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, 2009

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 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, 2009
|----------------------------- | -----------------------------
|Common Stock, $0.01 Par Value | 15,901,216                   

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Page 2 of 13

# PART I 
FINANCIAL INFORMATION

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Page 3 of 13

# LADISH CO., INC. CONDENSED CONSOLIDATED
STATEMENTS OF OPERATIONS

(Dollars in Thousands,
Except Per Share Data)

|                                                     
|-----------------------------------------------------
|(unaudited)                                          
|2009                                                 
|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                   
|Income tax provision                                 
|                                                     
|Net income                                           
|Noncontrolling interest in net earnings of subsidiary
|                                                     
|Net income attributable to the controlling interest  
|                                                     
|Basic earnings per share                             
|Diluted earnings per share                           
|Basic weighted average shares outstanding            
|Diluted weighted average shares outstanding          

See accompanying notes to condensed
consolidated financial statements.

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Page 4 of 13

# LADISH CO., INC. CONDENSED CONSOLIDATED
BALANCE SHEETS

(Dollars in Thousands,
Except Share Data)

|Assets:                                                            | (unaudited)
March 31,
2009 | December 31,
2008
|------------------------------------------------------------------ | -------------------------- | -----------------
|Current assets:                                                    |                            |                  
|Cash and cash equivalents                                          |                            |                  
|Accounts receivable, less allowance of $68 and $84 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                                              |                            |                  
|Goodwill                                                           |                            |                  
|Other intangible assets, net                                       |                            |                  
|Other assets                                                       |                            |                  
|                                                                   |                            |                  
|Total assets                                                       |                            |                  
|                                                                   |                            |                  
|Liabilities:                                                       |                            |                  
|Current liabilities:                                               |                            |                  
|Accounts payable                                                   |                            |                  
|Senior bank debt                                                   |                            |                  
|Accrued liabilities:                                               |                            |                  
|Pensions                                                           |                            |                  
|Postretirement benefits                                            |                            |                  
|Officers deferred compensation                                    |                            |                  
|Wages and salaries                                                 |                            |                  
|Taxes, other than income taxes                                     |                            |                  
|Interest                                                           |                            |                  
|Profit sharing                                                     |                            |                  
|Paid progress billings                                             |                            |                  
|Other                                                              |                            |                  
|                                                                   |                            |                  
|Total current liabilities                                          |                            |                  
|Noncurrent liabilities:                                            |                            |                  
|Senior notes                                                       |                            |                  
|Pensions                                                           |                            |                  
|Postretirement benefits                                            |                            |                  
|Officers' deferred compensation                                    |                            |                  
|Other noncurrent liabilities                                       |                            |                  
|                                                                   |                            |                  
|Total liabilities                                                  |                            |                  
|Equity:                                                            |                            |                  
|Common stock - authorized 100,000,000, issued 15,907,552           |                            |                  
|shares at each date of $.01 par value                              |                            |                  
|Additional paid-in capital                                         |                            |                  
|Retained earnings                                                  |                            |                  
|Treasury stock, 6,336  shares of common stock at each date at cost |                            |                  
|Accumulated other comprehensive loss                               |                            |                  
|                                                                   |                            |                  
|Total stockholders equity                                         |                            |                  
|                                                                   |                            |                  
|Noncontrolling interest in equity of subsidiary                    |                            |                  
|                                                                   |                            |                  
|Total equity                                                       |                            |                  
|                                                                   |                            |                  
|Total liabilities and equity                                       |                            |                  
|                                                                   |                            |                  

See accompanying notes to condensed
consolidated financial statements.

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# LADISH CO., INC. CONDENSED CONSOLIDATED
STATEMENTS OF CASH FLOWS

(Dollars in Thousands)

|                                                            
|------------------------------------------------------------
|(unaudited)                                                 
|2009                                                        
|CASH FLOWS FROM OPERATING ACTIVITIES:                       
|Net income                                                  
|Adjustments to reconcile net income to net cash             
|provided by (used in) operating activities:                 
|Depreciation                                                
|Amortization of intangibles                                 
|Non-cash compensation related to deferred compensation plans
|Deferred income taxes                                       
|Noncontrolling interest in net earnings of subsidiary       
|Gain on purchase of stock - Noncontrolling interest         
|Loss on disposal of property, plant and equipment           
|Changes in assets and liabilities:                          
|Accounts receivable                                         
|Inventories                                                 
|Other assets                                                
|Accounts payable and accrued liabilities                    
|Other liabilities                                           
|                                                            
|Net cash provided by operating activities                   
|                                                            
|CASH FLOWS FROM INVESTING ACTIVITIES:                       
|Additions to property, plant and equipment                  
|Proceeds from sale of property, plant and equipment         
|Purchase of subsidiary stock - Noncontrolling interest      
|                                                            
|Net cash used in investing activities                       
|                                                            
|CASH FLOWS FROM FINANCING ACTIVITIES:                       
|Proceeds from (repayment of) senior bank debt               
|Proceeds from exercise of stock options                     
|                                                            
|Net cash (used in) provided by financing activities         
|                                                            
|Effect of exchange rate changes on cash and cash equivalents
|                                                            
|INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS            
|CASH AND CASH EQUIVALENTS, beginning of period              
|                                                            
|CASH AND CASH EQUIVALENTS, end of period                    
|                                                            

See accompanying notes to condensed
consolidated financial statements.

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Page 6 of 13

# LADISH CO., INC. NOTES TO CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in Thousands,
Except Share Data)

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

In the opinion of the Company, the
accompanying unaudited condensed consolidated financial statements contain all adjustments
necessary to present fairly its financial position at March 31, 2009 and its results
of operations and cash flows for the interim periods presented. All adjustments are of a
normal recurring nature.

The accompanying unaudited
consolidated condensed 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,
2008 and 2007, and the related consolidated statements of operations, stockholders
equity, and cash flows for the years ended December 31, 2008, 2007 and 2006.

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
|--- | --------------------------------

|                 
|-----------------
|2009             
|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 money market
instruments which mature in three months or less. Such investments are deemed to be cash
equivalents. Outstanding payroll and accounts payable checks related to certain bank
accounts are recorded as accounts payable on the balance sheets. These checks amounted to
$3,277 and $4,933 as of March 31, 2009 and December 31, 2008, respectively.

|(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
2009 and 2008 are based on annualized combined federal, state and foreign effective tax
rates of 40.1% and 37.3%, respectively. The principal difference from the expected federal
tax rate of 35% is due primarily to state income taxes, offset by the impact of lower
income tax rates in Poland and the benefit of the Domestic Production Activities
deduction. The increase in the tax rate for 2009 is attributable to state income taxes and
a reduced benefit from the Domestic Production Activities deduction.

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

The components of net periodic
benefit costs recognized for the three-month periods ended March 31, 2009 and 2008
are presented in the table below.

|                                  
|----------------------------------
|2009                              
|Service cost                      
|Interest cost                     
|Expected return on plan assets    
|Amortization of prior service cost
|Amortization of the net loss      
|                                  
|Net periodic benefit cost         
|                                  

The Company previously disclosed in
its financial statements for the year ended December 31, 2008, that it expected to
contribute $8,309 to its pension plans in 2009. As of March 31, 2009, the Company has
made $487 of cash contributions to the pension plans versus $807 during the same period in
2008. The Company is currently re-assessing the level of its total contributions to its
pension plans in 2009.

In December 2003, the Medicare
Prescription Drug, Improvement and Modernization Act of 2003 was enacted. In May 2004, the
FASB issued FASB Staff Position No. 106-2, Accounting and Disclosure Requirements
Related to the Medicare Prescription Drug, Improvement and Modernization Act of 2003
in response to the new law which may provide a federal subsidy to sponsors of retiree
healthcare benefit plans. The Company has concluded that certain benefits provided by its
postretirement benefit plan are actuarially equivalent to Medicare Part D under the Act
and has filed a refund request with the Claims Management Services, a division of the
Health and Human Services Department. In the first quarter of 2009, the Company received a
$159 refund.

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|(8) | Debt
|--- | ----

The Company sold $30,000 of Series A
senior notes (the Series A Notes) in a private placement to certain
institutional investors on July 20, 2001. The Series A Notes are unsecured and bear
interest at a rate of 7.19% per annum with the interest being paid semiannually. The
Series A Notes have a seven-year duration with the principal amortizing equally over the
duration after the third year. Amortization payments of $6,000 annually were made on
July 20, 2004 through 2008, at which point the Series A Notes were retired.

On May 16, 2006, the Company
sold $40,000 of Series B senior notes (the Series B Notes) in a private
placement to certain institutional investors. The Series B Notes are unsecured and bear
interest at a rate of 6.14% per annum with interest being paid semiannually. The Series B
Notes have a ten-year duration with the principal amortizing equally over the duration
after the fourth year.

On September 2, 2008, the Company
sold $50,000 of Series C senior notes (the Series C Notes) in a private
placement to certain institutional investors. The Series C Notes are unsecured and bear
interest at a rate of 6.41% per annum with interest being paid semiannually. The Series C
Notes have a seven-year duration with the principal amortizing equally over the duration
after the third year.

The Company and a syndicate of
lenders have entered into a revolving credit facility (the Facility) which was
most recently renewed on April 25, 2008. The Facility consists of a $35,000 unsecured
revolving line of credit which bears interest at a rate of LIBOR plus 1.25% or at a base
rate. At March 31, 2009, there were $18,200 of borrowings under the Facility and
$16,800 was available pursuant to the terms of the Facility. Following the end of the
first quarter of 2009, the Company and the lenders entered into an amended and restated
Facility. See Item 5. Other Information.

|(9) | 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.

|(10) | StockholdersEquity
|---- | -------------------

The Company has a Stock Option 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 or exercised in the
three months ended March 31, 2009. As of March 31, 2009, 6,336 options granted
under the Plan remain outstanding and exercisable.

|(11) | 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,
Illinois, Wisconsin and California. As of the date of this filing, the Company has been
dismissed from a majority of the cases in Mississippi, most of the cases in Illinois and
the one case in California. 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. The Company has not made any provision in its
financial statements for the asbestos litigation.

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Page 9 of 13

The Company is also participating in
an investigation initiated by U.S. Customs & Border Protection (Customs)
into duty drawback claims filed on behalf of the Company by its former export agent. The
Company is cooperating with Customs in this investigation and has voluntarily suspended
its duty drawback claims. Based upon its internal investigation, the Company believes any
errors or omissions with respect to its filings were solely attributable to its former
export agent. The Company intends to continue to cooperate with Customs in resolving this
matter. The Company has not made any provision in its financial statements for the Customs
investigation.

|(12) | New
Accounting Pronouncements
|---- | -----------------------------

In December 2007, the FASB issued
SFAS No. 160, Noncontrolling Interests in Consolidated Financial Statements-an
Amendment of ARB No. 51(SFAS No. 160). The objective of SFAS No. 160 is
to improve the financial information provided in consolidated financial statements. SFAS
No. 160 amends ARB No. 51 to establish accounting and reporting standards for the
noncontrolling interest in a subsidiary and for the deconsolidation of a subsidiary. SFAS
No. 160 also changes the way the consolidated income statement is presented, establishes a
single method of accounting for changes in a parents ownership interest in a
subsidiary that do not result in deconsolidation, requires that a parent recognize a gain
or loss in net income when a subsidiary is deconsolidated, and expands disclosures in the
consolidated financial statements in order to clearly identify and distinguish between the
interests of the parents owners and the interest of the noncontrolling owners of a
subsidiary. SFAS No. 160 is effective for the Companys 2009 fiscal year. The Company
adopted SFAS No. 160 effective January 1, 2009. SFAS No. 160 modifies the manner in which
the Company reports on the noncontrolling interest in ZKM as the noncontrolling interest
has been classified as a component of equity.

On December 30, 2008, the FASB issued
FASB Staff Position (FSP) FAS 132R-1, Employers Disclosures about
Postretirement Benefit Plan Assets, which significantly expands the disclosures
required by employers for postretirement plan assets. The FSP requires plan sponsors to
provide extensive new disclosures about assets in defined benefit postretirement benefit
plans as well as any concentrations of associated risks. In addition, the FSP requires new
disclosures similar to those in FASB Statement 157, Fair Value Measurements, in
terms of the three-level fair value hierarchy, including a reconciliation of the beginning
and ending balances of plan assets that fall within Level 3 of the hierarchy. FSP FAS
132R-1 also includes a technical amendment to FASB Statement 132 (revised 2003),
Employers Disclosures about Pensions and Other Postretirement Benefits, to
restore a provision that was inadvertently deleted by FASB Statement 158,
Employers Accounting for Defined Benefit Pension and Other Postretirement
Plans. FSP FAS 132R-1 is effective for periods ending after December 15, 2009. The
disclosure requirements are annual and do not apply to interim financial statements. The
technical amendment to Statement 132R was effective as of December 30, 2008.

|(13) | Subsequent
Events
|---- | -----------------

On April 10, 2009, the Company
entered into the Second Amended and Restated Credit Agreement with the lenders named
therein and U.S. Bank as agent. This agreement provides for an unsecured revolving loan of
up to $35,000 for up to 364 days. Interest rates for borrowing under this agreement are
LIBOR plus 200 basis points. Covenants and other terms of this agreement are essentially
the equivalent of those contained in the Facility.

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Page 10 of 13

MANAGEMENTS
DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND CHANGES IN FINANCIAL POSITION
(Dollars in Thousands, except per share data)

RESULTS OF OPERATIONS

First Quarter 2009
Compared to First Quarter 2008

Net sales for the three months ended
March 31, 2009 were $105,739 compared to $117,197 for the same period in 2008. The
9.8% decrease in net sales for the first quarter of 2009 versus 2008 was due to the
worldwide decline in all markets served by the Company. Net sales in the first quarter of
2009, in comparison to the same period of 2008, benefited from the acquisitions of
Chen-Tech in September 2008 and Aerex in July 2008. Gross profit for the first quarter of
2009 was 6.9% of net sales in contrast to 12.6% of net sales in the first quarter of 2008.
The reduction in gross profit is primarily a result of the decline in sales which
diminished the Companys opportunity for incremental earnings combined with the
$1,098 of additional pension expense and a reduction of $2,911 of by-product sales in the
first quarter of 2009 in comparison to the same period in 2008.

Selling, general and administrative
expenses, as a percentage of net sales, were 3.8% for the first quarters of 2009 and 2008.

Interest expense for the first
quarter of 2009 was $845 in contrast to $439 for the same period in 2008. The higher
interest expense in 2009 is due primarily to an increased level of long-term debt
associated with the Series C Notes and reduced capitalization of interest expense on
capital projects offset by reduced interest rates. During the first quarter of 2009, the
Companys revolving line of credit had an interest rate equal to the LIBOR rate plus
1.25% or at a base rate per annum. Series B and Series C senior notes bore interest at the
rate of 6.14% and 6.41%, respectively, per annum. The Company had $18,200 of borrowings
under the revolving line of credit facility and had $90,000 of senior notes outstanding at
the end of the first quarter of 2009.

Pretax income for the first quarter
of 2009 was $2,003 in contrast to $9,570 for the same period in 2008. The decline in
pretax income was due to the loss of incremental sales, the relative absence of by-product
sales, and significantly higher expenses associated with pension costs, employment
reductions, depreciation levels and interest expense.

The 2009 and 2008 first quarter
income tax provisions are based on effective tax rates of 40.1% and 37.3%, respectively.
The increase in the tax rate for 2009 is attributable to state income taxes and a reduced
benefit from the Domestic Production Activities deduction.

The Companys net income for the
first quarter of 2009 was $1,200, a decrease from $5,983 in the first quarter of 2008.
Profitability decreased in the period due to the lower sales, higher expenses associated
with pension costs, higher interest levels due to the Series C senior notes, a one-time
charge of $814 related to a reduction of employment levels and a higher effective tax rate
in 2009. The Companys contract backlog at March 31, 2009 was $523,258 as new
orders in the first quarter of 2009 were largely offset by delivery schedule adjustments,
in comparison to backlogs of $630,527 and $628,754 at March 31, 2008 and December 31,
2008, respectively.

In response to the lower net sales
and accompanying reduction in net income, the Company has taken, and continues to take, a
number of steps to reduce its costs. These steps have included personnel reductions, an
early retirement program at one facility, plant shutdowns, wage and hiring freezes and
other cost containment measures. In the first quarter of 2009, the Company recognized a
charge of approximately $840 associated with these cost containment measures.

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Page 11 of 13

Liquidity and Capital
Resources

The Companys cash position as
of March 31, 2009 was approximately $2,000 less than it was at December 31,
2008. For the first three months of 2009, the Company generated $13,630 of cash from
operating activities in contrast to producing $4,575 of cash from operations in the same
period of 2008. The Company utilized its additional cash flow in 2009 to reduce its
short-term borrowing by $10,700. The Company expended $4,475 and $7,751 of cash on capital
expenditures in the first three months of 2009 and 2008, respectively. The Company expects
capital expenditures for each of the remaining quarters of 2009 will be at a reduced level
from the first quarter expenditures.

On July 20, 2001, the Company
sold $30,000 of Series A Notes in a private placement to certain institutional investors.
The Series A Notes are unsecured and bear interest at a rate of 7.19% per annum with the
interest being paid semiannually. The Series A Notes have a seven-year duration with the
principal amortizing equally over the duration after the third year. Amortization payments
of $6,000 annually were made on July 20, 2004 through 2008, at which time the Series
A Notes were retired.

On May 16, 2006, the Company
sold $40,000 of Series B Notes in a private placement to certain institutional investors.
The Series B Notes are unsecured and bear interest at a rate of 6.14% per annum with
interest being paid semiannually. The Series B Notes have a ten-year duration with the
principal amortizing equally over the duration after the fourth year.

On September 2, 2008, the Company
sold $50,000 of Series C Notes in a private placement to certain institutional investors.
The Series C Notes are unsecured and bear interest at a rate of 6.41% per annum with
interest being paid semiannually. The Series C Notes have a seven-year duration with the
principal amortizing equally over the duration after the third year.

In addition, the Company and a
syndicate of lenders have entered into the Facility which was most recently renewed on
April 25, 2008. The Facility consists of a $35,000 unsecured revolving line of credit
which bears interest at a rate of LIBOR plus 1.25% or at a base rate. At March 31,
2009, there were $18,200 of borrowings under the Facility and $16,800 of credit was
available pursuant to the terms of the Facility. See Item 5. Other Information.

As of March 31, 2009 and December 31,
2008, the Company had net deferred tax assets of $26,016 and $26,660, respectively.
Realization of net deferred tax assets is dependent upon the Company generating sufficient
taxable income in future periods. In determining that realization of 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. If, in the future, the Company determines that it is no longer more likely than
not that net deferred tax assets will be realized, a valuation allowance will be
established against all or part of the domestic net deferred tax assets with an offsetting
charge to the income tax provision.

The Companys market
capitalization at March 31, 2009 was $115,442. The decline in the trading price of the
Companys common stock is believed to be related to overall economic downturn and
concerns regarding international credit markets and the resultant impact on the
international aerospace industry rather than any direct concern regarding the Company.
Management does not consider this trend to be an indicator of potential impairment
requiring an interim assessment of the annual goodwill impairment test.

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Page 12 of 13

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, 2009. 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, 2009,
including any corrective actions with regard to significant deficiencies and material
weaknesses.

# PART II  OTHER
INFORMATION

Item 4.     Submission of Matters to
a Vote of Security Holders

There were no matters submitted to
the Stockholders for a vote during the three-month period ending on March 31, 2009.

Item 5. Other Information

On April 10, 2009, the Company
entered into the Second Amended and Restated Credit Agreement with the lenders named
therein and U.S. Bank as agent. This agreement provides for an unsecured revolving loan of
up to $35,000 for up to 364 days. Interest rates for borrowing under this agreement are
LIBOR plus 200 basis points. Covenants and other terms of this agreement are essentially
the equivalent of those contained in the Facility.

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Page 13 of 13

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, 2009 | By:  /s/ WAYNE E. LARSEN  
|                   | Wayne E. Larsen           
|                   | Vice President Law/Finance
|                   | & Secretary