##### Table of Contents



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 June 30, 2005
 Commission
file number
0-21018
 TUFCO TECHNOLOGIES, INC.
 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 þ
  Class
    
    Outstanding as of August 12, 2005Common Stock, par value $0.01 per share
    
    4,548,144




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TUFCO TECHNOLOGIES, INC. AND SUBSIDIARY
 Index
 PageNumberPART I:
    
    FINANCIAL INFORMATIONItem 1.
    
    Condensed Consolidated Financial StatementsCondensed Consolidated Balance Sheets as of
June 30, 2005 and September 30, 2004
    
    
    3Condensed Consolidated Statements of Income for the three
months and nine months ended June 30, 2005 and 2004
    
    
    4Condensed Consolidated Statements of Cash Flows for the
nine months ended June 30, 2005 and 2004
    
    
    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
    
    
    15Item 4.
    
    Controls and Procedures
    
    
    15PART II:
    
    OTHER INFORMATIONItem 2.
    
    Unregistered Sales of Equity Securities and Use of Proceeds
    
    
    16Item 4.
    
    Submission of Matters to a Vote of Security Holders
    
    
    17Item 6.
    
    Exhibits
    
    
    17SIGNATURES
    
    
    
    
    18Certification Pursuant to Rule 13a-14(a) or Rule 15d-14(a)Certification Pursuant to Rule 13a-14(a) or Rule 15d-14(a)Certification Pursuant to Section 906Certification Pursuant to Section 906
  2




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PART I. FINANCIAL INFORMATION
 
 ITEM 1. Condensed Consolidated Financial Statements
 TUFCO TECHNOLOGIES, INC. AND SUBSIDIARY
 
 CONDENSED CONSOLIDATED BALANCE SHEETS
 June 30,2005
    
    September 30,(Unaudited)
    
    2004*AssetsCURRENT ASSETS:Cash and cash equivalents
    
    $
    6,462
    
    
    $
    7,692Accounts receivable-net
    
    
    9,086,722
    
    
    
    12,639,389Inventories
    
    
    11,858,669
    
    
    
    9,624,963Prepaid expenses and other current assets
    
    
    223,352
    
    
    
    158,856Deferred income taxes
    
    
    618,588
    
    
    
    618,588Total current assets
    
    
    21,793,793
    
    
    
    23,049,488PROPERTY, PLANT AND EQUIPMENT-Net
    
    
    15,393,917
    
    
    
    16,329,335GOODWILL
    
    
    7,211,575
    
    
    
    7,211,575OTHER ASSETS-Net
    
    
    343,257
    
    
    
    392,154TOTAL
    
    $
    44,742,542
    
    
    $
    46,982,552Liabilities and Stockholders EquityCURRENT LIABILITIES:Accounts payable
    
    $
    4,570,323
    
    
    $
    5,917,351Accrued payroll, vacation and payroll taxes
    
    
    544,234
    
    
    
    863,368Other current liabilities
    
    
    562,636
    
    
    
    865,923Income taxes payable
    
    
    753,362
    
    
    
    981,077Total current liabilities
    
    
    6,430,555
    
    
    
    8,627,719LONG-TERM DEBT-Less current portion
    
    
    2,000,000
    
    
    
    2,500,000DEFERRED INCOME TAXES
    
    
    487,466
    
    
    
    405,640STOCKHOLDERS EQUITY:Common Stock: $.01 par value: 9,000,000 shares authorized;
4,706,341 shares issued
    
    
    47,063
    
    
    
    47,063Additional paid-in capital
    
    
    25,088,631
    
    
    
    25,088,631Retained earnings
    
    
    11,745,184
    
    
    
    11,144,884Treasury stock, 158,197 and 123,997 common shares at cost,
respectively
    
    
    (1,056,357
    )
    
    
    (831,385
    )Total stockholders equity
    
    
    35,824,521
    
    
    
    35,449,193TOTAL
    
    $
    44,742,542
    
    
    $
    46,982,552
  
 * Condensed from audited financial statements 3




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TUFCO TECHNOLOGIES, INC. AND SUBSIDIARY
 
 CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
 THREE MONTHS ENDED
    
    NINE MONTHS ENDEDJUNE 30,
    
    June 30,2005
    
    2004
    
    2005
    
    2004NET SALES
    
    $
    18,612,243
    
    
    $
    20,261,773
    
    
    $
    59,831,681
    
    
    $
    53,506,254COST OF SALES
    
    
    17,412,885
    
    
    
    18,463,210
    
    
    
    55,789,759
    
    
    
    48,268,158GROSS PROFIT
    
    
    1,199,358
    
    
    
    1,798,563
    
    
    
    4,041,922
    
    
    
    5,238,096OPERATING EXPENSES:Selling, general & administrative
    
    
    1,140,497
    
    
    
    1,207,482
    
    
    
    3,476,413
    
    
    
    3,624,732(Gain) loss on sale of property, plant and
equipment
    
    
    (25,889
    )
    
    
    1,870
    
    
    
    (441,670
    )
    
    
    3,218OPERATING INCOME
    
    
    84,750
    
    
    
    589,211
    
    
    
    1,007,179
    
    
    
    1,610,146OTHER INCOME (EXPENSE):Interest expense
    
    
    (23,760
    )
    
    
    (28,436
    )
    
    
    (45,338
    )
    
    
    (57,343
    )Interest income and other income
    
    
    5,987
    
    
    
    5,490
    
    
    
    25,495
    
    
    
    12,984INCOME BEFORE INCOME TAXES
    
    
    66,977
    
    
    
    566,265
    
    
    
    987,336
    
    
    
    1,565,787INCOME TAX EXPENSE
    
    
    14,176
    
    
    
    243,347
    
    
    
    387,036
    
    
    
    668,682NET INCOME
    
    $
    52,801
    
    
    $
    322,918
    
    
    $
    600,300
    
    
    $
    897,105BASIC EARNINGS PER SHARE:Net Income
    
    $
    0.01
    
    
    $
    0.07
    
    
    $
    0.13
    
    
    $
    0.20DILUTED EARNINGS PER SHARE:Net Income
    
    $
    0.01
    
    
    $
    0.07
    
    
    $
    0.13
    
    
    $
    0.19WEIGHTED AVERAGE COMMON SHARES OUTSTANDING:Basic
    
    
    4,549,811
    
    
    
    4,582,344
    
    
    
    4,568,477
    
    
    
    4,582,344Diluted
    
    
    4,557,468
    
    
    
    4,618,659
    
    
    
    4,591,224
    
    
    
    4,604,431
  4




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TUFCO TECHNOLOGIES, INC. AND SUBSIDIARY
 
 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
 NINE MONTHS ENDEDJune 30,2005
    
    2004OPERATING ACTIVITIESNet Income
    
    $
    600,300
    
    
    $
    897,105Noncash items in net income:Depreciation and amortization of property, plant and
equipment
    
    
    1,506,385
    
    
    
    1,725,021Amortization
    
    
    15,858
    
    
    
    69,756Deferred income taxes
    
    
    81,826
    
    
    
    (Gain) loss on sale of property, plant and equipment
    
    
    (441,670
    )
    
    
    3,218Changes in operating working capital:Accounts receivable
    
    
    3,552,667
    
    
    
    (1,810,341
    )Inventories
    
    
    (2,233,706
    )
    
    
    (5,274,774
    )Prepaid expenses and other assets
    
    
    (31,457
    )
    
    
    103,089Accounts payable
    
    
    (1,347,028
    )
    
    
    2,754,099Accrued and other current liabilities
    
    
    (527,421
    )
    
    
    34,888Income taxes payable
    
    
    (227,715
    )
    
    
    441,578Net cash provided (used) by operating activities
    
    
    948,039
    
    
    
    (1,056,361
    )INVESTING ACTIVITIESAdditions to property, plant and equipment
    
    
    (871,339
    )
    
    
    (3,625,256
    )Proceeds from disposals of property, plant and equipment
    
    
    647,042
    
    
    
    19,701Net cash used by investing activities
    
    
    (224,297
    )
    
    
    (3,605,555
    )FINANCING ACTIVITIESRepayment of long-term debt
    
    
    (2,500,000
    )
    
    
    (750,000
    )Borrowings of long-term debt
    
    
    2,000,000
    
    
    
    2,750,000Purchase of common stock
    
    
    (224,972
    )
    
    
    Net cash (used) provided by financing activities
    
    
    (724,972
    )
    
    
    2,000,000NET DECREASE IN CASH AND CASH EQUIVALENTS
    
    
    (1,230
    )
    
    
    (2,661,916
    )CASH AND CASH EQUIVALENTS:Beginning of period
    
    
    7,692
    
    
    
    2,930,416End of period
    
    $
    6,462
    
    
    $
    268,500NONCASH SUPPLEMENTAL INFORMATION:Deferred gain on sale of equipment
    
    $
    95,000
    
    
    $
    
  5




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TUFCO TECHNOLOGIES, INC. AND SUBSIDIARY
 
 NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
For the three months and nine months ended June 30, 2005 and 2004
(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 nine-month period ended June 30, 2005 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 2004
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, 2004 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, 2004.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 7,657 and 36,315 shares
for the three months ended June 30, 2005 and 2004, respectively. For the nine months ended
June 30, 2005 and 2004, the common stock equivalents from dilutive stock options outstanding
were 22,746 and 22,087, respectively. During the three months ended June 30, 2005 and 2004,
options to purchase 422,767 and 137,750 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 nine months ended June 30, 2005 and 2004, options to purchase 278,906
and 242,139 shares, respectively, were excluded from the diluted earnings per share
computation as the effects of including such options would have been anti-dilutive.Stock Based CompensationStock option grants to employees are accounted for by the intrinsic value method under
Accounting Principles Board (APB) Opinion No. 25 and related interpretations. Statement of
Financial Accounting Standards (SFAS) No. 123, Accounting for Stock-Based Compensation,
encourages (but does not require) the cost of stock options and other stock-based
compensation arrangements with employees to be measured based on the fair value of the equity
instrument awarded. The following table illustrates the effect on net income and related
earnings per share if the Company had applied the fair value recognition provisions of SFAS
No. 123 to stock-based compensation, for the three months and nine months ended June 30, 2005
and 2004.
 6




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Notes to condensed consolidated financial statements(continued)
 Three Months Ended
    
    Nine Months EndedJune 30,
    
    June 30,2005
    
    2004
    
    2005
    
    2004Net income as reported
    
    $
    52,801
    
    
    $
    322,918
    
    
    $
    600,300
    
    
    $
    897,105Less total stock-based employee compensation expense
determined under fair value based method of all
awards, net of related tax effects
    
    
    (56,286
    )
    
    
    (20,022
    )
    
    
    (152,640
    )
    
    
    (108,672
    )Pro forma net income
    
    $
    (3,485
    )
    
    $
    302,896
    
    
    $
    447,660
    
    
    $
    788,433Earnings per share:Basic  as reported
    
    $
    0.01
    
    
    $
    0.07
    
    
    $
    0.13
    
    
    $
    0.20Basic  pro forma
    
    $
    0.00
    
    
    $
    0.07
    
    
    $
    0.10
    
    
    $
    0.17Diluted  as reported
    
    $
    0.01
    
    
    $
    0.07
    
    
    $
    0.13
    
    
    $
    0.19Diluted  pro forma
    
    $
    0.00
    
    
    $
    0.07
    
    
    $
    0.10
    
    
    $
    0.17
  2. Recent Accounting Pronouncements
   7




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Notes to condensed consolidated financial statements(continued)
 3.
    
    InventoriesInventories consist of the following:
 June 30,
    
    September 30,2005
    
    2004Raw materials
    
    $
    9,863,969
    
    
    $
    7,941,894Finished goods
    
    
    1,994,700
    
    
    
    1,683,069Total inventories
    
    $
    11,858,669
    
    
    $
    9,624,963
 4.
    
    Stock Repurchase PlanIn March 2005, the Companys Board of Directors approved the purchase by the Company of up to
300,000 of its shares of common stock given that the cash and debt position would enable
these purchases without impairment to the Companys capital. The purchase plan will
terminate in December, 2005. A total of 34,200 shares were purchased under the plan as of
June 30, 2005.5.
    
    Segment InformationThe Company manufactures and distributes business forms, custom paper-based non-woven
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 segments aligned with the Companys products and
services. Such market information is summarized below. The Contract Manufacturing segment
provides services to large national consumer products companies while the Business Imaging
segment manufactures and distributes printed and unprinted business imaging paper products
for a variety of business needs.
 8




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Notes to condensed consolidated financial statements(continued)
 Three Months Ended
    
    Contract
    
    Business
    
    CorporateJune 30, 2005
    
    Manufacturing
    
    Imaging
    
    and Other
    
    ConsolidatedNet sales
    
    $
    12,380,342
    
    
    $
    6,231,901
    
    
    $
    
    
    
    $
    18,612,243Gross profit
    
    
    700,192
    
    
    
    499,166
    
    
    
    
    

    
    
    1,199,358Operating income (loss)
    
    
    110,812
    
    
    
    308,985
    
    
    
    (335,047
    )
    
    
    84,750Depreciation and
amortization expense
    
    
    346,794
    
    
    
    76,484
    
    
    
    70,271
    
    
    
    493,549Capital expenditures
    
    
    370,966
    
    
    
    10,150
    
    
    
    10,773
    
    
    
    391,889Assets:Inventories
    
    
    9,397,856
    
    
    
    2,460,813
    
    
    
    
    
    
    
    11,858,669Property, plant and
equipment-net
    
    
    12,528,048
    
    
    
    2,595,083
    
    
    
    270,786
    
    
    
    15,393,917Accounts receivable
and other (including
goodwill)
    
    
    10,335,639
    
    
    
    5,962,658
    
    
    
    1,191,659
    
    
    
    17,489,956Total assets
    
    $
    32,261,543
    
    
    $
    11,018,554
    
    
    $
    1,462,445
    
    
    $
    44,742,542
 Three Months Ended
    
    Contract
    
    Business
    
    CorporateJune 30, 2004
    
    Manufacturing
    
    Imaging
    
    and Other
    
    ConsolidatedNet sales
    
    $
    14,436,680
    
    
    $
    5,825,341
    
    
    $
    (248
    )
    
    $
    20,261,773Gross profit
    
    
    1,223,970
    
    
    
    574,840
    
    
    
    (248
    )
    
    
    1,798,563Operating income (loss)
    
    
    491,881
    
    
    
    300,927
    
    
    
    (203,597
    )
    
    
    589,211Depreciation and
amortization expense
    
    
    324,978
    
    
    
    125,794
    
    
    
    174,994
    
    
    
    625,766Capital expenditures
    
    
    1,298,425
    
    
    
    12,734
    
    
    
    
    
    
    
    1,311,159Assets:Inventories
    
    
    7,038,028
    
    
    
    2,127,829
    
    
    
    
    
    
    
    9,165,857Property, plant and
equipment-net
    
    
    12,686,291
    
    
    
    2,834,720
    
    
    
    675,212
    
    
    
    16,196,223Accounts receivable
and other (including
goodwill)
    
    
    11,493,025
    
    
    
    5,866,021
    
    
    
    1,432,304
    
    
    
    18,791,350Total assets
    
    $
    31,217,344
    
    
    $
    10,828,570
    
    
    $
    2,107,516
    
    
    $
    44,153,430
 9




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Notes to condensed consolidated financial statements(continued)
 Nine Months Ended
    
    Contract
    
    Business
    
    CorporateJune 30, 2005
    
    Manufacturing
    
    Imaging
    
    and Other
    
    ConsolidatedNet sales
    
    $
    41,936,216
    
    
    $
    17,895,465
    
    
    $
    
    
    
    $
    59,831,681Gross profit
    
    
    2,665,022
    
    
    
    1,376,900
    
    
    
    
    
    
    
    4,041,922Operating income (loss)
    
    
    1,293,554
    
    
    
    788,218
    
    
    
    (1,074,593
    )
    
    
    1,007,179Depreciation and
amortization expense
    
    
    1,055,714
    
    
    
    239,344
    
    
    
    227,185
    
    
    
    1,522,243Capital expenditures
    
    
    765,884
    
    
    
    94,682
    
    
    
    10,773
    
    
    
    871,339
 Nine Months Ended
    
    Contract
    
    Business
    
    CorporateJune 30, 2004
    
    Manufacturing
    
    Imaging
    
    and Other
    
    ConsolidatedNet sales
    
    $
    35,570,492
    
    
    $
    17,936,010
    
    
    $
    (248
    )
    
    $
    53,506,254Gross profit
    
    
    3,231,171
    
    
    
    2,007,173
    
    
    
    (248
    )
    
    
    5,238,096Operating income (loss)
    
    
    1,425,592
    
    
    
    1,033,373
    
    
    
    (848,519
    )
    
    
    1,610,146Depreciation and
amortization expense
    
    
    863,544
    
    
    
    384,350
    
    
    
    546,883
    
    
    
    1,794,777Capital expenditures
    
    
    3,529,563
    
    
    
    95,963
    
    
    
    
    
    
    
    3,625,256
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ITEM 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
 General Information:
    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
    
    Nine Months Ended
    
    Period-to-PeriodJune 30,
    
    Change
    
    June 30,
    
    Change2005
    
    2004
    
    $
    
    %
    
    2005
    
    2004
    
    $
    
    %Net Sales
    
    $
    18,612
    
    
    $
    20,262
    
    
    
    (1,650
    )
    
    
    (8
    )
    
    $
    59,832
    
    
    $
    53,506
    
    
    
    6,326
    
    
    
    12Gross Profit
    
    
    1,199
    
    
    
    1,798
    
    
    
    (599
    )
    
    
    (33
    )
    
    
    4,042
    
    
    
    5,238
    
    
    
    (1,196
    )
    
    
    (23
    )6.4
    %
    
    
    8.9
    %
    
    
    
    
    
    
    
    
    
    
    6.8
    %
    
    
    9.8
    %Operating Expenses
    
    
    1,115
    
    
    
    1,209
    
    
    
    (94
    )
    
    
    (8
    )
    
    
    3,035
    
    
    
    3,628
    
    
    
    (593
    )
    
    
    (16
    )6.0
    %
    
    
    6.0
    %
    
    
    
    
    
    
    
    
    
    
    5.1
    %
    
    
    6.8
    %Operating Income
    
    
    85
    
    
    
    589
    
    
    
    (504
    )
    
    
    (86
    )
    
    
    1,007
    
    
    
    1,610
    
    
    
    (603
    )
    
    
    (37
    )0.5
    %
    
    
    2.9
    %
    
    
    
    
    
    
    
    
    
    
    1.7
    %
    
    
    3.0
    %Interest Expense
    
    
    24
    
    
    
    28
    
    
    
    (4
    )
    
    
    (14
    )
    
    
    45
    
    
    
    57
    
    
    
    (12
    )
    
    
    (21
    )0.1
    %
    
    
    0.1
    %
    
    
    
    
    
    
    
    
    
    
    0.1
    %
    
    
    0.1
    %Income Before Income Taxes
    
    
    67
    
    
    
    566
    
    
    
    (499
    )
    
    
    (88
    )
    
    
    987
    
    
    
    1,566
    
    
    
    (579
    )
    
    
    (37
    )0.4
    %
    
    
    2.8
    %
    
    
    
    
    
    
    
    
    
    
    1.6
    %
    
    
    2.9
    %Income Tax Expense
    
    
    14
    
    
    
    243
    
    
    
    (229
    )
    
    
    (94
    )
    
    
    387
    
    
    
    669
    
    
    
    (282
    )
    
    
    (42
    )0.1
    %
    
    
    1.2
    %
    
    
    
    
    
    
    
    
    
    
    0.6
    %
    
    
    1.3
    %Net Income
    
    $
    53
    
    
    $
    323
    
    
    
    (270
    )
    
    
    (84
    )
    
    $
    600
    
    
    $
    897
    
    
    
    (297
    )
    
    
    (33
    )0.3
    %
    
    
    1.6
    %
    
    
    
    
    
    
    
    
    
    
    1.0
    %
    
    
    1.7
    %
 11




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##### Table of Contents



ITEM 2. Managements Discussion and Analysis of Financial Condition and Results of OperationsContinued
 Three Months EndedJune 30,2005
    
    2004% of
    
    
    
    
    
    % of
    
    Period-to-Period ChangeAmount
    
    Total
    
    Amount
    
    Total
    
    $
    
    %Net SalesContract Manufacturing and printing
    
    $
    12,380
    
    
    
    67
    %
    
    $
    14,437
    
    
    
    71
    %
    
    $
    (2,057
    )
    
    
    (14
    %)Business Imaging paper products
    
    
    6,232
    
    
    
    33
    
    
    
    5,825
    
    
    
    29
    
    
    
    407
    
    
    
    7
    %Net Sales
    
    $
    18,612
    
    
    
    100
    %
    
    $
    20,262
    
    
    
    100
    %
    
    $
    (1,650
    )
    
    
    (8
    %)
 2005
    
    2004Margin
    
    
    
    
    
    Margin
    
    Period-to-Period ChangeAmount
    
    %
    
    Amount
    
    %
    
    $
    
    %Gross ProfitContract Manufacturing and printing
    
    $
    700
    
    
    
    6
    %
    
    $
    1,223
    
    
    
    8
    %
    
    $
    (523
    )
    
    
    (43
    %)Business Imaging paper products
    
    
    499
    
    
    
    8
    %
    
    
    575
    
    
    
    10
    %
    
    
    (76
    )
    
    
    (13
    %)Gross Profit
    
    $
    1,199
    
    
    
    6
    %
    
    $
    1,798
    
    
    
    9
    %
    
    $
    (599
    )
    
    
    (33
    %)
 Nine Months EndedJune 30,2005
    
    2004% of
    
    
    
    
    
    % of
    
    Period-to-Period ChangeAmount
    
    Total
    
    Amount
    
    Total
    
    $
    
    %Net SalesContract Manufacturing and printing
    
    $
    41,936
    
    
    
    70
    %
    
    $
    35,570
    
    
    
    66
    %
    
    $
    6,366
    
    
    
    18
    %Business Imaging paper products
    
    
    17,896
    
    
    
    30
    
    
    
    17,936
    
    
    
    34
    
    
    
    (40
    )
    
    
    0
    %Net Sales
    
    $
    59,832
    
    
    
    100
    %
    
    $
    53,506
    
    
    
    100
    %
    
    $
    6,326
    
    
    
    12
    %
 2005
    
    2004Margin
    
    
    
    
    
    Margin
    
    Period-to-Period ChangeAmount
    
    %
    
    Amount
    
    %
    
    $
    
    %Gross ProfitContract Manufacturing and printing
    
    $
    2,665
    
    
    
    6
    %
    
    $
    3,231
    
    
    
    9
    %
    
    $
    (566
    )
    
    
    (18
    %)Business Imaging paper products
    
    
    1,377
    
    
    
    8
    %
    
    
    2,007
    
    
    
    11
    %
    
    
    (630
    )
    
    
    (31
    %)Gross Profit
    
    $
    4,042
    
    
    
    7
    %
    
    $
    5,238
    
    
    
    10
    %
    
    $
    (1,196
    )
    
    
    (23
    %)
 12




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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 :
   Operating Expenses :
  Interest Expense and Other Income (Expense) net :
  Net Income
   13




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##### Table of Contents



ITEM
2. Managements Discussion and Analysis of Financial Condition and Results of OperationsContinued
 Liquidity and Capital Resources:
        Stock Repurchase Plan :
  14




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##### Table of Contents



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




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##### Table of Contents



ITEM 4. Controls and ProceduresContinued
   
 PART II. OTHER INFORMATION
 
 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 PlanMarch
(3/14/05  3/31/05)
    
    
    27,200
    
    
    $
    6.66
    
    
    
    27,200
    
    
    
    272,800April
(4/1/05  4/30/05)
    
    
    2,000
    
    
    $
    6.56
    
    
    
    2,000
    
    
    
    270,800May
(5/1/05  5/31/05)
    
    
    5,000
    
    
    $
    6.06
    
    
    
    5,000
    
    
    
    265,800Total
    
    
    34,200
    
    
    $
    6.58
    
    
    
    34,200
    
    
    
    265,800
  16




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##### Table of Contents



ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
 (a)
    
    The Annual Meeting of Shareholders of the Company was held on April 7, 2005.(b)
    
    See the response to Item 4 (c) below.(c)
    
    At the Annual Meeting, shareholders elected the following individuals to the
Board of Directors for one-year terms:
 Director
    
    For
    
    WithheldRobert J. Simon
    
    
    4,527,804
    
    
    
    32,139Samuel J. Bero
    
    
    4,527,814
    
    
    
    32,129C. Hamilton Davison, Jr.
    
    
    4,550,514
    
    
    
    9,429Louis LeCalsey, III
    
    
    4,527,164
    
    
    
    32,779William J. Malooly
    
    
    4,551,114
    
    
    
    8,829Seymour S. Preston, III
    
    
    4,549,864
    
    
    
    10,079
 The shareholders ratified the selection of Deloitte & Touche LLP as the independent
registered public accounting firm for the Company for the fiscal year ending September
30, 2005. The results of the voting for the ratification of Deloitte & Touche LLP are
as follows:
 For
    
    Against
    
    Abstain4,551,214
    
    7,729
    
    1,000
 (d)
    
    Not applicable
 
 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
 17




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##### Table of Contents



SIGNATURES
  TUFCO TECHNOLOGIES, INC.Date: August 12, 2005
    /s/ Louis LeCalsey, IIILouis LeCalsey, IIIPresident and Chief Executive Officer Date: August 12, 2005
    /s/ Michael B. WheelerMichael B. WheelerVice President and Chief Financial Officer 18