##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, DC 20549
 Form 10-Q
  þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the quarterly period ended March 31, 2011
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the transition period from  to
 Commission file number 0-21018
 TUFCO TECHNOLOGIES, INC.
 (Exact name of registrant as specified in its charter)
 Delaware
    
    39-1723477(State of other jurisdiction 
of incorporation of organization)
    
    (IRS Employer ID No.)
 PO BOX 23500 Green Bay, WI 54305
 (920) 336-0054
  þ o
  o o
  Large accelerated filer o
    
    Accelerated filer o
    
    Non-accelerated filer o
(Do not check if a smaller reporting company)
    
    Smaller Reporting Company þ
 o þ
  Class
    
    Outstanding as of May 13, 2011Common Stock, par value $0.01 per share
    
    4,308,947




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##### 



TUFCO TECHNOLOGIES, INC.
 Index
 PageNumberPART I. FINANCIAL INFORMATIONItem 1. Condensed Consolidated Financial StatementsCondensed Consolidated Balance Sheets as of March 31, 2011 and
September 30, 2010
    
    
    3Condensed Consolidated Statements of Operations for the three and six
months ended March 31, 2011 and 2010
    
    
    4Condensed Consolidated Statements of Cash Flows for the six months
ended March 31, 2011 and 2010
    
    
    5Notes to Condensed Consolidated Financial Statements
    
    
    6Item 2. Managements Discussion and Analysis of Financial Condition and
Results
of Operations
    
    
    10Item 3. Quantitative and Qualitative Disclosures About Market Risk
    
    
    15Item 4 Controls and Procedures
    
    
    15PART II: OTHER INFORMATIONItem 1 Legal Proceedings
    
    
    16Item 1A. Risk Factors
    
    
    16Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
    
    
    16Item 3. Defaults Upon Senior Securities
    
    
    16Item 4. [Removed and Reserved]
    
    
    16Item 5. Other Information
    
    
    16Item 6. Exhibits
    
    
    16SIGNATURES
    
    
    17EX-31.1EX-31.2EX-32.1EX-32.2
   2




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PART I. FINANCIAL INFORMATION
 
 ITEM 1.
    
    Condensed Consolidated Financial Statements
 TUFCO TECHNOLOGIES, INC. AND SUBSIDIARIES
 
 CONDENSED CONSOLIDATED BALANCE SHEETS
 (Unaudited)
 March 31,
    
    
    September 30,2011
    
    
    2010AssetsCURRENT ASSETS:Cash
    
    $
    7,547
    
    
    $
    7,899Accounts receivable-net
    
    
    12,571,920
    
    
    
    14,211,275Inventories-net
    
    
    18,050,107
    
    
    
    14,329,857Prepaid expenses and other current assets
    
    
    257,700
    
    
    
    157,269Income taxes receivable
    
    
    16,343
    
    
    
    16,430Deferred income taxes
    
    
    364,680
    
    
    
    364,680Total current assets
    
    
    31,268,297
    
    
    
    29,087,410PROPERTY, PLANT AND EQUIPMENT-Net
    
    
    18,072,984
    
    
    
    18,640,263GOODWILL
    
    
    7,211,575
    
    
    
    7,211,575OTHER ASSETS-Net
    
    
    136,956
    
    
    
    135,865TOTAL
    
    $
    56,689,812
    
    
    $
    55,075,113Liabilities and Stockholders EquityCURRENT LIABILITIES:Revolving line of credit
    
    $
    6,141,032
    
    
    $
    4,476,736Current portion of note payable
    
    
    251,694
    
    
    
    244,577Accounts payable
    
    
    9,832,069
    
    
    
    9,974,560Accrued payroll, vacation and payroll taxes
    
    
    737,097
    
    
    
    554,967Other current liabilities
    
    
    541,623
    
    
    
    435,167Total current liabilities
    
    
    17,503,515
    
    
    
    15,686,007LONG-TERM PORTION OF NOTE PAYABLE
    
    
    899,315
    
    
    
    1,026,966DEFERRED INCOME TAXES
    
    
    2,223,561
    
    
    
    2,257,071COMMITMENTS AND CONTINGENCIESSTOCKHOLDERS EQUITY:Common stock, $.01 par value - 9,000,000 shares authorized;
4,708,741 shares issued
    
    
    47,087
    
    
    
    47,087Non-voting common stock, $.01 par value  2,000,000 shares
authorized and unissued
    
    
    
    
    
    
    Preferred stock, $.01 par value  1,000,000 shares
authorized and unissued
    
    
    
    
    
    
    Additional paid-in capital
    
    
    25,509,130
    
    
    
    25,497,814Retained earnings
    
    
    12,664,661
    
    
    
    12,717,625Treasury stock - 399,794 common shares at cost
    
    
    (2,157,457
    )
    
    
    (2,157,457
    )Total stockholders equity
    
    
    36,063,421
    
    
    
    36,105,069TOTAL
    
    $
    56,689,812
    
    
    $
    55,075,113
  3




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TUFCO TECHNOLOGIES, INC. AND SUBSIDIARIES
 
 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
 (Unaudited)
 THREE MONTHS ENDED
    
    
    SIX MONTHS ENDEDMarch 31,
    
    
    March 31,2011
    
    
    2010
    
    
    2011
    
    
    2010NET SALES
    
    $
    28,611,305
    
    
    $
    20,874,663
    
    
    $
    52,772,415
    
    
    $
    40,916,719COST OF SALES
    
    
    26,885,917
    
    
    
    19,854,574
    
    
    
    49,944,150
    
    
    
    38,852,403GROSS PROFIT
    
    
    1,725,388
    
    
    
    1,020,089
    
    
    
    2,828,265
    
    
    
    2,064,316OPERATING EXPENSES:Selling, general & administrative
    
    
    1,488,842
    
    
    
    1,356,737
    
    
    
    2,828,759
    
    
    
    2,633,535OPERATING INCOME (LOSS)
    
    
    236,546
    
    
    
    (336,648
    )
    
    
    (494
    )
    
    
    (569,219
    )OTHER (EXPENSE) INCOME:Interest expense
    
    
    (67,900
    )
    
    
    (34,085
    )
    
    
    (132,265
    )
    
    
    (56,616
    )Interest income and other income
    
    
    31,122
    
    
    
    84
    
    
    
    48,287
    
    
    
    15,471INCOME (LOSS) BEFORE INCOME TAXES
    
    
    199,768
    
    
    
    (370,649
    )
    
    
    (84,472
    )
    
    
    (610,364
    )INCOME TAX EXPENSE (BENEFIT)
    
    
    74,513
    
    
    
    (138,252
    )
    
    
    (31,508
    )
    
    
    (227,665
    )NET INCOME (LOSS)
    
    $
    125,255
    
    
    $
    (232,397
    )
    
    $
    (52,964
    )
    
    $
    (382,699
    )BASIC INCOME (LOSS) PER SHARE:Net Income (Loss)
    
    $
    0.03
    
    
    $
    (0.05
    )
    
    $
    (0.01
    )
    
    $
    (0.09
    )DILUTED INCOME (LOSS) PER SHARE:Net Income (Loss)
    
    $
    0.03
    
    
    $
    (0.05
    )
    
    $
    (0.01
    )
    
    $
    (0.09
    )WEIGHTED AVERAGE COMMON SHARES OUTSTANDING:Basic
    
    
    4,308,947
    
    
    
    4,308,947
    
    
    
    4,308,947
    
    
    
    4,308,947Diluted
    
    
    4,309,609
    
    
    
    4,308,947
    
    
    
    4,308,947
    
    
    
    4,308,947
   4




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TUFCO TECHNOLOGIES, INC. AND SUBSIDIARIES
 
 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
 (Unaudited)
 SIX MONTHS ENDEDMarch 31,2011
    
    
    2010OPERATING ACTIVITIESNet loss
    
    $
    (52,964
    )
    
    $
    (382,699
    )Noncash items in net loss:Depreciation and amortization of property, plant and
equipment
    
    
    1,438,822
    
    
    
    1,350,562Deferred income taxes
    
    
    (33,510
    )
    
    
    (271,526
    )Stock-based compensation expense
    
    
    11,316
    
    
    
    13,743Changes in operating working capital:Accounts receivable
    
    
    1,639,355
    
    
    
    (1,596,276
    )Inventories
    
    
    (3,720,250
    )
    
    
    (1,981,612
    )Prepaid expenses and other assets
    
    
    (101,522
    )
    
    
    (139,435
    )Accounts payable
    
    
    (204,506
    )
    
    
    2,035,491Accrued and other current liabilities
    
    
    288,586
    
    
    
    202,003Income taxes receivable
    
    
    87
    
    
    
    Net cash used in operating activities
    
    
    (734,586
    )
    
    
    (769,749
    )INVESTING ACTIVITIESAdditions to property, plant and equipment
    
    
    (809,528
    )
    
    
    (1,487,204
    )Net cash used in investing activities
    
    
    (809,528
    )
    
    
    (1,487,204
    )FINANCING ACTIVITIESNet borrowings of revolving debt
    
    
    1,664,296
    
    
    
    2,257,892Principal payments of note payable
    
    
    (120,534
    )
    
    
    Net cash provided by financing activities
    
    
    1,543,762
    
    
    
    2,257,892NET (DECREASE) INCREASE IN CASH
    
    
    (352
    )
    
    
    939CASH:Beginning of period
    
    
    7,899
    
    
    
    4,092End of period
    
    $
    7,547
    
    
    $
    5,031NONCASH SUPPLEMENTAL INFORMATION:Change in construction payable
    
    $
    62,015
    
    
    $
    9,640
  5




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TUFCO TECHNOLOGIES, INC. AND SUBSIDIARIES
 
 NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
 For the three months and six months ended March 31, 2011 and 2010
 (Unaudited)
 1.
    
    Basis of Presentation
 The accompanying condensed consolidated financial statements have been prepared by Tufco
Technologies, Inc. (the Company) pursuant to the rules and regulations of the Securities
and Exchange Commission (SEC) and, in the opinion of the Company, include all adjustments
necessary for a fair statement of results for each period shown (unless otherwise noted
herein, all adjustments are of a normal recurring nature). Operating results for the three
month and six month periods ended March 31, 2011 are not necessarily indicative of results
expected for the remainder of the year. Certain information and note disclosures normally
included in financial statements prepared in accordance with accounting principles generally
accepted in the United States of America have been condensed or omitted pursuant to such SEC
rules and regulations. The Company believes that the disclosures made are adequate to prevent
the financial information given from being misleading. The Companys fiscal 2010 Annual
Report on Form 10-K contains a summary of significant accounting policies and includes the
consolidated financial statements and the notes to the consolidated financial statements.
The same accounting policies are followed in the preparation of interim reports. The
Companys condensed consolidated balance sheet at September 30, 2010 was derived from the
audited consolidated balance sheet. It is suggested that these condensed consolidated
financial statements be read in conjunction with the audited consolidated financial
statements and notes thereto for the fiscal year ended September 30, 2010.
 2.
    
    Financial Instruments
 Financial instruments consist of cash, receivables, payables, debt, and letters of credit.
Their carrying values are estimated to approximate their fair values unless otherwise
indicated due to their short maturities, variable interest rates plus a margin applicable to the
 credit risk associated with the revolving line of credit and comparable borrowing
costs for equipment loans.
 3.
    
    Earnings Per Share
 Basic earnings per share is computed using the weighted average number of common shares
outstanding. Diluted earnings per share includes common stock equivalents from dilutive
stock options outstanding during the year, the effect of which was 662 shares for the three
months ended March 31, 2011. During the three months ended March 31, 2011 and 2010,
options to purchase 294,625 and 296,650 shares, respectively, were excluded from the diluted
earnings per share computation as the effects of including such options would have been
anti-dilutive. During the six months ended March 31, 2011 and 2010, options to purchase
 296,650 shares were excluded from the diluted earnings per share computation each period as
 the effects of including such options would have been anti-dilutive.
 4.
    
    Inventories
 Inventories consist of the following:
 March 31,
    
    
    September 30,2011
    
    
    2010Raw materials
    
    $
    13,445,659
    
    
    $
    11,368,089Finished goods
    
    
    4,604,448
    
    
    
    2,961,768Total inventories
    
    $
    18,050,107
    
    
    $
    14,329,857
  6




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Notes to condensed consolidated financial statements(continued)
 5.
    
    Goodwill
 As previously disclosed, the Company tests goodwill annually at the reporting unit level for
impairment as of June 30. The operating segments herein also represent the Companys
reporting units for goodwill purposes. The Company uses a discounted cash flow analysis to
estimate reporting unit fair values and also considers multiples of relevant companies. In
determining the fair values of the reporting units, the Company was required to make certain
assumptions and cannot predict what future events may occur that could adversely affect the
reported value of its goodwill. Management noted no indicators of impairment during the
three months ended March 31, 2011 to indicate that the annual goodwill impairment test should
be accelerated. However, there can be no assurance that valuation multiples will not
decline, growth rates will not be lower than expected, discount rates will not increase, or
the projected cash flows of the individual reporting units will not decline.
 6.
    
    Revolving Line of Credit
 On March 15, 2010, the Company entered into an $8.0 million amended and restated unsecured
revolving line of credit facility with a termination date of January 31, 2011. On December
28, 2010, the Company further amended its credit agreement to increase the revolving credit
availability from $8.0 million to $10.0 million, extend its termination date to January 31,
2012 and modify the required levels of after tax net income (or loss) under its financial
covenants for periods commencing December 31, 2010 and thereafter. The Companys revolving
line of credit is classified as a current liability on the accompanying balance sheets
because provisions in the credit agreement include deposit account requirements and a
material adverse effect covenant which is subjective in nature. Borrowings under the new
credit facility bear interest at a rate equal to LIBOR plus 2.50%. The Company is required to
pay a non-usage fee of .50% per annum on the unused portion of the facility.
 Availability under the facility is based upon specified percentages of eligible accounts
receivable and inventory. The credit agreement is unsecured. The credit agreement contains
certain covenants, including requirements to maintain a minimum tangible net worth and net
income (or net loss) within specified levels.
 As of March 31, 2011, the Company had approximately $3.9 million available and $6.1 million
outstanding under its revolving credit line pursuant to its credit agreement.
 7.
    
    Segment Information
 The Company operates in a single industry since it manufactures and distributes custom
paper-based and nonwoven products, and provides contract manufacturing, specialty printing
and related services on these types of products. The Company does, however, separate its
operations and prepares information for management use by the market segment aligned with the
Companys products and services. Corporate costs, such as interest income, interest expense
and income tax expense (benefit) are recorded under
the Corporate and Other segment. Such market segment information is summarized below. The
Contract Manufacturing segment provides services to multinational consumer
products companies while the Business Imaging segment manufactures and distributes printed
and unprinted business imaging paper products for a variety of business needs.
 Substantially all of the Companys revenues are attributed to domestic external customers.
There are no long-lived assets located outside of the United States.
  7




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Notes to condensed consolidated financial statements(continued)
 Three Months Ended
    
    Contract
    
    
    Business
    
    
    CorporateMarch 31, 2011
    
    Manufacturing
    
    
    Imaging
    
    
    and Other
    
    
    ConsolidatedNet sales
    
    $
    22,351,204
    
    
    $
    6,260,101
    
    
    $
    
    
    
    $
    28,611,305Gross profit
    
    
    1,379,321
    
    
    
    346,067
    
    
    
    
    
    
    
    1,725,388Operating income (loss)
    
    
    940,107
    
    
    
    3,868
    
    
    
    (707,429
    )
    
    
    236,546Depreciation and
amortization expense
    
    
    693,329
    
    
    
    29,495
    
    
    
    123
    
    
    
    722,947Capital expenditures
    
    
    438,167
    
    
    
    103,686
    
    
    
    
    
    
    
    541,853
 Three Months Ended
    
    Contract
    
    
    Business
    
    
    CorporateMarch 31, 2010
    
    Manufacturing
    
    
    Imaging
    
    
    and Other
    
    
    ConsolidatedNet sales
    
    $
    15,180,951
    
    
    $
    5,693,712
    
    
    $
    
    
    
    $
    20,874,663Gross profit
    
    
    500,678
    
    
    
    519,411
    
    
    
    
    
    
    
    1,020,089Operating income (loss)
    
    
    110,110
    
    
    
    186,850
    
    
    
    (633,608
    )
    
    
    (336,648
    )Depreciation and
amortization expense
    
    
    626,429
    
    
    
    50,877
    
    
    
    582
    
    
    
    677,888Capital expenditures
    
    
    292,267
    
    
    
    16,966
    
    
    
    
    
    
    
    309,233
 Six Months Ended
    
    Contract
    
    
    Business
    
    
    CorporateMarch 31, 2011
    
    Manufacturing
    
    
    Imaging
    
    
    And Other
    
    
    ConsolidatedNet sales
    
    $
    40,947,964
    
    
    $
    11,824,451
    
    
    $
    
    
    
    $
    52,772,415Gross profit
    
    
    2,195,257
    
    
    
    633,008
    
    
    
    
    
    
    
    2,828,265Operating income (loss)
    
    
    1,357,200
    
    
    
    (3,092
    )
    
    
    (1,354,602
    )
    
    
    (494
    )Depreciation and
amortization expense
    
    
    1,379,065
    
    
    
    59,435
    
    
    
    322
    
    
    
    1,438,822Capital expenditures
    
    
    580,667
    
    
    
    228,861
    
    
    
    
    
    
    
    809,528
 Six Months Ended
    
    Contract
    
    
    Business
    
    
    CorporateMarch 31, 2010
    
    Manufacturing
    
    
    Imaging
    
    
    And Other
    
    
    ConsolidatedNet sales
    
    $
    29,128,370
    
    
    $
    11,788,349
    
    
    $
    
    
    
    $
    40,916,719Gross profit
    
    
    1,178,920
    
    
    
    885,396
    
    
    
    
    
    
    
    2,064,316Operating income (loss)
    
    
    433,029
    
    
    
    250,923
    
    
    
    (1,253,171
    )
    
    
    (569,219
    )Depreciation and
amortization expense
    
    
    1,246,109
    
    
    
    103,278
    
    
    
    1,175
    
    
    
    1,350,562Capital expenditures
    
    
    1,438,425
    
    
    
    48,779
    
    
    
    
    
    
    
    1,487,204
  8




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Notes to condensed consolidated financial statements(continued)
 Contract
    
    
    Business
    
    
    CorporateMarch 31, 2011
    
    Manufacturing
    
    
    Imaging
    
    
    and Other
    
    
    ConsolidatedAssets:Inventories-net
    
    $
    14,770,696
    
    
    $
    3,279,411
    
    
    $
    
    
    
    $
    18,050,107Property, plant and
equipment-net
    
    
    16,058,033
    
    
    
    2,012,409
    
    
    
    2,542
    
    
    
    18,072,984Accounts receivable
and other (including
goodwill)
    
    
    14,146,801
    
    
    
    5,894,394
    
    
    
    525,526
    
    
    
    20,566,721Total assets
    
    $
    44,975,530
    
    
    $
    11,186,214
    
    
    $
    528,068
    
    
    $
    56,689,812
 Contract
    
    
    Business
    
    
    CorporateSeptember 30, 2010
    
    Manufacturing
    
    
    Imaging
    
    
    and Other
    
    
    ConsolidatedAssets:Inventories-net
    
    $
    11,096,525
    
    
    $
    3,233,332
    
    
    $
    
    
    
    $
    14,329,857Property, plant and
equipment-net
    
    
    16,798,025
    
    
    
    1,839,374
    
    
    
    2,864
    
    
    
    18,640,263Accounts receivable
and other (including
goodwill)
    
    
    15,333,831
    
    
    
    6,246,288
    
    
    
    524,874
    
    
    
    22,104,993Total assets
    
    $
    43,228,381
    
    
    $
    11,318,994
    
    
    $
    527,738
    
    
    $
    55,075,113
  9




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ITEM 2.
    
    Managements Discussion and Analysis of Financial Condition and Results of Operations
 Forward Looking Statements
  General Information:
     10




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ITEM 2.
    
    Managements Discussion and Analysis of Financial Condition and Results of
Operations-Continued
 Results of Operations:
 Condensed operating data, percentages of net sales and period-to-period changes in these items are
as follows (dollars in thousands):
 Three Months Ended
    
    
    Period-to-Period
    
    
    Six Months Ended
    
    
    Period-to-PeriodMarch 31,
    
    
    Change
    
    
    March 31,
    
    
    Change2011
    
    
    2010
    
    
    $
    
    
    %
    
    
    2011
    
    
    2010
    
    
    $
    
    
    %Net Sales
    
    $
    28,611
    
    
    $
    20,875
    
    
    $
    7,736
    
    
    
    37
    %
    
    $
    52,772
    
    
    $
    40,917
    
    
    $
    11,855
    
    
    
    29
    %Gross Profit
    
    
    1,725
    
    
    
    1,020
    
    
    
    705
    
    
    
    69
    %
    
    
    2,828
    
    
    
    2,064
    
    
    
    764
    
    
    
    37
    %6.0
    %
    
    
    4.9
    %
    
    
    
    
    
    
    
    
    
    
    5.4
    %
    
    
    5.0
    %Operating Expenses
    
    
    1,489
    
    
    
    1,357
    
    
    
    132
    
    
    
    10
    %
    
    
    2,829
    
    
    
    2,634
    
    
    
    195
    
    
    
    7
    %5.2
    %
    
    
    6.5
    %
    
    
    
    
    
    
    
    
    
    
    5.4
    %
    
    
    6.4
    %Operating Income (Loss)
    
    
    237
    
    
    
    (337
    )
    
    
    574
    
    
    NM
    
    
    
    (1
    )
    
    
    (569
    )
    
    
    568
    
    
    NM0.8
    %
    
    
    (1.6
    %)
    
    
    
    
    
    
    
    
    
    
    0.0
    %
    
    
    (1.4
    %)Interest and Other-Net
    
    
    37
    
    
    
    34
    
    
    
    3
    
    
    
    9
    %
    
    
    84
    
    
    
    41
    
    
    
    43
    
    
    NM0.1
    %
    
    
    0.2
    %
    
    
    
    
    
    
    
    
    
    
    0.2
    %
    
    
    0.1
    %Income (Loss) Before Income Taxes
    
    
    200
    
    
    
    (371
    )
    
    
    571
    
    
    NM
    
    
    
    (84
    )
    
    
    (610
    )
    
    
    526
    
    
    
    (86
    %)0.7
    %
    
    
    (1.8
    %)
    
    
    
    
    
    
    
    
    
    
    (0.2
    %)
    
    
    (1.5
    %)Income Tax Expense (Benefit)
    
    
    75
    
    
    
    (138
    )
    
    
    213
    
    
    NM
    
    
    
    (31
    )
    
    
    (228
    )
    
    
    197
    
    
    
    (86
    %)0.3
    %
    
    
    (0.7
    %)
    
    
    
    
    
    
    
    
    
    
    (0.1
    %)
    
    
    (0.6
    %)Net Income (Loss)
    
    $
    125
    
    
    $
    (232
    )
    
    
    357
    
    
    NM
    
    
    $
    (53
    )
    
    $
    (383
    )
    
    
    330
    
    
    
    (86
    %)0.4
    %
    
    
    (1.1
    %)
    
    
    
    
    
    
    
    
    
    
    (0.1
    %)
    
    
    (0.9
    %)Basic and Diluted Income
(Loss) Per Share
    
    $
    0.03
    
    
    $
    (0.05
    )
    
    
    
    
    
    
    
    
    
    $
    (0.01
    )
    
    $
    (0.09
    )
 
 NM
    =
    Not Meaningful  11




---



##### Table of Contents



ITEM 2.
    
    Managements Discussion and Analysis of Financial Condition and Results of
OperationsContinued
 Three Months EndedMarch 31,2011
    
    
    2010
    
    
    Period-to-Period% of
    
    
    
    
    
    
    % of
    
    
    ChangeAmount
    
    
    Total
    
    
    Amount
    
    
    Total
    
    
    $
    
    
    %Net SalesContract Manufacturing and printing
    
    $
    22,351
    
    
    
    78
    %
    
    $
    15,181
    
    
    
    73
    %
    
    $
    7,170
    
    
    
    47
    %Business Imaging paper products
    
    
    6,260
    
    
    
    22
    
    
    
    5,694
    
    
    
    27
    
    
    
    566
    
    
    
    10
    %Net Sales
    
    $
    28,611
    
    
    
    100
    %
    
    $
    20,875
    
    
    
    100
    %
    
    $
    7,736
    
    
    
    37
    %
 2011
    
    
    2010
    
    
    Period-to-PeriodMargin
    
    
    
    
    
    
    Margin
    
    
    ChangeAmount
    
    
    %
    
    
    Amount
    
    
    %
    
    
    $
    
    
    %Gross ProfitContract Manufacturing and printing
    
    $
    1,379
    
    
    
    6
    %
    
    $
    501
    
    
    
    3
    %
    
    $
    878
    
    
    
    175
    %Business Imaging paper products
    
    
    346
    
    
    
    6
    %
    
    
    519
    
    
    
    9
    %
    
    
    (173
    )
    
    
    (33
    %)Gross Profit
    
    $
    1,725
    
    
    
    6
    %
    
    $
    1,020
    
    
    
    5
    %
    
    $
    705
    
    
    
    69
    %
 Six Months EndedMarch 31,2011
    
    
    2010
    
    
    Period-to-Period% of
    
    
    
    
    
    
    % of
    
    
    ChangeAmount
    
    
    Total
    
    
    Amount
    
    
    Total
    
    
    $
    
    
    %Net SalesContract Manufacturing and printing
    
    $
    40,948
    
    
    
    78
    %
    
    $
    29,129
    
    
    
    71
    %
    
    $
    11,819
    
    
    
    41
    %Business Imaging paper products
    
    
    11,824
    
    
    
    22
    
    
    
    11,788
    
    
    
    29
    
    
    
    36
    
    
    
    0
    %Net Sales
    
    $
    52,772
    
    
    
    100
    %
    
    $
    40,917
    
    
    
    100
    %
    
    $
    11,855
    
    
    
    29
    %
 2011
    
    
    2010
    
    
    Period-to-PeriodMargin
    
    
    
    
    
    
    Margin
    
    
    ChangeAmount
    
    
    %
    
    
    Amount
    
    
    %
    
    
    $
    
    
    %Gross ProfitContract Manufacturing and printing
    
    $
    2,195
    
    
    
    5
    %
    
    $
    1,179
    
    
    
    4
    %
    
    $
    1,016
    
    
    
    86
    %Business Imaging paper products
    
    
    633
    
    
    
    5
    %
    
    
    885
    
    
    
    8
    %
    
    
    (252
    )
    
    
    (28
    %)Gross Profit
    
    $
    2,828
    
    
    
    5
    %
    
    $
    2,064
    
    
    
    5
    %
    
    $
    764
    
    
    
    37
    %
  12




---



##### Table of Contents



ITEM 2.
    
    Managements Discussion and Analysis of Financial Condition and Results of
OperationsContinued
 Net Sales :
     Gross Profit :
    Operating Expenses :
  Interest Expense and Other Income (Expense) net :
   13




---



##### Table of Contents



ITEM 2.
    
    Managements Discussion and Analysis of Financial Condition and Results of
OperationsContinued
 Income Tax Expense (Benefit)
  Net Income
  Liquidity and Capital Resources:
           14




---



##### Table of Contents



ITEM 2.
    
    Managements Discussion and Analysis of Financial Condition and Results of
OperationsContinued
 Off Balance Sheet Arrangements:
  
 ITEM 3.
    
    Quantitative and Qualitative Disclosures About Market Risk
  
 ITEM 4.
    
    Controls and Procedures
     15




---



##### Table of Contents



PART II. OTHER INFORMATION
 
 ITEM 1.
    
    Legal Proceedings
  
 ITEM 1A.
    
    Risk Factors
  
 ITEM 2.
    
    Unregistered Sales of Equity Securities and Use of Proceeds
  
 ITEM 3.
    
    Defaults Upon Senior Securities
 None
 
 ITEM 4.
    
    [Removed and Reserved]
 
 ITEM 5.
    
    Other Information
 None
 
 ITEM 6.
    
    Exhibits
 31.1
    
    
    Certification pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the
Securities Exchange Act of 1934.31.2
    
    
    Certification pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the
Securities Exchange Act of 1934.32.1
    
    
    Certification furnished pursuant to 18 U.S.C. Section 1350, as
Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 200232.2
    
    
    Certification furnished Pursuant to 18 U.S.C. Section 1350, as
Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
  16




---



##### Table of Contents



SIGNATURES
  TUFCO TECHNOLOGIES, INC.Date: May 13, 2011
    /s/ Louis LeCalsey, IIILouis LeCalsey, IIIPresident and Chief Executive OfficerDate: May 13, 2011
    /s/ Michael B. WheelerMichael B. WheelerExecutive Vice President, Chief Financial Officer and
Chief Operating Officer  17