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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549





FORM 10-Q







|x | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | ---------------------------------------------------------------------------------------

For the quarterly period ended April 3, 2009

OR



| ̈ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | ----------------------------------------------------------------------------------------

For the transition period from  to

Commission File Number 333-116673





DA-LITE SCREEN COMPANY, INC.

(Exact Name of Registrant as Specified in its
Charter)







|                                                               |  |                                        
|-------------------------------------------------------------- |  | ---------------------------------------
|Indiana                                                        |  | 35-1013951                             
|(State or Other Jurisdiction of Incorporation or Organization) |  | (I.R.S. Employer Identification Number)
|                                                               | 
|3100 North Detroit Street, P.O. Box 137 Warsaw, Indiana        |  | 46581-0137                             
|(Address of Principal Executive Offices)                       |  | (Zip Code)                             

Registrants telephone number, including area code: (574) 267-8101





Securities registered pursuant to Section 12(b) of the Act: None

Securities registered pursuant to Section 12(g) of the Act: None





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 (or for such shorter period that the registrant was required to file such reports),
and (2) has been subject to such filing requirements for the past 90 days.    Yes  x     No   ̈

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File
required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such
files).    Yes   ̈    No   ̈

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definition of large accelerated filer,
accelerated filer and smaller reporting company in Rule 12b-2 of the Exchange Act, or a smaller reporting company (Check one):

Large accelerated filer   ̈    Accelerated filer   ̈    Non-accelerated filer  x    Smaller reporting Company   ̈

Indicate
by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes   ̈    No  x

As of May 5, 2009, there were 5,389.62 shares of the registrants common stock outstanding (all of which are privately
owned and are not traded on any public market).









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TABLE OF CONTENTS



|         |  |                                                                                       |  |     
|-------- |  | ------------------------------------------------------------------------------------- |  | ----
|         |  |                                                                                       |  | Page
|PART I   |  | Financial Information                                                                 |  |     
|         |  |                                                                                      
|Item 1.  |  | Condensed Consolidated Financial Statements (unaudited)                               |  | 1   
|         |  |                                                                                      
|Item 2.  |  | Managements Discussion and Analysis of Financial Condition and Results of Operations |  | 9   
|         |  |                                                                                      
|Item 3.  |  | Quantitative and Qualitative Disclosures About Market Risk                            |  | 15  
|         |  |                                                                                      
|Item 4.  |  | Controls and Procedures                                                               |  | 16  
|         |  |                                                                                      
|PART II  |  | Other Information                                                                     |  |     
|         |  |                                                                                      
|Item 1A. |  | Risk Factors                                                                          |  | 17  
|         |  |                                                                                      
|Item 2.  |  | Unregistered Sales of Equity Securities and Use of Proceeds                           |  | 17  
|         |  |                                                                                      
|Item 6.  |  | Exhibits                                                                              |  | 17  
|         |  |                                                                                      
|         |  | Signatures                                                                            |  | 18  
|         |  |                                                                                      
|         |  | Exhibit Index                                                                         |  | 19  



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PART I

FINANCIAL INFORMATION

Item 1. Condensed Consolidated Financial Statements.

DA-LITE SCREEN COMPANY, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(Dollars in thousands, except par value amount)



|                                                                                    |  |                              |         |   |                       |   |         |  
|----------------------------------------------------------------------------------- |  | ---------------------------- | ------- | - | --------------------- | - | ------- | -
|                                                                                    |  | (Unaudited)As ofApril 3,2009 |         |   | As ofDecember 26,2008 |  
|Assets                                                                              |  |                              |         |   |                       |   |         |  
|Current Assets:                                                                     |  |                              |         |   |                       |   |         |  
|Cash and cash equivalents                                                           |  | $                            | 7,435   |   |                       | $ | 1,633   |  
|Accounts receivable, less allowance for doubtful accounts                           |  |                              | 14,116  |   |                       |   | 16,033  |  
|Inventories                                                                         |  |                              | 12,084  |   |                       |   | 14,442  |  
|Prepaid expenses and other                                                          |  |                              | 2,341   |   |                       |   | 2,614   |  
|Prepaid income taxes                                                                |  |                              | 867     |   |                       |   | 623     |  
|                                                                                    |  |                              |         |   |                       |   |         |  
|Total current assets                                                                |  |                              | 36,843  |   |                       |   | 35,345  |  
|                                                                                    |  |                              |         |   |                       |   |         |  
|Property, plant and equipment                                                       |  |                              | 57,633  |   |                       |   | 60,160  |  
|Less accumulated depreciation                                                       |  |                              | 40,656  |   |                       |   | 42,531  |  
|                                                                                    |  |                              |         |   |                       |   |         |  
|Net property, plant, and equipment                                                  |  |                              | 16,977  |   |                       |   | 17,629  |  
|                                                                                    |  |                              |         |   |                       |   |         |  
|Goodwill                                                                            |  |                              | 26,125  |   |                       |   | 26,353  |  
|                                                                                    |  |                             
|Other assets, net                                                                   |  |                              | 1,285   |   |                       |   | 1,620   |  
|                                                                                    |  |                              |         |   |                       |   |         |  
|                                                                                    |  | $                            | 81,230  |   |                       | $ | 80,947  |  
|                                                                                    |  |                              |         |   |                       |   |         |  
|Liabilities and Stockholders Deficit                                               |  |                              |         |   |                       |   |         |  
|Current liabilities:                                                                |  |                              |         |   |                       |   |         |  
|Line of credit                                                                      |  | $                            | 5,000   |   |                       | $ |        |  
|Accounts payable                                                                    |  |                              | 2,569   |   |                       |   | 4,029   |  
|Accrued expenses                                                                    |  |                              |         |   |                       |   |         |  
|Interest                                                                            |  |                              | 4,178   |   |                       |   | 1,295   |  
|Other                                                                               |  |                              | 4,107   |   |                       |   | 4,935   |  
|                                                                                    |  |                              |         |   |                       |   |         |  
|Total accrued expenses                                                              |  |                              | 8,285   |   |                       |   | 6,230   |  
|                                                                                    |  |                              |         |   |                       |   |         |  
|Total current liabilities                                                           |  |                              | 15,854  |   |                       |   | 10,259  |  
|Long-term debt                                                                      |  |                              | 114,730 |   |                       |   | 119,730 |  
|                                                                                    |  |                              |         |   |                       |   |         |  
|Total liabilities                                                                   |  |                              | 130,584 |   |                       |   | 129,989 |  
|                                                                                    |  |                              |         |   |                       |   |         |  
|Commitments and contingencies (note 9)                                              |  |                              |         |   |                       |   |         |  
|                                                                                    |  |                             
|Stockholders deficit:                                                              |  |                              |         |   |                       |   |         |  
|Common stock, $1 par value. Authorized 1,000,000 shares; issued 10,686 shares       |  |                              | 11      |   |                       |   | 11      |  
|Additional paid-in capital                                                          |  |                              | 1,710   |   |                       |   | 1,710   |  
|Accumulated deficit                                                                 |  |                              | (28,619 | ) |                       |   | (29,052 | )
|Accumulated other comprehensive income                                              |  |                              | 2,996   |   |                       |   | 3,741   |  
|Less treasury stock, 5,296.38 shares at April 3, 2009 and December 26, 2008 at cost |  |                              | (25,452 | ) |                       |   | (25,452 | )
|                                                                                    |  |                              |         |   |                       |   |         |  
|Total stockholders deficit                                                         |  |                              | (49,354 | ) |                       |   | (49,042 | )
|                                                                                    |  |                              |         |   |                       |   |         |  
|                                                                                    |  | $                            | 81,230  |   |                       | $ | 80,947  |  
|                                                                                    |  |                              |         |   |                       |   |         |  

See accompanying notes to condensed consolidated financial statements.



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DA-LITE SCREEN COMPANY, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Dollars in thousands, unaudited)



|                                              |  |                           |        |   |                            |   |        |  
|--------------------------------------------- |  | ------------------------- | ------ | - | -------------------------- | - | ------ | -
|                                              |  | 14 WeeksEndedApril 3,2009 |        |   | 13 WeeksEndedMarch 28,2008 |  
|Net sales                                     |  | $                         | 33,684 |   |                            | $ | 42,282 |  
|Cost of sales                                 |  |                           | 22,041 |   |                            |   | 25,583 |  
|                                              |  |                           |        |   |                            |   |        |  
|Gross profit                                  |  |                           | 11,643 |   |                            |   | 16,699 |  
|Selling, general, and administrative expenses |  |                           | 4,895  |   |                            |   | 5,897  |  
|                                              |  |                           |        |   |                            |   |        |  
|Operating income                              |  |                           | 6,748  |   |                            |   | 10,802 |  
|                                              |  |                           |        |   |                            |   |        |  
|Other expense (income):                       |  |                           |        |   |                            |   |        |  
|Interest                                      |  |                           | 3,383  |   |                            |   | 3,255  |  
|Miscellaneous, net                            |  |                           | (715   | ) |                            |   | (151   | )
|                                              |  |                           |        |   |                            |   |        |  
|Total other expense                           |  |                           | 2,668  |   |                            |   | 3,104  |  
|                                              |  |                           |        |   |                            |   |        |  
|Income before income taxes                    |  |                           | 4,080  |   |                            |   | 7,698  |  
|Income tax expense (benefit)                  |  |                           | (44    | ) |                            |   | 256    |  
|                                              |  |                           |        |   |                            |   |        |  
|Net income                                    |  | $                         | 4,124  |   |                            | $ | 7,442  |  
|                                              |  |                           |        |   |                            |   |        |  

See accompanying notes to condensed consolidated financial statements.



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DA-LITE SCREEN COMPANY, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Dollars in thousands, unaudited)



|                                                                                  |  |                           |        |   |                            |   |        |  
|--------------------------------------------------------------------------------- |  | ------------------------- | ------ | - | -------------------------- | - | ------ | -
|                                                                                  |  | 14 weeksEndedApril 3,2009 |        |   | 13 weeksEndedMarch 28,2008 |  
|Cash flows from operating activities:                                             |  |                           |        |   |                            |   |        |  
|Net income                                                                        |  | $                         | 4,124  |   |                            | $ | 7,442  |  
|Adjustments to reconcile net income to net cash provided by operating activities: |  |                           |        |   |                            |   |        |  
|Depreciation                                                                      |  |                           | 735    |   |                            |   | 810    |  
|Amortization and write-off of debt issuance costs                                 |  |                           | 334    |   |                            |   | 312    |  
|Change in:                                                                        |  |                           |        |   |                            |   |        |  
|Accounts receivable                                                               |  |                           | 1,850  |   |                            |   | (1,304 | )
|Inventories                                                                       |  |                           | 2,203  |   |                            |   | (1,141 | )
|Prepaid expenses and other                                                        |  |                           | 256    |   |                            |   | (303   | )
|Accounts payable                                                                  |  |                           | (1,387 | ) |                            |   | (422   | )
|Accrued expenses                                                                  |  |                           | 1,850  |   |                            |   | 2,537  |  
|Other                                                                             |  |                           |       |   |                            |   | 23     |  
|                                                                                  |  |                           |        |   |                            |   |        |  
|Net cash provided by operating activities                                         |  |                           | 9,965  |   |                            |   | 7,954  |  
|                                                                                  |  |                           |        |   |                            |   |        |  
|Cash flows from investing activities:                                             |  |                           |        |   |                            |   |        |  
|Purchase of property, plant and equipment                                         |  |                           | (654   | ) |                            |   | (485   | )
|Maturities of short-term investments                                              |  |                           |       |   |                            |   | 1,000  |  
|                                                                                  |  |                           |        |   |                            |   |        |  
|Net cash (used in) provided by investing activities                               |  |                           | (654   | ) |                            |   | 515    |  
|                                                                                  |  |                           |        |   |                            |   |        |  
|Cash flows from financing activities:                                             |  |                           |        |   |                            |   |        |  
|Proceeds from revolving credit facility                                           |  |                           | 5,000  |   |                            |   |       |  
|Payment to retire senior notes                                                    |  |                           | (5,000 | ) |                            |   | (4,250 | )
|Distributions to stockholders                                                     |  |                           | (3,691 | ) |                            |   | (5,023 | )
|Exercise of common stock options                                                  |  |                           |       |   |                            |   | 15     |  
|                                                                                  |  |                           |        |   |                            |   |        |  
|Net cash used in financing activities                                             |  |                           | (3,691 | ) |                            |   | (9,258 | )
|                                                                                  |  |                           |        |   |                            |   |        |  
|Effect of foreign currency exchange rate changes on cash and cash equivalents     |  |                           | 182    |   |                            |   | 275    |  
|                                                                                  |  |                           |        |   |                            |   |        |  
|Net change in cash and cash equivalents                                           |  |                           | 5,802  |   |                            |   | (514   | )
|Cash and cash equivalents at beginning of period                                  |  |                           | 1,633  |   |                            |   | 5,704  |  
|                                                                                  |  |                           |        |   |                            |   |        |  
|Cash and cash equivalents at end of period                                        |  | $                         | 7,435  |   |                            | $ | 5,190  |  
|                                                                                  |  |                           |        |   |                            |   |        |  

See accompanying notes to condensed consolidated financial statements.



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DA-LITE SCREEN COMPANY, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

1. Basis of Presentation

The financial data presented herein is unaudited and should be read in conjunction with the consolidated financial statements and accompanying notes
included in the annual report on Form 10-K filed by Da-Lite Screen Company, Inc. (together with all of its subsidiaries, the Company or Da-Lite) for the fiscal year ended December 26, 2008. In the opinion of management,
the accompanying unaudited condensed consolidated financial statements include all of the adjustments necessary for a fair presentation of the financial position, results of operations and cash flows for the interim periods presented. Results for
interim periods should not be considered indicative of results for the full year.

The accompanying consolidated financial statements
include the accounts of Da-Lite Screen Company, Inc. (Da-Lite), Da-Lite International, Inc., a domestic international sales corporation, and Projecta B.V. (Projecta), a Netherlands limited liability company, which is 99.9% owned by Da-Lite and
Projectas wholly-owned subsidiary Procolor S.A.S. (Procolor), a French corporation. All intercompany accounts and transactions have been eliminated.

The Company operates on a 52/53-week fiscal year ending on the last Friday of December. The first quarters of 2009 and 2008 were 14-week and 13-week periods, respectively. The Companys 2009 and 2008 fiscal years
will be 53-week and 52- week years, respectively.

2. Summary of Significant Accounting Policies and Estimates

The preparation of financial statements in accordance with accounting principles generally accepted in the United States of America requires that
management make a number of assumptions and estimates that affect the reported amounts of assets, liabilities, revenue and expenses in the consolidated financial statements and accompanying notes. Management bases its estimates on historical
experience and various other assumptions believed to be reasonable. Although these estimates are based on managements best knowledge of current events and actions that may impact the Company in the future, actual results may differ from these
estimates and assumptions. The Companys critical accounting policies are those that affect its consolidated financial statements materially and involve a significant level of judgment by management.

Revenue Recognition

The Company recognizes revenue when it has received an order from a customer, title has transferred to customer, the sales price is fixed or determinable and the collectibility of sales price is reasonably assured. All amounts billed to
customers in a sales transaction related to shipping and handling are recorded as revenue, and costs incurred by the Company for shipping and handling are recorded as cost of sales. Provision for customer sales allowances, returns and warranties are
made at the time of shipment.



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Allowance for Doubtful Accounts

The financial status of customers is routinely checked and monitored by the Company when granting credit. The Company provides an
allowance for doubtful accounts based upon historical experience and managements estimate of amounts to be collected from past due accounts.

Goodwill

Goodwill represents the excess of purchase price over the fair value of identifiable net assets
acquired. The Company applies the provisions of the Financial Accounting Standards Board (FASB) Statement of Financial Accounting Standards (SFAS) No. 142 and management tests goodwill for impairment to determine whether its carrying value
exceeds its implied fair value at least annually, or when events or changes in circumstances occur. Management calculates the implied fair value based on an income and market approach. These calculations include estimates of discount rates and
market value multiples. The change in the goodwill balance from December 26, 2008 to April 3, 2009 is the result of foreign currency translation.

Recent Accounting Pronouncements

In March 2008, the FASB issued SFAS 161,
Disclosures about Derivative Instruments and Hedging Activities, an amendment of SFAS 133 (SFAS 161). SFAS 161 applies to all derivative instruments and non-derivative instruments that are designated and qualify as hedging instruments
pursuant to paragraphs 37 and 42 of SFAS 133 and related hedged items accounted for under SFAS 133. SFAS 161 requires entities to provide greater transparency through additional disclosures about how and why an entity uses derivative instruments,
how derivative instruments and related hedged items are accounted for under SFAS 133 and its related interpretations, and how derivative instruments and related hedged items affect an entity's financial position, results of operations, and cash
flows. SFAS 161 is effective as of the beginning of an entity's first fiscal year that begins after November 15, 2008. The Company adopted SFAS 161 on December 27, 2008. The adoption of SFAS 161 did not have a material impact on its
financial position, results of operations, or cash flows.

In February 2008, the FASB issued Staff Position 157-2 (FSP
157-2) which delayed the effective date of SFAS 157 Fair Value Measures for all nonfinancial assets and nonfinancial liabilities, except those that are recognized or disclosed at fair value in the financial statements on a recurring basis.
The Company adopted FSP 157-2 on December 27, 2008. The adoption of FSP 157-2 did not have a material impact on the Companys financial position, results of operations or cash flows.

In December 2007, the FASB issued SFAS 160, Noncontrolling Interests in Consolidated Financial Statements, an Amendment of ARB 51(SFAS 160). SFAS 160 requires that noncontrolling interests be reported as a separate component of equity, that net income attributable to the parent and to the noncontrolling interest be separately identified in the consolidated statements of
income, that changes in a parent's ownership interest be accounted for as equity transactions, and that, when a subsidiary is deconsolidated, any retained noncontrolling equity investment in the former subsidiary and the gain or loss on the
deconsolidation of the subsidiary be measured at fair value. The adoption of SFAS 160 did not have a material impact on the Companys financial position, results of operations or cash flows.



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3. Notes Payable, Revolving Credit Agreement and Long-term Debt

The Company issued $160 million of 91/2% senior unsecured notes due in May 2011 during fiscal year 2004, which were subsequently exchanged for substantially identical notes that were registered with the
Securities and Exchange Commission (the 91/2% Senior Notes due 2011 or Notes). The net proceeds from the
issuance of the Notes were used during fiscal year 2004 to retire approximately $15.0 million of indebtedness outstanding under a then-existing credit facility, to pay a special distribution to stockholders of approximately $134.6 million and for
general corporate purposes. The Company may redeem any of the Notes with an initial redemption price of 109.5% of their principal amount plus accrued interest. Any outstanding principal is due in May 2011 and interest is payable semi-annually in
arrears on May 15 and November 15 of each year.

In the
Indenture related to the 91/2% Senior Notes due 2011, the Company agreed to covenants that limit it and its restricted
subsidiaries (i.e., Projecta B.V., Procolor S.A.S.) ability, among other things, to: (a) incur additional debt and issue preferred stock, (b) pay dividends, acquire shares of capital stock, make payments on subordinated debt or make
investments, (c) place limitations on distributions from restricted subsidiaries, (d) issue or sell capital stock of restricted subsidiaries, (e) issue guarantees, (f) sell or exchange assets, (g) enter into transactions
with stockholders and affiliates, (h) create liens and (i) effect mergers. In addition, if a change of control occurs, each holder of Notes will have the right to require the Company to repurchase all or part of the holders Notes at
a price equal to 101% of their principal amount, plus any accrued interest to the date of purchase. The Company was in compliance with all covenants at April 3, 2009 and December 26, 2008.

On April 20, 2009, the Company entered into a new two-year arrangement for an unsecured revolving credit facility, with maximum possible borrowings
equal to $19.5 million, with Lake City Bank (the Bank). The terms of the new two-year unsecured revolving credit facility are substantially similar to a pre-existing credit facility with the Bank that allowed for maximum borrowings of
$15.0 million and which was due to expire on May 1, 2010. Interest on any outstanding borrowings related to the new line of credit is calculated at the prime rate, which was 3.25% on the signing date of the agreement, subject to an interest
rate floor of 4.00%. As of this date $5.0 million of borrowings were outstanding under this facility.

The Companys Dutch subsidiary,
Projecta, has an overdraft line of credit with maximum possible borrowings equal to 1.5 million Euros. Interest on outstanding borrowings in Europe related to Projectas overdraft line of credit is calculated at the Fortis Basic Rate plus
1.50%, the sum of which was 7.10% on April 3, 2009. At April 3, 2009, and December 26, 2008, Projecta had no outstanding balances under this credit facility

The Company has provided an insurance carrier with a standby letter of credit for $0.5 million for self-insured amounts under its insurance program.

4. Stock Options

The Company has a
nonqualified stock option plan under which options are granted to certain employees. Options under the plan generally vest one-fifth each year from the anniversary date. During 2004, the Company also granted options to certain employees that were
immediately 100% vested. The options expire after ten years from the date of grant. Fair value calculations are based on highly subjective assumptions. The Company used the Black-Scholes option pricing model using the minimum value method and
determined that the fair value of grants made during 2004 was not material. The Company did not grant awards during periods presented.



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The stock option activity and weighted average exercise prices follow:



|                                 |  |              |  |                |        |                                        |   |    
|-------------------------------- |  | ------------ |  | -------------- | ------ | -------------------------------------- | - | ---
|                                 |  | Year to Date
|                                 |  | Options      |  | Exercise Price |        | AggregateIntrinsic Value(in thousands)
|Outstanding at December 26, 2008 |  | 55           |  | $              | 17,079 |                                        |   |    
|Exercised                        |  |             |  |                |       |                                        |   |    
|                                 |  |              |  |                |        |                                        |   |    
|Outstanding at April 3, 2009     |  | 55           |  | $              | 17,079 |                                        | $ | 247
|                                 |  |              |  |                |        |                                        |   |    
|Exercisable at April 3, 2009     |  | 55           |  | $              | 17,079 |                                        | $ | 247

5. Inventories

The Company accounts for its inventory at the lower of cost or market using the first-in, first-out (FIFO) method. Inventory is comprised of the following (in thousands):



|                 |  |              |        |                  |   |       
|---------------- |  | ------------ | ------ | ---------------- | - | ------
|                 |  | April 3,2009 |        | December 26,2008
|Raw materials    |  | $            | 7,958  |                  | $ | 9,195 
|Work in progress |  |              | 1,502  |                  |   | 2,092 
|Finished goods   |  |              | 2,624  |                  |   | 3,155 
|                 |  |              |        |                  |   |       
|                 |  | $            | 12,084 |                  | $ | 14,442
|                 |  |              |        |                  |   |       

6. Accumulated Other Comprehensive Income (Loss)

The only component of accumulated other comprehensive income as of April 3, 2009 and December 26, 2008 was for cumulative foreign exchange
translation adjustments.

7. Segment Information

The Company primarily manufactures projection screens and other meeting room equipment that are sold throughout the United States and Europe. Based on its operations, the Company has established two reportable
segments: United States and Europe. The United States segment includes the operations of Da-Lite excluding its foreign subsidiaries. The Europe segment includes the operations of Projecta and Procolor. All intersegment transactions have been
eliminated. Information regarding the sales of specific product categories within the Companys geographic business segments is not presented because it is not practical to determine these amounts.

Operating cash flow is the measure reported to the chief operating decision maker for use in assessing segment performance and allocating resources.
Operating cash flow for assessing segment performance is net sales less cost of sales and selling, general, and administrative expenses excluding depreciation and amortization. The Company does not allocate costs between segments.



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The following table presents financial information by segment for the periods stated (in thousands):



|                       |  |                           |        |   |                            |   |       
|---------------------- |  | ------------------------- | ------ | - | -------------------------- | - | ------
|                       |  | 14 WeeksEndedApril 3,2009 |        |   | 13 WeeksEndedMarch 28,2008
|For the period ended:  |  |                           |        |   |                            |   |       
|Net sales:             |  |                           |        |   |                            |   |       
|United States          |  | $                         | 28,464 |   |                            | $ | 34,334
|Europe                 |  |                           | 5,220  |   |                            |   | 7,948 
|                       |  |                           |        |   |                            |   |       
|Total net sales        |  | $                         | 33,684 |   |                            | $ | 42,282
|                       |  |                           |        |   |                            |   |       
|Operating income:      |  |                           |        |   |                            |   |       
|United States          |  | $                         | 6,869  |   |                            | $ | 9,742 
|Europe                 |  |                           | (121   | ) |                            |   | 1,060 
|                       |  |                           |        |   |                            |   |       
|Total operating income |  | $                         | 6,748  |   |                            | $ | 10,802
|                       |  |                           |        |   |                            |   |       
|                       |  |                          
|                       |  | April 3,2009              |        |   | December 26,2008          
|As of:                 |  |                           |        |   |                            |   |       
|Total assets           |  |                           |        |   |                            |   |       
|United States          |  | $                         | 58,646 |   |                            | $ | 56,430
|Europe                 |  |                           | 22,584 |   |                            |   | 24,517
|                       |  |                           |        |   |                            |   |       
|Total assets           |  | $                         | 81,230 |   |                            | $ | 80,947
|                       |  |                           |        |   |                            |   |       

8. Commitments and Contingencies

The Company is subject to certain legal proceedings and claims that have arisen in the ordinary course of business. In the opinion of management, the
Company does not have a potential liability related to any of these other current legal proceedings and claims that should individually or in the aggregate have a material adverse effect on its financial condition, liquidity or results of
operations.

However, the results of legal proceedings cannot be predicted with certainty. Should the Company fail to prevail in legal
matters, it is possible that its results of operations or financial condition could be materially adversely affected.

9. Subsequent Events

Subsequent to April 3, 2009, the Company repurchased $2.3 million of the
outstanding $114.7 million principal amount of its 91/2% Senior Notes due 2011 from the open market using cash on hand for an
aggregate purchase price of $2.0 million. The Company retired these Notes and expects that the discount recorded on the transaction will offset the write-off of deferred financing costs related to the repurchase.



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##### Table of Contents

Item 2. Managements Discussion and Analysis of Financial Condition and Results of
Operations.

Forward Looking Statements

This quarterly report on Form 10-Q contains certain statements that may be deemed to be forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities
Exchange Act of 1934, as amended. All statements, other than statements of historical facts, included in this report are forward-looking statements. When used in this report, the words may, will, should,
would, anticipate, estimate, expect, plan, believe, predict, potential, intend, and similar expressions are intended to identify
forward-looking statements. Forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those projected. These risks and uncertainties include, but are not limited to, changes in sales
or industry trends, changes in economic conditions, competition, retention of senior management and other key personnel, availability of materials or components, ability to make continued product innovations, casualty or work stoppages at the
Companys facilities, adverse results of lawsuits against the Company and currency exchange rates, the availability of financing and other factors described under Item 1A in the Companys Annual Report on Form 10-K for the year ended
December 26, 2008 and in Item 1 A herein. Forward-looking statements are based on assumptions and assessments made by the Companys management in light of their experience and their perception of historical trends, current conditions,
expected future developments and other factors they believe to be appropriate. Readers of this report are cautioned not to place undue reliance on these forward-looking statements, as there can be no assurance that these forward-looking statements
will prove to be accurate. Management undertakes no obligation to update any forward-looking statements. This cautionary statement is applicable to all forward-looking statements contained in this report.

Overview

Da-Lite is one of the worlds leading
manufacturers and distributors of projection screens. Da-Lites projection screens, which are focused on the premium end of the large screen market, are used in a wide range of settings including conference rooms, educational institutions, live
entertainment venues, meeting rooms, training facilities, houses of worship and private homes. Da-Lites products provide the viewer with an enhanced visual experience in settings where a large screen adds to the communication of information or
entertainment. The Companys products are versatile and can be customized to fit the needs of unique viewing venues.



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##### Table of Contents

Critical Accounting Policies

Da-Lites critical accounting policies are summarized in the Companys Annual Report on Form 10­K for the year ended December 26, 2008. As of April 3, 2009, the Companys critical
accounting policies had not changed from December 26, 2008.

Recent Accounting Pronouncements

In March 2008, the FASB issued SFAS 161, Disclosures about Derivative Instruments and Hedging Activities, an amendment of SFAS
133 (SFAS 161). SFAS 161 applies to all derivative instruments and non-derivative instruments that are designated and qualify as hedging instruments pursuant to paragraphs 37 and 42 of SFAS 133 and related hedged items accounted for under SFAS
133. SFAS 161 requires entities to provide greater transparency through additional disclosures about how and why an entity uses derivative instruments, how derivative instruments and related hedged items are accounted for under SFAS 133 and its
related interpretations, and how derivative instruments and related hedged items affect an entity's financial position, results of operations, and cash flows. SFAS 161 is effective as of the beginning of an entity's first fiscal year that begins
after November 15, 2008. The Company adopted SFAS 161 on December 27, 2008. The adoption of SFAS 161 did not have a material impact on its financial position, results of operations, or cash flows.

In February 2008, the FASB issued Staff Position 157-2 (FSP 157-2) which delays the effective date of SFAS 157 Fair Value Measures
for all nonfinancial assets and nonfinancial liabilities, except those that are recognized or disclosed at fair value in the financial statements on a recurring basis. The Company adopted FSP 157-2 on December 27, 2008. The adoption of FSP
157-2 did not have a material impact on the Companys financial position, results of operations or cash flows.

In
December 2007, the FASB issued SFAS 160, Noncontrolling Interests in Consolidated Financial Statements, an Amendment of ARB 51(SFAS 160). SFAS 160 requires that noncontrolling interests be reported as a separate component of equity, that net
income attributable to the parent and to the noncontrolling interest be separately identified in the consolidated statements of income, that changes in a parent's ownership interest be accounted for as equity transactions, and that, when a
subsidiary is deconsolidated, any retained noncontrolling equity investment in the former subsidiary and the gain or loss on the deconsolidation of the subsidiary be measured at fair value. The adoption of SFAS 160 did not have a material impact on
its financial position, results of operations, or cash flows.



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##### Table of Contents

Results of Operations

Fourteen Weeks Ended April 3, 2009, Compared with Thirteen Weeks Ended March 28, 2008

Net Sales.
Net sales were $33.7 million for the 14 weeks ended April 3, 2009, as compared to $42.3 million for the 13 weeks ended March 28, 2008, a decrease of $8.6 million or 20.3%. Net sales by the Companys United States (U.S.) operations
decreased 17.1%. In the U.S., electric screen sales decreased $0.8 million, wall screen sales decreased $1.0 million, and portable screen sales decreased $3.1 million, reflecting primarily decreases in volume. Sales were likely impacted by a
slowdown in the economy, including the housing, Business/IT and Hospitality markets. Portable screen sales, in particular, were affected by declining demand from the rental and staging markets within the broader Hospitality market. Results also
reflected increased competition from imports and larger plasma screens. Sales of other products decreased $1.0 million from 2008 levels. Net sales from the Companys European subsidiaries decreased $2.7 million or 34.3%. Sales in Europe were
also likely impacted by a slowdown in the economy. The stronger dollar produced a decrease of $0.7 million.

Cost of Sales.
The cost of sales was $22.0 million for the 14 weeks ended April 3, 2009, as compared to $25.6 million for the 13 weeks ended March 28, 2008, a decrease of $3.5 million, or 13.8%. As a percentage of net sales, the cost of sales
represented 65.4% in the 14 weeks ended April 3, 2009 and 60.5% for the 13 weeks ended March 28, 2008. This constitutes a 4.9 percentage point decrease in margins. Margins at our U.S. facilities decreased 4.4 points while margins at our
European operations decreased 7.7 points. These decreases resulted primarily from the decrease in product volumes.

Selling, General and
Administrative Expenses. Selling, general and administrative expenses were $4.9 million for the 14 weeks ended April 3, 2009, as compared to $5.9 million for the 13 weeks ended March 28, 2008. Selling, general and administrative
expenses in the U.S. decreased $0.9 million as a result of a decrease in legal fees reflecting the settlement of patent litigation in 2008, and a decrease in marketing costs. Selling, general and administrative expenses in Europe decreased $0.1
million as a result of the stronger dollar.

Interest. Interest expense totaled $3.4 million for the 14 weeks ended
April 3, 2009, as compared to $3.3 million for the 13 weeks ended March 28, 2008, an increase of $0.1 million, reflecting the increase in the number of days in the current period.

Miscellaneous, net. Miscellaneous, net was income of $0.7 million for the 14 weeks ended April 3, 2009, as compared to $0.2 million in income
for the 13 weeks ended March 28, 2008, an increase of $0.5 million, reflecting the increase in the repurchase of debt at a discount in the 2009 period.

Income Taxes. As a subchapter S corporation for United States tax purposes, the Company is generally not subject to United States federal and state income taxation. Rather, the Companys income, gains,
losses, deductions and credits flow through to its stockholders, and the Company makes distributions to them to meet their tax obligations at an assumed maximum federal and state tax rate (based on the state with the highest tax rate in which any of
the Companys stockholders reside). This assumed rate was 40.4% for the 14 weeks ended April 3, 2009 and for the 13 weeks ended March 28, 2008. The Company pays foreign income taxes on the earnings of its European subsidiaries.

Net Income. As a result of the aforementioned factors, net income decreased $3.3 million from $7.4 million for the 13 weeks ended
March 28, 2008 to $4.1 million for the 14 weeks ended April 3, 2009.



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Liquidity and Capital Resources

The Company expects to be able to fund its working capital requirements, interest expense, capital expenditures and its distributions to stockholders with cash generated from operations, although there can be no
assurances in this regard. The financial results for the 14 weeks ended April 3, 2009 showed a substantial reduction from the results reported for the 13 weeks ended March 28, 2008, reflecting difficult economic conditions. As a result,
the Company has been seeking to conserve resources. In this regard, the Company plans to discontinue making cash distributions to its stockholders (other than distributions to pay estimated taxes) after having made a distribution of $137.50 per
share in April of 2009.

The Companys bank debt and senior notes become due in the Spring of 2011. Although the Company expects that
it will be able to generate cash from operations to pay or prepay a portion of this indebtedness, it expects that it will need to refinance most of this indebtedness on or before the respective maturity dates. Credit market conditions, as well as
other economic conditions are difficult. There is no assurance that such new financing will be available when needed or as to the cost or other terms of this financing.

In March 2009, the Company repurchased $5.0 million of the outstanding principal amount of its
91/2% senior notes from the open market for an aggregate purchase price of $4.3 million. The Company retired these notes and
wrote-off the related deferred financing costs and recorded a gain of $0.7 million during the first quarter of 2009 relating to the repurchase. In April 2009, the Company repurchased an additional $2.3 million principal amount of such notes for an
aggregate purchase price of $2.0 million. Depending on the Companys expected cash needs, the prevailing prices of its 91/2% senior notes and other factors, the Company may repurchase some amount of its outstanding 91/2% senior notes from
time to time in the open market or otherwise.

Management believes the principal indicators of the Companys
liquidity are its cash position (total cash and short-term investments), remaining availability under its bank credit facilities and its excess working capital. At April 3, 2009, the Companys cash position was $7.4 million, an increase of
$5.8 million from December 26, 2008. Additionally, the Company had an unsecured revolving credit facility, with maximum possible borrowings equal to $15.0 million, which expires in May 2010. Interest on any outstanding borrowings related to
this line of credit is calculated at the prime rate, which was 3.25% on April 3, 2009. The Company replaced this facility with a new facility with maximum possible borrowings equal to $19.5 million which expires in April 2011 under which
borrowings bear interest at the prime rate, subject to a floor of 4.00%. At April 3, 2009, the Company had a $5.0 million outstanding balance under this line of credit. Da-Lites working capital position decreased to $21.0 million
(including $7.4 million of total cash and short-term investments) at April 3, 2009, from $25.1 million (including $1.6 million of total cash and short-term investments) at December 26, 2008.

The Companys Dutch subsidiary, Projecta, has an overdraft line of credit, with maximum possible borrowings equal to 1.5 million Euros.
Interest on outstanding borrowings in Europe related to Projectas overdraft line of credit is calculated at the Fortis Basic Rate plus 1.50%, the sum of which was 7.10% on April 3, 2009. At April 3, 2009, Projecta had no outstanding
balances under this credit facility.



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##### Table of Contents

Cash Flows

For the 14 weeks ended April 3, 2009, cash provided by operating activities was $10.0 million, as compared to $8.0 million for the 13 weeks ended March 28, 2008, an increase of $2.0 million or 25.3%, reflecting reduced net income,
which was more than offset by reductions in inventories, accounts receivable and an increase in accrued expenses Cash used in investing activities was $0.7 million for the 14 weeks ended April 3, 2009, as compared to cash provided by investing
activities of $0.5 million for the 13 weeks ended March 28, 2008. Cash used in investing activities in 2009 resulted from capital expenditures of $0.7 million. In 2008, cash provided by investing activities resulted from maturities in
short-term investments of $1.0 million partially offset by capital expenditures of $.5 million. Cash used in financing activities was $3.7 million during the 14 weeks ended April 3, 2009, as compared to $9.3 million for the 13 weeks ended
March 28, 2008. The decrease in cash used in financing activities in 2009 was related to proceeds from the revolving credit facility of $5.0 million and a reduction in distributions to stockholders of $1.3 million.

Capital Expenditures

Capital expenditures were $0.7
million for the fourteen weeks ended April 3, 2009 compared to $0.5 million for the thirteen weeks ended March 28, 2008. The Companys management currently expects to spend approximately $1.5 million on capital expenditures in 2009,
using cash generated from operations.

Contractual Obligations

The following table sets forth, as of April 3, 2009, certain of the Companys contractual obligations:



|                                                |  |                        |       |                 |      |           |       |           |   |                  |  
|----------------------------------------------- |  | ---------------------- | ----- | --------------- | ---- | --------- | ----- | --------- | - | ---------------- | -
|                                                |  | Payments due by period
|Contractual Obligations                         |  | Total                  |       | Less than1 year |      | 1-3 years |       | 3-5 years |   | More than5 years
|                                                |  | (in millions)         
|Interest and principal payments for senior debt |  | $                      | 142.0 |                 | 10.9 |           | 131.1 |           |  |                  | 
|Interest and principal for line of credit       |  |                        | 5.0   |                 | .2   |           | 5.2   |           |  |                  | 
|Self-insurance letter of credit                 |  |                        | 0.5   |                 | 0.5  |           |      |           |  |                  | 
|                                                |  |                        |       |                 |      |           |       |           |   |                  |  
|Total                                           |  | $                      | 147.5 |                 | 11.6 |           | 136.3 |           |  |                  | 
|                                                |  |                        |       |                 |      |           |       |           |   |                  |  

Distributions

As a subchapter S corporation under the Internal Revenue Code of 1986, Da-Lite is not subject to U.S. federal income taxes. Instead, such taxes are payable by Da-Lites stockholders. Distributions are made by
Da-Lite to its stockholders to pay estimated taxes relating to taxable income allocated to them by the Company on a quarterly basis. Tax related distributions were $1.3 million and $1.7 million for the 14 weeks ended April 3, 2009 and the 13
weeks ended March 28, 2008, respectively.

The Company has paid regular distributions to its stockholders in 2009 at a monthly rate of
$150 per share or $0.8 million in the aggregate compared to $200 per share or $1.1 million in the aggregate in 2008, subject to the covenants contained in the indenture. The Company reduced the regular distribution to its stockholders to a monthly
rate of $137.50 per share in April of 2009 and has decided to discontinue making regular distributions but plans to continue making distributions to its stockholders to pay estimated taxes.



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Inflation

The Company manages its inflation risks by ongoing review of product selling prices and production costs. Management does not believe that inflation risks are material to the Companys business, its consolidated financial position,
results of operations or cash flows. However, there can be no assurance that future inflation will not have an adverse impact on the Companys operating results and financial condition.

Environmental

The Company has incurred, and in the
future will continue to incur, expenditures for matters relating to environmental control, remediation, monitoring and compliance. The Companys management believes that compliance with current environmental laws and regulations is not likely
to have a material adverse effect on the Companys financial condition, the results of its operations or its liquidity; however, environmental laws and regulations have changed rapidly in recent years and the Company may become subject to more
stringent environmental laws and regulations in the future.



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##### Table of Contents

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

Concentration of Credit Risk

Financial instruments
that potentially subject the Company to significant concentrations of credit risk consist primarily of cash and cash equivalents and accounts receivable.

The Company maintains cash and cash equivalents with well-capitalized financial institutions.

The
Companys sales are not materially dependent on a single customer or a small group of customers. No one individual customer balance represented more than 6% of the Companys total outstanding receivables as of April 3, 2009. Credit
risk associated with the Companys receivables is representative of the geographic, industry and customer diversity associated with the Companys global business.

The Company also maintains credit controls for evaluating and granting customer credit. As a result, the Company may require that customers provide some
type of financial guarantee in certain circumstances.

Foreign Currency Risk

Da-Lite routinely uses forward exchange contracts to economically hedge raw material purchases from vendors outside of the country of purchase.

Interest Rate Risk

The Company has
two credit facilities available for general corporate purposes that are subject to variable interest rates. Interest related to any outstanding balances on the Companys $15.0 million revolving credit facility in the U.S. is calculated at the
prime rate, which was 3.25% on April 3, 2009. At April 3, 2009, the Company had an outstanding balance of $5.0 million under this revolving credit facility. Interest on outstanding borrowings in Europe, related to Projectas overdraft
line of credit, is calculated at the Fortis Basic Rate plus 1.50%, the sum of which was 7.10% on April 3, 2009. At April 3, 2009, Projecta had no outstanding balances under this credit facility.

At April 3, 2009, the Company had $114.7 million in fixed-rate long-term debt outstanding. There is no interest rate risk associated with the
Companys fixed rate debt. The fair market value of the fixed-rate debt (based on discounted cash flows reflecting borrowing rates currently available for debt with similar terms and maturities) varies with fluctuations in interest rates. A 10%
decrease in interest rates would have changed the fair market value of the fixed-rate debt to approximately $102.4 million from the fair value of approximately $98.8 million at April 3, 2009. Note that financial instruments are described as
cash or contractual obligations or rights to pay or receive cash. The fair value of all other financial instruments approximates the carrying value because of the short-term maturity of these instruments.



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##### Table of Contents

Item 4. Controls and Procedures.



|(a) | Evaluation of Disclosure Controls and Procedures. Based on the evaluation required by Rule 15d-15(e) under the Securities Exchange Act of 1934, the principal executive
officer and principal financial officer of the Company have concluded that the Companys disclosure controls and procedures (as defined in Rule 15d-15(e)), as of the end of the period covered by this report, were effective to ensure that the
information required to be disclosed by the Company in reports that it files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms. The
disclosure controls and procedures are designed to only provide reasonable assurance of achieving the desired control objections.
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|(b) | Changes in Internal Control Over Financial Reporting. There were no changes in the Companys internal control over financial reporting that occurred during the last
fiscal quarter that has materially affected, or are reasonably likely to materially affect, the Companys internal control over financial reporting.
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



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##### Table of Contents

PART II

OTHER INFORMATION

Item 1A. Risk Factors.

The following supplements the risk factors set forth in Item 1A of the Companys Annual Report of Form 10-K for the year ended December 26,
2008

We have been adversely affected by the current difficult economic and market conditions, including conditions in the residential
and commercial real estate, Business/IT and Hospitality markets, and the continuation or worsening of these conditions could further negatively impact our results and financial condition.

The Companys success depends to a significant extent on numerous factors affecting business and consumer spending and residential and commercial
construction, including economic conditions relating to the markets we serve. In the current weak economy, our customers have reduced their level of discretionary spending or investment which has materially adversely affected our business and
results of operations. Our results have been adversely affected in recent periods by a decline in residential construction, which reduces the demand for projection screens for home theaters, the declines in commercial construction and business
investment generally, which reduces the demand in the Business/IT market, and the decline in convention activity has adversely affected the demand in the Hospitality market. The continuation or worsening of difficult economic and market conditions
could further negatively impact our business, financial condition, results of operations and cash flows.

Item 2.
Unregistered Sales of Equity Securities and Use of Proceeds.

None

Item 6. Exhibits



|            |  |                                                                                                                                
|----------- |  | -------------------------------------------------------------------------------------------------------------------------------
|Exhibit No. |  | Description                                                                                                                    
|31.1        |  | Certification of CEO pursuant to Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|            | 
|31.2        |  | Certification of CFO pursuant to Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|            | 
|32.1        |  | Certification of CEO pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002  
|            | 
|32.2        |  | Certification of CFO pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002  



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##### Table of Contents

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.



DA-LITE SCREEN COMPANY, INC. (Registrant)By:

/s/    Jerry C. YoungJerry C. YoungVice President  Finance and Chief Financial Officer (Principal Financial and Accounting Officer)


Date: May 5, 2009



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##### Table of Contents

EXHIBIT INDEX



|            |  |                                                                                                                                
|----------- |  | -------------------------------------------------------------------------------------------------------------------------------
|Exhibit No. |  | Description                                                                                                                    
|            | 
|31.1        |  | Certification of CEO pursuant to Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|            | 
|31.2        |  | Certification of CFO pursuant to Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|            | 
|32.1        |  | Certification of CEO pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002  
|            | 
|32.2        |  | Certification of CFO pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002  



19