SECURITIES AND EXCHANGE
COMMISSION Washington, D.C. 20549

# FORM 10-Q

# QUARTERLY REPORT UNDER
SECTION 13 OR 15 (d) OF THE  SECURITIES EXCHANGE ACT OF 1934

For the Quarter Ended
   March 31, 2006

Commission File Number
   0-23539

|LADISH CO., INC.                                      
|------------------------------------------------------
|(Exact name of registrant as specified in its charter)

|Wisconsin                                    | 31-1145953         
|-------------------------------------------- | -------------------
|(State or other Jurisdiction of              | (I.R.S. Employer   
|incorporation or organization)               | Identification No.)
|5481 South Packard Avenue, Cudahy, Wisconsin | 53110              
|(Address of principal executive offices)     | (Zip Code)         

|(414) 747-2611                                      
|----------------------------------------------------
|(Registrants telephone number, including area code)

Indicate
by check mark whether the Registrant (1) has filed all reports required to be filed by
Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12
months, and (2) has been subject to such filing requirements for the past 90 days.

Yes  X    No

Indicate
by check mark whether the Registrant is an accelerated filer (as defined in Rule 12b-2 of
the Exchange Act).

Yes  X    No

Indicate
by check mark whether the Registrant is a large accelerated filer, an accelerated filer or
a non-accelerated filer. See definition of accelerated filer and large accelerated filer
in Rule 12b-2 of the Exchange Act.

Large accelerated filer   
    Accelerated filer  X    Non-accelerated filer

Indicate
by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the
Exchange Act).

Yes      No  X

Indicate
the number of shares outstanding of each of the issuers classes of common stock, as
of the latest practicable date.

|Class                         | Outstanding at March 31, 2006
|----------------------------- | -----------------------------
|Common Stock, $0.01 Par Value | 14,019,217                   

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# PART I 
FINANCIAL INFORMATION

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LADISH CO.,
INC.CONSOLIDATED STATEMENTS OF OPERATIONS  (Dollars in Thousands, Except Per Share Data)

|                                                        
|--------------------------------------------------------
|2006                                                    
|Net sales                                               
|Cost of sales                                           
|                                                        
|Gross profit                                            
|Selling, general and administrative expenses            
|                                                        
|Income from operations                                  
|Other income (expense):                                 
|Interest expense                                        
|Other, net                                              
|                                                        
|Income before income tax provision and minority interest
|Income tax provision                                    
|Minority interest in net earnings of subsidiary         
|                                                        
|Net income                                              
|                                                        
|Basic earnings per share                                
|Diluted earnings per share                              
|Basic weighted average shares outstanding               
|Diluted weighted average shares outstanding             

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LADISH CO.,
INC.CONSOLIDATED BALANCE SHEETS  (Dollars in Thousands, Except Share Data)

|Assets                                                                          | March 31,
2006 | December 31,
2005
|------------------------------------------------------------------------------- | -------------- | -----------------
|Current assets:                                                                 |                |                  
|Cash and cash equivalents                                                       |                |                  
|Accounts receivable, less allowance of $126 at each date                        |                |                  
|Inventories                                                                     |                |                  
|Deferred income taxes                                                           |                |                  
|Prepaid expenses and other current assets                                       |                |                  
|                                                                                |                |                  
|Total current assets                                                            |                |                  
|                                                                                |                |                  
|Property, plant and equipment:                                                  |                |                  
|Land and improvements                                                           |                |                  
|Buildings and improvements                                                      |                |                  
|Machinery and equipment                                                         |                |                  
|Construction in progress                                                        |                |                  
|                                                                                |                |                  
|                                                                                |                |                  
|Less - accumulated depreciation                                                 |                |                  
|                                                                                |                |                  
|Net property, plant and equipment                                               |                |                  
|Deferred income taxes                                                           |                |                  
|Other assets                                                                    |                |                  
|                                                                                |                |                  
|Total assets                                                                    |                |                  
|                                                                                |                |                  
|Liabilities and Stockholders Equity                                            |                |                  
|Current liabilities:                                                            |                |                  
|Accounts payable                                                                |                |                  
|Senior bank debt                                                                |                |                  
|Senior notes                                                                    |                |                  
|Notes payable                                                                   |                |                  
|Accrued liabilities:                                                            |                |                  
|Pensions                                                                        |                |                  
|Postretirement benefits                                                         |                |                  
|Wages and salaries                                                              |                |                  
|Taxes, other than income taxes                                                  |                |                  
|Interest                                                                        |                |                  
|Profit sharing                                                                  |                |                  
|Paid progress billings                                                          |                |                  
|Other                                                                           |                |                  
|                                                                                |                |                  
|Total current liabilities                                                       |                |                  
|Long term liabilities:                                                          |                |                  
|Senior bank debt                                                                |                |                  
|Senior notes                                                                    |                |                  
|Notes payable                                                                   |                |                  
|Postretirement benefits                                                         |                |                  
|Pensions                                                                        |                |                  
|Officers deferred compensation                                                 |                |                  
|Minority interest in equity of subsidiary                                       |                |                  
|Other noncurrent liabilities                                                    |                |                  
|                                                                                |                |                  
|Total liabilities                                                               |                |                  
|                                                                                |                |                  
|Stockholders equity:                                                           |                |                  
|Common stock - authorized 100,000,000, issued 14,605,591                        |                |                  
|shares at each date of $.01 par value                                           |                |                  
|Additional paid-in capital                                                      |                |                  
|Retained earnings                                                               |                |                  
|Treasury stock, 586,374 and 592,538 shares of common stock at each date at cost |                |                  
|Accumulated other comprehensive loss                                            |                |                  
|                                                                                |                |                  
|Total stockholders equity                                                      |                |                  
|                                                                                |                |                  
|Total liabilities and stockholders equity                                      |                |                  
|                                                                                |                |                  

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LADISH CO.,
INC.CONSOLIDATED STATEMENTS OF CASH FLOWS  (Dollars in Thousands)

|                                                            
|------------------------------------------------------------
|2006                                                        
|CASH FLOWS FROM OPERATING ACTIVITIES:                       
|Net income                                                  
|Adjustments to reconcile net income to net cash             
|provided by (used for) operating activities:                
|Depreciation                                                
|Charge in lieu of taxes related to goodwill                 
|Non-cash compensation related to stock options              
|Deferred income taxes                                       
|Minority interest in net earnings of subsidiary             
|Loss (gain) on disposal of property, plant and equipment    
|Changes in assets and liabilities:                          
|Accounts receivable                                         
|Inventories                                                 
|Other assets                                                
|Accounts payable and accrued liabilities                    
|Other long-term liabilities                                 
|                                                            
|Net cash used in operating activities                       
|                                                            
|CASH FLOWS FROM INVESTING ACTIVITIES:                       
|Additions to property, plant and equipment                  
|Proceeds from sale of property, plant and equipment         
|Acquisition of business, net of cash acquired               
|                                                            
|Net cash used in investing activities                       
|                                                            
|CASH FLOWS FROM FINANCING ACTIVITIES:                       
|Proceeds from senior bank debt                              
|Payment of notes payable                                    
|Issuance of common stock                                    
|                                                            
|Net cash provided by financing activities                   
|                                                            
|Effect of exchange rate changes on cash and cash equivalents
|                                                            
|DECREASE IN CASH AND CASH EQUIVALENTS                       
|CASH AND CASH EQUIVALENTS, beginning of period              
|                                                            
|CASH AND CASH EQUIVALENTS, end of period                    
|                                                            

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LADISH CO., INC.NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS  (Dollars in Thousands, Except Share Data)

|(1) | Basis
of Presentation
|--- | ---------------------

In the opinion of the Company, the
accompanying unaudited consolidated condensed financial statements contain all adjustments
necessary to present fairly its financial position at March 31, 2006 and its results
of operations and cash flows for the interim periods presented. All adjustments are of a
normal recurring nature.

The accompanying unaudited condensed
consolidated financial statements have been prepared in accordance with Article 10 of
Regulation S-X and therefore do not include all disclosures required for annual financial
statements presented in conformity with accounting principles generally accepted in the
United States of America. The Company has filed a report on Form 10-K which contains
audited consolidated financial statements that include all information and footnotes
necessary for a fair presentation of its financial position at December 31, 2005 and 2004,
and the related consolidated statements of operations, stockholders equity, and cash
flows for the years ended December 31, 2005, 2004 and 2003.

The preparation of financial
statements in conformity with accounting principles generally accepted in the United
States of America requires management to make estimates and assumptions that affect the
reported amounts of assets and liabilities and the disclosure of contingent assets and
liabilities at the date of financial statements and the reported amounts of revenues and
expenses during the reporting periods. Actual results will likely differ from those
estimates, but management believes such differences will not be material.

The results of operations for any
interim period are not necessarily indicative of the results to be expected for a full
year.

|(2) | Inventories
|--- | -----------

|                                  
|----------------------------------
|Raw material and supplies         
|Work-in-process and finished goods
|Less progress payments            
|                                  
|Total inventories                 
|                                  

|(3) | Interest
and Income Tax Payments
|--- | --------------------------------

|                 
|-----------------
|2006             
|Interest paid    
|Income taxes paid

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|(4) | Cash
and Cash Equivalents
|--- | -------------------------

Cash in excess of daily requirements
is invested in marketable securities consisting of commercial paper and repurchase
agreements which mature in three months or less. Such investments are deemed to be cash
equivalents.

|(5) | Revenue
Recognition
|--- | -------------------

Sales revenue is recognized when the
title and risk of loss have passed to the customer, there is pervasive evidence of an
arrangement, delivery has occurred or the services have been provided, the sales price is
determinable and collectibility is reasonably assured. This generally occurs at the time
of shipment. Net sales include freight out as well as reductions for returns and
allowances, and sales discounts. Progress payments on contracts are generally recognized
as reductions of the related inventory costs. Progress payments in excess of inventory
costs are reflected as a liability.

|(6) | Income
Taxes
|--- | ------------

The year-to-date tax provisions for
2006 and 2005 are based on an annualized combined federal and state effective tax rate of
37%. The principal difference from the expected federal tax rate of 35% is due primarily
to state income taxes, partially offset by the benefit of the Extra-Territorial Income
(ETI) exclusion related to export sales.

|(7) | Pension
and Postretirement Benefits
|--- | -----------------------------------

The components of net periodic
benefit costs recognized for the three-month periods ending March 31, 2006 and 2005
are presented in the table below.

|                                   
|-----------------------------------
|2006                               
|Service cost                       
|Interest cost                      
|Expected return on plan assets     
|Amortization of prior service cost 
|Amortization of the net (gain) loss
|                                   
|Net periodic benefit cost (income) 
|                                   

Contributions: The Company
previously disclosed in its financial statements for the year ended December 31, 2005,
that it expected to contribute $7,905 to its pension plans in 2006. As of March 31,
2006, the Company has made $1,256 of cash contributions to the pension plans versus $10
during the same period in 2005. The Company currently estimates its total contributions
to its pension plans in 2006 will be $7,905.

|(8) | Earnings
Per Share
|--- | ------------------

The incremental difference between
basic weighted average shares outstanding and diluted weighted average shares outstanding
is due to the dilutive impact of outstanding options and warrants.

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|(9) | Stockholders Equity
|--- | --------------------

The Company has a Long-Term Incentive
Plan (the Plan) that covers certain employees. Under the Plan, incentive stock
options for up to 983,333 shares may be granted to employees of the Company, of which
943,833 options have been granted. These options expire ten years from the grant date.
Options granted vest over two years. There were no options granted in the three months
ended March 31, 2006. As of March 31, 2006, 247,586 options granted under the
Plan remain outstanding and exercisable. During the first three months of 2006, 6,164
options were exercised (for cash of $58) and shares were issued from Treasury Stock.

|(10) | Legal
Proceedings
|---- | -----------------

From time to time the Company is
involved in legal proceedings relating to claims arising out of its operations in the
normal course of business. Although the Company believes that there are no material legal
proceedings pending or threatened against the Company or any of its properties, the
Company has been named as a defendant in a number of asbestos cases in Mississippi and six
asbestos cases in Illinois. As of the date of this filing, the Company has been dismissed
from many of the cases in Mississippi and two of the cases in Illinois. The Company has
never manufactured or processed asbestos. The Companys only exposure to asbestos
involves products the Company purchased from third parties. The Company has notified its
insurance carriers of these claims and is vigorously defending these actions.

|(11) | New
Accounting Pronouncements
|---- | -----------------------------

Financial Accounting Standards Board
(FASB) Interpretation No. 47, Accounting for Conditional Asset
Retirement Obligations, an interpretation of FASB Statement No. 143,
requires that an entity recognize the fair value of a
liability for a conditional asset retirement obligation in the period in which it is
incurred if a reasonable estimate of fair value can be made. An asset retirement
obligation would be reasonably estimable if (a) it is evident that the fair value of the
obligation is embodied in the acquisition price of the asset, (b) an active market exists
for the transfer of the obligation, or (c) sufficient information exists to apply an
expected present value technique. FASB Interpretation No. 47 became effective for calendar
year enterprises as of December 31, 2005. In applying this Statement to the Company, it
was necessary to determine if the Company will undertake any major renovation, sell,
dispose or abandon its factory and factory related assets; what liability would be
associated with such action; and the date such action would be taken. The Company has
three factories in the United States which may be subject to certain conditional
retirement obligations. The Company believes it does not have sufficient information to
estimate the fair value of any asset retirement obligation because the settlement date or
range of potential settlement dates has not been specified by others and information is
not available to apply an expected present value technique. There are no plans to demolish
or undertake any major renovation to the factories that would result in any retirement
obligations. The factories have been and are expected to be maintained by repairs and
maintenance activities that would not involve activities resulting in a retirement
obligation. Furthermore, there have not been identified any need for major renovations
caused by technology changes, operational changes, or other factors.

The Company adopted FASB Statement
No. 123 (revised), Share-Based Payment, on October 1, 2005. Because the
Company has no unvested options, adoption had no material effect on its financial position
or results of operations for the first quarter of 2006.

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FASB Statement No. 151, Inventory
Costs, an amendment of ARB No. 43, Chapter 4,amends the guidance in ARB No.
43, Chapter 4 Inventory Pricing to clarify the accounting for abnormal amounts
of idle facility expense, freight, handling costs and wasted material. This Statement
requires that those items be expensed as current period charges to expense and that
allocation of fixed production overheads to the cost of conversion be based on the normal
capacity of the production facilities. The provisions of this Statement became effective
for inventory costs incurred by the Company beginning January 1, 2006. As the Company
already applies this approach to inventory pricing, there was no effect on its financial
position and results of operations for the first quarter of 2006.

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MANAGEMENTS
DISCUSSIONAND ANALYSIS OF RESULTS OF OPERATIONS AND  CHANGES IN FINANCIAL POSITION
 (Dollars in Thousands)

RESULTS OF OPERATIONS

First Quarter 2006
Compared to First Quarter 2005

Net sales for the three months ended
March 31, 2006 were $95,006 compared to $65,094 for the same period in 2005. The 46%
increase in sales for the first quarter of 2006 versus 2005 was due to the overall
improvement in the jet engine and general aerospace industries along with a stronger
demand for industrial forgings and a full quarter of ZKM sales. Gross profit for the first
quarter of 2006 increased to 18.3% of sales in contrast to 11.2% of sales in the first
quarter of 2005 primarily as a result of increased sales, which resulted in better
absorption of fixed costs, along with improved pricing of by-product sales in 2006.

Selling, general and administrative
expenses, as a percentage of sales, were 4.5% for the first quarter of 2006 compared to
4.0% for the same period in 2005. The increase in SG&A expenses as a percentage of
sales between the periods was attributable to the Companys growing international
sales which carry a higher SG&A rate due to travel and sales representation expenses.

Interest expense for the three-month
period in 2006 was $766 in contrast to $446 for the same period in 2005. The higher
interest expense in 2006 reflects higher loan balances under the Companys credit
facility in the period partially offset by the July 2005 $6,000 reduction in the amount of
senior notes outstanding. During the first quarter of 2006, the Companys revolving
line of credit had an interest rate equal to the LIBOR rate plus 1.25% per annum. The term
loan portion of the facility bore an interest rate of 5.75% per annum and the senior notes
bore interest at the rate of 7.19% per annum. The Company had $18,900 of borrowings under
the revolving line of credit facility and a $15,000 term loan at the end of the first
quarter of 2006.

The 2006 and 2005 income tax
provisions are based on an annualized effective tax rate of 37%. The Company has
significant net operating loss (NOL) carryforwards which largely offset
current income taxes payable. For financial statement purposes, the Company previously
recorded a deferred tax asset for the tax benefits attributable to the NOL carryforwards.
Therefore, the Company uses an effective tax rate which reflects federal and state taxes
without a reduction for actual NOL usage. See Note 6 to the consolidated financial
statements and Liquidity and Capital Resources.

The Companys net income for the
first quarter of 2006 was $7,632, a $4,974 increase from the same period in 2005. The
increase in profitability was due to the above described sales increase in 2006 which
resulted in the improved absorption of fixed costs along with favorable by-product sales
and tooling revenue. The Companys contract backlog at March 31, 2006 was
$501,887 as the Company received $140,817 of new orders in the first quarter of 2006, in
comparison to a backlog of $332,441 at March 31, 2005 and $123,645 of new orders in
the first quarter of 2005.

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Liquidity and Capital
Resources

The Companys cash position as
of March 31, 2006 is $13,734 less than its position at December 31, 2005. The
year-to-date decrease in cash is a result of $35,483 of increases in accounts receivable
and inventory partially offset by a $6,660 increase in trade payables. In addition, cash
was reduced in the first three months of 2006 by $1,891 for capital expenditures.

On July 20, 2001, the Company sold
$30,000 of senior notes in a private placement to certain institutional investors. The
senior notes bear interest at a rate of 7.19% per annum with the interest being paid
semiannually. The senior notes have a seven-year duration with the principal amortizing
equally over the remaining duration after the third year. The first amortization payment
of $6,000 was made on July 20, 2004, the second amortization payment of $6,000 was made on
July 20, 2005.

In conjunction with the private
placement of the senior notes, the Company and a syndicate of lenders entered into a
credit facility on July 17, 2001 (the Facility). The Facility consisted of a
$50,000 revolving line of credit which bore interest at a rate of LIBOR plus 0.80%. On
April 12, 2002, the Facility was modified to reduce the revolving line of credit to
$45,000. On December 31, 2002, the Facility was further modified to reduce the
revolving line of credit to $25,000.

On July 20, 2005, the Company and the
same lenders amended the Facility to provide for a $15,000 term loan component (the
Term Loan). The duration of the Term Loan is five years with amortization of
the Term Loan beginning in year two. The amortization is based on a ten-year payback with
a balloon payment at the end of year five. The interest rate on the Term Loan is fixed at
5.75%. The revolving line of credit was increased to $35,000 with an interest rate of
LIBOR plus 1.25%. There were $18,900 of borrowings under the revolving line of credit as
of March 31, 2006. The remaining line of credit of $16,100 was available pursuant to
the terms of the Facility.

The Company has NOL carryforwards
that were generated prior to its 1993 reorganization, as well as NOL carryforwards that
were generated in subsequent years. The total remaining NOL carryforwards were $29,981 as
of December 31, 2005. The NOL carryforwards expire gradually in the years 2008 through
2024.

The Companys initial public
offering in March 1998 created an ownership change as defined by the IRS. This ownership
change generated an IRS imposed limitation on the utilization of NOL carryforwards on
future tax returns. The annual use of the NOL carryforwards is limited to the lesser of
the Companys taxable income or the amount of the IRS imposed limitation. The NOL
carryforwards available for use annually is $11,865. Of the $11,865 annual limitation,
$2,142 relates to a previous restriction on NOL carryforwards generated prior to the 1993
reorganization.

Realization of the net deferred tax
assets, including those attributable to the NOL carryforwards, over time is dependent upon
the Company generating sufficient taxable income in future periods. In determining that
realization of the net deferred tax assets was more likely than not, the Company has given
consideration to a number of factors including its recent earnings history, expectations
for earnings in the future, the timing of reversal of temporary differences, tax planning
strategies available to the Company and the expiration dates associated with NOL
carryforwards. If, in the future, the Company determines that it is no longer more likely
than not that the net deferred tax assets will be realized, a valuation allowance will be
established against all or part of the net deferred tax assets with an offsetting charge
to the income tax provision.

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Item 3. Quantitative and
Qualitative Disclosures about Market Risk

The Company believes that its exposure
to market risk related to changes in foreign currency exchange rates and trade accounts
receivable is immaterial as the vast majority of the Companys sales are made in U.S.
dollars. The Company does not consider itself subject to the market risks addressed by
Item 305 of Regulation S-K.

Any statements contained herein that
are not historical facts are forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995, and involve risks and uncertainties. These
forward-looking statements include expectations, beliefs, plans, objectives, future
financial performance, estimates, projections, goals and forecasts. Potential factors
which could cause the Companys actual results of operations to differ materially
from those in the forward-looking statements include:

| | Market conditions and demand for the Company's products            |  | Competition     
|- | ------------------------------------------------------------------ | - | ----------------
| | Interest rates and capital costs                                   |  | Technologies    
| | Unstable governments and business conditions in emerging economies |  | Raw material and
| | Legal, regulatory and environmental issues                         |   | energy prices   
| | Health care costs                                                  |  | Taxes           

Any forward-looking statement speaks
only as of the date on which such statement is made. The Company undertakes no obligation
to update any forward-looking statement to reflect events or circumstances after the date
on which such statement is made.

Item 4. Controls and
Procedures

Under the direction of the principal
executive officer and principal financial officer, the Company has evaluated the
effectiveness of its disclosure controls and procedures (as defined in Exchange Act Rules
13a-15(e) and 15d-15(e)) as of March 31, 2006. Based on that evaluation, the Company
has concluded that its disclosure controls and procedures were effective in providing
reasonable assurance that material information required to be disclosed is included on a
timely basis in the reports filed with the Securities and Exchange Commission.

There were no significant changes in
the Companys internal controls over financial reporting or in other factors that
could significantly affect these controls during the quarter ended March 31, 2006,
including any corrective actions with regard to significant deficiencies and material
weaknesses.

# PART II  OTHER
INFORMATION

Item 5. Other Information

Subsequent to the end of the first
quarter but prior to the filing of this Form 10-Q, the Company reached a tentative
understanding with a number of institutional lenders for the placement of an additional
$40,000 of senior notes. The Company expects the transaction will close in the second
quarter of 2006. The Company and the syndicate of lenders participating in the existing
Facility have agreed to an amendment of the Facility which will assist the Company in the
aforementioned placement of the additional $40,000 of senior notes.

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Item 6. Exhibits

Exhibit 31.1 is the written statement
of the chief executive officer of the Company certifying this Form 10-Q complies with the
requirements of Section 13(a) of the Securities Exchange Act of 1934.

Exhibit 31.2 is the written statement
of the chief financial officer of the Company certifying this Form 10-Q complies with the
requirements of Section 13(a) of the Securities Exchange Act of 1934.

Exhibit 32.1 is the written statement
of the chief executive officer and chief financial officer of the Company pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.

SIGNATURES

Pursuant to the requirements of the
Securities Exchange Act of 1934, the registrant has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized.

|                   | LADISH CO., INC.          
|------------------ | --------------------------
|Date:  May 1, 2006 | By:  /s/ WAYNE E. LARSEN  
|                   | Wayne E. Larsen           
|                   | Vice President Law/Finance
|                   | & Secretary