****UNITEDSTATESSECURITIES AND EXCHANGE COMMISSION****Washington,D.C. 20549**
**FORM10-KSB**

[X]ANNUALREPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For thefiscalyear ended September 30, 2008

OR

[ ]TRANSITIONREPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For thetransitionperiod from Not Applicable to Not Applicable

Commissionfile number: 0-147

**HICKOKINCORPORATED**

(Nameofsmall business issuer in its charter)
**
**  **Ohio ****34-0288470 **(State or other jurisdiction of incorporation ororganization) (I.R.S. Employer Identification No.) **10514 Dupont Avenue, Cleveland, Ohio ****44108 **(Address of principal executive offices) (Zip Code) **
**
Issuer'stelephonenumber **(216) 541-8060**

Securitiesregistered under

Section12(b)of the Exchange Act:NONESecuritiesregisteredunder Section 12(g) of the Exchange Act:

ClassACommon Shares, $1.00 par value(Title ofClass)
**

Check whether the issuer is not required to file reports pursuant toSection 13 or 15(d) of the Exchange Act. **[ ]**

Checkwhetherthe issuer (1) filed all reports required to be filed by Section 13 or15(d)of the Exchange Act during the past 12 months (or for such shorterperiodthat the registrant was required to file such reports), and (2) hasbeensubject to such filing requirements for the past 90 days. **Yes [X]No[]**

Checkifthere is no disclosure of delinquent filers in response to Item 405 ofRegulationS-B contained in this form, and no disclosure will be contained, to thebestof registrant's knowledge, in definitive proxy or informationstatementsincorporated by reference in Part III of this Form 10-KSB or anyamendmentto this Form 10-KSB. **[ ]**

**  **Indicate by check mark whether the registrant is a shellcompany(as defined in Rule 12b-2 of the Exchange Act). **Yes [ ] No[X]**

   State issuer's revenues for its most recent fiscal year. $12,070,326

As of December15, 2008,theRegistrant had 793,229 voting shares of Class ACommonStock outstanding and 454,866 voting shares of Class B Common Stockoutstanding.As of such date, non-affiliates held 729,663sharesof Class A Common Stock and 233,098 shares of Class B CommonStock. Asof December 15, 2008,based on the closing price of $4.10perClass A Common Share on the Over The Counter Bulletin Board, theaggregatemarket value of the Class A Common Stock held by such non-affiliateswasapproximately $2,991,618.Thereis no trading market in the shares of Class B Common Stock.

DocumentsIncorporatedby Reference:**PART OF FORM10-KSB ****DOCUMENTINCORPORATEDBY REFERENCE **Part III (Items9,10, 11, 12, 13 and 14) Portions of theRegistrant'sDefinitive Proxy Statement to be used in connection with its AnnualMeetingof Shareholders to be held on February 25,2009.

   Transitional Small Business Disclosure Format.**Yes [ ] No[X]**

Except asotherwisestated, the information contained in this Form 10-KSB is as ofSeptember30, 2008.

For thefiscalyears ended September 30, 2008, 2007 and 2006, Hickok Incorporated hadrevenuesof less than $25,000,000 and less than $25,000,000 in outstandingvotingand non-voting common equity held by non-affiliates. As a result,Hickok metthe definition of a small business issuer under Regulation S-B and haselectedto submit its future periodic reports in accordance with the disclosurerequirementsfor small business issuers under Regulation S-B.

Table of Contents
**PART I.**ITEM 1.DESCRIPTIONOF BUSINESS
ITEM 2. DESCRIPTION OF PROPERTY
ITEM 3. LEGAL PROCEEDINGS
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OFSECURITYHOLDERS
**PART II.**ITEM 5. MARKETFORCOMMON EQUITY AND RELATED STOCKHOLDER MATTERS AND SMALL BUSINESS ISSUERPURCHASESOF EQUITY SECURITIES
ITEM 6. MANAGEMENT'S DISCUSSION AND ANALYSIS ORPLANOF OPERATION
ITEM 7. FINANCIAL STATEMENTS
ITEM 8. CHANGES IN AND DISAGREEMENTS WITHACCOUNTANTSON ACCOUNTING AND FINANCIAL DISCLOSURE
ITEM 8A(T). CONTROLS AND PROCEDURES
ITEM 8B. OTHER INFORMATION
F-1: REPORT OF INDEPENDENT REGISTERED PUBLICACCOUNTINGFIRM
F-2: CONSOLIDATED BALANCE SHEET
F-3: LIABILITIES AND STOCKHOLDERS' EQUITY
F-4: CONSOLIDATED STATEMENT OF INCOME
F-5: CONSOLIDATED STATEMENT OF STOCKHOLDERS'EQUITYAND COMPREHENSIVE INCOME
   
F-6: CONSOLIDATED STATEMENT OF CASH FLOWS

**NOTES TO CONSOLIDATED FINANCIALSTATEMENTS**1. NATURE OFOPERATIONS
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
3. SHORT-TERM INVESTMENTS AND COMPREHENSIVE INCOME
4. SHORT-TERM FINANCING
5. LEASES
6. STOCK OPTIONS
7. CAPITAL STOCK, TREASURY STOCK, AND CONTRIBUTEDCAPITAL
8. INCOME TAXES
9. EARNINGS PER COMMON SHARE
10. EMPLOYEE BENEFIT PLANS
11. SEGMENT AND RELATED INFORMATION
12. COMMITMENTSANDCONTINGENCIES
13. QUARTERLY DATA (UNAUDITED)
SELECTED FINANCIAL DATA

**PART III.**ITEM 9. DIRECTORS,EXECUTIVEOFFICERS, PROMOTERS AND CONTROL PERSONS AND CORPORATE GOVERNANCE;COMPLIANCEWITH SECTION 16(a) OF THE EXCHANGE ACT
ITEM 10. EXECUTIVE COMPENSATION
ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIALOWNERSAND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
ITEM 12. CERTAIN RELATIONSHIPS AND RELATEDTRANSACTIONS,AND DIRECTOR INDEPENDENCE
ITEM 13. EXHIBITS
ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES
      

SIGNATURES
EXHIBIT INDEX
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTINGFIRMAS TO CONSOLIDATED SCHEDULES
SCHEDULE VIII - VALUATION AND QUALIFYING ACCOUNTS
SCHEDULE IX - SHORT-TERM BORROWINGS

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**
**PARTI**
**

**ITEM 1.DESCRIPTIONOF BUSINESS**

GeneralDevelopment of Business

HickokIncorporatedwas organized in 1915 as an Ohio corporation, and first offered itssecuritiesto the public in 1959. Except as otherwise stated, the terms "Company"or"Hickok" as used herein mean Hickok Incorporated and its twowholly-ownedsubsidiaries, Supreme Electronics Corp. and Waekon Corporation. Hickokdevelopsand manufactures products used by companies in the transportationindustry.Primary markets served are automotive, emissions testing, aircraft, andlocomotivewith sales both to original equipment manufacturers (OEM's) and to theaftermarkets.

Untilthemid 1980's Hickok was known primarily for its ability to develop andmanufactureelectronic instruments for electronic servicers, precision indicatinginstrumentsfor aircraft, locomotive, and industrial applications, and electronicteachingsystems for vocational schools. Since the mid 1980's the Company hasfocusedthis expertise to develop and manufacture electronic diagnostic toolsandequipment used by automotive technicians in the automotive market. Thisisnow the Company's largest business segment. The Company continues todesignand manufacture precision indicating instruments. This segmentrepresents approximately 15% of theCompany'scurrent revenue.

In theearly1990's the Company had become dependent on a few large OEM customersforthe majority of its business. After recognizing this dependency theCompany tried several approaches to expand both its customer base andits product lines utilizing its existing expertise and acquisitionswith modest success. The Company then determined that it was crucialthat it expand its automotivebusiness by designing products and opening sales channels to theautomotiveaftermarket. In February 1998 the Company added new products andcustomerswithin the automotive aftermarket with the acquisition of WaekonIndustries.

In addition to the acquisition of Waekon Industries, theCompanyembarked on development programs to design tools specifically tailoredtothe needs of the automotive aftermarket and develop a variety of saleschannelsto the market. Since the acquisition, the Waekon name is used by theCompanyas a trademark to market its products to technicians in the automotiveaftermarketand for certain emission inspection grade equipment it manufactures.Alsothe name Waekon-Hickok is used as a trademark for higher complexityequipment primarily aimed at automotive service shops as a shop tool.The Hickok brandis used for a family of products that are related to OEM grade toolssoldto automotive dealerships and manufacturers.

Over the past severalyearsthe Company has developed a reputation as a quality emissions testingproductprovider. Our reputation for innovative emissions testing productsbeganwith the Model FPT27 Gas Cap Tester that has been used in numerousstate programsby emissions testing equipment suppliers. In 2004 the Company developedandmarketed a complete emissions testing platform for a State ofPennsylvaniaprogram. From 2002 until 2007 the Company worked with the State ofCaliforniato develop a patented product for testing leaks in vehicle evaporativeemissionssystems. The Company began shipping the EVAP product in August 2007 andthebulk of units were shipped by early 2008. The California programimplementedJanuary 1, 2008. These emissions programs generally result in largeshort-term revenues for the Company with some residual benefits tofuture years.

The Company's operations are currently concentrated intheUnited States of America. Sales are primarily to domesticcustomersalthough the Company also makes sales to international customersthroughdomestically based distribution companies.

OperatingSegment Information

TheCompany'soperations are combined into two reportable business segments: 1)indicatorsand gauges and 2) automotive diagnostic tools and equipment. Referenceismade to "Segment and Related Information" included in the notes to thefinancialstatements.

Indicatorsand Gauges

For over ninety-three years theCompanyhas developed and manufactured precision indicating instruments used inaircraft,locomotives and other applications. In recent years the Company hasspecializedin aircraft and locomotive cockpit instruments. Within the aircraftmarket,instruments are sold primarily to manufacturers or servicers ofbusiness,military, and pleasure aircraft. Within the locomotive market,indicatorsare sold to both original equipment manufacturers and to operators ofrailroad equipment. Indicators andgauges represented approximately 15% of the Company'ssales for fiscal 2008 and 15% for fiscal 2007. An originalgroupingof products, DIGILOG Instruments, were certified with the FAA duringfiscal2002. Subsequently several additional models have also been certified.TheDIGILOG instrument is a customizable indicator that is a combinationanalog/digitalindicator for the aircraft market. It can be adapted to display a widevarietyof aircraft parameters.

AutomotiveDiagnostic Tools and Equipment

Since the mid1980'sthe Company has concentrated on designing and marketing instrumentsusedto diagnose automotive electronic systems. These products wereinitially soldto Ford Motor Company but are now sold to several automotive OEM's, andtothe aftermarket using jobbers, wholesalers and mobile distributors.Sincethe late 1990's sales of products designed specifically to OEMrequirementshave been balanced with products developed for automotive aftermarketservicersand the emissions testing industry. In fiscal 2007 and 2006 orders fromasupplier to OEMs for products designed to the OEM's requirementssignificantly affected revenues. In fiscal 2008, 2007 and 2004emissions products significantlyaffected revenues. The aftermarket accounted for approximately 22% of the Company's automotivediagnosticand specialty tool sales in fiscal 2008 and 26% for fiscal 2007. As awhole,automotive diagnostic tools and equipment represented approximately 85%ofthe Company's sales for fiscal 2008 and 85% for fiscal 2007.

 The Company hascultivateda reputation for developing innovative tools for automotive diagnosticsanduses that reputation as leverage when it introduces new offerings.Beinginnovative sometimes adds to the difficulty of training the saleschannelsand technician market on the benefits of the product. An example ofthisis the On-Car Injector Flow Bench (OCIFB), that the Company introducedseveralyears ago to the aftermarket. Sales of the product had been slowlyincreasingas the market began to understand its value. In 2004 a major automotiveOEMbecame interested in the product's ability to measure the actual flowoffuel injectors on the vehicle. By enabling the dealership technician toobtainflow information they expected to substantially reduce their "notroublefound" warranty returns of fuel injectors. A major order for the OEM'sdealershipswas delivered in fiscal 2006 and an additional order for additionaldealership coverage was delivered in fiscal 2007. The order, along witha smaller orderfor another innovative product that the Company has offered since 1999,resultedin almost $7,100,000 of revenue in 2006 and $3,400,000 in 2007.

New Generation Star(NGS)is an automotive scan tool that was supported by Ford Motor Company asaprimary diagnostic tool for their vehicles since 1992. The Company hadconsiderablesuccess selling the NGS tool to aftermarket customers starting in 2000.Salesof NGS both to dealerships and aftermarket customers was a majorrevenuesource for the Company. In 2005 Ford made the decision to no longersupport the NGS with software and introduced a new tool to take itsplace. Without access to certain Ford proprietary algorithms theCompany could not maintain the tool's functionality to the standards ithad been previously. In late 2006 the Company was able to license thesecurity algorithm from Ford. By late 2007 the software the Companydeveloped returned the NGS tool to the factory developed software levelof performance. In early 2009 the Companywill introduce a new product called NGS Mach II that updates thehardwareplatform and extends the software functionality to current dealershipstandardswhile maintaining functionality for Ford vehicles back to 1984.

In addition the CompanyintroducedNGS PC in 2007. This product is essentially a PC based implementationofthe classic NGS product and it too is at factory level functionality.The NGS PC only addresses OBD II vehicles dating back to 1996 which isthe same vehicle coverage as the new Ford tool that replaced NGSclassic. The Companyintends to put major marketing emphasis on the NGS products during 2009inan effort to return these products to significant revenue generators.In addition,the Company believes these products represent brand defining productsand have a significant influence on the ability to sell other productsto aftermarketcustomers. The Company has developed areputationfor introducing innovative aftermarket products. New products areimportant for growth in the aftermarket business. Because of thedemands on its resourcesassociated with major OEM and emission projects over the past fewyears,new product aftermarket rollouts have been fewer than in previousyears. Significantresources have been devoted to updating the NGS product and several OEMopportunitieshave continued to limit the development effort associated specificallytoother aftermarket products. While resources for aftermarket specificproducthave been limited, the OEM projects the Company has undertaken areexpectedto have significant aftermarket customer appeal. The Company has alsodevelopeda reputation with the aftermarket sales channels for innovation becauseofinnovative policies, promotional concepts and field support.Since reestablishing contacts with OEMs four years ago, the Company hashadsignificant success with products to these customers. The Active FuelInjectorTester selected by GM for all their North American dealers added tobothfiscal 2006 and 2007 revenues. During 2008 theCompanyworked closely with GM to develop an adapter for the product that willextendits use to testing fuel injectors used in high pressure fuel dieselengines.The Company believes this development could extend the interest in thefuelinjection testing product to other OEMs and the aftermarket. Inadditionthe Company is working with another OEM on a different diesel fuelinjector testing product. This product is also expected to haveapplicability to other OEMs and aftermarket service organizations. The Company also has otherprogramsit is working with for OEM customers that may result in significantrevenuesin the future. All of these products are expected to have applicationinthe aftermarket. The Company is striking a balance between the OEM typeprojectsthat often result in large one-time orders and aftermarket productsthatgenerally have longer product life and consistent revenue potentialspreadover longer time periods.Vehicle emissions testing productsare usedby state inspection programs to determine if vehicles comply withenvironmentalregulations. The Company developed a gas cap testing product in 2000thathas been very successful and is used by most emissions equipmentprovidersas the gas cap tester in their offerings. Fiscal 2007 fourth quarterand fiscal2008 first quarter revenue were materially influenced by a productdevelopedfor the State of California to test the fuel system of vehicles forleaks.In California, the Company partnered with Environmental SystemsProducts(ESP), a major provider of emissions testing equipment. ESP providedsalesand service to customers and the Company designed and manufactured theproduct.Both of these products incorporate patented methods for making themeasurements.With the continuing attention to environmental issues in North America,theCompany is optimistic that both products will contribute to futurerevenues.In addition, the Company remains sensitive to other needs that mayariseto develop products for measuring emissions related parameters.Indicator revenues have remained fairly consistent for the past severalyearsand are expected to remain consistent in foreseeable future years.Althoughthe Company does not view this segment as a high growth potential, itdoescontribute significant revenues and margins. The Company believes yeartoyear variation of revenue is more dependent on customer timing than anygeneralmarket direction. Digilog, a higher margin product developed severalyearsago, continues to grow modestly in importance to the product segment.

Sourcesand Availability of Raw Materials

Rawmaterialsessential to the business are acquired from a large number of UnitedStatesof America manufacturers and some materials are now purchased fromEuropeanand Southeast Asian sources. Materials acquired from the electroniccomponentsindustry include transistors, integrated circuits, resistors,capacitors,switches, potentiometers, micro controllers, and other passive parts.Fabricatedmetal or plastic parts are generally purchased from local suppliers ormanufacturedby the Company from raw materials. In general, the required materialsare available, if ordered with sufficient lead times, from multiplesources atcurrent prices.

Importanceof Patents, Licenses, Franchises, Trademarks and Concessions

TheCompanypresently has several patents and patent applications that relate toseveralof its products. The Company believes that its position in the industryisdependent upon its present level of engineering skill, research, salesrelationships,production techniques and service. However, the Company does haveseveralbasic methodology patents related to products it offers that itconsidersvery important to future revenue. The Company has three importantpatents,one related to vehicle fuel cap testing that expires in 2018 and asecondpatent related to gasoline fuel injector testing expiring in 2008. Themost important patent is related to the testing of evaporativeemissions systemsthat is the basis for the Company's product offering for the State ofCalifornia.This patent expires in the year 2022. The Company monitors themarketplacefor infringement of its patents and intends to pursue its rights shouldaninfringement take place. The Company is currently engaged insucha proceeding. See Item 3 Legal Proceedings. Other than the names"Hickok" and "Waekon", the Company does not have any material licenses,trademarks, franchises or concessions.

Seasonality

TheCompanybelieves that there is a seasonality to the automotive aftermarketrevenues.Typically the first and fourth quarters tend to be weaker than theothertwo quarters in this market. Orders for OEMoremissions testing products are primarily subject to customer timingrequirementsand have no known seasonality aspect to them. As a result, operatingresultscan fluctuate widely from quarter to quarter and year to year. The California evaporativeemissionssystems program had a significant affect on the Company's first quarterresultsof fiscal 2008. In addition, the California evaporativeemissionssystems program substantially affected the fourth quarter results offiscal2007. During fiscal 2006 twosignificantOEM programs muted the seasonality of the first quarter and added tothethird and fourth quarter results. 

PracticesRelative to Working Capital Items

Thenatureof the Company's business requires it to maintain sufficient levels ofinventoryto meet rapid delivery requirements of customers. The Company providesitscustomers with payment terms prevalent in the industry.

Dependenceon Single or Few Customers

Backlog

The Company isengagedin a highly competitive industry and faces competition from domesticandinternational firms. Several of the Company's competitors have greaterfinancial resources and larger sales organizations than the Company.Competition with respect to the Company's diagnostic tool businessarises from the existenceof a number of other significant manufacturers in the field, such asSnap-On,SPX Corporation, Teradyne, and Vetronix which dominate the availablemarket in terms of total sales. The instrumentation industry iscomposed primarilyof companies that specialize in the production of particular items ascomparedto a full line of instruments. The Company believes that itscompetitiveposition in this field is in the area of smaller, specialized products,anarea in which the Company has operated since 1915 and in which theCompanyhas established itself competitively by offering high-quality,high-performance products in comparison to high-volume, mass-produceditems.

The Companydepends on the automotive industry for sales of its OEM and aftermarketproducts. The Company's results of operations for fiscal 2008 wereadversely affected by the deterioration in the automotive industry'sperformance during the year,and the Company anticipates that it will continue to face significantchallengesuntil industry conditions improve substantially. While it hasdiversifiedits OEM projects to include emissions equipment sold to non-automotiveOEMsto meet governmental testing mandates, the Company anticipates that itsabilityto maintain current business levels and to grow its OEM and aftermarketbusinesswill continue to depend to a significant extent on the health of theautomotiveindustry.

Researchand Development Activities

TheCompanyexpensed as incurred product development costs of $1,920,851 in 2008,$2,020,312in 2007 and $1,840,182 in 2006. These expenditures included engineeringproductsupport and development of manuals for both of the Company's businesssegments.

Compliancewith Environmental Provisions

TheCompany'scapital expenditures, earnings and competitive position are notmateriallyaffected by compliance with federal, state and local environmentalprovisionswhich have been enacted or adopted to regulate the distribution ofmaterialsinto the environment.

Numberof Persons Employed

Totalemploymentby the Company at September 30, 2008 was 118 full-time employees. TheCompany hasno part-time employees. None of the employees are represented by aunion.The Company considers its relations with its employees to be good.

FinancialInformationConcerning Foreign and Domestic Operations and Export Sales

During thefiscalyear ended September 30, 2008, all manufacturing, research anddevelopmentand administrative operations were conducted in the United States ofAmerica.Revenues derived from export sales approximated $248,000 in 2008,$274,000in 2007, and $1,359,000 in 2006. Shipments to Australia,Canada,England and Germany make up themajorityof export sales.

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**ITEM 2. DESCRIPTION OF PROPERTY**

As of December 15, 2008 the Company hadfacilitiesin the United States of America as shown below:  **LOCATION ****SIZE ****DESCRIPTION ****OWNED OR LEASED **Cleveland, Ohio 37,000 Sq. Ft. Two-story brick construction; used for corporateadministrativeheadquarters, marketing and product development with limitedmanufacturing. Owned Greenwood, Mississippi 63,000 Sq. Ft. One-story modern concrete block construction; used formanufacturinginstruments, test equipment, and fastening systems products. Leased, with annual renewal options extending through2061. TheCompanybelieves its plants and offices are in satisfactory operatingcondition, wellmaintained, adequate for the uses to which they are put and areadequatelyinsured.

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**ITEM 3. LEGALPROCEEDINGS**

TheCompany is a co-defendant in two suits related to aircraft productliability.In both suits multiple companies are named and both relate to aircraftaccidentson aircraft built more than 25 years ago. The first suit(Sullivanv. Hawker Beechcraft Corp., et al)was filed July 23, 2008 in the State of South Carolina Court of CommonPleas Sixteenth Judicial District and relates to a Hawker Beechcraftairplane that crashed. The second suit (RichardJ. Dengel v. Metro Aviation Inc., Charles S. Lucero, and DOES 1-50inclusive) wasfiled in Montana Eighth Judicial District Court, Cascade County. TheCompany has only received a notice dated October 15, 2008 from thecourt entitled NOTICE OF PROPERTY INSPECTION PURSUANT TO RULE 45 OF THEMONTANA RULES OF CIVIL PROCEDURE that was addressed to multiplecompanies about our right toinspect the Hawker Beechcraft airplane. Attorneys for our insurancecarrier are currently seeking our removal from both of these suits. TheCompany maintains insurance coverage that Management believes willprovide adequate coverage regardless of future outcomes.Inaddition, the Company is the plaintiffin a suit pursuing patent infringement against a competitor in theemissionsmarket (Hickok Incorporated v. Systech International, LLC and DelphiCorporation). The suit alleges infringement by the defendants on two ofthe Company's emission product patents. On one patent, which is relatedto gas cap testing, there were multiple items sold by SystechInternational, LLC in several markets over a period of several years.On the second patent, which relates to the Company's method forevaporative emissions testing used in California, there were multipleitems sold into the California market during 2007 by SystechInternational, LLC and Delphi Corporation. The suit against the SystechInternational, LLC was filed in the United States District Court forthe Northern District of Ohio Eastern Division on November 16, 2007alleging the gas cap testinginfringement. In January 2008 infringement of the Company's evaporativeemissionspatent was added to the suit. In June of 2008 Delphi Corporation wasaddedto the suit as a defendant. Currently the proceedings are in thediscovery stage that is expected to be completed during the firstquarter of 2009.The Company is seeking damages estimated at approximately $225,000 forthe gas cap testing patent infringement and approximately $2,300,000for the evaporative emissions testing patent infringement.  Managementbelieves that it is not currently possible to estimate the impact, ifany,that the ultimate resolution of these matters will have on thecompany'sresults of operations, financial position or cash flows.

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**ITEM 4.SUBMISSIONOF MATTERS TO A VOTE OF SECURITY HOLDERS**

Not Applicable.

**EXECUTIVEOFFICERSOF THE REGISTRANT**

The followingis alist of the executive officers of the Company as of September 30, 2008.Theexecutive officers are elected each year and serve at the pleasure oftheBoard of Directors. Mr. Robert Bauman was elected Chairman by the BoardofDirectors in July 1993 and served as chairman until May 2001. He hasbeenPresident since 1991 and Chief Executive Officer since 1993. For atleastfive years prior to 1991 he held the office of Vice President. TheBoardof Directors elected Mr. Gregory Zoloty Senior Vice President ofFinance andChief Financial Officer in February 2004. Mr. Zoloty was Vice PresidentofFinance and Chief Financial Officer since May 2001. Mr. Zoloty was VicePresidentof Accounting and Chief Accounting Officer since 1994. He joined theCompanyin 1986. Mr. Thomas Bauman was elected Senior Vice President of SalesandMarketing by the Board of Directors in February 2004. Mr. Thomas Baumanwaselected Vice President of Sales and Marketing by the Board of DirectorsinMay 1999. He joined the Company in April 1998. In 1996 and 1997 he wasPresident and CEO of C&K Manufacturing. Mr. Robert Bauman and Mr.Thomas Baumanare brothers. Mr. William Bruner was electedSeniorVice President of Manufacturing by the Board of Directors in February2004.Mr. Bruner was elected Vice President of Manufacturing in August 1993. Hejoinedthe Company in January 1974.    **OFFICE ****OFFICER ****AGE **President andChiefExecutive Officer Robert L.Bauman 68 Senior VicePresident,Finance and Chief Financial Officer Gregory M.Zoloty 56 Senior VicePresident,Sales and Marketing Thomas F.Bauman 65 SeniorVicePresident,Manufacturing William A. Bruner66

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**
**PARTII**
**

**ITEM 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDERMATTERSAND SMALL BUSINESS ISSUER PURCHASES OF EQUITY SECURITIES**

a) MARKETINFORMATION

Duringfiscal2008 and 2007 our Class A CommonShareswere traded onThe Nasdaq Over-The-Counter Bulletin Board Market under thesymbolHICKA.OB. There is no market for the Registrant's Class B CommonShares.

The following tablesetsforth the per share range of high and low bids (Over-The-CounterBulletinBoard) for the Registrant's Class A Common Shares for the periodsindicated.The Over-The-Counter Bulletin Board prices reflect inter-dealer priceswithoutretail markup, markdown or commissions and may not represent actualtransactions.Data was supplied byNasdaq.**PRICES FOR THE YEARS ENDED: ** **September 30, 2008 ****September 30, 2007 ****HIGH ****LOW ****HIGH ****LOW **FirstQuarter 17.00 10.10 7.90 5.75 SecondQuarter 14.90 10.02 10.95 7.50 ThirdQuarter 11.00 8.75 11.50 10.00 FourthQuarter 11.50 7.20 16.00 10.50 

b)HOLDERS

As of December 15, 2008, there wereapproximately299shareholders of record of theCompany's outstandingClass A Common Shares and 5 holders ofrecordof the Company's outstanding Class B Common Shares.

c)DIVIDENDS

In fiscal 2008 and2006the Company paid nodividendson either of its Class A or Class B Common Shares. In fiscal 2007 theCompanypaid a special dividend of $.10 per share on its Class A and Class BCommonShares.Pursuant to theCompany'sAmended Articles of Incorporation, no dividends may be paid on Class BCommonShares until cash dividends of ten cents per share per fiscal year arepaidon Class A Common Shares. Any determination to pay cash dividends inthe futurewill be at the discretion of the Board of Directors after taking intoaccountvarious factors, including the Company's financial condition, resultsofoperations and current and anticipated cash needs.

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**ITEM 6. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OFOPERATION**

Introduction

Until the mid1980'sHickok was known primarily for its ability to develop and manufactureelectronicinstruments for electronic servicers, precision indicating instrumentsforaircraft, locomotive, and industrial applications, and electronicteachingsystems for vocational schools. For the past twenty-two years theCompanyhas used this expertise to develop and manufacture electronicdiagnostictools and equipment used by automotive technicians in the automotiveservice market. This is now the Company's largest business segment. TheCompany generatedapproximately 85%ofits fiscal 2008 revenue from designing and manufacturing diagnostictoolsfor automotive diagnostics and testing. These tools enable servicetechniciansto identify problems in electronic systems and other non-electronicsystemsin automobiles and trucks.

Fourteen years ago two large automotive OEM companiescomprised over80% of the company's business. A substantial portion of this businesswascontingent on large programs initiated by these OEM's on a year to yearbasis.The Company recognized that the OEM's were changing and that thelikelihoodof the continuation of these yearly large programs was diminishing. Asa result,the Company initiated a strategy to use existing technical andmanufacturingexpertise and to develop sales and marketing skills applicable to theautomotiveaftermarket service industry. The strategy was aided by the acquisitionofWaekon Industries in 1998. The Company uses Waekon as the brand of itsproductsthat are primarily intended as a technician's personal tool. Theacquisitionof Waekon immediately gave the Company aftermarket products and accesstocertain sales channels to that market.

The Companyalsooffers products for emissions testing programs. Our gas cap testingproducts have become the de facto standard of gas cap testing in theUnited States and most major vendors use our gas cap testers in theirequipment when gas cap testing is specified within a state program. Asa result of participationin the emissions testing market the Company developed an ability totestfor leaks in vehicle evaporative systems (gas tanks) and participatedina New Jersey state emissions testing initiative in 1999 that did notresult in significant sales. California announced a similar initiativein mid 2003.The Companyappliedfor and received a patent on the methodology it developed for NewJerseyand used it in the California product. In fiscal 2004 the Company signed an exclusive supplyagreementwith Environmental Services Products (ESP) that supplied sales,marketing,and service for the tank testing product in the state of California.Duringlate fiscal 2007 the California emissions program implemented. TheCompanyand its partner, ESP, captured an estimated 70% of the market. Theprogramresulted in substantial revenues in fiscal 2008 and 2007. Emissions revenue in fiscal 2008 was approximately$6,900,000,68% of automotive diagnostic tool revenue compared to $3,900,000 or 37%offiscal 2007 diagnostic tool revenue.Managementis hopeful that other states may follow California's success with theirownevaporative emissions testing programs. Several states are consideringsuchaction but to date none have committed to such a program. In addition,NewJersey is implementing a program that includes gas cap testing in 2009andseveral other states are considering new programs that may include gascaptesting.

New Generation Star(NGS)is an automotive scan tool that was supported by Ford Motor Company asaprimary diagnostic tool for their vehicles since 1992. The Company hadconsiderablesuccess selling the NGS tool to aftermarket customers starting in 2000.Salesof NGS both to dealerships and aftermarket customers was a majorrevenuesource for the Company. In 2005 Ford made the decision to no longersupport the NGS with software and introduced a new tool to take itsplace. The Companydecided to develop software for new vehicles itself but without accesstocertain Ford proprietary algorithms the Company could not maintain thetool'sfunctionality to the standards it had been previously. In late 2006 theCompanywas able to license the needed security algorithm from Ford. By late2007the software the Company developed returned the NGS tool to the factorydevelopedsoftware level of performance. In early 2009 the Company will introduceanew product called NGS Mach II that updates the hardware platform andappearance, and has software functionality at dealership standards thatcovers vehiclesfrom 1984 to 2009. The Company introduced NGS PC in 2007.This productis a PC based implementation of the NGS product and it too is atfactorylevel functionality however the NGS PC only addresses OBD II vehiclesdatingback to 1996. This is the same vehicle coverage as the new Ford toolthat replacedthe original NGS.

AlthoughNGSproductsales declined significantly in 2006, 2007 and 2008the Company intends to put majormarketing emphasison the new introductions during 2009 in an effort to increase therevenue generated by the NGS product. In addition, the Company believesthese products represent brand defining products and have a significantinfluence on the ability to sell other products to aftermarketcustomers.

The timing oforderreleases and large program implementations in the Company's automotivediagnosticequipment business can cause wide fluctuations in the Company'soperatingresults both on a quarter-to-quarter and a year-to-year basis. Ordersforsuch equipment can be large, are subject to customer schedules, and mayresultin substantial variations in quarterly and yearly sales and earnings. As an example, fiscal 2008 compared to fiscal 2007 istypicalof the fluctuations these large programs can cause. The first quarterof fiscal2008 resulted in substantial revenue growth and profitable operationsbecauseof the added revenue from the completion of the California emissionsprogram.While the fourth quarter of fiscal 2007 resulted in substantial growthandprofitable operations because of the added revenue of the start of theCaliforniaemissions program. Fiscal 2006resultedin substantial revenue growth and profitable operations for the yearbecauseof the added revenue of the OEM orders.

Inaccordancewith Financial Accounting Standards No. 131,Disclosuresabout Segments of an Enterprise and Related Information, the Company isrequiredto report segment information disclosures based on how managementevaluatesoperating performance and resource allocations. The Company hasdeterminedthat it has two reportable segments: 1) indicators and gauges, and 2)automotiverelated diagnostic tools and equipment.

Indicatorsand Gauges

Thissegmentconsists of products manufactured and sold primarily to companies intheaircraft and locomotive industry. Within the aircraft market, theprimary customers are those companies that manufacture or servicebusiness, militaryand pleasure aircraft. Within the locomotive market, indicators andgaugesare sold to original equipment manufacturers, servicers of locomotives,and operators of railroad equipment.

AutomotiveDiagnostic Tools and Equipment

Thissegmentconsists primarily of products designed and manufactured to support thetestingor servicing of automotive systems using electronic means to measurevehicleparameters. These products are sold to OEM's and to the aftermarketusingseveral brand names and a variety of distribution methods. Included inthissegment are products used for state required testing of vehicleemissions.Also included inthis segment are fastening control products used primarily by largemanufacturersto monitor and control the "nut running process" (the controlledtighteningof threaded fasteners) in assembly plants. This equipment provides highqualityjoint control and documentation. 

Resultsof Operations

Sales for the fiscalyearended September 30, 2008 decreased to $12,070,326, a decrease ofapproximately4% from fiscal 2007 sales of $12,520,061. This decrease in sales wasvolume-drivenand attributableprimarilyto lower product sales of approximately $398,000. Service sales infiscal2008 decreased by approximately $51,000 and the reduction was volumerelated,compared to fiscal 2007. Product sales were$11,552,499in fiscal 2008 compared to $11,950,863 in fiscal 2007. The decrease in product sales occurred inboththe indicator and gauges segment, and the automotive diagnosticequipmentsegment. The dollar decreases were approximately $51,000 and $347,000respectively.Within the automotivediagnosticproducts, emission product sales increased approximately$3,041,000and aftermarket products and OEM products decreased approximately$478,000and $2,918,000 respectively. Fasteningsystems products sales increased by $6,000. Fiscal 2008 and 2007benefitedfrom a large state emissions program. Fiscal 2009 productsalesare expected to decrease significantly due to the economicclimatein the automotive markets. The reduction inservicesales was volume related and attributable to lower repairsales.The current level ofservicerevenue is expected to decline slightly for fiscal 2009.

Sales for the fiscalyearended September 30, 2007 decreased to $12,520,061, a decrease ofapproximately21% from fiscal 2006 sales of $15,877,719. This decrease in sales wasvolume-drivenand attributableprimarilyto lower product sales of approximately $3,180,000. Service sales infiscal2007 decreased by approximately $178,000 and the reduction was volumerelated,compared to fiscal 2006. Product sales were$11,950,863in fiscal 2007 compared to $15,130,872 in fiscal 2006. The decrease inproductsales occurred in both the indicator and gauges segment, and theautomotivediagnostic equipment segment. The dollar decreases were approximately$176,000and $3,004,000 respectively. Within the automotivediagnosticproducts,emission product sales increased approximately $3,177,000 and aftermarket productsandOEM products decreased approximately $1,171,000 and $4,908,000respectively.Fastening systems products sales declined by $100,000. Fiscal 2007 benefited from a large state emissions programwhilefiscal 2006benefitedfrom two large orders for proprietary diagnostic products to thedealershipnetwork of a major vehicle OEM.

Cost of products sold in fiscal 2008 was$6,802,006or 58.9% of net productsales comparedto $7,240,071 or 60.6% of net product sales in fiscal 2007. Cost ofproductssold during fiscal 2006 was $8,183,500 or 54.1% of net product sales. The decrease in the percentage of cost of products sold toproductsales between fiscal 2008 and 2007 was due primarily to a change in product mix. The increase in the percentage of cost of products sold toproductsales between fiscal 2007 and 2006 was due primarily to lower productsaleswhich absorbed less of the fixed costs and to a change in product mix.Thelower percentage of cost of products sold to product sales in fiscal2006was due primarily to higher product sales which absorbed more of thefixedcosts and to a change in product mix. The cost of products sold percentage in fiscal 2009 isexpectedto decrease slightly due to cost cuttingmeasuresanticipated in the form of personnel and wage reductions along withothercost containment measures.

Interest charges were $9,974 in fiscal 2008 compared with$49,477in fiscal 2007 and $64,582 in fiscal 2006. Thedecreasein interest charges in fiscal 2008 compared to fiscal 2007 was due tolowerlevels of short-term borrowings during fiscal 2008. The decrease in interest charges in fiscal 2007 compared tofiscal2006 was due to lower levels of short-term borrowings during fiscal2007.TheCompanyanticipates interest expense to increaseslightly in fiscal 2009 due to anticipatedshort-term borrowing needs.

Income taxes in fiscal 2008 were $200,007 which includes an increase inthe valuation allowance on deferred income taxes of $535,000. Thisrepresents an effective income tax rate of 35%. The tax rate in fiscal 2008 was lower than the normal tax rate of 37% due to the recording of a valuation allowance. Income taxes in fiscal 2007 were $8,000 which includes avaluationallowance of $443,000 representing an effective income tax rate of 1%.Thetax rate infiscal2007 was lower than the normaltaxrate of 37% due to therecordingof a valuation allowance. Income taxes in fiscal2006 were $273,500 which represents an effective income tax rate of25%. The tax rate in fiscal 2006 was lower than the normal tax rate of 37% due to the utilization of research and development taxcredits.It is anticipatedthat the effective tax rate in fiscal 2009 will be similar to fiscal2008.Management anticipatesthat future business will generate sufficient taxable income (approximately $4,550,000)during thecarryforward period to realize the deferred tax benefits.The deferredtax benefitsbegin to expire in 2015. The valuation allowance was increased in 2008asa conservative measure due to theadditionalloss and theincreasedlikelihood of tax credits expiring before being utilized.

The net loss infiscal2008 was $769,699, or$.62per share which was an increase of $120,287 as compared to the net lossof$649,412, or $.53 per share in fiscal 2007. The change in fiscal2008versus fiscal 2007 was due primarily to a higher tax provision. Fiscal 2008benefitedfrom the balance of the California emissions program.Thenet loss in fiscal 2007 was $649,412, or $.53 per share which was adecreaseof $1,453,025 as compared to the net income of $803,613, or $.66 pershare in fiscal 2006. The change in fiscal2007versus fiscal 2006 was due primarily to a lower sales volume. The Californiaemissionsprogram became official and the Company's product was certified by theStatein late fiscal 2007. Although the Company had sufficient orders therewasnot sufficient time to produce enough product to attain a profitablefiscal2007. Fiscal 2006 also benefited from alarge order for a proprietary diagnostic product to the dealershipnetwork of a major vehicle OEM. 

Liquidity andCapitalResources

Current assetsof$6,024,686 at September 30, 2008 were 9.4 times current liabilities andthetotal of cash and cash equivalents and receivables was 4.5 timescurrentliabilities. These ratios compare to 2.4 and 1.2 respectively at theendof fiscal 2007. Total current assets decreased byapproximately$4,220,000 from the previous year end due primarily to a decrease in accounts receivable, inventory and deferredincometaxes of approximately $3,772,000, $1,606,000and $251,000respectively. The decreasewas offsetin part by an increase in cash and cash equivalents of approximately$1,391,000.The decrease in accounts receivable was due primarily to a lower salesvolumein the fourth quarter of fiscal 2008 versus fiscal 2007. Inventory decreased dueto lower production levels in the second half of the current year aftercompletion of the California program. 

Working capital at September 30, 2008was$5,386,039 as compared to $5,949,832 a year ago. The decrease of approximately$564,000was due primarily to a decreasein short-term financing and accounts payable of approximately $1,948,000 and $1,634,000respectively. Inaddition, accounts receivable,inventory and deferredincome taxes decreasedapproximately$3,772,000, $1,606,000 and $251,000 respectively, offset in part by anincreasein cash and cashequivalents ofapproximately $1,391,000. The decrease in accounts receivablewas due primarily to the collection of the higher accounts receivablebalance from the Californiaemissions program order and a lower sales volume in the fourth quarter of fiscal2008. Inventory decreased due to lowerproduction levels in the second half of the current year aftercompletion of the California program. 

The Company has acreditagreement with its financial lender that provides for a securedrevolvingcredit facility of $2,500,000 with interest generally equal to two andonehalf percent per annum plus one month LIBOR. The agreement wasextendedand will expire in February 2010. The agreement is secured by theCompany'saccounts receivable, inventory, equipment and general intangibles. The credit agreement contains affirmativecovenantrequirements, tested on an annual basis, that require the Company tomaintaina tangible net worth of $8,000,000 and a pre-tax interest coverageratioof not less than 3.0 to 1.0. In addition, aborrowingbase addendum generally allows for borrowing based on an amount equaltoeighty five percent of eligible receivables, plus an amount equal tothe lesserof either forty percent of eligible inventory or $1,000,000. Therevolvingcredit facility is subject to a review by the Company's lender in 2010. The Companyhadhad no outstanding borrowings under this loan facility at September 30,2008.The Company violatedthepre-tax interest coverage ratio covenant and the tangible net worthcovenantdue to a loss at September 30, 2008 and obtained a waiver from itsfinanciallender. During fiscal 2009 the Company's business may require ashort-termincrease in inventory and accounts receivables. Whenever there may be arequirement to increase inventory in fiscal 2009 there will be anegative but temporaryimpact on liquidity. As previously noted, management has implementedexpense reductions during fiscal 2009 in response to the economicdownturn and uncertainty in the markets the Company serves.  TheCompany has reduced headcount, product development, and marketing,administrative and sales related expenses in order to appropriatelymanage its working capital. The Company believes that internallygenerated funds and the revolving line of credit will providesufficient liquidity to meet ongoing working capital requirements.

Off-BalanceSheet Arrangements

Hickokhasno off-balance sheet arrangements (as defined in Regulation S-B Item303paragraph (c)(2)) that have or are reasonably likely to have a materialcurrent or future effect on its financial condition, changes infinancial condition,revenues or expenses, results of operations, liquidity, capitalexpendituresor capital resources.

CriticalAccounting Policies

TheCompanydescribes its significant accounting policies in the notes to theconsolidatedfinancial statements included in the Company's Annual Report on Form10-KSB.However, in response to the SEC's Release No. FR-60, "Cautionary AdviceRegardingDisclosure About Critical Accounting Policies", issued December 12,2001,the Company has identified the policies it believes are most criticaltoan understanding of the Company's financial statements. Sinceapplication of these accounting policies involves the exercise ofjudgment and use of estimates, actual results could differ from thoseestimates.

RevenueRecognition- Revenue is recognized as manufactured items are shipped to customers,legaltitle has passed, and all significant contractual obligations of theCompanyhave been satisfied. Revenue from development contracts is recorded asagreedupon milestones are achieved.

InventoryValuation and Reserves - Inventories are valued at the lower of cost ormarketusing the first-in, first-out (FIFO) method. The Company's business mayrequirean increase in inventory of component parts, work-in-process andfinishedgoods in order to meet anticipated delivery schedules of customers.However,we are responsible for excess and obsolete inventory purchases inexcessof inventory needed to meet customer demand forecasts, as well asinventorypurchases generally not covered by supply agreements, or parts thatbecome obsolete before use in production. If our forecasts change orexcess inventory becomes obsolete, the inventory reserves included inour financial statements may be understated.

DeferredTaxes- Deferred income taxes are provided for temporary differences betweenfinancialand tax reporting in accordance with the provisions of FinancialAccountingStandards Board Statement No. 109, "Accounting for Income Taxes."Significantfactors considered by the Company in estimating the probability of therealizationof deferred taxes include expectations of future earnings and taxableincome,as well as application of tax laws in the jurisdictions in which theCompany operates.

TheCompanydoes not have off-balance sheet arrangements, financing, or otherrelationshipswith unconsolidated entities or persons, also known as "special purposeentities"(SPEs).

Impactof Inflation

Inrecent years, inflation has had a minimal effect on the Company becauseoflow rates of inflation and the Company's policy minimizing theacceptanceof long-term fixed rate contracts without provisions permittingadjustmentfor inflation.

MarketRisk

TheCompanyis exposed to certain market risks from transactions that are enteredintoduring the normal course of business. The Company has not entered intoderivativefinancial instruments for trading purposes. The Company's primarymarketrisks are exposure related to interest rate risk and equity marketfluctuations.The Company's only debt subject to interest rate risk is its revolvingcreditfacility. The Company has no outstanding balance on its revolvingcreditfacility at September 30, 2008, which is subject to a variable rate ofinterest based on the LIBOR rate. As a result, the Company believesthat the marketrisk relating to interest rate movements is minimal. In addition, theCompanymaintains investments in a number of mutual funds from time to time.These funds are subject to normal equitymarket fluctuations. TheCompanybelieves the equity market fluctuation risk is acceptable because thefundscan be sold on demand. Forward-Looking Statements

The foregoingdiscussionincludes forward-looking statements relating to the business of theCompany.These forward-looking statements, or other statements made by theCompany,are made based on management's expectations and beliefs concerningfutureevents impacting the Company and are subject to uncertainties andfactors(including, but not limited to, those specified  below) which aredifficultto predict and, in many instances, are beyond the control of theCompany.As a result, actual results of the Company could differ materially fromthoseexpressed in or implied by any such forward-looking statements. Theseuncertainties and factors include (a) the Company's dependence upon alimited number ofcustomers and the automotive industry, (b) the highly competitiveindustry in which the Company operates, which includes severalcompetitors with greater financial resources and larger salesorganizations, (c) the acceptance in the marketplace of new productsand/or services developed or under development by the Company includingautomotive diagnostic products, fastening systems products andindicating instrument products, (d) the ability of the Company tofurther establish distribution and a customer base in the automotiveaftermarket, and (e) the Company's ability to capitalize on marketopportunities including state automotive emissions programs and OEMtool programs.

----

**ITEM 7. FINANCIAL STATEMENTS**

Thefollowingpages contain the Financial Statements and Supplementary Data asspecifiedfor Item 7 of Part II of Form 10-KSB.

**REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM**

**SHAREHOLDERSAND BOARDOF DIRECTORS****HICKOKINCORPORATED****CLEVELAND,OHIO**

We haveauditedthe accompanying consolidated balance sheet of HICKOK INCORPORATED asofSeptember 30, 2008 and 2007, and the related consolidated statements ofincome, stockholders' equity and comprehensive income, and cash flowsfor each ofthe years in the three-year period ended September 30, 2008. Thesefinancial statements are the responsibility of the Company'smanagement. Our responsibility is to express an opinion on thesefinancial statements based on our audits.

Weconductedour audits in accordance with the standards of the Public CompanyAccountingOversight Board "United States". Those standards require that we planandperform the audit to obtain reasonable assurance that the financialstatementsare free from material misstatement. The Company has determined it isnotrequired to have, nor were we engaged to perform, an audit of itsinternalcontrol over financial reporting. Our audit included consideration ofinternal control over financial reporting as a basis for designingaudit proceduresthat are appropriate in the circumstances but not for the purpose ofexpressingan opinion on the effectiveness of the Company's internal control overfinancialreporting. Accordingly, we express no such opinion. An audit also includesexamining,on a test basis, evidence supporting the amounts and disclosures in thefinancialstatements, assessing the accounting principles used and significantestimatesmade by management, as well as evaluating the overall financialstatementpresentation. We believe that our audits provide a reasonable basis forouropinion.

In ouropinion,the financial statements referred to above present fairly, in allmaterialrespects, the consolidated financial position of Hickok Incorporated asofSeptember 30, 2008 and 2007, and the consolidated results of theiroperationsand their cash flows for each of the years in the three-year periodendedSeptember 30, 2008 in conformity with accounting principles generallyacceptedin the United States of America.

/s/Meaden& Moore, Ltd.

**MEADEN &MOORE, Ltd.****CERTIFIEDPUBLIC ACCOUNTANTS**

**DECEMBER2, 2008****CLEVELAND,OHIO**    

**
**F-1**
**

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**
**CONSOLIDATED BALANCE SHEET**** HICKOKINCORPORATED****SEPTEMBER30**  

**ASSETS**
**
|                                                                                      | **2008**                                         | **2007**   |
|--------------------------------------------------------------------------------------|--------------------------------------------------|------------|
|                                                                                      |                                                  |
| **CURRENTASSETS: **                                                             |                                                  |            |
| Cash and cashequivalents                                                        | $1,992,558                                       | $601,979   |
| Accountsreceivable-lessallowance for                                            | 850,763                                          | 4,623,055  |
|                                                                                      | doubtfulaccountsof $10,000 ($10,000, 2007)  |
| Inventories-lessallowancefor obsolete                                           | 2,979,168                                        | 4,585,552  |
|                                                                                      | inventory of $188,000 ($472,000, 2007)      |
| Deferred incometaxes                                                            | 104,000                                          | 354,900    |
| Prepaidexpenses                                                                 | 92,197                                           | 79,019     |
| Refundable income taxes                                                              | 6,000                                            | -          |
|                                                                                      |                                                  |
|                                                                                      | **Total CurrentAssets **                    | 6,024,686  | 10,244,505 |
|                                                                                      |                                                  |            |
|                                                                                      |                                                  |            |
| **PROPERTY, PLANTANDEQUIPMENT: **                                               |                                                  |            |
| Land                                                                            | 233,479                                          | 233,479    |
| Buildings                                                                       | 1,429,718                                        | 1,461,892  |
| Machinery andequipment                                                          | 2,346,486                                        | 2,524,296  |
|                                                                                      |                                                  |
|                                                                                      | 4,009,683                                        | 4,219,667  |
| Less accumulated depreciation                                                   | 3,266,316                                        | 3,402,339  |
|                                                                                      |                                                  |
|                                                                                      | 743,367                                          | 817,328    |
|                                                                                      |                                                  |            |
| **OTHERASSETS: **                                                               |                                                  |            |
| Deferred incometaxes-lessvaluation   allowance of $978,000($443,000, 2007) | 1,741,200                                        | 1,690,307  |
| Deposits                                                                        | 1,750                                            | 1,750      |
|                                                                                      |                                                  |
|                                                                                      | 1,742,950                                        | 1,692,057  |
|                                                                                      |                                                  |
|                                                                                      |                                                  |            |
|                                                                                      | **TotalAssets **                            | $8,511,003 | $12,753,890 |
|                                                                                      |                                                  |

**
**F-2**
**

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**
**LIABILITIES AND STOCKHOLDERS' EQUITY**
**

20082007**CURRENTLIABILITIES:**Short-termfinancing$-$1,947,700Accounts payable254,4791,888,687Accrued payrollandrelated expenses237,119275,858Accrued expenses81,157110,543Accrued taxesotherthan income65,89271,885Accrued incometaxes--**  TotalCurrentLiabilities**638,6474,294,673**STOCKHOLDERS'EQUITY:**Common shares -parvalue $1.00Class A3,750,000shares authorized, 809,024 shares  issued(782,574shares 2007)793,229766,779Class B1,000,000convertible shares authorized,  475,533sharesissued454,866454,866Contributedcapital1,817,9151,661,527Treasury shares- 15,795 (2008 and 2007)  Class A shares and 20,667 (2008 and 2007)  Class B shares(661,676)(661,676)Retainedearnings5,468,0226,237,721**  TotalStockholders'Equity**7,872,3568,459,217**  TotalLiabilitiesand Stockholders' Equity**$8,511,003$12,753,890

**
**F-3**
**

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**
**CONSOLIDATED STATEMENT OF INCOME****HICKOKINCORPORATED****FOR THEYEARSENDED SEPTEMBER 30**
**
|                                                                       | **2008**                                                         | **2007**    | **2006**    |
|-----------------------------------------------------------------------|------------------------------------------------------------------|-------------|-------------|
|                                                                       |                                                                  |             |             |
| **NET SALES: **                                                  |                                                                  |             |             |
| Productsales                                                     | $11,552,499                                                      | $11,950,863 | $15,130,872 |
| Servicesales                                                     | 517,827                                                          | 569,198     | 746,847     |
|                                                                       |                                                                  |
|                                                                       | **Total NetSales **                                         | 12,070,326  | 12,520,061  | 15,877,719 |
|                                                                       |                                                                  |             |             |
| **COSTS ANDEXPENSES: **                                          |                                                                  |             |             |
| Cost of productsold                                              | 6,802,006                                                        | 7,240,071   | 8,183,500   |
| Cost ofservicessold                                              | 540,896                                                          | 552,313     | 602,659     |
| Productdevelopment                                               | 1,920,851                                                        | 2,020,312   | 1,840,182   |
| Marketing andadministrative                                      | 3,454,382                                                        | 3,630,598   | 4,408,798   |
|                                                                       | expenses                                                    |
| Interestcharges                                                  | 9,974                                                            | 49,477      | 64,582      |
| Otherincome                                                      | (88,091)                                                         | (346,161)   | (299,115)   |
|                                                                       |                                                                  |
| **Total Costs andExpenses **                                     | 12,640,018                                                       | 13,146,610  | 14,800,606  |
|                                                                       |                                                                  |
|                                                                       | **Income (Loss)beforeProvision for Income Taxes **          | (569,692)   | (626,549)   | 1,077,113 |
| **Provision For(RecoveryOf)****   Income Taxes:**** ** |                                                                  |             |             |
| Current                                                          | -                                                                | (106,593)   | 29,000      |
| Deferred                                                         | 200,007                                                          | 114,593     | 244,500     |
|                                                                       |                                                                  |
|                                                                       | 200,007                                                          | 8,000       | 273,500     |
|                                                                       |                                                                  |
| Income (Loss) before                                                  |                                                                  |             |             |
|                                                                       | cumulative effect of change in accountingprinciple****           | $(769,699)  | $(634,549)  | $803,613 |
| Cumulative effect of change                                           |                                                                  |             |             |
|                                                                       | in accounting for stock based compensation, net of tax of$8,000  | -           | 14,863      | - |
|                                                                       |                                                                  |             |             |
|                                                                       | Net Income (Loss)                                                | $(769,699)  | $(649,412)  | $803,613 |
|                                                                       |                                                                  |             |             |
| Income (Loss) per Common                                              |                                                                  |             |             |
|                                                                       | share before cumulative effect of change in accounting principle | $(.62)      | $(.52)      | $.66 |
| Cumulative effect of change                                           |                                                                  |             |             |
|                                                                       | in accounting for stock based compensation, net of tax of$8,000  | -           | (.01)       | - |
|                                                                       |                                                                  |             |
|                                                                       | **NET INCOME (LOSS) PER COMMON SHARE - BASIC**                   | $(.62)      | $(.53)      | $.66 |
|                                                                       |                                                                  |
| Income (Loss) per Common                                              |                                                                  |             |             |
|                                                                       | share assuming dilution:                                         |             |             |  |
| Income (Loss) per Common                                              |                                                                  |             |             |
|                                                                       | share before cumulativeeffect of change in accounting principle  | $(.62)      | $(.52)      | $.64 |
| Cumulative effect of change                                           |                                                                  |             |             |
|                                                                       | in accounting for stock based compensation, net of tax of$8,000  | -           | (.01)       | - |
|                                                                       |                                                                  |             |             |
|                                                                       | **NET INCOME(LOSS)PER****COMMONSHARE - DILUTED**                 | $(.62)      | $(.53)      | $.64 |
|                                                                       |                                                                  |             |
| **WEIGHTEDAVERAGESHARES OF COMMON STOCK OUTSTANDING **           | 1,239,449                                                        | 1,213,984   | 1,211,245   |
|                                                                       |                                                                  |

**
**F-4**
**

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**
**CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY ANDCOMPREHENSIVEINCOME****HICKOKINCORPORATED****FOR THEYEARSENDED SEPTEMBER 30, 2008, 2007, AND 2006**
**
|                                                                                                                               |                                      | **COMMON STOCK - ****$1.00PAR VALUE ** |                   |
|-------------------------------------------------------------------------------------------------------------------------------|--------------------------------------|--------------------------------------------------|-------------------|
|                                                                                                                               | **RETAINED ****EARNINGS ** | **CLASS A **                                | **CLASS B ** | **CONTRIBUTED ****CAPITAL ** | **ACCUMULATEDCOMPREHEN- ****SIVEINCOME** | **TREASURY ****SHARES ** | **TOTAL ** | **COMPREHEN-****SIVEINCOME** |
|                                                                                                                               |                                      |                                                  |                   |  |  |  |  |  |
| **Balance at****September****30,2005**                                                                                        | $6,204,644                           | $756,379                                         | $454,866          | $1,592,942 |         $218,138 | $(661,676) | $8,565,293 | - |
|                                                                                                                               |                                      |                                                  |                   |  |  |  |  |  |
| Unrealized Gain on Investments andReclassificationadjustment for gain/loss included in net earnings (see note 3)(net oftax)   | -                                    | -                                                | -                 | - | (113,269) | - | (113,269) | (113,269) |
|                                                                                                                               |                                      |                                                  |                   |  |  |  |  |  |
| Net Income                                                                                                                    | 803,613                              | -                                                | -                 | - | - | - | 803,613 |  803,613 |
|                                                                                                                               |                                      |
|                                                                                                                               |                                      |                                                  |                   |  |  |  |  |  |
| **Balance at****September****30,2006**                                                                                        | $7,008,257                           | $756,379                                         | $454,866          | $1,592,942 | $104,869 | $(661,676) | $9,255,637 | $690,344 |
|                                                                                                                               |                                      |                                                  |                   |  |  |  |  |  |
|                                                                                                                               |                                      |                                                  |                   |  |  |  |  |  |
| Unrealized Gain on Investments and Reclassificationadjustmentfor gain/loss included in net earnings (see note 3) (net of tax) | -                                    | -                                                | -                 | - | (104,869) | - | (104,869) | (104,869) |
|                                                                                                                               |                                      |                                                  |                   |  |  |  |  |  |
| Sale of Class Ashares underoption                                                                                             | -                                    | 10,400                                           | -                 | 32,320 | - | - | 42,720 | - |
|                                                                                                                               |                                      |                                                  |                   |  |  |  |  |  |
| Cumulative effect of change in accounting for stock basedcompensation                                                         | -                                    | -                                                | -                 | 22,863 | - | - | 22,863 | - |
|                                                                                                                               |                                      |                                                  |                   |  |  |  |  |  |
| Share-based compensation expense                                                                                              | -                                    | -                                                | -                 | 13,402 | - | - | 13,402 | - |
|                                                                                                                               |                                      |                                                  |                   |  |  |  |  |  |
| Dividend of $.10per Class A and B shares                                                                                      | (121,124)                            | -                                                | -                 | - | - | - | (121,124) | - |
|                                                                                                                               |                                      |                                                  |                   |  |  |  |  |  |
| Net Loss                                                                                                                      | (649,412)                            | -                                                | -                 | - | - | - | (649,412) | (649,412) |
|                                                                                                                               |                                      |
| **Balance at September 30, 2007**                                                                                             | $6,237,721                           | $766,779                                         | $454,866          | $1,661,527 | $     - | $(661,676) | $8,459,217 | $(754,281) |
|                                                                                                                               |                                      |                                                  |                   |  |  |  |  |  |
|                                                                                                                               |                                      |                                                  |                   |  |  |  |  |  |
| Sale of Class Ashares underoption                                                                                             | -                                    | 26,450                                           | -                 | 140,559 | - | - | 167,009 | - |
|                                                                                                                               |                                      |                                                  |                   |  |  |  |  |  |
| Share-based compensation expense                                                                                              | -                                    | -                                                | -                 | 15,829 | - | - | 15,829 | - |
|                                                                                                                               |                                      |                                                  |                   |  |  |  |  |  |
| Net Loss                                                                                                                      | (769,699)                            | -                                                | -                 | - | - | - | (769,699) | (769,699) |
|                                                                                                                               |                                      |
| **Balance at September 30, 2008**                                                                                             | $5,468,022                           | $793,229                                         | $454,866          | $1,817,915 | - | $(661,676) | $7,872,356 | $(769,699) |
|                                                                                                                               |                                      |
|                                                                                                                               |                                      |                                                  |                   |  |  |  |  |  |

Seeaccompanyingsummary of accounting policies and notes to financial statements.

**
**F-5**
**

----

**
**CONSOLIDATED STATEMENT OF CASH FLOWS****HICKOKINCORPORATED****FOR THEYEARSENDED SEPTEMBER 30**
**
|                                                                                                                 | **2008**     | **2007**     |  | **2006**     |
|-----------------------------------------------------------------------------------------------------------------|--------------|--------------|--|--------------|
|                                                                                                                 |              |
| **CASH FLOWS FROMOPERATINGACTIVITIES: **                                                                   |              |              |  |              |
| Cash receivedfromcustomers                                                                                 | $15,842,618  | $12,279,389  |  | $12,526,353  |
| Cash paid tosuppliersand  employees                                                                   | (12,576,618) | (13,056,172) |  | (14,412,343) |
| Interestpaid                                                                                               | (28,562)     | (38,328)     |  | (57,144)     |
| Interestreceived                                                                                           | 65,342       | 24,693       |  | 3,448        |
| Income taxes(paid)refunded                                                                                 | (6,000)      | (26,500)     |  | 159          |
|                                                                                                                 |              |
| **Net CashProvidedby (Used in) Operating Activities **                                                     | 3,296,780    | (816,918)    |  | (1,939,527)  |
|                                                                                                                 |              |              |  |              |
| **CASH FLOWS FROMINVESTINGACTIVITIES:**                                                                         |              |              |  |              |
| Capitalexpenditures                                                                                        | (127,510)    | (150,142)    |  | (93,773)     |
| Proceeds onsale ofassets                                                                                   | 2,000        | -            |  | 774          |
| Purchase ofshort-terminvestments                                                                                | -            | (900,247)    |  | -            |
| Sale ofshort-terminvestments                                                                               | -            | 1,886,627    |  | 1,400,000    |
|                                                                                                                 |              |
| **NetCash Provided by (Used in) Investing Activities **                                                    | (125,510)    | 836,238      |  | 1,307,001    |
|                                                                                                                 |              |              |  |              |
| **CASH FLOWS FROMFINANCINGACTIVITIES: **                                                                   |              |              |  |              |
| Short-term borrowings                                                                                           | 888,000      | 4,940,200    |  | 6,207,000    |
| Payments onshort-termborrowings                                                                            | (2,835,700)  | (4,340,500)  |  | (5,659,000)  |
| Sale of Class A shares under option                                                                             | 167,009      | 42,720       |  | -            |
| Dividends paid                                                                                                  | -            | (121,124)    |  | -            |
|                                                                                                                 |              |
| **Net CashProvidedby (Used in) Financing Activities **                                                     | (1,780,691)  | 521,296      |  | 548,000      |
|                                                                                                                 |              |
|                                                                                                                 |              |              |  |              |
| **Increase(Decrease)in Cash and Cash Equivalents **                                                        | 1,390,579    | 540,616      |  | (84,526)     |
|                                                                                                                 |              |              |  |              |
| **Cash and CashEquivalentsat Beginning of Year **                                                          | 601,979      | 61,363       |  | 145,889      |
|                                                                                                                 |              |
| **Cash and CashEquivalentsat End of Year **                                                                | $1,992,558   | $601,979     |  | $61,363      |
|                                                                                                                 |              |
|                                                                                                                 |              |              |  |              |
| See accompanyingsummaryof accounting policies and notes to financial statements.       |

**
**F-6**

****
**
|                                                                                                                                    | **2008**    | **2007**   | **2006**     |
|------------------------------------------------------------------------------------------------------------------------------------|-------------|------------|--------------|
|                                                                                                                                    |             |
| **RECONCILIATIONOFNET INCOME TO NET CASHPROVIDED BY OPERATING ACTIVITIES: **                                                  |             |            |              |
|                                                                                                                                    |             |            |              |
| Net Income(Loss)                                                                                                                   | $(769,699)  | $(649,412) | $803,613     |
| **  ADJUSTMENTSTO RECONCILE NET INCOME TO NET   CASH PROVIDED BY OPERATING ACTIVITIES:**                       |             |            |              |
|   Depreciation                                                                                                           | 196,490     | 221,160    | 237,291      |
|    Dividends reinvested                                                                                                  | -           | (45,008)   | (69,783)     |
|    Gain on disposal of investments                                                                                       | -           | (251,543)  | (202,014)    |
|   (Gain)Losson disposal of assets                                                                                        | 2,981       | 2,075      | 77           |
|    Cumulative effect of change in accounting     principle                                                | -           | 22,863     | -            |
|    Share-based compensation expense                                                                                      | 15,829      | 13,402     | -            |
|    Deferred income taxes                                                                                                 | 200,007     | 106,593    | 244,500      |
|    **CHANGESIN ASSETS AND LIABILITIES:**                                                                                 |             |            |              |
|    Decrease(Increase)in accounts receivable                                                                              | 3,772,292   | (240,672)  | (3,351,366)  |
|    Decrease(Increase)in inventories                                                                                      | 1,606,384   | (822,478)  | (78,445)     |
|    Decrease(Increase)in prepaid expenses                                                                                 | (13,178)    | (17,270)   | (19,605)     |
|    Decrease(Increase)in refundable income     taxes                                                  | (6,000)     | -          | -            |
|    Increase(Decrease)in accounts payable                                                                                 | (1,634,208) | 1,523,985  | 59,545       |
|    Increase(Decrease)in accrued payroll and     related expenses                                          | (38,739)    | (390,195)  | 405,961      |
|    Increase(Decrease)in other accrued     expenses and accrued taxes other than     income | (35,379)    | (157,325)  | 1,540        |
|    Increase(Decrease)in accrued income     taxes                                                          | -           | (133,093)  | 29,159       |
|                                                                                                                                    |             |
|    TotalAdjustments                                                                                                      | 4,066,479   | (167,506)  | (2,743,140)  |
|                                                                                                                                    |             |
|                                                                                                                                    |             |            |              |
|    **NetCashProvided by (Used in) Operating      Activities**                                             | $3,296,780  | $(816,918) | $(1,939,527) |
|                                                                                                                                    |             |
|                                                                                                                                    |             |            |              |
|                                                                                                                                    |             |            |              |
|                                                                                                                                    |             |            |              |

**
**F-7**
**

----

**
**F-8**

**NOTESTOCONSOLIDATED FINANCIAL STATEMENTS****HICKOKINCORPORATED****SEPTEMBER30, 2008, 2007 AND 2006**
**

**1. NATURE OF OPERATIONS**

HickokIncorporatedand its wholly-owned domestic subsidiaries ("Company") develop andmanufactureproducts used by companies in the transportation and emissions testingindustries.Among the products are indicators and gauges sold to companies inaircraftand locomotive markets. On a much larger scale, the Companymanufacturesdiagnostic equipment used by technicians to test the various electronicsystemsin automobiles and trucks, and emissions testing equipment specified byvariousstates for testing vehicle emissions. Also within the automotive segment, the Company manufacturesequipmentto control the nut running process in assembly plants. The Companyservesthe automotive, locomotive and general aviation markets predominatelyinNorth America. Sales in the Company's principal product classes, as apercent of consolidated sales, are as follows:

 **Product Classes         ****2008****2007****2006**Automotive TestEquipment  85.1% 85.1% 86.4%FasteningSystems 0.10.0 .9IndicatingInstruments 14.814.912.7**Total ** 100.0% 100.0% 100.0%

Currentoperatingproperties consist of a manufacturing plant in Greenwood, Mississippi,anda corporate headquarters, marketing and product development facility inCleveland,Ohio.

**2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES**

*Principlesof Consolidation :*Theconsolidatedfinancial statements include the accounts of Hickok Incorporated anditswholly-owned domestic subsidiaries. Significant intercompanytransactionsand balances have been eliminated in the financial statements.

*Concentration ofCredit Risk :*TheCompanysells its products and services primarily to customers in the UnitedStatesof America and to a lesser extent overseas. All sales are made inUnitedStates of America dollars. The Company extends normal credit terms toits customers. Customers inthe automotive industry comprise 66% of outstanding receivables at September 30, 2008 (95% in 2007).Salesto two customers approximated $878,000 and $6,395,000 (2008), $3,683,000and$3,620,000 (2007), $7,100,000 and $147,000(2006),and accounts receivable to these customers amounted to approximately $128,000 and $191,000(2008), $1,552,000and$3,042,000 (2007).

*Use of Estimatesin thePreparation of Financial Statements :*Thepreparationof financial statements in conformity with generally acceptedaccountingprinciples requires management to make estimates and assumptions thatmayaffect the reported amounts of certain assets and liabilities anddisclosureof contingencies at the date of the financial statements, and thereportedamounts of revenue and expenses during the reporting period. Actualresultscould differ from those estimates.

*RevenueRecognition :*TheCompanyrecords sales as manufactured items are shipped to customers on an FOBshippingpoint arrangement, at which time title passes and the earnings processiscomplete. The Company primarily records service sales as the items arerepaired.The customer does not have a right to return merchandise unlessdefectiveor warranty related and there are no formal customer acceptanceprovisions.Sales returns and allowances were immaterial during each ofthethree years in the period ending September 30, 2008. 

*ProductWarranties :*The Company warrants certain products against defects forperiodsranging primarily from 12 to 48months.The Company's estimated future warranty claims is included in"Accruedexpenses" and are as follows:

|                    | **2008**                | **2007**  | **2006** |
|--------------------|-------------------------|-----------|----------|
|                    |                         |
| Balance October 1  | $13,764                 | $20,855   | $52,246  |
|                    | Current year provisions | 99,307    | 53,208   | 6,470 |
|                    | Expenditures            | (107,431) | (60,299) | (37,861) |
|                    |                         |           |          |  |
| BalanceSeptember30 | $5,640                  | $13,764   | $20,855  |
|                    |                         |           |
|                    |                         |           |          |

*Cash and CashEquivalents :*Forpurposesof the Statement of Cash Flows, the Company considers all highly liquiddebtinstruments purchased with a maturity of three months or less to becash equivalents.From time to time the Company maintains cash balances in excess of theFDIClimits. The cash balance at September 30, 2008 and 2007 amounted to $1,992,558 and $601,979,respectively.

*Short-termInvestments :*Investmentswere comprised of marketable securities in the formof mutual funds. Marketable securities were classified asavailable-for-saleand were recorded at their fair market value. Unrealized gains orlosses resulting from changes in fair value were recorded as acomponent of comprehensiveincome (loss). During fiscal2007all short-term investments were sold.

*AccountsReceivable:*TheCompanyestablishes an allowance for doubtful accounts based upon factorssurroundingthe credit risk of specific customers, historical trends and otherinformation.

*Inventories :*Inventoriesare valued at the lower of cost (first-in, first-out) or market andconsistof:**2008****2007**Raw materialsandcomponent parts $2,165,511$2,801,869Work-in-process 234,5001,260,911Finishedproducts 579,157522,772$2,979,168$4,585,552

*Property,Plant and Equipment :*Property,plantand equipment are carried at cost. Maintenance and repair costs areexpensedas incurred. Additions and betterments are capitalized. Thedepreciationpolicy of the Company is generally as follows:

**Class ****Method ****Estimated Useful Lives **Buildings Straight-line 10 to 40 years Machinery and equipment Straight-line 3 to 10 years Tools and dies Straight-line 3 years 

Depreciationamounted to $196,490 (2008),$221,160(2007), and $237,291 (2006).

*Valuationof Long-Lived Assets :*Long-livedassetssuch as property, plant and equipment and software are reviewed forimpairmentwhenever events or changes in circumstances indicate that the carryingamountmay not be recoverable. If the total of the expected futureundiscountedcash flows is less than the carrying amount of the asset, a loss isrecognizedfor the difference between the fair value and carrying value of theasset.

*Shipping andHandlingCosts :*Shippingandhandling costs are classified as cost of product sold.

*AdvertisingCosts:*Advertisingcosts are expensed as incurred and amounted to $41,337 (2008),$37,519 (2007)and $60,327 (2006).

*IncomeTaxes :*TheCompanyrecords income taxes under the provisions of Financial AccountingStandardsBoard Statement No. 109, "Accounting for Income Taxes."

*Reclassifications :*Certain 2007 balances have beenreclassifiedto agree with 2008 presentation.

*Incomeper Common Share :*Income percommonshare information is computed on the weighted average number of sharesoutstandingduring each period as disclosed in Note 9.

In February 2007, the Financial Accounting Standards BoardissuedSFAS No. 159, Fair Value Option for Financial Assets and FinancialLiabilities- Including an Amendment of FASB Statement No. 115. This statementpermitsan entity to choose to measure many financial instruments and certainotheritems at fair value. The fair value option established by SFAS No. 159permitsentities to choose to measure eligible items at fair value at specifiedelectiondates. Unrealized gains and losses on items for which the fair valueoption has been elected are to be recognized in earnings at eachsubsequent reportingdate. The Company will adopt this pronouncement effective October 1,2008.The Company does not anticipate any material impact to its financialconditionor results of operations due to the adoption of SFAS No. 159.

In September 2006,theSEC staff issued Staff Accounting Bulletin Topic 1N, FinancialStatements- Considering the Effects of Prior Year Misstatements when QuantifyingMisstatements in Current Year Financial Statements (SAB 108). SAB 108provides guidance on how prior year misstatements should be evaluatedwhen determining the materialityof misstatements in the current year financial statements. SAB 108requiresmateriality to be determined by considering the effect of prior yearmisstatementson both the current year balance sheet and income statement, withconsiderationof their carryover and reversing effects. SAB 108 also addresses how tocorrectmaterial misstatements. The Company adopted the provisions of thisbulletineffective October 1, 2007. The Company did not incur any materialimpactto its financial condition or results of operations due to the adoptionofSAB 108.

**3. SHORT-TERMINVESTMENTSAND COMPREHENSIVE INCOME**

The followingtablesets forth the computation of comprehensive income.

|                                                                                                                             |  | **2008**   | **2007**   | **2006**  |
|-----------------------------------------------------------------------------------------------------------------------------|--|------------|------------|-----------|
|                                                                                                                             |  |            |
| **Net Income(Loss)  **                                                                                            |  | $(769,699) | $(649,412) | $803,613  |
| Unrealized gainoninvestments (net of tax) of $-0- in 2008, $-0-in 2007and $15,758 in 2006                              |  | -          | -          | 30,590    |
|                                                                                                                             |  |            |            |           |
| Reclassificationadjustmentfor gain included in net earnings (net of tax) of $-0- in 2008, $54,000in2007 and $74,109 in 2006 |  | -          | (104,869)  | (143,859) |
|                                                                                                                             |  |            |
| **ComprehensiveIncome(Loss) **                                                                                         |  | $(769,699) | $(754,281) | $690,344  |
|                                                                                                                             |  |            |
|                                                                                                                             |  |            |            |           |
| **Gains(Losses): **                                                                                                    |  |            |            |           |
| Gross realizedgains                                                                                                    |  | $-         | $251,543   | $202,014  |
| Gross realized losses                                                                                                       |  | -          | -          | -         |
|                                                                                                                             |

**4. SHORT-TERMFINANCING**

The Company has asecuredcredit agreement of $2,500,000 with its financial lender. The agreementexpiresin February 2010 and requires interest charges generally equal to twoandone half percent per annum plus one month LIBOR. The agreement issecuredby the Company's accounts receivable, inventory, equipment and generalintangibles.The credit agreementcontains affirmativecovenantrequirements, tested on an annual basis, that require the Company tomaintaina tangible net worth of $8,000,000 and a pre-tax interest coverageratioof not less than 3.0 to 1.0. In addition, a borrowing baseaddendumgenerally allows for borrowing based on an amount equal to eighty fivepercentof eligible receivables, plus an amount equal to the lesser of eitherfortypercent of eligible inventory or $1,000,000. The Company had nooutstandingborrowings under this loan facility at September 30, 2008 and$1,947,700at September 30, 2007. The Company violatedthepre-tax interest coverage ratio covenant and the tangible net worthcovenantdue to a loss at September 30, 2008 and obtained a waiver from itsfinanciallender. Selected details ofshort-termborrowings are as follows: 

**Amount****Weighted AverageInterest Rate**Balance at September 30, 2008 $-0.0% Average during 2008 $162,0007.4% Maximum during 2008 (month end) $1,732,0007.6% Balance at September30,2007$1,947,7007.6%Average during 2007$577,0007.8%Maximum during 2007(monthend)$1,947,7007.8%

**5. LEASES**

2009$17,86720104502011-2012-**Total **$18,317

Rentalexpenseunder these commitments was $39,231 (2008),$39,810 (2007)and $33,107 (2006).

Afacilityheld under a capital lease has a net book value of $0 at September 30,2008.Future minimum lease payments which extend through 2061 are immaterial.

**6. STOCK OPTIONS**

Under theCompany'sKey Employees Stock Option Plans (collectively the "Employee Plans")theCompensation Committee of the Board of Directors has the authority tograntoptions to Key Employees to purchase up to 47,200 Class A shares, net of granted options.Theoptions are exercisable for up to 10 years. Incentive stock options areavailableat an exercise price of not less than market price on the date theoptionis granted. However, options available to an individual owning morethan10% of the Company's Class A shares at the time of grant must be at aprice not less than 110% of the market price. Non-qualified stockoptions may be issued at such exercise price and on such other termsand conditions as the Compensation Committee may determine. No optionsmay be granted at a priceless than $2.925. All options grantedunder the EmployeePlansare exercisable at September 30, 2008. 

TheCompany'sOutside Directors Stock Option Plans (collectively the "DirectorsPlans")provide for the automatic grant of options to purchase up to 43,000 shares of Class Acommonstock over a three year period tomembersof the Board of Directors who are not employees of the Company, at thefairmarket value on the date of grant. The options areexercisablefor up to 10 years. All optionsgrantedunder the Directors Plans become fully exercisable on February 21, 2011.

Non-cash compensation expense related tostockoption plans for fiscal years ended September 30, 2008, 2007 and 2006was$15,829, $13,402 and $0 respectively. 

Transactionsinvolvingthe plans are summarized as follows:**Weighted Average ****Exercise ****Weighted Average ****Exercise ****Weighted Average ****Exercise ****2008 ****Price ****2007 ****Price ****2006 ****Price ****OptionShares ****EmployeePlans: **OutstandingOctober1, 93,150$5.00117,450$5.60125,000$6.25  Granted ------ Canceled/expired (5,300)10.50(13,900)10.75(7,550)16.33Exercised (14,450)6.65(10,400)4.11      --Outstanding September30,2008 ($3.13 to $7.13 per share) 73,4004.2893,1505.00117,4505.60ExercisableSeptember30, 73,4004.2893,1505.00117,4505.60**DirectorPlans: **OutstandingOctober1, 51,000$6.6348,000$6.2745,000$7.19Granted 6,00011.006,00010.506,0005.25Canceled/expired (2,000)12.25(3,000)8.50(3,000)18.00Exercised (12,000)5.91      --      --OutstandingSeptember30, 2008 ($3.55 to $11.00 pershare) 43,0007.1851,0006.6348,0006.27ExercisableSeptember30, 31,0006.1439,0006.1936,0006.36

| **Employee Plans**       | **Outstanding**** Stock****Options****Exercisable** | **Weighted****Average****ExercisePrice** | **Weighted****Average****Remaining****Life** |
|--------------------------|----------------------------------------------------------|------------------------------------------|----------------------------------------------|
|                          |
| Range of exercisePrices: |                                                          |                                          |                                              |
| $3.13 - 3.55             | 47,700                                                   | $3.41                                    | 2.4                                          |
| $5.00 - 7.13             | 25,700                                                   | $5.90                                    | .8                                           |
|                          |                                                          |                                          |                                              |
|                          | 73,400                                                   | $4.28                                    |                                              |

| **Directors Plans**      | **Outstanding****Stock****Options** | **Weighted****Average****ExercisePrice** | **Weighted****Average****Remaining****Life** | **Number of****Stock****Options****Exercisable** | **Weighted****Average****Exercise****Price** |
|--------------------------|-------------------------------------|------------------------------------------|----------------------------------------------|--------------------------------------------------|----------------------------------------------|
|                          |
| Range of exerciseprices: |                                     |                                          |                                              |                                                  |                                              |
| $3.55 - 5.25             | 16,000                              | $4.35                                    | 5.1                                          | 14,000                                           | $4.22                                        |
| $6.45 - 8.50             | 15,000                              | $7.35                                    | 4.0                                          | 15,000                                           | $7.35                                        |
| $10.50 -11.00       | 12,000                              | $10.75                                   | 9.0                                          | 2,000                                            | $10.50                                       |
|                          |                                     |                                          |                                              |                                                  |                                              |
|                          | 43,000                              | $7.18                                    |                                              | 31,000                                           | $6.14                                        |

On October 1, 2006, theCompanyadopted Statement of Financial Standards SFAS No. 123(r), Share-BasedPayment,under the modified prospective method for its stock options for bothemployeesand non-employee Directors. The adoption of SFAS No. 123(r) did nothavea significant impact on the Company's operations and are presented as acumulativeeffect of change in accounting principle on the Consolidated StatementofIncome. The Company previously accounted for stock-based compensationplansunder the disclosure only provisions of SFAS 123, which allowed theCompanyto continue to measure compensation costs for those plans using theintrinsicvalue-based method of accounting prescribed by APB Opinion No. 25,"Accountingfor Stock Issued to employees".

Compensation cost forfixed basedawards are measured at the grant date, and the Company uses theBlack-Scholesoption pricing model to determine the fair value estimates forrecognizingthe cost of employee and director services received in exchange for anawardof equity instruments. The Black-Scholes option pricing model requirestheuse of subjective assumptions which can materially affect the fairvalue estimates.Employee stock options are immediately exercisable while Director'sstockoptions are exercisable over a three year period. The fair value ofstockoptions grants to Directors is amortized over the three year vestingperiod.During fiscal year ended September30, 2008and 2007, $15,829 and $13,402 respectively was expensed as share-basedcompensation. Total compensation costs related to nonvestedawards not yet recognized is $14,376 (2009) and $8,878 (2010) and$1,820(2011). The followingweighted-average assumptions were used in theoption pricing model for 2008 and 2007: a risk free interestrateof 5.5% and 6.0%; an expected life of 10 and 10 years; an expected dividendyieldof 1.1% and 1.9%; and a volatility factor of .37 and .37.

Prior toadoptingthe provisions of SFAS 123(r), the Company adopted the disclosure only provisions of SFAS123,which allowed a company to measure compensation costs for those plansusingthe intrinsic value-based method of accounting prescribed by APBOpinion No.25, Accounting for Stock Issued to Employees. The Company elected tofollowAPB Opinion No. 25 and related interpretations in accounting for itsstockoptions for both employees and non-employee Directors. Compensationcostsfor stock based awards is measured by the excess, if any, of the fairmarketvalue price at the grant date of the underlying stock over the amounttheindividual is required to pay for exercising the stock based award.Compensationcost for fixed based awards are measured at the grant date, and theCompanyused the Black-Scholes option pricing model to determine the fair valueestimatesfor disclosure purposes. The Black-Scholes option pricing modelrequires the use of subjective assumptions which can materially affectthe fair valueestimates. The following weighted-average assumptions were used in the option pricing model for 2006: a risk free interest rate of 6.0%; an expectedlifeof 8 years; an expected dividend yield of 0.0%; and a volatility factor of .35.

Hadcompensationcost for fixed price stock options granted in 2006 been determinedusingthe fair value method, pro forma net income (loss) and earnings (loss)pershare would have been as follows:

**2006**Net Income(Loss) - as reported$803,613Deduct: Totalstockbased employee and Director compensation expense determined under fairvaluebased method for all awards, net of related tax effects12,047- proforma $791,566Basic Income(Loss)per share- as reported$.66Diluted Income(Loss)per share- as reported$.64Basic Income(Loss)per share - proforma $.65Diluted Income(Loss)per share- proforma $.64

The effects of applying FAS No. 123 in this pro formadisclosureare not necessarily indicative of future amounts.

**7. CAPITAL STOCK, TREASURY STOCK, AND CONTRIBUTED CAPITAL**

Unissuedsharesof Class A common stock (571,266 and599,016shares in 2008 and 2007 respectively) are reserved for theshare-for-shareconversion rights of the Class B common stock and stock options undertheEmployee Plans and the Directors Plans (see note 6). The Class A shareshaveone vote per share and the Class B shares have three votes per share,exceptunder certain circumstances such as voting on voluntary liquidation,saleof substantially all the assets, etc. Dividends up to $.10 per year,noncumulative,must be paid on Class A shares before any dividends are paid on Class Bshares.

**8. INCOME TAXES**

Areconciliation ofthe provision (recovery) of income taxes to the statutory Federalincometax rate is as follows:**2008****2007****2006**Income (Loss)BeforeProvision for Income Taxes $(569,692)$(626,549)$1,077,113Statutory rate 34%34%34%(193,695)(213,027)366,218Permanentdifferences (46,000)(14,600)9,900Research anddevelopmentcredit - net (98,800)(100,300)(93,400)Valuation allowance535,000443,000-Adjustment to accrued income taxes-(106,600)-Other 3,502(473)(9,218)$200,007$8,000$273,500 Deferredtax assets (liabilities) consist of the following:

**2008****2007****Current: **Inventories $62,300$162,900Bad debts3,4003,400Accruedliabilities 65,30076,200Prepaidexpense (27,000)(23,600)Net operating losscarryforward-136,000Total currentdeferredincome taxes104,000354,900**Noncurrent: **Depreciationandamortization 177,300209,700Research anddevelopmentand other credit carryforwards 1,556,0001,403,200Net operatinglosscarryforward726,800435,100Contribution carryforward241,400       65,900       Directors stockoptionplan 17,70012,300Other-7,107  2,719,2002,133,307Valuation allowance(978,000)  (443,000)  Total long-term deferred income taxes1,741,200  1,690,307  **  Total **$1,845,200$2,045,207

 In July 2006,theFinancial Accounting Standards Board issued Interpretation No. 48,Accountingfor Uncertainty in Income Taxes. The Interpretation prescribes arecognitionthreshold and measurement attribute for the financial statementrecognitionand measurement of a tax position taken or expected to be taken in atax return.The Interpretation also providesguidanceon derecognition, classification, interest and penalties, accounting ininterimperiods, disclosure and transition. The Company adopted the provisionsofInterpretation No. 48 effectiveOctober1, 2007. The Company did not incur any material impact to its financialconditionor results of operations due to the adoption of InterpretationNo.48.

The Company has available a net operatinglosscarryforward of approximately $2,140,000 and a contribution carryforward ofapproximately$710,000. Thenet operating loss and research and development credit carryforwardswillbegin to expire in 2015. The valuation allowance was increased in 2008dueto additional losses and an increased likelihood of tax creditsexpiringbefore being utilized.

The Company'sabilityto realize the entire benefit of its deferred tax assets requires thattheCompany achieve certain future earning levels prior to the expirationofits net operating loss and research and development creditcarryforwards. The Company could be required to record an additionalvaluation allowance of its deferred tax assets if market conditionscontinue to deteriorate andfuture earnings are below, or projected to be below, its currentestimates. Because of the uncertainties involved with this significantestimate, itis reasonably possible that the Company's estimate may change in thenearterm.

**9. EARNINGS PER COMMON SHARE**

The followingtablesets forth the computation of basic and diluted earnings per share.**2008****2007****2006****Basic Income (Loss) Per Share **Income (Loss)availableto common stockholders $(769,699)$(649,412)$803,613Sharesdenominator 1,239,4491,213,9841,211,245Per shareamount $(.62)$(.53)$.66**Effect of Dilutive Securities **Average sharesoutstanding 1,239,4491,213,9841,211,245Stockoptions --34,9371,239,4491,213,9841,246,182**Diluted Income (Loss) Per Share **Income (Loss)availableto common stockholders $(769,699)$(649,412)$803,613Per shareamount $(.62)$(.53)$.64

**10. EMPLOYEE BENEFIT PLANS**

TheCompanyhas a formula based profit sharing bonus plan for officers and keyemployees.For fiscal years ended September 30, 2008 and 2007, the formulaproducedno bonus distribution.In addition theBoardof Directors approved an additional bonus plan for fiscal year endedSeptember30, 2006. The bonus distribution was determined by the CompensationCommitteeof the Board of Directors. For fiscal year ended September 30, 2006,bonusexpense amounted to approximately $575,000.

TheCompanyhas a 401(k) Savings and Retirement Plan covering all full-timeemployees.Company contributions to the plan, including matching of employeecontributions,are at the Company's discretion. For fiscal years ended September 30,2008,2007 and 2006, the Company made no matching contributions to the plan.

The Companyterminatedits deferred compensation plan during 2006 which permitted selectedmanagementand highly compensated employees to make tax deferred contributions intheform of salary reductions. For fiscal year ended September 30, 2006 nodeferralswere allocated by the participants to this plan. The funds weredistributedto the plan participants in February 2006.The Companydoesnot provide any other post retirement benefits to its employees.

**11. SEGMENT AND RELATED INFORMATION**

TheCompanyadopted SFAS No. 131, Disclosures about Segments of an Enterprise andRelatedInformation, which changes the way the Company reports the informationaboutits operating segments.

TheCompany'sfour business units have a common management team and infrastructure.Theindicators and gauges unit has different technologies and customersthanthe other business units. Therefore, the business units have beenaggregatedinto two reportable segments: 1.) indicators and gauges and 2.)automotive related diagnostic tools and equipment. The Company'smanagement evaluates segment performance based primarily on operatingearnings before taxes. Non-operatingitems such as interest income and interest expense are included ingeneralcorporate expenses. Depreciation expense on assets used inmanufacturingare considered part of each segment's operating performance.Depreciation expense on non-manufacturing assets are included ingeneral corporate expenses.

*Indicatorsand Gauges*

Thissegmentconsists of products manufactured and sold primarily to companies intheaircraft and locomotive industry. Within the aircraft market, theprimary customers are those companies that manufacture or servicebusiness and pleasure aircraft. Within the locomotive market,indicators and gauges are sold toboth original equipment manufacturers and to operators of railroadequipment.

*AutomotiveDiagnostic Tools and Equipment*

This segmentconsistsprimarily of products designed and manufactured to support the testingorservicing of automotive systems using electronic means to measurevehicleparameters. These products are sold to OEM's and to the aftermarketusingseveral brand names and a variety of distribution methods. Included inthissegment are products used for state required testing of vehicleemissions.Also included in this segment arefasteningcontrol products used primarily by large manufacturers to monitor andcontrolthe "nut running process" (the controlled tightening of threadedfasteners)in assembly plants. This equipment provides high quality jointcontroland documentation.

*Informationby industry segment is set forth below:***Years EndedSeptember30, ****2008****2007****2006****Net Sales **  Indicators andGauges  $1,790,109 $1,866,095 $2,024,122Automotive Diagnostic Tools and Equipment 10,280,21710,653,96613,853,597 $12,070,326 $12,520,061 $15,877,719**Income (Loss)BeforeProvision for Income Taxes **Indicators andGauges  $173,124 $188,296 $356,615AutomotiveDiagnosticTools and Equipment 778,789468,2382,448,525GeneralCorporateExpenses (1,521,605)(1,283,083)(1,728,027) $(569,692) $(626,549) $1,077,113

*AssetInformation:***Years EndedSeptember30, ****2008****2007****IdentifiableAssets ** Indicators andGauges  $879,766 $779,534Automotive Diagnostic Tools and Equipment 2,940,5178,416,846Corporate4,690,7203,557,510 $8,511,003 $12,753,890

*GeographicalInformation :*

Includedinthe consolidated financial statements are the following amounts relatedtogeographic locations:**Years EndedSeptember30, ****2008****2007****2006****Revenue: **United StatesofAmerica $11,821,904$12,245,924$14,518,239Australia31,54148,88833,629Canada 147,908125,658684,225England55,472382-Germany8,64589,358617,857Other foreigncountries 4,8569,85123,769$12,070,326$12,520,061$15,877,719

Allexportsales to Australia, Canada, England, Germany and other foreigncountries aremade in United States of America Dollars.

**13. QUARTERLY DATA (UNAUDITED)**

**First****Second****Third****Fourth****Net Sales **2008 $7,241,412$1,699,468$1,704,816$1,424,6302007 2,191,6301,540,9522,817,2355,970,2442006 2,703,2243,613,4014,221,1595,339,935**GrossProfit **2008 3,314,079438,084437,612537,6492007 757,496387,2741,108,3342,474,5732006 1,227,9511,316,0352,000,2992,547,275Income (Loss) beforecumulative effect ofchange in accounting principle20081,108,889(474,456)(535,657)(868,475)2007(375,881)(741,416)31,321451,4272006104,503(105,972)293,975511,107**Net Income(Loss) **2008 1,108,889(474,456)(535,657)(868,475)2007 (1)(390,744)(741,416)31,321451,4272006 104,503(105,972)293,975511,107Income (Loss) per Common Share before cumulative effect ofchangein accounting principleBasic2008.90(.38)(.43)(.71)2007(.31)(.61).02.382006.09(.09).24.42Diluted2008.85(.38)(.43)(.66)2007(.31)(.61).02.382006.08(.09).24.41**Net Income(Loss)per Common Share ****Basic **2008 .90(.38)(.43)(.71)2007 (.32)(.61).02.382006 .09(.09).24.42**Diluted **2008 .85(.38)(.43)(.66)2007 (.32)(.61).02.382006   .08(.09).24.41(1)Thefirst quarter 2007 includes a $14,863 charge from a change inaccountingfor stock-based compensation, net of tax of $8,000.

**SELECTEDFINANCIAL DATA**

**
**FORTHE YEARS ENDED SEPTEMBER 30**
**
|                                 | **2008**                                                  | **2007** | **2006** | **2005** | **2004** |
|---------------------------------|-----------------------------------------------------------|----------|----------|----------|----------|
|                                 |                                                           |
|                                 | (In Thousands of Dollars, except per share amounts)  |
|                                 |                                                           |          |          |          |          |
| Net Sales                  | $                                                    | 12,070   | $   | 12,520   | $   | 15,878 | $  | 9,671 | $  | 15,721 |
|                                 |                                                           |          |          |          |          |
| Net Income(Loss)           | $                                                    | (770)    | $   | (649)    | $   | 804 | $  | (1,574) | $  | 660 |
|                                 |                                                           |          |          |          |          |
| WorkingCapital             | $                                                    | 5,386    | $   | 5,950    | $   | 6,790 | $  | 6,127 | $  | 7,654 |
|                                 |                                                           |          |          |          |          |
| TotalAssets                | $                                                    | 8,511    | $   | 12,754   | $   | 12,107 | $  | 10,373 | $  | 11,715 |
|                                 |                                                           |          |          |          |          |
| Long-termDebt              | $                                                    | -0-      | $   | -0-      | $   | -0- | $  | -0- | $  | -0- |
|                                 |                                                           |          |          |          |          |
| TotalStockholders'Equity   | $                                                    | 7,872    | $   | 8,459    | $   | 9,256 | $  | 8,565 | $  | 10,106 |
|                                 |                                                           |          |          |          |          |
| Net Income(Loss)Per Share  | $                                                    | (.62)    | $   | (.53)    | $   | .66 | $  | (1.30) | $  | .54 |
|                                 |                                                           |          |          |          |          |
| DividendsDeclared          |                                                           |          |          |          |          |
|                                 |                                                           |          |          |          |          |
| Per Share:                 |                                                           |          |          |          |          |
|                                 |                                                           |          |          |          |          |
| Class A                    | $                                                    | -0-      | $   | .10      | $   | -0- | $  | .10 | $  | -0- |
|                                 |                                                           |          |          |          |          |
| Class B                    | $                                                    | -0-      | $   | .10      | $   | -0- | $  | .10 | $  | -0- |
|                                 |                                                           |          |          |          |          |
| Stockholders'Equity        |                                                           |          |          |          |          |
|                                 |                                                           |          |          |          |          |
| Per Share:                 | $                                                    | 6.31     | $   | 6.92     | $   | 7.64 | $  | 7.07 | $  | 8.30 |
|                                 |                                                           |          |          |          |          |
| Return onSales             | (6.4%)                                                    | (5.2%)   | 5.1%     | (16.3%)  | 4.2%     |
|                                 |                                                           |          |          |          |          |
| Return onAssets            | (7.2%)                                                    | (5.2%)   | 7.2%     | (14.3%)  | 6.0%     |
|                                 |                                                           |          |          |          |          |
| Return onEquity            | (9.4%)                                                    | (7.3%)   | 9.0%     | (16.9%)  | 6.7%     |
|                                 |                                                           |          |          |          |          |
| Closing StockPrice         | $                                                    | 9.00     | $   | 12.75    | $   | 5.90 | $  | 4.80 | $  | 5.30 |
|                                 |                                                           |          |          |          |          |

**ITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ONACCOUNTINGAND FINANCIAL DISCLOSURE**

NotApplicable.  

**ITEM8A(T). CONTROLS AND PROCEDURES**

As of September 30, 2008,an evaluationwas performed, under the supervision and with the participation of theCompany'smanagement, including the Company's Chief Executive Officer along withtheCompany's Senior Vice President, Finance and Chief Financial Officer,ofthe effectiveness of the design and operation of the Company'sdisclosurecontrols and procedures. Based upon that evaluation, the Company'smanagement,including the Chief Executive Officer along with the Company's SeniorVicePresident, Finance and Chief Financial Officer, concluded that theCompany's disclosure controls and procedures as definedin Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of1934,as amended ("Exchange Act") were effective as of September 30, 2008 toensurethat information required to be disclosed by the Company in reportsthatit files and submits under the Exchange Act is (1) recorded,processed,summarized and reported, within the time periods specified in theCommission'srules and forms, and (2) is accumulated and communicated to theCompany'smanagement, including its principal executive and principal financialofficer,as appropriate to allow timely decisions regarding required disclosure.Therewere no changes in the Company's internal controls over financialreportingduring the fourth fiscal quarter ended September 30, 2008 that havemateriallyaffected, or are reasonably likely to materially affect the Company'sinternalcontrol over financial reporting.The Company'sinternal control over financial reporting is designed to providereasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external reportingpurposes in accordance with generally accepted accounting principles.The Company's internal control over financial reporting includespolicies and procedures that (1) pertain to maintaining records that,in reasonable detail, accurately and fairly reflect the transactionsanddispositions of the Company assets, (2) provide reasonable assurancethat transactions are recorded as necessary to permit preparation offinancialstatements in accordance with generally accepted accounting principles,andthat the Company's receipts and expenditures are being made only inaccordancewith authorization of the Company's management and directors, and (3)providereasonable assurance regarding prevention or the timely detection ofunauthorized acquisition, use or disposal of the company's assets thatcould have a material effect on the financial statements.

Management,including the Company's ChiefExecutive Officeralong with theCompany's Senior Vice President, Finance and Chief Financial Officer,does not expect that the Company's internal controls will prevent ordetect all errors and all fraud. An internal control system no matterhow well designed and operated can provide only reasonable, notabsolute, assurance that the objectives ofthe system are met. Further, the design of a control system mustreflect the fact that there are resource constraints, and the benefitsof controls must be considered relative to their costs. Because of theinherent limitations in all control systems, no evaluation of controlscan provide absolute assurance that all control issues and instances offraud, if any, within the Company have been detected. These inherentlimitations include the realities that judgments in decision-making canbe faulty, and that breakdowns can occur because of simple error ormistake. Additionally, controls can be circumvented by the individualacts of some persons, collusion of two or more people, orby management override of the control. Also, any evaluation of theeffectiveness of controls in future periods are subject to the riskthat those internal controls may become inadequate because of changesin business conditions, or that the degree of compliance with thepolicies or procedures may deteriorate.

**MANAGEMENT'S REPORT ON INTERNAL CONTROLOVER FINANCIALREPORTING**

The management ofHickok Incorporated is responsible for establishing and maintainingadequate internal control over financial reporting, as such term isdefined in rules 13a-15(f) and 15d-15(f) of the securities Exchange Actof 1934, as amended. Under the supervision and with the participationof management, including theCompany's Chief Executive Officeralong with theCompany's Senior Vice President, Finance and Chief Financial Officer,we conducted anevaluation of the effectiveness of the Company's internal control overfinancialreporting as of September 30, 2008, as required by Rule 13a-15(c) oftheSecurities Exchange Act of 1934, as amended. In making this assessment,weused the criteria set forth in the frameworkin Internal Control-Integrated Framework for Small Public Companies issued by theCommittee of Sponsoring Organizations of the Treadway Commission. Basedon our evaluation under the framework in Internal Control-Integrated Frameworkfor Small Public Companies, our management concluded that our internalcontrol over financial reporting was effective as of September 30, 2008.

This annual reportdoes not include an attestation report of the Company's registeredpublic accounting firm regarding internal control over financialreporting. Management's report was not subject to attestation by theCompany's registered publicaccounting firm pursuant to temporary rules of the Securities andExchange Commission that permit the Company to provide onlymanagement's report in this annual report. 

/s/ R. L. Bauman

R. L. BaumanChief Executive Officer

/s/ G. M. Zoloty

G. M. ZolotyChief Financial Officer

December 2, 2008

**ITEM8B.****OTHER INFORMATION**

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**
**PART III**
**

**ITEM9. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS ANDCORPORATEGOVERNANCE; COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT**

Theinformationrequired by this Item 9as to the Directors of the Company isincorporatedherein by reference to the information set forth under the caption"InformationConcerning Nominees for Directors" in the Company's definitive ProxyStatementfor the Annual Meeting of Shareholders to be held on February 25, 2009,sincesuch Proxy Statement will be filed with the Securities and ExchangeCommissionnot later than 120 days after the end of the Company's fiscal yearpursuant to Regulation 14A. Information required by this Item 9 as to theExecutiveOfficers of the Company is included in Part I of this Annual Report onForm10-KSB. Information required by this Item as to the Audit Committee,theAudit Committee financial expert, the procedures for recommendingnomineesto the Board of Directors and compliance with Section 16(a) of theExchange Act is incorporated herein by reference to the information setforth under the captions "Information Regarding Meetings and Committeesof the Boardof Directors" and "Section 16(a)Beneficial Ownership Compliance" in theCompany's definitive Proxy Statement for the Annual Meeting ofShareholders to be heldon February 25, 2009. 

The Companyhashistorically operated under informal ethical guidelines, under whichtheCompany's principal executive, financial, and accounting officers, areheld accountable. In accordance with these guidelines, the Company hasalwayspromoted honest, ethical and lawful conduct throughout the organizationandhas adopted a written Code of Ethics for the ChiefExecutiveOfficer and Chief Financial Officer.In addition,theCompany adopted and the Board of Directors approved a written Code ofBusiness Conduct for all officers and employees. The Company alsoimplemented a system to address the "Whistle Blower" provision of theSarbanes-Oxley Act of 2002.

**ITEM 10. EXECUTIVECOMPENSATION**

Theinformationrequired by this Item 10 is incorporated by reference to theinformationset forth under the caption "Executive Compensation" in the Company'sdefinitiveProxy Statement for the Annual Meeting of Shareholders to be held onFebruary25, 2009, since such Proxy Statement will be filed with the SecuritiesandExchange Commission not later than 120 days after the end of theCompany'sfiscal year pursuant to Regulation 14A.

**ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS ANDMANAGEMENTAND RELATED STOCKHOLDER MATTERS**

EquityCompensation Plan Information

The following tableprovidesinformation as of September 30, 2008 with respect to compensation plans(includingindividual compensation arrangements) under which Common Stock of theCompanyis authorized for issuance under compensation plans previously approvedandnot previously approved by shareholders of the Company.(a) (b) (c) Plan category Number of securities to be issued upon exercise ofoutstandingoptions, warrants and rights Weighted average exercise price of outstanding options,warrantsand rights Number of securities remaining available for future issuanceunderequity compensation plans (excluding securities reflected in column(a)) 

________________________________________________________________________________Equitycompensationplans approved by security holders 104,400 $4.83 56,200 Equitycompensationplans not approved by security holders    -   -    -       Total  104,400  56,200

Otherinformationrequired by this Item 11 isincorporatedby reference to the information set forth under the captions "PrincipalShareholders"and "Share Ownership of Directors and Officers" in the Company'sdefinitiveProxy Statement for the Annual Meeting of Shareholders to be held onFebruary25, 2009, since such Proxy Statement will be filed with the SecuritiesandExchange Commission not later than 120 days after the end of theCompany'sfiscal year pursuant to Regulation 14A.

**ITEM 12. CERTAINRELATIONSHIPSAND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE**

Theinformationrequired by this Item 12 is incorporated by reference to theinformationset forth under the caption "Transactions with Management" in theCompany's definitive Proxy Statement for the Annual Meeting ofShareholders to be heldon February 25, 2009, since such Proxy Statement will be filed with theSecurities and Exchange Commission not later than 120 days after theend of the Company'sfiscal year pursuant to Regulation 14A.

****

**ITEM 13. EXHIBITS**

(a)(1)FINANCIAL STATEMENTS

The followingConsolidatedFinancial Statements of the Registrant and its subsidiaries areincludedin Part II, Item 7:**PAGE **Report ofIndependentRegistered Public Accounting FirmF-1ConsolidatedBalanceSheet - As of September 30, 2008 and 2007F-2ConsolidatedStatementof Income - Years Ended September 30, 2008, 2007 and 2006F-4ConsolidatedStatementof Stockholders' Equity and Comprehensive Income - Years EndedSeptember30, 2008, 2007 and 2006F-5ConsolidatedStatementof Cash Flows - Years Ended September 30, 2008, 2007 and 2006F-6Notes toConsolidatedFinancial StatementsF-8

(a)(2)FINANCIAL STATEMENT SCHEDULES

ThefollowingConsolidated Financial Statement Schedules of the Registrant and itssubsidiariesare included in Item 13hereof.

SEQUENTIAL PAGE  Report ofIndependentRegistered Public Accounting Firm as toSchedules ScheduleVIII-Valuationand Qualifying Accounts ScheduleIX-Short-termBorrowings 

Allotherschedules for which provision is made in the applicable accountingregulationof the Securities and Exchange Commission are not required under therelatedinstructions or are inapplicable, and therefore have been omitted.

(a)(3)EXHIBITS

Referenceis made to the Exhibit Index set forth herein.

**ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES**

The informationrequiredby this Item 14 is incorporated by reference to the information setforthunder the caption "Independent Public Accountants" in the Company'sdefinitiveProxy Statement for the Annual Meeting of Shareholders to be held onFebruary25, 2009, since such Proxy Statement will be filed with the SecuritiesandExchange Commission not later than 120 days after the end of theCompany's fiscal year pursuant to Regulation 14A.

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**
**SIGNATURES**
**

In accordance withSection13 or 15(d) of the Exchange Act, the Registrant caused this report tobe signedon its behalf by the undersigned, thereunto duly authorized.  HICKOK INCORPORATED   By:/s/ Robert L. Bauman RobertL. Bauman Presidentand Chief Executive OfficerDate:  December 24, 2008 

Inaccordance with the Exchange Act, this report has been signed below bythefollowing persons on behalf of the Registrant and in the capacitiesindicatedand on the 24thday of December, 2008: 

| **SIGNATURE: **        | **TITLE **                                 |
|-----------------------------|-------------------------------------------------|
|                             |                                                 |
| /s/ Janet H. Slade     | Chairman                                   |
| Janet H. Slade         |                                                 |
|                             |                                                 |
|                             |                                                 |
| /s/ Robert L. Bauman   | President and Chief Executive Officer      |
| Robert L. Bauman       | (Principal Executive Officer)              |
|                             |                                                 |
|                             |                                                 |
| /s/ Gregory M. Zoloty  | Senior Vice President and Chief Financial  |
| Gregory M. Zoloty      | Officer                                         |
|                             | (Principal Financial and Accounting Officer)    |
|                             |                                                 |
| /s/ T. Harold Hudson   | Director                                   |
| T. Harold Hudson       |                                                 |
|                             |                                                 |
|                             |                                                 |
| /s/ James T. Martin    | Director                                   |
| James T. Martin        |                                                 |
|                             |                                                 |
|                             |                                                 |
| /s/ Michael L. Miller  | Director                                   |
| Michael L. Miller      |                                                 |
|                             |                                                 |
|                             |                                                 |
| /s/ Jim N. Moreland    | Director                                   |
| Jim N. Moreland        |                                                 |
|                             |                                                 |
|                             |                                                 |
| /s/ Hugh S. Seaholm         | Director                                        |
| Hugh S. Seaholm             |                                                 |

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**
**EXHIBIT INDEX**
**
| **EXHIBIT NO.: ** | **DOCUMENT ** |  |
|------------------------|--------------------|--|

| 3(a)   | Articles of Incorporation and Code of Regulations.*                                                                                                                                                                                                                                     |  |
|-------------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--|
|             |                                                                                                                                                                                                                                                                                              |  |
| 3(b)   | Amendment to Articles of Incorporation (incorporated hereinbyreference to the Company's Annual Report on Form 10-K for the fiscalyearended September 30, 1995, File No. 0-147).                                                                                                         |  |
|             |                                                                                                                                                                                                                                                                                              |  |
| 10(a)(i)    | Promissory NoteModificationAgreement, dated February 7, 2008, by and between the Company andNationalCity Bank effective through February 28, 2010.                                                                                                                                           |  |
|             |                                                                                                                                                                                                                                                                                              |  |
| 10(a)(ii)   | Promissory Note Modification Agreement, dated September 25,2006,by and between the Company and National City Bank (incorporated hereinbyreference to the appropriate exhibit to the Company's Form 8-K as filedwiththe Commission on September 29, 2006) effective through February 28,2008. |  |
|             |                                                                                                                                                                                                                                                                                              |  |
| 10(a)(iii)  | Commercial Note, dated March 27, 2006, by and between theCompanyand National City Bank (incorporated herein by reference to theappropriateexhibit to the Company's Form 8-K as filed with the Commission on March31,2006) effective through February 28, 2007.                               |  |
|             |                                                                                                                                                                                                                                                                                              |  |
| 10(a)(iv)   | Addendum to Commercial Note, dated March 27, 2006, by andbetween theCompanyand National City Bank (incorporated herein by reference to theappropriateexhibit to the Company's Form 8-K as filed with the Commission on March31,2006) effective through February 28, 2007.                    |  |
|             |                                                                                                                                                                                                                                                                                              |  |
| 10(a)(v)    | Borrowing Base Addendum to Commercial Note, dated March 27, 2006,byand between the Company and National City Bank (incorporated herein byreferenceto the appropriate exhibit to the Company's Form 8-K as filed with theCommissionon March 31, 2006) effective through February 28, 2007.    |  |
|             |                                                                                                                                                                                                                                                                                              |  |
| 10(b)  | Hickok Incorporated 1997 Outside Directors Stock Option Plan(incorporatedherein by reference to the appropriate exhibit to the Company'sRegistrationStatement on Form S-8 as filed with the Commission on September 17,1998).                                                           |  |
|             |                                                                                                                                                                                                                                                                                              |  |
| 10(c)  | Hickok Incorporated 1997 Key Employees Stock Option Plan(incorporatedherein by reference to the appropriate exhibit to the Company'sRegistrationStatement on Form S-8 as filed with the Commission on September 17,1998).                                                               |  |
|             |                                                                                                                                                                                                                                                                                              |  |
| 10(d)  | Hickok Incorporated 2000 Outside Directors Stock Option Plan(incorporatedherein by reference to the appropriate exhibit to the Company'sRegistrationStatement on Form S-8 as filed with the Commission on June 6,2001).                                                                 |  |
|             |                                                                                                                                                                                                                                                                                              |  |
| 10(e)  | Hickok Incorporated 2000 Key Employees Stock Option Plan(incorporatedherein by reference to the appropriate exhibit to the Company'sRegistrationStatement on Form S-8 as filed with the Commission on June 6,2001).                                                                     |  |
|             |                                                                                                                                                                                                                                                                                              |  |
| 10(f)       | Hickok Incorporated 2003 Outside Directors Stock Option Plan(incorporatedherein by reference to the appropriate exhibit to the Company'sRegistrationStatement on Form S-8 as filed with the Commission on June 9, 2005).                                                                     |  |
|             |                                                                                                                                                                                                                                                                                              |  |
| 11          | Computation of Net Income Per Common Share.                                                                                                                                                                                                                                             |  |
|             |                                                                                                                                                                                                                                                                                              |  |
| 14          | Hickok IncorporatedFinancialCode of Ethics for the Chief Executive Officer and Specified FinancialOfficers.                                                                                                                                                                                  |  |
|             |                                                                                                                                                                                                                                                                                              |  |
| 21          | Subsidiaries of the Registrant.                                                                                                                                                                                                                                                         |  |
|             |                                                                                                                                                                                                                                                                                              |  |
| 23          | Consent of IndependentRegisteredPublic Accounting Firm.                                                                                                                                                                                                                                 |  |
|             |                                                                                                                                                                                                                                                                                              |  |
| 31.1        | Rule 13a-14(a)/15d-14(a)Certificationbythe Chief Executive Officer.                                                                                                                                                                                                                          |  |
|             |                                                                                                                                                                                                                                                                                              |  |
| 31.2        | Rule 13a-14(a)/15d-14(a)Certificationbythe Chief Financial Officer.                                                                                                                                                                                                                          |  |
|             |                                                                                                                                                                                                                                                                                              |  |
| 32.1        | Certification by the Chief Executive Officer pursuant to 18U.S.C.Section 1350, as adopted pursuant to Section 906 of the Sarbanes-OxleyActof 2002.                                                                                                                                           |  |
|             |                                                                                                                                                                                                                                                                                              |  |
| 32.2        | Certification by the Chief Financial Officer pursuant to 18U.S.C.Section 1350, as adopted pursuant to Section 906 of the Sarbanes-OxleyActof 2002.                                                                                                                                           |  |

*Referenceis made to the Company's basic documents filed as Exhibits 3(a) and3(b)to the Company's Registration Statement on Form S-1, dated September 1,1959,as supplemented by Amendments 1 and 2 thereto, dated respectivelyOctober15, 1959, and October 19, 1959 (the October 15, 1959 amendmentcontainingan Amendment to Articles of Incorporation, dated September 29, 1959)andsuch exhibits are hereby incorporated by reference herein.

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**
**REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM ASTO CONSOLIDATEDSCHEDULES**
**

To theShareholdersand Board of DirectorsHickokIncorporatedCleveland,Ohio

We have audited theconsolidatedfinancial statements of HICKOK INCORPORATED (the "Company") as ofSeptember30, 2008 and 2007, and for each of the years in the three-year periodendedSeptember 30, 2008, and have issued our report thereon dated December 2, 2008; suchconsolidated financial statements and report are included in Part II, Item 7ofthis Form 10-KSB. Our audits also included the consolidated financialstatementschedules ("schedules") of the Company listedinitem 13. These schedules are the responsibility of the Company'smanagement.Our responsibility is to express an opinion based on our audits. In ouropinion,such schedules, when considered in relation to the basic financialstatementstaken as a whole, present fairly in all material respects theinformationset forth therein.    

/s/Meaden& Moore, Ltd.

MEADEN&MOORE, Ltd.CertifiedPublicAccountants  

December 19,2008Cleveland,Ohio

----

```
                                                 HICKOK INCORPORATED                                  SCHEDULE VIII - VALUATION AND QUALIFYING ACCOUNTS           Col. A                    Col. B                   Col. C                    Col. D          Col. E-----------------------             ----------   -------------------------------     -----------    ------------                                                           Additions                                                 -------------------------------                                    Balance at     Charged to        Charged to                        Balance                                    Beginning      Costs and           Other                           at End    Description                     of Period       Expenses          Accounts        Deductions      of Period-----------------------------       ----------    ------------     -------------      -----------    ------------Deducted from Asset Accounts:                                                  Year Ended September 30, 2006                                                  ------------------------------ Reserve for doubtful accounts       $  50,000    $  22,482  (1)    $  4,244 (2)     $   1,726 (3)     $  75,000 Reserve for inventory obsolescence  $ 425,000    $ 337,791         $      -         $  87,761 (4)     $ 675,000Reserve for product warranty        $  52,246    $   6,470         $      -         $  37,861         $  20,855                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    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                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  Valuation allowance deferred taxes  $ 443,000    $ 535,000         $      -         $       -         $ 978,000(1) Classified as bad debt expense. (2) Recoveries on accounts charged off in prior years.(3) Accounts charged off during year as uncollectible.(4) Inventory charged off during the year as obsolete.
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                                              HICKOK INCORPORATED                                         SCHEDULE IX - SHORT-TERM BORROWINGS        Col. A                      Col. B       Col. C        Col. D            Col. E              Col. F       --------                   ----------   ---------   ---------------   --------------   --------------------                                                Weighted    Maximum Amount   Average Amount    Weighted Average                                  Balance at    Average      Outstanding      Outstanding       Interest RateCategory of Aggregate               End of      Interest     During the        During the        During theShort-term Borrowings               Period        Rate          Period           Period (2)       Period (3)------------------------          ----------   ---------   ---------------   --------------   --------------------                                          Year Ended September 30, 2006                                          -----------------------------   Note Payable to Bank           $1,348,000       7.54%       $1,550,000        $ 835,583              7.47%                                          Year Ended September 30, 2007                                          -----------------------------     Note Payable to Bank (1)       $1,947,700       7.69%       $1,947,700        $ 535,575              7.78%                                          Year Ended September 30, 2008                                          -----------------------------   Note Payable to Bank (1)       $        -       7.55%       $1,732,000        $  69,053              7.40%(1) Note payable to bank represents borrowings under a revolving credit facility which expires February 28, 2010.(2) The average amount outstanding during the period was computed by dividing the total of daily outstanding principal balances by 365.(3) The weighted average interest rate during the period was computed by dividing the actual interest by the average short-term debt outstanding.
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