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SECURITIES AND EXCHANGE COMMISSION
 Washington, DC
 Form 10-Q
 Quarterly Report Pursuant to
Section 13 or 15(d) of the Securities Exchange Act of 1934
 For the quarterly period ended March 31, 2009
 Commission file number 0-21018
 TUFCO TECHNOLOGIES, INC.
 Delaware
    
    39-1723477(State of other jurisdiction
    
    (IRS Employer ID No.)of incorporation of organization)
 (Address of principal executive offices)(Zip code)
 (Registrants telephone number, including area code)
  þ o
 o þ
  Large accelerated filer o
    
    Accelerated filer o
    
    Non-accelerated filer o
    
    Smaller reporting company þ(Do not check if a smaller reporting company)
  o þ
  Class
    
    Outstanding as of May 15, 2009Common Stock, par value $0.01 per share
    
    4,314,525




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##### 



TUFCO TECHNOLOGIES, INC.
 Index
 PageNumberPART I: FINANCIAL INFORMATIONItem 1. Condensed Consolidated Financial Statements
    
    
    3Condensed Consolidated Balance Sheets as of
March 31, 2009 and September 30, 2008
    
    
    3Condensed Consolidated Statements of Income for the three months and
six months ended March 31, 2009 and 2008
    
    
    4Condensed Consolidated Statements of Cash Flows for the six months
ended March 31, 2009 and 2008
    
    
    5Notes to Condensed Consolidated Financial Statements
    
    
    6Item 2. Managements Discussion and Analysis of Financial
Condition and Results of Operations
    
    
    11Item 3. Quantitative and Qualitative Disclosures About Market Risk
    
    
    16Item 4. Controls and Procedures
    
    
    16PART II: OTHER INFORMATIONItem 1. Legal Proceedings
    
    
    17Item 1A. Risk Factors
    
    
    17Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
    
    
    17Item 3. Defaults Upon Senior Securities
    
    
    17Item 4. Submission of Matters to Vote for Security Holders
    
    
    17Item 5. Other Information
    
    
    17Item 6. Exhibits
    
    
    18SIGNATURES
    
    
    19EX-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
 March 31,2009
    
    
    September 30,(Unaudited)
    
    
    2008AssetsCURRENT ASSETS:Cash
    
    $
    4,611
    
    
    $
    68,397Accounts receivable  net
    
    
    10,066,203
    
    
    
    11,770,981Inventories  net
    
    
    13,169,017
    
    
    
    14,939,968Prepaid expenses and other current assets
    
    
    21,050
    
    
    
    420,237Income taxes receivable
    
    
    118,991
    
    
    
    118,991Deferred income taxes
    
    
    571,583
    
    
    
    571,583Total current assets
    
    
    23,951,455
    
    
    
    27,890,157PROPERTY, PLANT AND EQUIPMENT  Net
    
    
    18,142,858
    
    
    
    18,036,764GOODWILL
    
    
    7,211,575
    
    
    
    7,211,575OTHER ASSETS  Net
    
    
    124,594
    
    
    
    122,297TOTAL
    
    $
    49,430,482
    
    
    $
    53,260,793Liabilities and Stockholders EquityCURRENT LIABILITIES:Accounts payable
    
    $
    5,342,155
    
    
    $
    8,320,011Accrued payroll, vacation and payroll taxes
    
    
    613,117
    
    
    
    562,598Other current liabilities
    
    
    184,286
    
    
    
    700,095Total current liabilities
    
    
    6,139,558
    
    
    
    9,582,704LONG-TERM DEBT
    
    
    3,763,893
    
    
    
    3,000,000DEFERRED INCOME TAXES
    
    
    2,892,960
    
    
    
    2,896,002COMMITMENTS 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
    
    
    25,381,969
    
    
    
    25,374,211Retained earnings
    
    
    13,335,825
    
    
    
    13,981,031Treasury stock, 391,819 and 252,037 common shares at cost
    
    
    (2,130,810
    )
    
    
    (1,620,242
    )Total stockholders equity
    
    
    36,634,071
    
    
    
    37,782,087TOTAL
    
    $
    49,430,482
    
    
    $
    53,260,793
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TUFCO TECHNOLOGIEES, INC. AND SUBSIDIARIES
 
 CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
 THREE MONTHS ENDED
    
    
    SIX MONTHS ENDEDMarch 31,
    
    
    March 31,2009
    
    
    2008
    
    
    2009
    
    
    2008NET SALES
    
    $
    19,454,822
    
    
    $
    29,603,619
    
    
    $
    42,640,609
    
    
    $
    54,421,572COST OF SALES
    
    
    19,428,672
    
    
    
    28,161,184
    
    
    
    41,577,146
    
    
    
    51,874,619GROSS PROFIT
    
    
    26,150
    
    
    
    1,442,435
    
    
    
    1,063,463
    
    
    
    2,546,953OPERATING EXPENSES:Selling, general & administrative
    
    
    1,080,648
    
    
    
    1,046,046
    
    
    
    2,107,243
    
    
    
    2,015,661Gain on asset sales
    
    
    
    
    
    
    
    
    
    
    (37,500
    )
    
    
    OPERATING (LOSS) INCOME
    
    
    (1,054,498
    )
    
    
    396,389
    
    
    
    (1,006,280
    )
    
    
    531,292OTHER INCOME (EXPENSE):Interest expense
    
    
    (25,913
    )
    
    
    (81,740
    )
    
    
    (68,519
    )
    
    
    (168,851
    )Interest income and other income
(expense)
    
    
    164
    
    
    
    261
    
    
    
    13,603
    
    
    
    18,005(LOSS) INCOME BEFORE INCOME TAXES
    
    
    (1,080,247
    )
    
    
    314,910
    
    
    
    (1,061,196
    )
    
    
    380,446INCOME TAX (BENEFIT) EXPENSE
    
    
    (423,457
    )
    
    
    123,444
    
    
    
    (415,990
    )
    
    
    149,135NET (LOSS) INCOME
    
    $
    (656,790
    )
    
    $
    191,466
    
    
    $
    (645,206
    )
    
    $
    231,311BASIC EARNINGS PER SHARE:Net (Loss) Income
    
    $
    (0.15
    )
    
    $
    0.04
    
    
    $
    (0.15
    )
    
    $
    0.05DILUTED EARNINGS PER SHARE:Net (Loss) Income
    
    $
    (0.15
    )
    
    $
    0.04
    
    
    $
    (0.15
    )
    
    $
    0.05WEIGHTED AVERAGE COMMON SHARES
OUTSTANDING:Basic
    
    
    4,342,813
    
    
    
    4,526,106
    
    
    
    4,377,528
    
    
    
    4,530,875Diluted
    
    
    4,342,813
    
    
    
    4,535,726
    
    
    
    4,377,528
    
    
    
    4,544,167
  4




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TUFCO TECHNOLOGIES, INC. AND SUBSIDIARIES
 
 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
 (Unaudited)
 SIX MONTHS ENDEDMarch 31,2009
    
    
    2008OPERATING ACTIVITIESNet (loss) income
    
    $
    (645,206
    )
    
    $
    231,311Noncash items in net (loss) income:Depreciation and amortization of property, plant and
equipment
    
    
    1,173,211
    
    
    
    1,092,774Non-monetary reimbursement of cost
    
    
    
    
    
    
    (100,000
    )Deferred income taxes
    
    
    (3,042
    )
    
    
    (7,689
    )Gain on sale of property, plant and equipment
    
    
    (37,500
    )
    
    
    Stock-based compensation expense
    
    
    7,758
    
    
    
    19,618Changes in operating working capital:Accounts receivable
    
    
    1,704,778
    
    
    
    422,197Inventories
    
    
    1,770,951
    
    
    
    1,069,506Prepaid expenses and other assets
    
    
    396,890
    
    
    
    (127,489
    )Accounts payable
    
    
    (3,037,077
    )
    
    
    (1,740,488
    )Accrued and other current liabilities
    
    
    (27,937
    )
    
    
    265,941Income taxes payable/receivable
    
    
    (437,353
    )
    
    
    (27,577
    )Net cash provided by operating activities
    
    
    865,473
    
    
    
    1,098,104INVESTING ACTIVITIESAdditions to property, plant and equipment
    
    
    (1,220,084
    )
    
    
    (347,728
    )Proceeds from disposals of property, plant and equipment
    
    
    37,500
    
    
    
    Payment of construction payable
    
    
    
    
    
    
    (25,823
    )Net cash used in investing activities
    
    
    (1,182,584
    )
    
    
    (373,551
    )FINANCING ACTIVITIESNet borrowings (repayments) of debt
    
    
    763,893
    
    
    
    (500,000
    )Purchase of treasury stock
    
    
    (510,568
    )
    
    
    (225,600
    )Net cash provided (used) by financing activities
    
    
    253,325
    
    
    
    (725,600
    )NET DECREASE IN CASH
    
    
    (63,786
    )
    
    
    (1,047
    )CASH:Beginning of period
    
    
    68,397
    
    
    
    6,663End of period
    
    $
    4,611
    
    
    $
    5,616NONCASH SUPPLEMENTAL INFORMATION:Construction payable
    
    $
    59,221
    
    
    
    
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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, 2009 and 2008
(Unaudited)
 1.
    
    Basis of PresentationThe 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, 2009 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 2008 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, 2008 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, 2008.2.
    
    Recently Issued Accounting StandardsOn October 1, 2008, the Company adopted SFAS No. 157, Fair Value Measurements, which defines
fair value, establishes a framework for measuring fair value, and expands disclosures about
fair value measurements. However, the FASB issued FSP SFAS No. 157-2 which deferred the
effective date of SFAS No. 157, until the beginning of our 2010 fiscal year, as it relates to
fair value measurement requirements for nonfinancial assets and liabilities that are not
remeasured at fair value on a recurring basis. The Company determined that the adoption of
SFAS No. 157 did not have a material effect on its consolidated financial statements.The fair value framework requires the categorization of assets and liabilities into three
levels based upon the assumptions (inputs) used to price the assets or liabilities. Level 1
provides the most reliable measure of fair value, whereas Level 3 generally requires
significant management judgment. The three levels are defined as follows:
 Level 1:
    
    Unadjusted quoted prices in active markets for identical assets and
liabilities.Level 2:
    
    Observable inputs other than those included in Level 1. For example,
quoted prices for similar assets or liabilities in active markets or
quoted prices for identical assets or liabilities in inactive markets.Level 3:
    
    Unobservable inputs reflecting managements own assumptions about the
inputs used in pricing the asset or liability.
 The Company currently does not have any Level 1, Level 2 or Level 3 financial instruments
which would require fair value measurements.
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Notes to condensed consolidated financial statements(continued)
 3.
    
    Earnings Per ShareBasic 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 zero and 9,620 shares for
the three months ended March 31, 2009 and 2008, respectively. For the six months ended March
31, 2009 and 2008, the common stock equivalents from dilutive stock options outstanding were
zero and 13,292 shares, respectively. During the three months ended March 31, 2009 and 2008,
options to purchase 284,650 and 180,350 shares, respectively, were excluded from the diluted
earnings per share computation as the effects of including such options would have been
anti-dilutive. For the six months ended March 31, 2009 and 2008, options to purchase 284,650
and 146,350 shares, respectively, were excluded from the diluted earnings per share
computation.4.
    
    InventoriesInventories consist of the following:
 March 31,
    
    
    September 30,2009
    
    
    2008Raw materials
    
    $
    9,995,730
    
    
    $
    11,407,472Finished goods
    
    
    3,173,287
    
    
    
    3,532,496Total inventories
    
    $
    13,169,017
    
    
    $
    14,939,968
 5.
    
    Stock Repurchase PlanIn February 2008, the Companys Board of Directors approved a program for open market stock
repurchases through December 31, 2008 for up to 100,000 shares of its common stock at
prevailing market prices after concluding that the Companys cash and debt position would
enable these purchases without impairment to the Companys capital. On October 15, 2008, the
Companys Board of Directors approved an extension of its February 2008 stock repurchase
program through June 2009 and an increase in the number of shares from 100,000 to 200,000.
On January 22, 2009 the Companys Board of Directors approved a further extension of its
February 2008 stock repurchase program through September 2009 and an increase in the number
of shares from 200,000 to 300,000. A total of 218,722 shares were purchased under the plan
for an aggregate purchase price of $1.0 million from approval of the plan through March 31,
2009. For the three months ended March 31, 2009, a total of 58,076 shares were purchased
under the plan for an aggregate purchase price of $0.2 million. For the six months ended
March 31, 2009, a total of 139,782 shares were purchased under the plan for an aggregate
purchase price of $0.5 million.
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Notes to condensed consolidated financial statements(continued)
 6.
    
    Segment InformationThe 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 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.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. Management has determined that its cash flow projections for the Company
do not need to be re-forecasted as of March 31, 2009, based on its current outlook for the
business, and accordingly, have concluded that no new impairment indicators are present which
may require accelerated testing under SFAS 142.  However, there can be no assurance that
valuation multiples will not decline, discount rates will not increase, or the projected cash
flows of the individual reporting units will not decline.The Company recognizes that its common stock regularly trades below book value per share and
will continue to monitor the relationship of its market capitalization to both its book value
and tangible book value.  While management plans to return the Companys business
fundamentals to levels that support the book value per share, there is no assurance that the
plan will be successful, or that the market price of the common stock will increase to such
levels in the foreseeable future.
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Notes to condensed consolidated financial statements(continued)
 Three Months Ended
    
    Contract
    
    Business
    
    CorporateMarch 31, 2009
    
    Manufacturing
    
    Imaging
    
    and Other
    
    ConsolidatedNet sales
    
    $
    14,229,162
    
    
    $
    5,225,660
    
    
    $
    
    
    
    $
    19,454,822Gross (loss) profit
    
    
    (130,680
    )
    
    
    156,830
    
    
    
    
    
    
    
    26,150Operating loss
    
    
    (733,926
    )
    
    
    (101,545
    )
    
    
    (219,027
    )
    
    
    (1,054,498
    )Depreciation and
amortization expense
    
    
    552,013
    
    
    
    52,204
    
    
    
    594
    
    
    
    604,811Capital expenditures
    
    
    722,059
    
    
    
    30,538
    
    
    
    
    
    
    
    752,597
 Three Months Ended
    
    Contract
    
    Business
    
    CorporateMarch 31, 2008
    
    Manufacturing
    
    Imaging
    
    and Other
    
    ConsolidatedNet sales
    
    $
    23,727,487
    
    
    $
    5,876,132
    
    
    $
    
    
    
    $
    29,603,619Gross profit
    
    
    1,104,440
    
    
    
    337,995
    
    
    
    
    
    
    
    1,442,435Operating income (loss)
    
    
    424,733
    
    
    
    127,282
    
    
    
    (155,626
    )
    
    
    396,389Depreciation and
amortization expense
    
    
    490,646
    
    
    
    51,885
    
    
    
    1,491
    
    
    
    544,022Capital expenditures
    
    
    155,302
    
    
    
    1,950
    
    
    
    
    
    
    
    157,252
 Six Months Ended
    
    Contract
    
    Business
    
    CorporateMarch 31, 2009
    
    Manufacturing
    
    Imaging
    
    And Other
    
    ConsolidatedNet sales
    
    $
    31,665,363
    
    
    $
    10,975,246
    
    
    $
    
    
    
    $
    42,640,609Gross profit
    
    
    668,435
    
    
    
    395,028
    
    
    
    
    
    
    
    1,063,463Operating loss
    
    
    (480,274
    )
    
    
    (91,851
    )
    
    
    (434,155
    )
    
    
    (1,006,280
    )Depreciation and
amortization expense
    
    
    1,067,154
    
    
    
    104,870
    
    
    
    1,187
    
    
    
    1,173,211Capital expenditures
    
    
    1,189,546
    
    
    
    30,538
    
    
    
    
    
    
    
    1,220,084
 Six Months Ended
    
    Contract
    
    Business
    
    CorporateMarch 31, 2008
    
    Manufacturing
    
    Imaging
    
    And Other
    
    ConsolidatedNet sales
    
    $
    42,826,300
    
    
    $
    11,595,272
    
    
    $
    
    
    
    $
    54,421,572Gross profit
    
    
    1,833,697
    
    
    
    713,256
    
    
    
    
    
    
    
    2,546,953Operating income (loss)
    
    
    548,956
    
    
    
    326,950
    
    
    
    (344,614
    )
    
    
    531,292Depreciation and
amortization expense
    
    
    982,781
    
    
    
    106,929
    
    
    
    3,064
    
    
    
    1,092,774Capital expenditures
    
    
    321,146
    
    
    
    26,582
    
    
    
    
    
    
    
    347,728
 9




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Notes to condensed consolidated financial statements(continued)
 Contract
    
    
    Business
    
    
    CorporateMarch 31, 2009
    
    Manufacturing
    
    
    Imaging
    
    
    and Other
    
    
    ConsolidatedAssets:Inventories  net
    
    $
    9,908,217
    
    
    $
    3,260,800
    
    
    $
    
    
    
    $
    13,169,017Property, plant and equipment  net
    
    
    16,120,654
    
    
    
    2,016,141
    
    
    
    6,063
    
    
    
    18,142,858Accounts receivable
and other (including
goodwill)
    
    
    11,804,970
    
    
    
    5,493,858
    
    
    
    819,779
    
    
    
    18,118,607Total assets
    
    $
    37,833,841
    
    
    $
    10,770,799
    
    
    $
    825,842
    
    
    $
    49,430,482
 Contract
    
    
    Business
    
    
    CorporateSeptember 30, 2008
    
    Manufacturing
    
    
    Imaging
    
    
    and Other
    
    
    ConsolidatedAssets:Inventories  net
    
    $
    12,209,659
    
    
    $
    2,730,309
    
    
    $
    
    
    
    $
    14,939,968Property, plant and equipment  net
    
    
    15,939,041
    
    
    
    2,090,473
    
    
    
    7,250
    
    
    
    18,036,764Accounts receivable
and other (including
goodwill)
    
    
    13,425,593
    
    
    
    5,977,200
    
    
    
    881,268
    
    
    
    20,284,061Total assets
    
    $
    41,574,293
    
    
    $
    10,797,982
    
    
    $
    888,518
    
    
    $
    53,260,793
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ITEM 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
 Forward Looking Statements
  General Information:
    11




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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,
    
    Change2009
    
    2008
    
    $
    
    %
    
    2009
    
    2008
    
    $
    
    %Net Sales
    
    $
    19,455
    
    
    $
    29,604
    
    
    $
    (10,149
    )
    
    
    (34
    )
    
    $
    42,641
    
    
    $
    54,422
    
    
    $
    (11,781
    )
    
    
    (22
    )Gross Profit
    
    
    26
    
    
    
    1,442
    
    
    
    (1,416
    )
    
    
    (98
    )
    
    
    1,063
    
    
    
    2,547
    
    
    
    (1,484
    )
    
    
    (58
    )0.1
    %
    
    
    4.9
    %
    
    
    
    
    
    
    
    
    
    
    2.5
    %
    
    
    4.7
    %Operating Expenses
    
    
    1,081
    
    
    
    1,046
    
    
    
    35
    
    
    
    3
    
    
    
    2,070
    
    
    
    2,016
    
    
    
    54
    
    
    
    35.6
    %
    
    
    3.5
    %
    
    
    
    
    
    
    
    
    
    
    4.9
    %
    
    
    3.7
    %Operating (Loss) Income
    
    
    (1,055
    )
    
    
    396
    
    
    
    (1,451
    )
    
    NM
    
    
    (1,006
    )
    
    
    531
    
    
    
    (1,537
    )
    
    NM(5.4
    %)
    
    
    1.3
    %
    
    
    
    
    
    
    
    
    
    
    (2.4
    %)
    
    
    1.0
    %Interest Expense
    
    
    26
    
    
    
    82
    
    
    
    (56
    )
    
    
    (68
    )
    
    
    69
    
    
    
    169
    
    
    
    (100
    )
    
    
    (59
    )0.1
    %
    
    
    0.3
    %
    
    
    
    
    
    
    
    
    
    
    0.2
    %
    
    
    0.3
    %(Loss) Income Before Income Taxes
    
    
    (1,080
    )
    
    
    315
    
    
    
    (1,395
    )
    
    NM
    
    
    (1,061
    )
    
    
    380
    
    
    
    (1,441
    )
    
    NM(5.6
    %)
    
    
    1.1
    %
    
    
    
    
    
    
    
    
    
    
    (2.5
    %)
    
    
    0.7
    %Income Tax (Benefit) Expense
    
    
    (423
    )
    
    
    123
    
    
    
    (546
    )
    
    NM
    
    
    (416
    )
    
    
    149
    
    
    
    (565
    )
    
    NM(2.2
    %)
    
    
    0.4
    %
    
    
    
    
    
    
    
    
    
    
    (1.0
    %)
    
    
    0.3
    %Net (Loss) Income
    
    $
    (657
    )
    
    $
    192
    
    
    
    (849
    )
    
    NM
    
    $
    (645
    )
    
    $
    231
    
    
    
    (876
    )
    
    NM(3.4
    %)
    
    
    0.6
    %
    
    
    
    
    
    
    
    
    
    
    (1.5
    %)
    
    
    0.4
    %Basic and Diluted (Loss)
Earnings Per Share
    
    $
    (0.15
    )
    
    $
    0.04
    
    
    
    
    
    
    
    
    
    
    $
    (0.15
    )
    
    $
    0.05
 
  12




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##### Table of Contents



ITEM 2. Managements Discussion and Analysis of Financial Condition and Results of
OperationsContinued
 Three Months EndedMarch 31,2009
    
    
    2008
    
    
    Period-to-Period% of
    
    
    
    
    
    
    % of
    
    
    ChangeAmount
    
    
    Total
    
    
    Amount
    
    
    Total
    
    
    $
    
    
    %Net
SalesContract Manufacturing and printing
    
    $
    14,229
    
    
    
    73
    %
    
    $
    23,728
    
    
    
    80
    %
    
    $
    (9,499
    )
    
    
    (40
    %)Business Imaging paper products
    
    
    5,226
    
    
    
    27
    
    
    
    5,876
    
    
    
    20
    
    
    
    (650
    )
    
    
    (11
    %)Net Sales
    
    $
    19,455
    
    
    
    100
    %
    
    $
    29,604
    
    
    
    100
    %
    
    $
    (10,149
    )
    
    
    (34
    %)
 2009
    
    
    2008
    
    
    Period-to-PeriodMargin
    
    
    
    
    
    
    Margin
    
    
    ChangeAmount
    
    
    %
    
    
    Amount
    
    
    %
    
    
    $
    
    
    %Gross
(Loss) ProfitContract Manufacturing and printing
    
    $
    (131
    )
    
    
    (1
    %)
    
    $
    1,104
    
    
    
    5
    %
    
    $
    (1,235
    )
    
    
    (112
    %)Business Imaging paper products
    
    
    157
    
    
    
    3
    %
    
    
    338
    
    
    
    6
    %
    
    
    (181
    )
    
    
    (54
    %)Gross Profit
    
    $
    26
    
    
    
    0.1
    %
    
    $
    1,442
    
    
    
    5
    %
    
    $
    (1,416
    )
    
    
    (98
    %)
 Six Months EndedMarch 31,2009
    
    
    2008
    
    
    Period-to-Period% of
    
    
    
    
    
    
    % of
    
    
    ChangeAmount
    
    
    Total
    
    
    Amount
    
    
    Total
    
    
    $
    
    
    %Net
SalesContract Manufacturing and printing
    
    $
    31,666
    
    
    
    74
    %
    
    $
    42,827
    
    
    
    79
    %
    
    $
    (11,161
    )
    
    
    (26
    %)Business Imaging paper products
    
    
    10,975
    
    
    
    26
    
    
    
    11,595
    
    
    
    21
    
    
    
    (620
    )
    
    
    (5
    %)Net Sales
    
    $
    42,641
    
    
    
    100
    %
    
    $
    54,422
    
    
    
    100
    %
    
    $
    (11,781
    )
    
    
    (22
    %)
 2009
    
    
    2008
    
    
    Period-to-PeriodMargin
    
    
    
    
    
    
    Margin
    
    
    ChangeAmount
    
    
    %
    
    
    Amount
    
    
    %
    
    
    $
    
    
    %Gross
ProfitContract Manufacturing and printing
    
    $
    668
    
    
    
    2
    %
    
    $
    1,834
    
    
    
    4
    %
    
    $
    (1,166
    )
    
    
    (64
    %)Business Imaging paper products
    
    
    395
    
    
    
    4
    %
    
    
    713
    
    
    
    6
    %
    
    
    (318
    )
    
    
    (45
    %)Gross Profit
    
    $
    1,063
    
    
    
    2
    %
    
    $
    2,547
    
    
    
    5
    %
    
    $
    (1,484
    )
    
    
    (58
    %)
 13




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##### Table of Contents



ITEM 2. Managements Discussion and Analysis of Financial Condition and Results of
OperationsContinued
 Net Sales :
     Gross Profit :
    14




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##### Table of Contents



ITEM 2. Managements Discussion and Analysis of Financial Condition and Results of
OperationsContinued
 Operating Expenses :
  Interest Expense and Other Income (Expense) net :
  Net Income
  Liquidity and Capital Resources:
     15




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##### 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
    16




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##### 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
 Issuer Purchases of Equity Securities
  Total Number of
    
    Maximum NumberShares Purchased
    
    Of Shares ThatTotal Number
    
    
    
    
    
    as Part of
    
    May Yet BeOf Shares
    
    Average Price
    
    Publicly
    
    Purchased UnderPeriod
    
    Purchased
    
    Paid per Share
    
    Announced Plan
    
    The PlanJanuary(1/1/09-1/31/09)
    
    
    19,866
    
    
    $
    3.20
    
    
    
    19,866
    
    
    
    119,488February(2/1/09-2/28/09)
    
    
    22,485
    
    
    $
    4.23
    
    
    
    22,485
    
    
    
    97,003March(3/1/09-3/31/09)
    
    
    15,725
    
    
    $
    3.59
    
    
    
    15,725
    
    
    
    81,278Total
   
    
    58,076
    
    
    $
    3.70
    
    
    
    58,076
    
    
    
    81,278
  
 ITEM 3. Defaults Upon Senior Securities
  
 ITEM 4. Submission of Matters to a Vote of Security Holders
  
 ITEM 5. Other Information
  17




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##### Table of Contents



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
 18




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##### Table of Contents



SIGNATURES
  TUFCO TECHNOLOGIES, INC.Date: May 15, 2009
    /s/ Louis LeCalsey, IIILouis LeCalsey, IIIPresident and Chief Executive OfficerDate: May 15, 2009
    /s/ Michael B. WheelerMichael B. WheelerExecutive Vice President, Chief Financial 
Officer and Chief Operating Officer 19