, pursuant to which the Issuer issued a press release rejecting an offer by Bell Industries to acquire the Issuer at $8.10 per share, the Reporting Persons are amending and changing the Schedule 13G to a 13D.  The Reporting Persons believe the Board of Directors was correct in rejecting the proposed acquisition by Bell Industries because the offer is not in the best interest of shareholders of The Coast Distribution System, Inc.

Item 5

Interest in Securities of the Issuer

                  (a)-(b)  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)

293,900

0

293,900

6.7%

Alan W. Weber

293,900

1,000

294,900

6.7%

                  Based on 4,406,239 shares of Common Stock, $0.001 par value, outstanding as May 2, 2006, as disclosed in the Issuer's Quarterly Report on Form 10-Q, for the quarter ended March 31, 2006

                  (1) Mr. Weber disclaims beneficial ownership of the securities held by JB Capital except to the extent of his pecuniary interest therein

                 (c) During the past sixty days, the Filing Parties effected no transaction in shares of the Common Stock

                 (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 Reporting Persons.

                 (e) Not Applicable.

Item 6.

Contracts, Arrangements, Understanding or Relationships With Respect To Securities of The Issuer

                  On May 30, 2006, the filing Parties entered into a Joint Filing Agreement with respect to their obligations to report beneficial ownership of shares of Common Stock of the Issuer on Schedule 13D.

SCHEDULE 13D

CUSIP No. 190345 10 8

Page 6 of 7 Pages

Item 7.

Materials To Be Filed As Exhibits

                 The following documents are filed herewith:

1. Joint Filing Agreement dated May 30, 2006 by and among JB Capital Partners, L.P. and Alan W. Weber.

2. Letter dated May 22, 2006, from JB Capital Partners, L.P. to Thomas McGuire, Chairman of the Board