UNITED STATES SECURITIES AND
    EXCHANGE COMMISSION
 Washington, D.C.
    20549
    FORM 10-K
  ANNUAL REPORT PURSUANT TO
    SECTIONS 13 OR 15(D)
 OF THE SECURITIES EXCHANGE ACT
    OF 1934
 (Mark One)þ

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D)
    OF THE SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended
    January 3, 2009ORo

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D)
    OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period
    from          to   Commission file number 0-9576
  K-TRON INTERNATIONAL,
    INC.
 (Exact name of registrant as
    specified in its charter)
  New Jersey

22-1759452(State or other jurisdiction
    of
    incorporation or organization)

(I.R.S. Employer
    Identification No.)Routes 55 and 553
    P.O. Box 888
    Pitman, New Jersey(Address of principal
    executive offices)

08071-0888(Zip Code)   Registrants telephone number, including area code:
 (856)
    589-0500
  Securities registered pursuant to Section 12(b) of the
    Act:
  Title of Each Class

Name of Each Exchange on Which RegisteredNone

None  Securities registered pursuant to Section 12(g) of the
    Act:
 Common Stock, par value $.01 per share
 (Title of class)
  o þ
  o þ
  þ o
  Regulation S-K Form 10-K Form 10-K. þ
  12b-2
  Large accelerated
    filer o

Accelerated
    filer þ

Non-accelerated
    filer o
    (Do not check if a smaller reporting company)

Smaller reporting
    company o   Rule 12b-2 o þ
      DOCUMENTS INCORPORATED BY REFERENCE
  Form 10-K, Form 10-K
  CERTAIN DEFINITIONS




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##### 





PART I
  Item 1.
    Business.  General
        Available
    Information
  http://www.ktroninternational.com. Form 10-K, Form 10-Q, Form 8-K Form 10-K Form 10-K. 08071-0888.
  Process
    Group
       2




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##### 



Process
    Equipment: K-Tron Feeders Brand
  Feeding Equipment.
        Weight Sensors and Controls.
  Manufacturing.
  Competition.
 3




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##### 



Process
    Equipment: K-Tron Premier Brand
  Conveying Equipment.
    Manufacturing.
  Competition.
  Process
    Equipment: Service and Parts
    Process
    Equipment: K-Tron Colormax Brand
   4




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##### 



K-Tron
    Electronics
    Size
    Reduction Group
  U.S.-based
    Penn Crusher Equipment.
  tm
 5




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##### 



24-inch
  Gundlach Equipment.
      Jeffrey Rader Equipment.
      Replacement Parts.
 6




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##### 



Manufacturing. 18-month
  Competition.
  Customers
    Suppliers
    Patents
    Research
    and Development
   7




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##### 



Backlog
  18-month
  Employees
    Executive
    Officers of the Registrant
    Name

Age

PositionEdward B. Cloues, II


61


Chairman of the Board of Directors and Chief Executive OfficerKevin C. Bowen


57


Senior Vice President, Process Group and President and Chief
    Executive Officer of K-Tron America, Inc.Lukas Guenthardt


50


Senior Vice President, Corporate DevelopmentDonald W. Melchiorre


60


Senior Vice President, Size Reduction Group and President and
    Chief Executive Officer of Pennsylvania Crusher CorporationRonald R. Remick


62


Senior Vice President, Chief Financial Officer and Treasurer        8




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##### 



Item 1A.
    Risk
    Factors.  Our businesses and operations are subject to a number of
    risks and uncertainties that are described below, but these
    risks and uncertainties are not the only ones we face.
    Additional risks and uncertainties of which we are unaware, or
    that we may currently deem immaterial, may become important
    factors that could harm our business, financial condition or
    results of operations. Our business, financial condition or
    results of operations could suffer as a consequence of any of
    these risks and uncertainties.
  The
    effects of the current global economic crisis may impact our
    business, operating results or financial
    condition.
    The
    current deterioration of the credit and capital markets may
    adversely impact our ability to obtain financing on acceptable
    terms, which may hinder or prevent us from completing
    acquisitions or otherwise meeting our future capital
    needs.
    Competition
    could adversely affect our business and results of
    operations.
   9




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##### 



Our
    substantial sales abroad subject us to the risk of adverse
    foreign currency fluctuations which could negatively impact our
    results of operations.
    We
    operate in cyclical industries.
    The
    loss or bankruptcy of a large customer could have an adverse
    effect on our operating results.
    We are
    dependent on our key personnel.
    We are
    dependent on some of our suppliers.
    We
    engage in acquisitions, and we may encounter difficulties in
    integrating these businesses and, therefore, may not realize the
    anticipated benefits of the acquisitions.
   10




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##### 



Our
    business and operating results depend in part on continued
    successful research, development and marketing of new or
    improved products, and there can be no assurance that we will
    continue successfully to introduce new or improved products on a
    timely and cost-effective basis.
    Protection
    and validity of our patents and intellectual property rights, or
    the efforts of third parties to enforce their own intellectual
    property rights against us, may in the future result in costly
    and time-consuming litigation.
    We may
    be subject to other costly litigation and governmental
    proceedings which could adversely affect our business or results
    of operations.
    Our
    indebtedness may affect our business and may restrict our
    operating flexibility.
    
    limit our flexibility in planning for, or reacting to, changes
    in our business or in the markets in which we compete;
    place us at a competitive disadvantage relative to our
    competitors, some of which may have lower debt service
    obligations or greater financial resources than we do;
    limit our ability to borrow additional funds;
    limit our ability to make acquisitions;
    limit our ability to make capital expenditures;
    limit our ability to conduct research and development; and
    increase our vulnerability to adverse economic, financial market
    and industry conditions, including recessions and higher
    interest rates.   11




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##### 



Political
    and economic instability and health issues in the United States
    or abroad may have an adverse effect on our operating
    results.
    Terrorist
    attacks and threats may disrupt our operations and negatively
    impact our business, revenues, costs and stock
    price.
    Extensive
    environmental laws and regulations affecting the production of
    electric power could result in electric power generators
    shifting from coal to natural gas-fired power plants, which
    would adversely affect our size reduction
    business.
    We are
    subject to special risks related to doing business in
    China.
     12




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##### 



Item 1B.
    Unresolved
    Staff
    Comments.    Item 2.
    Properties.                      Item 3.
    Legal
    Proceedings.    Item 4.
    Submission
    of Matters to a Vote of Security Holders.   13




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##### 



PART II
  Item 5.
    Market
    for Registrants Common Equity and Related Shareholder
    Matters and Issuer Purchases of Equity
    Securities.  Market
    Information
    High


LowFiscal Year 2007First Quarter

$
79.99


$
66.58Second Quarter

$
104.88


$
71.02Third Quarter

$
103.30


$
79.00Fourth Quarter

$
120.73


$
93.40Fiscal Year 2008First Quarter

$
127.10


$
95.33Second Quarter

$
140.50


$
122.20Third Quarter

$
170.00


$
108.93Fourth Quarter

$
133.91


$
53.47     Equity
    Holders
    Dividend
    Policy
   14




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##### 



Performance
    Graph
    COMPARISON
    OF FIVE-YEAR CUMULATIVE TOTAL RETURN AMONG
    K-TRON INTERNATIONAL, INC., DOW JONES WILSHIRE U.S. INDUSTRIAL
    MACHINERY
    INDEX AND STANDARD & POORS 500 STOCK
    INDEX
  
  ASSUMES
    $100 INVESTED ON JANUARY 2, 2004
    ASSUMES DIVIDENDS REINVESTED
    THROUGH FISCAL YEAR ENDING JANUARY 3, 2009
   01/02/2004


12/31/2004


12/30/2005


12/29/2006


12/28/2007


01/02/2009K-TRON INTERNATIONAL, INC.



100.00




138.28




193.23




388.91




625.00




435.42DOW JONES WILSHIRE U.S. INDUSTRIAL MACHINERY



100.00




120.59




118.77




133.15




166.90




105.26S&P 500



100.00




110.88




116.33




134.70




142.10




89.53  15




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##### 



Item 6.
    Selected
    Financial
    Data.    Form 10-K.
  Fiscal Year EndedJan. 3


Dec. 29


Dec. 30


Dec. 31


Jan. 12009(1)


2007(2)


2006(3)


2005


2005FINANCIAL SUMMARY ($000s):Revenues

$
243,018


$
201,677


$
148,127


$
118,940


$
112,494Income before taxes


36,988



30,142



19,381



12,201



8,732Net income


25,773



21,321



12,872



7,282



6,610Total assets


199,444



184,118



140,996



89,110



93,665Working capital


67,694



52,242



28,962



25,565



23,778Additions to property, plant and equipment


3,686



2,265



2,604



2,206



1,601Depreciation and amortization


5,952



5,573



4,634



3,868



4,062PER SHARE ($):Basic net earnings

$
9.37


$
7.93


$
4.95


$
2.85


$
2.65Diluted net earnings


9.03



7.49



4.59



2.68



2.53Book value


45.15



34.62



25.02



19.23



18.02CAPITALIZATION ($000s):Shareholders equity

$
126,052


$
93,953


$
65,381


$
49,520


$
45,559Long-term debt


22,000



36,913



34,364



12,675



18,598Short-term debt(4)


1,662



1,201



404



4,316



4,185Total debt


23,662



38,114



34,768



16,991



22,783RATIOS:Return on average shareholders equity (%)


23.4



26.8



22.4



15.3



16.4Return on revenues (%)


10.6



10.6



8.7



6.1



5.9Long-term debt to shareholders equity (%)


17.5



39.3



52.6



25.6



40.8Current assets to current liabilities


2.5



2.1



1.8



2.0



1.9Average inventory turnover


4.8



4.8



4.6



4.6



4.6Average accounts receivable turnover


7.2



8.1



7.3



6.0



5.6OTHER DATA:Shares outstanding (000s)(5)


2,792



2,713



2,613



2,576



2,528Shareholders of record


154



179



193



207



221Number of employees


727



732



625



460



467     (1)
    
    2008 was a 53-week year; all other years in this table were
    52-week years.(2)
    
    The 2007 consolidated financial statements include the
    acquisitions of certain assets by Wuxi K-Tron Colormax from
    March 28, 2007 and of Rader from September 15, 2007.(3)
    
    The 2006 consolidated financial statements include the
    acquisitions of Gundlach from March 4, 2006 and of Premier
    Pneumatics, Inc. from October 6, 2006.(4)
    
    Including current portion of long-term debt.(5)
    
    Net of treasury stock of 2,008 shares as of the end of
    fiscal year 2008 and 2,003 shares as of the end of fiscal
    years 2007, 2006, 2005 and 2004. 16




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##### 



Item 7.
    Managements
    Discussion and Analysis of Financial Condition and Results of
    Operations.  Overview
    of Business
               17




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##### 



Critical
    Accounting Assumptions and Estimates
        Depreciable
    Lives of Plant and Equipment
   18




---



##### 



Allowance
    for Doubtful Accounts
        Asset
    Impairment Determinations
       19




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##### 




    The intended use of assets and the expected cash flows resulting
    directly from such use;
    Industry specific economic conditions;
    Customer preferences and behavior patterns; and
    The impact of applicable regulatory initiatives, if any.    Income
    Taxes
       20




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##### 



non-U.S. income
  Inventory
    Reserve
    Warranty
    Reserve
    Legal
    Contingencies
   21




---



##### 



Results
    of Operations
  Overview
        Acquisitions
       22




---



##### 



Foreign
    Exchange Rates
    non-U.S. dollar-based non-U.S. dollar-based non-U.S. dollar-based
 23




---



##### 



2008





2007





2006Average U.S. dollar equivalent of one Swiss franc


0.926







0.834







0.799% change vs. prior year






+11.0
%






+4.4
%Average U.S. dollar equivalent of one euro


1.469







1.372







1.258% change vs. prior year






+7.1
%






+9.1
%Average U.S. dollar equivalent of one British pound sterling


1.846







2.002







1.846% change vs. prior year






−7.8
%






+8.5
%Average U.S. dollar equivalent of one  Canadian dollar


0.940







0.937







0.822% change vs. prior year






+0.3
%






+14.0
%Average U.S. dollar equivalent of one Swedish krona


0.153







0.148







0.136% change vs. prior year






+3.4
%






+9.0
%Average Swiss franc equivalent of one euro


1.586







1.645







1.574% change vs. prior year






−3.6
%






+4.5
%Average Swiss franc equivalent of one British pound sterling


1.994







2.399







2.310% change vs. prior year






−16.9
%






+3.9
%   Presentation
    of Results and Analysis
    2008


2007


2006Total revenues


100.0
%


100.0
%


100.0
%Cost of revenues


58.3



57.2



57.9Gross profit


41.7



42.8



42.1Selling, general and administrative


25.1



25.8



26.8Research and development


1.0



1.2



1.5Operating income


15.6



15.8



13.8Interest expense, net


0.4



0.8



0.7Income before income taxes


15.2



15.0



13.1Income tax provision


4.6



4.4



4.4Net income


10.6
%


10.6
%


8.7
%Year-end backlog (at year-end 2008 foreign exchange rates, in
    thousands of dollars)

$
68,108


$
70,670


$
51,937      24




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##### 



25




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##### 



18-month
  Liquidity
    and Capital Resources
  Revolving
    Credit Debt
      6-month
     26




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##### 



Expiration of InterestAmount


Rate Period


Per Annum RateEighteen-month interest rate swap

$
2,000,000



05/31/2009



4.985
%Two-year interest rate swap


2,000,000



09/24/2009



5.605
%Three-year interest rate swap


5,000,000



10/13/2009



6.085
%Two-year interest rate swap


3,000,000



10/31/2009



5.385
%Two-year interest rate swap


2,000,000



11/30/2009



4.925
%Three-year interest rate swap


2,000,000



09/24/2010



5.665
%Four-year interest rate swap


5,000,000



10/13/2010



6.095
%$
21,000,000   Gundlach
    Acquisition Debt
    Other
    Bank Debt
      Future
    Payments Under Contractual Obligations
    Payment Due by PeriodLess than


1-3


3-5


More thanContractual Obligations

Total


1 Year


Years


Years


5 Years(Dollars in thousands)Long-term debt obligationsDebt maturities

$
23,662


$
1,662


$
22,000


$



$
Contractual interest


3,382



1,279



2,103







Operating lease obligations


2,962



1,325



1,321



316



Purchase obligations


22,175



21,404



771







Total

$
52,181


$
25,670


$
26,195


$
316


$
  27




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##### 



Capitalization
    2008


2007


2006(Dollars in thousands)Short-term debt, including current portion of long-term debt

$
1,662


$
1,201


$
404Long-term debt


22,000



36,913



34,364Total debt


23,662



38,114



34,768Shareholders equity


126,052



93,953



65,381Total debt and shareholders equity (total capitalization)

$
149,714


$
132,067


$
100,149Percent total debt to total capitalization


16%



29%



35%Percent long-term debt to equity


17%



39%



53%Percent total debt to equity


19%



41%



53%       Other
    Items
         28




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Forward-Looking
    Statements
  Form 10-K
  Item 7A.
    Quantitative
    and Qualitative Disclosures About Market
    Risk.   29




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##### 



Foreign
    Exchange Rate Risk
      non-U.S. operations non-U.S. operations
  Interest
    Rate Risk
    Item 8.
    Financial
    Statements and Supplementary
    Data.  Form 10-K page F-1.
  Item 9.
    Change
    In and Disagreements with Accountants on Accounting and
    Financial
    Disclosures.    Item 9A.
    Controls
    and
    Procedures.  Evaluation
    of Disclosure Controls and Procedures
   30




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##### 



Managements
    Report on Internal Control Over Financial Reporting
  Rules 13a-15(f) 15d-15(f)
      Form 10-K.
  Changes
    in Internal Control over Financial Reporting
   31




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##### 



Report of
    Independent Registered Public Accounting Firm
     Internal
    Control  Integrated Framework
        Internal Control  Integrated
    Framework
    GRANT
    THORNTON LLP
    32




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##### 



Item 9B.
    Other
    Information.    PART III
  Item 10.
    Directors,
    Executive Officers and Corporate
    Governance.  Form 10-K Form 10-K,
    Item 11.
    Executive
    Compensation.  Form 10-K Form 10-K,
  Item 12.
    Security
    Ownership of Certain Beneficial Owners and Management and
    Related Shareholder
    Matters.  Form 10-K Form 10-K,
  Item 13.
    Certain
    Relationships and Related Transactions, and Director
    Independence.  Form 10-K Form 10-K,
  Item 14.
    Principal
    Accounting Fees and
    Services.  Form 10-K Form 10-K,
 33




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PART IV
  Item 15.
    Exhibits
    and Financial Statement
    Schedules.  Financial Statements. Form 10-K:
   
 PageReport of Independent Registered Public
    Accounting Firm


F-1Consolidated Balance Sheets as of January 3,
    2009 and December 29, 2007


F-2Consolidated Statements of Income for the Fiscal
    Years Ended January 3, 2009, December 29, 2007 and
    December 30, 2006


F-3Consolidated Statements of Changes in
    Shareholders Equity for the Fiscal Years Ended
    January 3, 2009, December 29, 2007 and
    December 30, 2006


F-4Consolidated Statements of Cash Flows for the
    Fiscal Years Ended January 3, 2009, December 29, 2007
    and December 30, 2006


F-5Notes to Consolidated Financial Statements


F-6    Financial Statement
    Schedule. Form 10-K:
   
 PageSchedule II  Valuation and
    Qualifying Accounts for the Fiscal Years Ended January 3,
    2009, December 29, 2007 and December 30, 2006


S-1    Exhibits. Form 10-K.
  ExhibitNumber

Description2
.1

Stock Purchase Agreement, dated as of October 5, 2006, by
    and among Robert B. Korbelik, individually, The Robert B.
    Korbelik Trust dated December 14, 1995, as amended
    July 20, 2000, and Premier Pneumatics, Inc., a Delaware
    corporation (Filed as Exhibit 2.1 to our report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    October 5, 2006 and incorporated herein by reference)3
.1

Restated Certificate of Incorporation, as amended (Filed as
    Exhibit 3.1 to our annual report on
    Form 10-K
    for the year ended January 2, 1999 and incorporated herein
    by reference)3
.2

Amended and Restated By-laws (Filed as Exhibit 3.1 to our
    report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    December 18, 2007 and incorporated herein by reference)4
.1

Rights Agreement dated as of October 16, 2001 with American
    Stock Transfer & Trust Company, as Rights Agent
    (Filed as Exhibit 4.1 to our report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    October 17, 2001 and incorporated herein by reference)10
.1

K-Tron International, Inc. 2006 Equity Compensation Plan, as
    amended on May 11, 2007 (Filed as Exhibit 10.1 to our
    report on
    Form 10-Q
    for the quarterly period ended June 30, 2007 and
    incorporated herein by reference)**10
.2

K-Tron International, Inc. 1996 Equity Compensation Plan, as
    amended (Filed as Exhibit 10.3 to our annual report on
    Form 10-K
    for the year ended January 2, 1999 and incorporated herein
    by reference)**10
.3

Amendment
    2001-1 to
    the Amended and Restated K-Tron International, Inc. 1996 Equity
    Compensation Plan (Filed as Exhibit 10.4 to our annual
    report on
    Form 10-K
    for the year ended December 29, 2001 and incorporated
    herein by reference)**10
.4

Amended and Restated Employment Agreement, dated as of
    November 11, 2008, by and between K-Tron International,
    Inc. and Edward B. Cloues, II (Filed as Exhibit 10.1
    to our report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    November 12, 2008 and incorporated herein by reference)** 34




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##### 



ExhibitNumber

Description10
.5

Amended and Restated Employment Agreement, dated as of
    November 11, 2008, by and between K-Tron International,
    Inc. and Kevin C. Bowen (Filed as Exhibit 10.2 to our
    report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    November 12, 2008 and incorporated herein by reference)**10
.6

Amended and Restated Employment Agreement, dated as of
    November 11, 2008, by and between K-Tron International,
    Inc. and Lukas Guenthardt (Filed as Exhibit 10.3 to our
    report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    November 12, 2008 and incorporated herein by reference)**10
.7

Amended and Restated Employment Agreement, dated as of
    November 11, 2008, by and between K-Tron International,
    Inc. and Ronald R. Remick (Filed as Exhibit 10.4 to our
    report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    November 12, 2008 and incorporated herein by reference)**10
.8

Form of Indemnification Agreement with our current directors and
    officers listed in Exhibit 10.9, which are identical in all
    material respects except for the director or officer who is a
    party thereto and the date of execution (Filed as
    Exhibit 10.11 to our annual report on
    Form 10-K
    for the year ended January 1, 2000 and incorporated herein
    by reference)**10
.9

List of current directors and officers with an Indemnification
    Agreement in the form provided in Exhibit 10.8* **10
.10

Loan Agreement, dated as of September 29, 2006, among
    K-Tron International, Inc., K-Tron Investment Co., K-Tron
    Technologies, Inc., K-Tron America, Inc., Gundlach Equipment
    Corporation, Pennsylvania Crusher Corporation and Jeffrey
    Specialty Equipment Corporation, as Borrowers and the Financial
    Institutions referred to on the signature pages as Lenders and
    Citizens Bank of Pennsylvania, individually as a Lender and as
    Agent (Filed as Exhibit 10.1 to our report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    October 5, 2006 and incorporated herein by reference)21
.1

Subsidiaries*23
.1

Consent of Grant Thornton LLP*31
.1

Chief Executive Officer Certification pursuant to
    Rule 13a-14(a)
    or 15d-14(a) of the Securities Exchange Act of 1934*31
.2

Chief Financial Officer Certification pursuant to
    Rule 13a-14(a)
    or 15d-14(a) of the Securities Exchange Act of 1934*32
.1

Chief Executive Officer and Chief Financial Officer
    Certification pursuant to 18 U.S.C. Section 1350*     *
    
    Filed herewith**
    
    Management contract or compensatory plan or arrangement required
    to be filed or incorporated as an exhibit  Exhibits.
 35




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##### 



SIGNATURES
      Date: March 13, 2009

By EDWARD B.
    CLOUES, IIEdward
    B. Cloues, II
    Chief Executive Officer     Signature

Date

CapacityEDWARD B.
    CLOUES, IIEdward
    B. Cloues, II

March 13, 2009

Chief Executive Officer and
    Chairman of the Board of Directors (principal executive officer)RONALD R.
    REMICKRonald
    R. Remick

March 13, 2009

Senior Vice President,
    Chief Financial Officer and Treasurer (principal financial
    officer)ANDREW T.
    BOYDAndrew
    T. Boyd

March 13, 2009

Director of Corporate
    Accounting and Tax
    (principal accounting officer)NORMAN
    COHENNorman
    Cohen

March 13, 2009

DirectorROBERT A.
    ENGELRobert
    A. Engel

March 13, 2009

DirectorEDWARD T.
    HURDEdward
    T. Hurd

March 13, 2009

DirectorRICHARD J.
    PINOLARichard
    J. Pinola

March 13, 2009

Director




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##### 



K-TRON
    INTERNATIONAL, INC. AND SUBSIDIARIES




---



##### 



K-TRON
    INTERNATIONAL, INC. AND SUBSIDIARIES
  Index to
    Consolidated Financial Statements and Financial Statement
    Schedule
   
 PageReport of Independent Registered Public
    Accounting Firm


F-1Consolidated Balance Sheets as of January 3,
    2009 and December 29, 2007


F-2Consolidated Statements of Income for the Fiscal
    Years Ended January 3, 2009, December 29, 2007 and
    December 30, 2006


F-3Consolidated Statements of Changes in
    Shareholders Equity for the Fiscal Years Ended
    January 3, 2009, December 29, 2007 and
    December 30, 2006


F-4Consolidated Statements of Cash Flows for the
    Fiscal Years Ended January 3, 2009, December 29, 2007
    and December 30, 2006


F-5Notes to Consolidated Financial Statements


F-6Schedule:Schedule II  Valuation and
    Qualifying Accounts for the Fiscal Years Ended January 3,
    2009, December 29, 2007 and December 30, 2006


S-1




---



##### 



Report of
    Independent Registered Public Accounting Firm     page S-1.
      Employers Accounting for Defined Benefit
    Pension and Other Postretirement Plans  an Amendment
    of FASB Statements Nos. 87, 88, 106 and 132(R)
  Internal Control 
    Integrated Framework
      F-1




---



##### 



K-TRON
    INTERNATIONAL, INC. AND SUBSIDIARIES
 Consolidated
    Balance Sheets  January 3,


December 29,2009


2007(Dollars in thousands, except share data)ASSETSCurrent assets:Cash and cash equivalents

$
41,623


$
30,853Restricted cash


530



1,183Accounts receivable, net of allowance for doubtful accounts of
    $1,214 and $1,065


36,625



30,987Inventories, net of inventory reserve of $1,390 and $1,781


28,776



30,233Costs and estimated earnings in excess of billings






2,801Deferred income taxes


2,371



1,904Prepaid expenses and other current assets


4,498



3,778Total current assets


114,423



101,739Property, plant and equipment, net of accumulated depreciation
    of $43,338 and $38,813


26,701



27,424Patents, net of accumulated amortization of $1,673 and $1,531


1,381



1,496Goodwill


29,059



27,385Other intangibles, net of accumulated amortization of $2,683 and
    $1,729


21,366



22,320Notes receivable and other assets


6,438



3,562Deferred income taxes


76



192Total assets

$
199,444


$
184,118LIABILITIES AND SHAREHOLDERS EQUITYCurrent liabilities:Current portion of long-term debt

$
1,662


$
1,201Accounts payable


13,156



11,973Accrued expenses and other current liabilities


11,198



16,517Accrued commissions


5,285



3,923Billings in excess of costs and estimated earnings






2,028Customer advances


7,828



6,639Income taxes payable


4,170



4,581Deferred income taxes


3,430



2,635Total current liabilities


46,729



49,497Long-term debt, net of current portion


22,000



36,913Deferred income taxes


3,771



3,286Other non-current liabilities


892



469Series B Junior Participating Preferred Shares,
    $0.01 par value.
    Authorized 50,000 shares; issued none






Shareholders equity:Preferred stock, $0.01 par value. Authorized
    950,000 shares; issued none






Common stock, $0.01 par value. Authorized
    50,000,000 shares; issued 4,800,139 and
    4,716,383 shares


48



47Paid-in capital


28,455



24,568Retained earnings


116,349



90,576Accumulated other comprehensive income


9,483



6,276154,335



121,467Treasury stock, 2,008,192 and 2,002,574 shares, at cost


(28,283
)


(27,514
)Total shareholders equity


126,052



93,953Total liabilities and shareholders equity

$
199,444


$
184,118    F-2




---



##### 



K-TRON
    INTERNATIONAL, INC. AND SUBSIDIARIES
 Consolidated
    Statements of Income  For the Fiscal Year EndedJanuary 3,


December 29,


December 30,2009


2007


2006(Dollars in thousands, except share data)Revenues:Equipment and parts

$
231,309


$
190,088


$
139,174Services and freight


11,709



11,497



8,953Other






92



Total revenues


243,018



201,677



148,127Cost of revenues:Equipment and parts


131,624



105,671



77,592Services and freight


9,991



9,778



8,229Total cost of revenues


141,615



115,449



85,821Gross profit


101,403



86,228



62,306Operating expenses:Selling, general, and administrative


60,936



51,961



39,614Research and development


2,486



2,389



2,262Total operating expenses


63,422



54,350



41,876Operating income


37,981



31,878



20,430Interest expense, net


993



1,736



1,049Income before income taxes


36,988



30,142



19,381Income tax provision


11,215



8,821



6,509Net income

$
25,773


$
21,321


$
12,872Basic earnings per share

$
9.37


$
7.93


$
4.95Diluted earnings per share


9.03



7.49



4.59Weighted average common shares outstanding (basic)


2,752,000



2,688,000



2,600,000Weighted average common and common equivalents shares
    outstanding (diluted)


2,855,000



2,848,000



2,804,000    F-3




---



##### 



K-TRON
    INTERNATIONAL, INC. AND SUBSIDIARIES
 Consolidated
    Statements of Changes in Shareholders Equity
    Fiscal Years ended January 3, 2009, December 29, 2007
    and December 30, 2006  AccumulatedOtherCommon Stock


Paid-in


Retained


Comprehensive


Treasury StockShares


Amount


Capital


Earnings


Income (Loss)


Shares


Amount


Total(Dollars in thousands, except share data)Balance, December 31, 2005


4,578,166


$
46


$
19,082


$
56,383


$
1,523



2,002,574


$
(27,514
)

$
49,520Comprehensive income:Net income














12,872















12,872Translation adjustments


















1,849











1,849Unrealized loss on interest rate swap, net of tax


















(97
)










(97
)Total comprehensive income






























14,624Issuance of stock


37,457







1,237



















1,237Balance, December 30, 2006


4,615,623



46



20,319



69,255



3,275



2,002,574



(27,514
)


65,381Comprehensive income:Net income














21,321















21,321Translation adjustments


















3,237











3,237Unrealized loss on interest rate swap, net of tax


















(236
)










(236
)Total comprehensive income






























24,322Issuance of stock


100,760



1



4,249



















4,250Balance, December 29, 2007


4,716,383



47



24,568



90,576



6,276



2,002,574



(27,514
)


93,953Comprehensive income:Net income














25,773















25,773Translation adjustments


















1,200











1,200Unrealized loss on interest rate swap, net of tax


















(254
)










(254
)Total comprehensive income






























26,719Adoption of SFAS No. 158, net of taxes of $638
    (See Note 9)


















2,261











2,261Issuance of stock


83,756



1



3,887



















3,888Purchase of treasury stock






















5,618



(769
)


(769
)Balance, January 3, 2009


4,800,139


$
48


$
28,455


$
116,349


$
9,483



2,008,192


$
(28,283
)

$
126,052    F-4




---



##### 



K-TRON
    INTERNATIONAL, INC. AND SUBSIDIARIES
 Consolidated
    Statements of Cash Flows  For the Fiscal Year EndedJanuary 3,


December 29,


December 30,2009


2007


2006(Dollars in thousands)Operating activities:Net income

$
25,773


$
21,321


$
12,872Adjustments to reconcile net income to net cash provided by
    operating activities:Gain on disposition of assets






(92
)


Depreciation and amortization


5,952



5,573



4,634Non-cash compensation


622



453



337Deferred income taxes


1,139



344



240Changes in assets and
    liabilities-net
    of business acquired:Accounts receivable, net


(5,398
)


(1,466
)


468Inventories, net


153



(833
)


(3,184
)Prepaid expenses and other current assets


(770
)


571



(1,177
)Other assets


159



125



275Accounts payable


1,015



(769
)


699Accrued expenses and other current liabilities


(1,987
)


1,821



3,824Net cash provided by operating activities


26,658



27,048



18,988Investing activities:Proceeds from disposition of asset






428



Businesses acquired, net of cash received


(400
)


(16,339
)


(32,975
)Capital expenditures


(3,686
)


(2,265
)


(2,604
)Restricted cash


653



(763
)


(420
)Other


(70
)


(30
)


(43
)Net cash used in investing activities


(3,503
)


(18,969
)


(36,042
)Financing activities:Net repayments under notes payable to banks










(804
)Proceeds from issuance of long-term debt


10,900



24,130



38,065Principal payments on long-term debt


(25,352
)


(20,794
)


(22,510
)Purchase of treasury stock


(769
)






Tax benefit from stock option exercises and vesting of
    restricted stock grants


1,619



2,076



289Proceeds from issuance of common stock


447



1,333



133Net cash (used in) provided by financing activities


(13,155
)


6,745



15,173Effect of exchange rate changes on cash and cash equivalents


770



1,991



868Net increase (decrease) in cash and cash equivalents


10,770



16,815



(1,013
)Cash and cash equivalents:Beginning of year


30,853



14,038



15,051End of year

$
41,623


$
30,853


$
14,038Supplemental disclosures of cash flow information:Cash paid during the year for:Interest

$
1,799


$
2,166


$
937Income taxes


9,573



6,057



5,858Seller financing for businesses acquired

$



$
446


$
3,000    F-5




---



##### 



K-TRON
    INTERNATIONAL, INC. AND SUBSIDIARIESNotes to Consolidated Financial Statements 
    January 3, 2009, December 29, 2007 and
    December 30, 2006
  (1)
    Nature of
    Operations    (2)
    Summary
    of Significant Accounting Policies  (a)
    Principles
    of Consolidation      (b)
    Fiscal
    Year    (c)
    Cash
    and Cash Equivalents and Restricted Cash      (d)
    Inventories  first-in,
  (e)
    Property,
    Plant and Equipment    (f)
    Patents   F-6




---



##### 



K-TRON
    INTERNATIONAL, INC. AND SUBSIDIARIES
  Notes to
    Consolidated Financial
    Statements  (Continued)
  (g)
    Goodwill
    and Other Intangible Assets      (h)
    Income
    Taxes    (i)
    Revenue
    Recognition and Allowance for Doubtful Accounts    
    Persuasive evidence of an arrangement exists;
    Shipment has occurred or services have been rendered;
    The sellers price to the buyer is fixed or
    determinable; and
    Collectibility is reasonably assured.  start-up No. 00-21
  
    Risk of ownership has passed to the buyer;
    The buyer has made a fixed commitment to purchase the goods in
    writing;
    The buyer requested the transaction to be on a bill and hold
    basis;
    There is a fixed and reasonable delivery date;
    No specific performance obligations by the seller remain;
    The goods are segregated from other inventory and not available
    to others; and
    The product is complete and ready for shipment. F-7




---



##### 



K-TRON
    INTERNATIONAL, INC. AND SUBSIDIARIES
  Notes to
    Consolidated Financial
    Statements  (Continued)
     
    The date by which the Company expects payment and whether the
    Company has modified its normal billing and credit terms to the
    buyer;
    The Companys history with bill and hold transactions;
    The buyer must bear risk of loss;
    The Companys custodial function is insurable and
    insured; and
    The business reasons for the bill and hold arrangement have not
    introduced a contingency to the buyers fixed commitment to
    purchase the goods.      (j)
    Research
    and Development    (k)
    Foreign
    Currency      (l)
    Share-Based
    Compensation     F-8




---



##### 



K-TRON
    INTERNATIONAL, INC. AND SUBSIDIARIES
  Notes to
    Consolidated Financial
    Statements  (Continued)
        2006(In thousands,except per share)Income from continuing operations before income taxes

$
62Net income

$
38Basic earnings per share

$
0.01Diluted earnings per share

$
0.01         (m)
    Fair
    Value of Financial Instruments    (n)
    Derivative
    Instruments   F-9




---



##### 



K-TRON
    INTERNATIONAL, INC. AND SUBSIDIARIES
  Notes to
    Consolidated Financial
    Statements  (Continued)
    (o)
    Employee
    Defined Benefit Plan        (p)
    Use of
    Estimates    (q)
    New
    Accounting Pronouncements   F-10




---



##### 



K-TRON
    INTERNATIONAL, INC. AND SUBSIDIARIES
  Notes to
    Consolidated Financial
    Statements  (Continued)
        No. FAS 142-3, FAS 142-3), FAS 142-3 FAS 142-3
  (3)
    Acquisitions   F-11




---



##### 



K-TRON
    INTERNATIONAL, INC. AND SUBSIDIARIES
  Notes to
    Consolidated Financial
    Statements  (Continued)
    Useful Life


2006(In thousands)Property, plant and equipment


Various


$
1,347Goodwill


Indefinite



1,877Customer relationships


15 years



1,500Drawings


25 years



1,430Tradenames


Indefinite



720$
6,874     2006(In thousands)Cash

$
389Accounts receivable


2,597Inventories


2,151Other current assets


175Property, plant and equipment


4,267Goodwill


1,877Customer relationships


1,500Drawings


1,430Tradenames


720Accounts payable


(502
)Accrued expenses and other current liabilities


(2,338
)Deferred tax liabilities


(1,764
)$
10,502      F-12




---



##### 



K-TRON
    INTERNATIONAL, INC. AND SUBSIDIARIES
  Notes to
    Consolidated Financial
    Statements  (Continued)
    Useful Life

2006(In thousands)Property, plant and equipment

Various

$
2,327Goodwill

Indefinite


20,010Customer relationships

10 years


2,200Tradenames

Indefinite


2,600$
27,137     2006(In thousands)Cash

$
1,595Accounts receivable


2,291Inventories


2,266Other current assets


47Property, plant and equipment


3,455Goodwill


20,010Customer relationships


2,200Tradenames


2,600Accounts payable


(833
)Accrued expenses and other current liabilities


(6,178
)$
27,453       2006(In thousands,except per share)(Unaudited)Revenue

$
166,307Net income

$
13,460Diluted earnings per share

$
4.80    F-13




---



##### 



K-TRON
    INTERNATIONAL, INC. AND SUBSIDIARIES
  Notes to
    Consolidated Financial
    Statements  (Continued)
        Useful Life

2007(In thousands)Patents

10 years

$
200Goodwill

Indefinite


3,614Customer relationships

10 years


2,700Drawings

25 years


1,160Tradenames

Indefinite


1,400Other Asset

4 months


27$
9,101  F-14




---



##### 



K-TRON
    INTERNATIONAL, INC. AND SUBSIDIARIES
  Notes to
    Consolidated Financial
    Statements  (Continued)
    2007(In thousands)Cash

$
1,670Accounts receivables


5,107Inventories


3,565Costs in excess of billings, net of billings in excess of costs


1,568Deferred tax asset


1,058Other current assets


531Property, plant and equipment


52Patents


200Goodwill


3,614Customer relationships


2,700Drawings


1,160Tradenames


1,400Accounts payable


(2,821
)Accrued expenses and other current liabilities


(3,713
)Deferred tax liabilities


(16
)$
16,075       (4)
    Inventories    2008


2007(In thousands)Components

$
22,434


$
22,759Work-in-process


6,647



8,480Finished goods


1,085



775Inventory reserves


(1,390
)


(1,781
)$
28,776


$
30,233    F-15




---



##### 



K-TRON
    INTERNATIONAL, INC. AND SUBSIDIARIES
  Notes to
    Consolidated Financial
    Statements  (Continued)
  (5)
    Property,
    Plant and Equipment    2008


2007(In thousands)Land

$
2,065


$
2,011Buildings and improvements


29,585



27,846Automotive equipment


318



304Machinery and equipment


18,445



18,739Furniture and equipment, including computer equipment and
    software


19,626



17,33770,039



66,237Less accumulated depreciation and amortization


(43,338
)


(38,813
)$
26,701


$
27,424     (6)
    Intangible
    Assets    2008


2007Gross





GrossCarrying


Accumulated


Carrying


AccumulatedAmount


Amortization


Amount


AmortizationAmortized intangible assetsPatents

$
3,054


$
1,673


$
3,027


$
1,531Drawings


6,140



1,005



6,140



754Customer relationships


11,299



1,678



11,299



975$
20,493


$
4,356


$
20,466


$
3,260Unamortized intangible assetsTrademarks and tradenames

$
6,610






$
6,610    F-16




---



##### 



K-TRON
    INTERNATIONAL, INC. AND SUBSIDIARIES
  Notes to
    Consolidated Financial
    Statements  (Continued)
    Amount(In thousands)Fiscal year:2009

$
1,1052010


1,1052011


1,1052012


1,1052013


1,023Thereafter


10,694$
16,137   (7)
    Accrued
    Warranty    2008


2007(In thousands)Beginning balance

$
2,194


$
1,538Accrued warranty of acquired businesses






258Accrual of warranty expense


2,351



2,127Warranty costs incurred


(2,356
)


(1,775
)Foreign exchange adjustment


42



46Ending balance

$
2,231


$
2,194   (8)
    Notes
    Payable to Banks and Other Long-Term Debt      6-month
 F-17




---



##### 



K-TRON
    INTERNATIONAL, INC. AND SUBSIDIARIES
  Notes to
    Consolidated Financial
    Statements  (Continued)
        Expiration ofInterest Rate


Per AnnumAmount


Period


RateEighteen-month interest rate swap

$
2,000,000



05/31/2009



4.985
%Two-year interest rate swap


2,000,000



09/24/2009



5.605
%Three-year interest rate swap


5,000,000



10/13/2009



6.085
%Two-year interest rate swap


3,000,000



10/31/2009



5.385
%Two-year interest rate swap


2,000,000



11/30/2009



4.925
%Three-year interest rate swap


2,000,000



09/24/2010



5.665
%Four-year interest rate swap


5,000,000



10/13/2010



6.095
%$
21,000,000        F-18




---



##### 



K-TRON
    INTERNATIONAL, INC. AND SUBSIDIARIES
  Notes to
    Consolidated Financial
    Statements  (Continued)
        2008


2007(In thousands)U.S. revolving line of credit

$
21,000


$
33,750U.S. mortgage


662



1,364U.S. term notes


2,000



3,00023,662



38,114Less current portion


(1,662
)


(1,201
)Total long-term debt, net of current portion

$
22,000


$
36,913     Amount(In thousands)Fiscal year:2009

$
1,6622010


1,0002011


21,000$
23,662   (9)
    Employee
    Benefit Plans       F-19




---



##### 



K-TRON
    INTERNATIONAL, INC. AND SUBSIDIARIES
  Notes to
    Consolidated Financial
    Statements  (Continued)
          Debt securities


60.2
%Bank deposits


14.1Equity securities


12.7Real estate funds


10.7Other


2.3Total


100.0
%     Discount rate


3.5
%Salary increase rate


2.0
%Expected return on plan assets


4.0
%Expected average remaining working life (in years)


13.2      F-20




---



##### 



K-TRON
    INTERNATIONAL, INC. AND SUBSIDIARIES
  Notes to
    Consolidated Financial
    Statements  (Continued)
    Fiscal Year

Amount2009

$
554,0002010


563,0002011


582,0002012


600,0002013


610,0002014 to 2018

$
3,140,000     (10)
    Shareholders
    Equity and Share Compensation Plans         F-21




---



##### 



K-TRON
    INTERNATIONAL, INC. AND SUBSIDIARIES
  Notes to
    Consolidated Financial
    Statements  (Continued)
            WeightedAverage





Weighted AverageOption


Aggregate


Remaining ContractualShares


Exercise


Intrinsic


Terms (in years)Under


Price


Value


Options


OptionsOption


Per Share


($000)


Outstanding


ExercisableBalance, December 31, 2005


313,667


$
15.17







3.79



3.00Exercised


(28,457
)


14.89Balance, December 30, 2006


285,210



15.20







2.96



3.01Exercised


(91,760
)


14.51Balance, December 29, 2007


193,450



15.52







2.49



2.49Exercised


(76,450
)


17.35Balance, January 3, 2009


117,000


$
13.72


$
8,176



2.48



2.48       (11)
    Shareholder
    Rights Plan   F-22




---



##### 



K-TRON
    INTERNATIONAL, INC. AND SUBSIDIARIES
  Notes to
    Consolidated Financial
    Statements  (Continued)
  (12)
    Income
    Taxes    2008


2007


2006(In thousands)United States

$
22,232


$
16,957


$
12,756Foreign


14,756



13,185



6,625Income before income tax

$
36,988


$
30,142


$
19,381     2008


2007


2006(In thousands)Current:Federal and state

$
6,487


$
5,677


$
4,638Foreign


3,589



2,800



1,635Total current


10,076



8,477



6,273Deferred:Federal and state


1,093



244



124Foreign


46



100



112Total deferred


1,139



344



236Total income tax provision

$
11,215


$
8,821


$
6,509     2008


2007(In thousands)Deferred tax assetsFixed assets and intangibles

$
199


$
66Accrued liabilities


980



717Net operating loss carryforwards


350



635Inventory basis differences


899



820Foreign tax credit carryforwards


216



216Other


322



4262,966



2,880Valuation allowance


(519
)


(784
)Total assets


2,447



2,096Deferred tax liabilitiesDepreciation


(5,373
)


(4,799
)Pension liability


(638
)


Other


(1,190
)


(1,122
)Total liabilities


(7,201
)


(5,921
)Net deferred tax liability

$
(4,754
)

$
(3,825
)  F-23




---



##### 



K-TRON
    INTERNATIONAL, INC. AND SUBSIDIARIES
  Notes to
    Consolidated Financial
    Statements  (Continued)
        2008


2007


2006(In thousands)Income tax provision on income before income tax at statutory
    federal income tax rates

$
12,946


$
10,248


$
6,783Increase in incremental tax rate to 35%






8



69Foreign tax rate differential


(1,633
)


(1,592
)


(598
)State tax net of federal benefit


282



351



454Other U.S. and foreign permanent tax differences


(171
)


(116
)


(195
)Changes in valuation allowance


(28
)


(15
)


(29
)(Decrease) increase in tax reserve, net


(181
)


(63
)


25Income tax provision

$
11,215


$
8,821


$
6,509   (13)
    Related
    Party Transactions    (14)
    Earnings
    Per Share   F-24




---



##### 



K-TRON
    INTERNATIONAL, INC. AND SUBSIDIARIES
  Notes to
    Consolidated Financial
    Statements  (Continued)
    Net IncomeAvailableto Common





EarningsShareholders


Shares


per Share2008:Basic

$
25,773,000



2,752,000


$
9.37Common share equivalent of options outstanding






103,000



(0.34
)Diluted

$
25,773,000



2,855,000


$
9.032007:Basic

$
21,321,000



2,688,000


$
7.93Common share equivalent of options outstanding






160,000



(0.44
)Diluted

$
21,321,000



2,848,000


$
7.492006:Basic

$
12,872,000



2,600,000


$
4.95Common share equivalent of options outstanding






204,000



(0.36
)Diluted

$
12,872,000



2,804,000


$
4.59     (15)
    Commitments
    and Contingencies      OperatingLeases2009

$
1,3252010


9042011


4172012


2592013


57$
2,962      F-25




---



##### 



K-TRON
    INTERNATIONAL, INC. AND SUBSIDIARIES
  Notes to
    Consolidated Financial
    Statements  (Continued)
    (16)
    Management
    Geographic Information   F-26




---



##### 



K-TRON
    INTERNATIONAL, INC. AND SUBSIDIARIES
  Notes to
    Consolidated Financial
    Statements  (Continued)
    Americas


EMEA/Asia


Eliminations


Consolidated(In thousands)2008:Revenues:Sales to unaffiliated customers

$
159,339


$
83,679


$



$
243,018Sales to affiliates


9,408



5,248



(14,656
)


Total sales


168,747



88,927



(14,656
)


243,018Operating income


23,072



14,889



20



37,981Interest expense, net














(993
)Income before income taxes














36,988Capital expenditures


2,512



1,174







3,686Depreciation and amortization expense


4,103



1,849







5,952Total assets


123,121



76,323







199,4442007:Revenues:Sales to unaffiliated customers


133,708



67,969







201,677Sales to affiliates


4,858



5,710



(10,568
)


Total sales


138,566



73,679



(10,568
)


201,677Operating income


19,224



12,685



(31
)


31,878Interest expense, net














(1,736
)Income before income taxes














30,142Capital expenditures


1,193



1,072







2,265Depreciation and amortization expense


3,964



1,609







5,573Total assets


123,473



60,645







184,1182006:Revenues:Sales to unaffiliated customers


97,138



50,989







148,127Sales to affiliates


3,338



3,503



(6,841
)


Total sales


100,476



54,492



(6,841
)


148,127Operating income


13,967



6,547



(84
)


20,430Interest expense, net














(1,049
)Income before income taxes














19,381Capital expenditures


2,129



475







2,604Depreciation and amortization expense


3,135



1,499







4,634Total assets


98,616



42,380







140,996  F-27




---



##### 



K-TRON
    INTERNATIONAL, INC. AND SUBSIDIARIES
  Notes to
    Consolidated Financial
    Statements  (Continued)
    2008


2007


2006(In thousands)AmericasU.S.

$
114,272


$
104,615


$
81,771Canada


18,521



7,453



3,567All others


26,546



21,640



11,800Total


159,339



133,708



97,138EMEA/AsiaChina


5,599



6,812



2,222Germany


12,153



11,108



14,212Great Britain


7,384



9,286



7,715Italy


10,410



3,057



1,897Netherlands


2,073



7,727



1,225All others


46,060



29,979



23,718Total


83,679



67,969



50,989$
243,018


$
201,677


$
148,127   (17)
    Quarterly
    Financial Information (Unaudited)    2008 by QuarterFirst


Second


Third


FourthRevenues

$
57,398


$
60,210


$
59,631


$
65,779Gross profit


24,249



25,502



24,784



26,868Net income


5,651



7,158



6,767



6,197Basic earnings per share


2.08



2.62



2.44



2.23Diluted earnings per share


1.96



2.49



2.34



2.15   2007 by QuarterFirst


Second


Third


FourthRevenues

$
46,884


$
47,566


$
48,172


$
59,055Gross profit


19,639



20,557



20,115



25,917Net income


4,879



5,253



4,930



6,259Basic earnings per share


1.83



1.96



1.83



2.31Diluted earnings per share


1.72



1.84



1.72



2.18  F-28




---



##### 



K-TRON
    INTERNATIONAL, INC. AND SUBSIDIARIES
  Financial
    Statement Schedule




---



##### 



Schedule II  K-TRON
    INTERNATIONAL, INC. AND SUBSIDIARIES
    Valuation and Qualifying Accounts
    Years ended January 3, 2009, December 29, 2007 and
    December 30, 2006
  Deductions, Netof ForeignBalance at


Additions


Balance of


Exchange


BalanceBeginning


Charged


Acquired


Translation


at Endof Period


to Income


Businesses


Adjustment


of PeriodDeducted from applicable assets:Allowance for doubtful accounts:Fiscal year ended, January 3, 2009

$
1,065,000


$
591,000


$



$
442,000


$
1,214,000Fiscal year ended, December 29, 2007

$
852,000


$
150,000


$
199,000


$
136,000


$
1,065,000Fiscal year ended, December 30, 2006

$
682,000


$
119,000


$
186,000


$
135,000


$
852,000Inventory valuation reserves:Fiscal year ended, January 3, 2009

$
1,781,000


$
746,000


$



$
1,137,000


$
1,390,000Fiscal year ended, December 29, 2007

$
1,549,000


$
477,000


$
282,000


$
527,000


$
1,781,000Fiscal year ended, December 30, 2006

$
912,000


$
410,000


$
459,000


$
232,000


$
1,549,000    S-1




---



##### 



EXHIBIT INDEX
  ExhibitNumber

Description2
.1

Stock Purchase Agreement, dated as of October 5, 2006, by
    and among Robert B. Korbelik, individually, The Robert B.
    Korbelik Trust dated December 14, 1995, as amended
    July 20, 2000, and Premier Pneumatics, Inc., a Delaware
    corporation (Filed as Exhibit 2.1 to our report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    October 5, 2006 and incorporated herein by reference)3
.1

Restated Certificate of Incorporation, as amended (Filed as
    Exhibit 3.1 to our annual report on
    Form 10-K
    for the year ended January 2, 1999 and incorporated herein
    by reference)3
.2

Amended and Restated By-laws (Filed as Exhibit 3.1 to our
    report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    December 18, 2007 and incorporated herein by reference)4
.1

Rights Agreement dated as of October 16, 2001 with American
    Stock Transfer & Trust Company, as Rights Agent
    (Filed as Exhibit 4.1 to our report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    October 17, 2001 and incorporated herein by reference)10
.1

K-Tron International, Inc. 2006 Equity Compensation Plan, as
    amended on May 11, 2007 (Filed as Exhibit 10.1 to our
    report on
    Form 10-Q
    for the quarterly period ended June 30, 2007 and
    incorporated herein by reference)**10
.2

K-Tron International, Inc. 1996 Equity Compensation Plan, as
    amended (Filed as Exhibit 10.3 to our annual report on
    Form 10-K
    for the year ended January 2, 1999 and incorporated herein
    by reference)**10
.3

Amendment
    2001-1 to
    the Amended and Restated K-Tron International, Inc. 1996 Equity
    Compensation Plan (Filed as Exhibit 10.4 to our annual
    report on
    Form 10-K
    for the year ended December 29, 2001 and incorporated
    herein by reference)**10
.4

Amended and Restated Employment Agreement, dated as of
    November 11, 2008, by and between K-Tron International,
    Inc. and Edward B. Cloues, II (Filed as Exhibit 10.1
    to our report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    November 12, 2008 and incorporated herein by reference)**10
.5

Amended and Restated Employment Agreement, dated as of
    November 11, 2008, by and between K-Tron International,
    Inc. and Kevin C. Bowen (Filed as Exhibit 10.2 to our
    report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    November 12, 2008 and incorporated herein by reference)**10
.6

Amended and Restated Employment Agreement, dated as of
    November 11, 2008, by and between K-Tron International,
    Inc. and Lukas Guenthardt (Filed as Exhibit 10.3 to our
    report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    November 12, 2008 and incorporated herein by reference)**10
.7

Amended and Restated Employment Agreement, dated as of
    November 11, 2008, by and between K-Tron International,
    Inc. and Ronald R. Remick (Filed as Exhibit 10.4 to our
    report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    November 12, 2008 and incorporated herein by reference)**10
.8

Form of Indemnification Agreement with our current directors and
    officers listed in Exhibit 10.9, which are identical in all
    material respects except for the director or officer who is a
    party thereto and the date of execution (Filed as
    Exhibit 10.11 to our annual report on
    Form 10-K
    for the year ended January 1, 2000 and incorporated herein
    by reference)**10
.9

List of current directors and officers with an Indemnification
    Agreement in the form provided in Exhibit 10.8* **10
.10

Loan Agreement, dated as of September 29, 2006, among
    K-Tron International, Inc., K-Tron Investment Co., K-Tron
    Technologies, Inc., K-Tron America, Inc., Gundlach Equipment
    Corporation, Pennsylvania Crusher Corporation and Jeffrey
    Specialty Equipment Corporation, as Borrowers and the Financial
    Institutions referred to on the signature pages as Lenders and
    Citizens Bank of Pennsylvania, individually as a Lender and as
    Agent (Filed as Exhibit 10.1 to our report on
    Form 8-K
    filed with the Securities and Exchange Commission on
    October 5, 2006 and incorporated herein by reference)21
.1

Subsidiaries*23
.1

Consent of Grant Thornton LLP*31
.1

Chief Executive Officer Certification pursuant to
    Rule 13a-14(a)
    or 15d-14(a) of the Securities Exchange Act of 1934*31
.2

Chief Financial Officer Certification pursuant to
    Rule 13a-14(a)
    or 15d-14(a) of the Securities Exchange Act of 1934*32
.1

Chief Executive Officer and Chief Financial Officer
    Certification pursuant to 18 U.S.C. Section 1350*     *
    
    Filed herewith**
    
    Management contract or compensatory plan or arrangement required
    to be filed or incorporated as an exhibit