##### Table of Contents



UNITED STATES SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-K
 (Mark One)
 þ
    
    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the fiscal year ended January 31, 2008
 o
    
    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: 001-07982
 RAVEN INDUSTRIES, INC.
  South Dakota
    
    46-0246171(State of incorporation)
    
    (IRS Employer Identification No.)
 205 E. 6th Street, P.O. Box 5107
Sioux Falls, South Dakota 57117- 5107
 (605) 336-2750
 Securities registered pursuant to Section 12(b) of the Act:
 Title of Each Class:
    
    Name of Each Exchange on which RegisteredCommon Stock, $1 par value
    
    The NASDAQ Stock Market LLC
 Securities registered pursuant to Section 12(g) of the Act: None
  o þ
  o þ
 þ o
 Form 10-K. þ
  Large accelerated filer o
    
    Accelerated filer þ
    
    Non-accelerated filer   o
(Do not check if a smaller reporting company)
    
    Smaller Reporting Company o
  o þ
  DOCUMENTS INCORPORATED BY REFERENCE




---



##### 



TABLE OF CONTENTS
 PagePART IItem 1.     Business
    
    
    2Item 1A.  Risk Factors
    
    
    5Item 1B.  Unresolved Staff Comments
    
    
    7Item 2.     Properties
    
    
    7Item 3.     Legal Proceedings
    
    
    7Item 4.     Submission of Matters to a Vote of Security Holders
    
    
    7PART IIItem 5.     Market for the Registrants Common Equity, Related Shareholder Matters, and Issuer Purchases
of Equity Securities
    
    
    7Item 6.     Selected Financial Data
    
    
    8Item 7.     Managements Discussion and Analysis of Financial Condition and Results of Operations
    
    
    8Item 7A.  Quantitative and Qualitative Disclosures About Market Risk
    
    
    8Item 8.     Financial Statements and Supplementary Data
    
    
    8Item 9.     Changes In and Disagreements With Accountants on Accounting and Financial Disclosure
    
    
    8Item 9A.  Controls and Procedures
    
    
    8Item 9B.   Other information
    
    
    9PART IIIItem 10.   Directors and Executive Officers of the Registrant
    
    
    9Item 11.   Executive Compensation
    
    
    10Item 12.   Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters
    
    
    10Item 13.   Certain Relationships and Related Transactions, and Director Independence
    
    
    10Item 14.   Principal Accounting Fees and Services
    
    
    10PART IVItem 15.   Exhibits, Financial Statement Schedule
    
    
    10Signatures
    
    
    122008 Annual Report to ShareholdersSubsidiaries of the RegistrantConsent of Independent Registered Public Accounting FirmCertification of CEO Pursuant to Section 302Certification of CFO Pursuant to Section 302Certification Pursuant to Section 906Certification Pursuant to Section 906
  1




---



##### Table of Contents



RAVEN INDUSTRIES, INC.
FORM 10-K
FISCAL YEAR ENDED JANUARY 31, 2008
 
 Item 1. Business
 General
 http://www.ravenind.com
 http://www.sec.gov
   FY 2008
    
    
    FY 2007
    
    
    FY 2006Pit lining and geomembrane films
    
    $
    32,967
    
    
    $
    28,715
    
    
    $
    20,605Disaster film
    
    
    
    
    
    
    9,880
    
    
    
    11,447Other plastic films
    
    
    51,816
    
    
    
    52,487
    
    
    
    50,742Agricultural flow control devices and accessories
    
    
    58,335
    
    
    
    41,855
    
    
    
    42,895Electronics manufacturing services
    
    
    67,609
    
    
    
    66,278
    
    
    
    56,219Parachute-related products
    
    
    2,206
    
    
    
    504
    
    
    
    3,729Uniforms and protective wear
    
    
    5,842
    
    
    
    6,396
    
    
    
    6,117Other
    
    
    15,182
    
    
    
    11,414
    
    
    
    12,774Total sales
    
    $
    233,957
    
    
    $
    217,529
    
    
    $
    204,528
 Business Segments
 Engineered Films
   2




---



##### Table of Contents



Flow Controls
   Electronic Systems
   Aerostar
   Major Customer Information
  Seasonal Working Capital Requirements
  Financial Instruments
  3




---



##### Table of Contents



Raw Materials
  Patents
  Research and Development
  Environmental Matters
     Backlog
  Employees
  4




---



##### Table of Contents



Item 1A. Risk Factors
 Forward-Looking Statements
  Risks Relating to the Company
  Weather conditions could affect certain of the companys markets such as agriculture and
construction.
  Price fluctuations in and shortages of raw materials could have a significant impact on the
companys ability to sustain and grow earnings.
  Failure to develop and market new technologies and products could impact the companys competitive
position and have an adverse affect on the companys financial results.
 5




---



##### Table of Contents



The companys Electronic Systems Division is dependent on a small number of customers.
   The companys Aerostar segment depends on the US government for a significant portion of its sales
creating uncertainty in the timing of and funding for projected contracts.
  The company derives a portion of its revenues from foreign markets, which subjects the company to
risk of changes in government policies and laws or worldwide economic conditions.
 6




---



##### Table of Contents



Item 1B. Unresolved Staff Comments
 
 Item 2. Properties
  Square
    
    
    
    BusinessLocation
    
    Feet
    
    Function
    
    SegmentsSioux Falls, SD
    
    
    150,000
    
    
    Corporate office; electronics manufacturing
    
    All131,000
    
    
    Plastic sheeting manufacturing
    
    Engineered Films73,000
    
    
    Warehouse
    
    Engineered Films59,000
    
    
    Plastic sheeting and hot-air balloon manufacturing
    
    Engineered Films; Aerostar34,000
    
    
    Warehouse and offices
    
    Engineered Films27,000
    
    
    Offices and material handling facility
    
    Aerostar25,000
    
    
    Inflatable manufacturing
    
    Aerostar24,000
    
    
    Electronics manufacturing
    
    Electronic Systems10,000
    
    
    Machine shop
    
    Flow Controls10,000
    
    
    Training and product development facility
    
    Flow ControlsSulphur Springs, TX
    
    
    64,000
    
    
    Research balloon manufacturing
    
    AerostarSpringfield, OH
    
    
    30,000
    
    
    Warehouse
    
    Engineered FilmsHuron, SD
    
    
    24,000
    
    
    Sewing plant
    
    AerostarSt. Louis, MO
    
    
    24,000
    
    
    Electronics manufacturing
    
    Electronic SystemsMadison, SD
    
    
    20,000
    
    
    Sewing plant
    
    AerostarAustin, TX
    
    
    *7,000
    
    
    Product development facility
    
    Flow ControlsStockholm, SK
    
    
    *7,000
    
    
    Warehouse
    
    Flow Controls
 
 *
    
    Leased  
 Item 3. Legal Proceedings
  
 Item 4. Submission of Matters to a Vote of Security Holders
  
 Item 5.
    
    Market for the Registrants Common Equity, Related Shareholder Matters, and
Issuer Purchases of Equity Securities
  7




---



##### Table of Contents



Max. # (or approx $Total # shares
    
    value of sharespurchased as part
    
    that may yet beof Publicly
    
    purchased under thePeriod
    
    Total Number
    
    Average price
    
    Announced Plan
    
    PlansNovember 2007
    
    
    
    
    
    
    
    
    
    
    
    
    
    $
    2,000,000December 2007
    
    
    
    
    
    
    
    
    
    
    
    
    
    $
    2,000,000January 2008
    
    
    10,000
    
    
    $
    31.05
    
    
    
    10,000
    
    
    $
    1,689,543Total Fourth Quarter
    
    
    10,000
    
    
    $
    31.05
    
    
    
    10,000
  
 Item 6. Selected Financial Data
  
 Item 7. Managements Discussion and Analysis of Financial Condition and Results of
Operations
  
 Item 7A. Quantitative and Qualitative Disclosures About Market Risk
   
 Item 8. Financial Statements and Supplementary Data
  
 Item 9. Changes In and Disagreements With Accountants on Accounting and Financial
Disclosure
  
 Item 9A. Controls and Procedures
 Disclosure Controls and Procedures
  8




---



##### Table of Contents



Managements Report on Internal Control Over Financial Reporting
  Changes in Internal Control Over Financial Reporting
  
 Item 9B. Other Information
  
 Item 10. Directors, Executive Officers, and Corporate Governance
 Election of Directors, Board of Directors and
Committees Corporate Governance, and Other Matters
 Executive Officers
 Name
    
    Age
    
    PositionRonald M. Moquist
    
    
    62
    
    
    President and Chief Executive OfficerThomas Iacarella
    
    
    54
    
    
    Vice President and Chief Financial OfficerDavid R. Bair
    
    
    51
    
    
    Division Vice President and General Manager  Electronic Systems
DivisionJames D. Groninger
    
    
    49
    
    
    Division Vice President and General ManagerEngineered Films DivisionBarbara K. Ohme
    
    
    60
    
    
    Vice President  AdministrationDaniel A. Rykhus
    
    
    43
    
    
    Executive Vice President, General ManagerFlow Controls DivisionMark. L. West
    
    
    54
    
    
    President  Aerostar International, Inc.
         9




---



##### Table of Contents



Item 11. Executive Compensation
 Executive
Compensation Non-Management
Director Compensation
 
 Item 12. Security Ownership of Certain Beneficial Owners and Management and Related
Shareholder Matters
 Ownership of Common Stock
  
 Item 13. Certain Relationships and Related Transactions, and Director Independence
 Board of Directors and Committees Corporate Governance
 
 Item 14. Principal Accounting Fees and Services
 Independent Registered Public Accounting Firm
Fees,
 
 Item 15. Exhibits, Financial Statement Schedule
 (a)
    
    Consolidated Financial Statements and Schedule
 1.
    
    Incorporated by reference from the attached exhibit containing the 2008 Annual
Report to Shareholders:Consolidated Balance SheetsConsolidated Statements of IncomeConsolidated Statements of Shareholders Equity and Comprehensive IncomeConsolidated Statements of Cash FlowsNotes to Financial StatementsReport of Independent Registered Public Accounting Firm2.
    
    Included in Part II:Report of Independent Registered Public Accounting Firm on Financial Statement ScheduleSchedule II  Valuation and Qualifying Accounts
  10




---



##### Table of Contents



ExhibitNumber
    
    Description3
    (a)
    
    Articles of Incorporation of Raven Industries, Inc. and all amendments thereto.*3
    (b)
    
    Bylaws of Raven Industries, Inc.*3
    (c)
    
    Extract of Shareholders Resolution adopted on April 7, 1962 with respect to the bylaws of Raven Industries, Inc. *10
    (a)
    
    Employment Agreement between Raven Industries, Inc. and Daniel Rykhus dated as of April 1, 2004 (incorporated by
reference to Exhibit 10(a) of the companys Form 10-Q for the quarter ended April 30, 2004). 10
    (b)
    
    Employment Agreement between Raven Industries, Inc. and David R. Bair dated as of February 1, 2004.  ***10
    (c)
    
    Employment Agreement between Raven Industries, Inc. and James D. Groninger dated as of February 1, 2004.  ***10
    (d)
    
    Employment Agreement between Raven Industries, Inc. and Mark L. West dated as of February 1, 2004.  ***10
    (e)
    
    Employment Agreement between Raven Industries, Inc. and Ronald M. Moquist dated as of February 1, 2004. **10
    (f)
    
    Employment Agreement between Raven Industries, Inc. and Thomas Iacarella dated as of February 1, 2004.  **10
    (g)
    
    Schedule A to Employment Agreements between Raven Industries, Inc. and Ronald M. Moquist and Thomas Iacarella
dated as of February 1, 2004. **10
    (h)
    
    Employment Agreement between Raven Industries, Inc. and Barbara Ohme dated as of February 1, 2004.  **10
    (i)
    
    Change in Control Agreement between Raven Industries, Inc. and each of the following officers and key employees:Ronald M. Moquist,
Thomas Iacarella, Daniel A. Rykhus, David R. Bair, James D. Groninger, Barbara K. Ohme, and
Mark L. West dated as of December 17, 2007 (incorporated by reference to
Exhibit 10.1 of the companys 8-K filed
December 17, 2007). 10
    (j)
    
    Trust Agreement between Raven Industries, Inc. and Norwest Bank South Dakota, N.A. dated April 26, 1989. *10
    (k)
    
    Raven Industries, Inc. 2000 Stock Option and Compensation Plan adopted May 24, 2000 (incorporated by reference to
Exhibit A to the companys definitive Proxy Statement filed April 19, 2000).10
    (l)
    
    Raven Industries, Inc. Deferred
Compensation Plan for Directors adopted May 23, 2006 (incorporated by reference
to Exhibit 10.1 to the companys 8-K filed May 24, 2006).13
    
    
    2008 Annual Report to Shareholders (only those portions specifically incorporated herein by reference shall be
deemed filed with the Commission).21
    
    
    Subsidiaries of the Registrant.23
    
    
    Consent of Independent Registered Public Accounting Firm.31.1
    
    
    Certification of CEO Pursuant to Section 302 of Sarbanes-Oxley Act.31.2
    
    
    Certification of CFO Pursuant to Section 302 of Sarbanes-Oxley Act.32.1
    
    
    Certification pursuant to Section 906 of Sarbanes-Oxley Act.32.2
    
    
    Certification pursuant to Section 906 of Sarbanes-Oxley Act.
 
 
    
    Management contract or compensatory plan or arrangement.*
    
    Incorporated by reference to corresponding Exhibit Number of the companys Form 10-K for the
year ended January 31, 1989.**
    
    Incorporated by reference to corresponding Exhibit Number of the companys Form 10-K for the
year ended January 31, 2004.***
    
    Incorporated by reference to corresponding Exhibit Number of the companys Form 10-K for the
year ended January 31, 2007. 11




---



##### Table of Contents



SIGNATURES
  RAVEN INDUSTRIES, INC.(Registrant)March 31, 2008
    
    
    
    By:
    
    /s/ Ronald M. MoquistDate
    
    
    
    
    
    Ronald M. MoquistPresident and Chief Executive Officer (Principal
Executive Officer and Director)
  March 31, 2008
    
    /s/ Ronald M. MoquistDate
    
    Ronald M. MoquistPresident and Chief Executive Officer (Principal ExecutiveOfficer and Director)March 31, 2008
    
    /s/ Thomas IacarellaDate
    
    Thomas IacarellaVice President and Chief Financial Officer(Principal Financial and Accounting Officer)Directors:March 31, 2008
    
    /s/ Conrad J. HoigaardDate
    
    Conrad J. HoigaardMarch 31, 2008
    
    /s/ Anthony W. BourDate
    
    Anthony W. BourMarch 31, 2008
    
    /s/ David A. ChristensenDate
    
    David A. ChristensenMarch 31, 2008
    
    /s/ Thomas S. EveristDate
    
    Thomas S. EveristMarch 31, 2008
    
    /s/ Mark E. GriffinDate
    
    Mark E. GriffinMarch 31, 2008
    
    /s/ Kevin T. KirbyDate
    
    Kevin T. KirbyMarch 31, 2008
    
    /s/ Cynthia H. MilliganDate
    
    Cynthia H. Milligan
 12




---



##### Table of Contents



Report of Independent Registered Public Accounting Firm on
Financial Statement Schedule
   
 13




---



##### Table of Contents



SCHEDULE II  VALUATION AND QUALIFYING ACCOUNTS
 for the years ended January 31, 2008, 2007 and 2006
  Column CColumn B
    
    
    Additions
    
    
    Column DBalance at
    
    
    Charged to
    
    
    Charged to
    
    
    Deductions
    
    
    Column EColumn A
    
    Beginning
    
    
    Costs and
    
    
    Other
    
    
    From
    
    
    Balance atDescription
    
    of Year
    
    
    Expenses
    
    
    Accounts
    
    
    Reserves (1)
    
    
    End of YearDeducted in the balance sheet from
the asset to which it applies:Allowance for doubtful accounts:Year ended January 31, 2008
    
    $
    258
    
    
    $
    91
    
    
    None
    
    $
    56
    
    
    $
    293Year ended January 31, 2007
    
    $
    257
    
    
    $
    40
    
    
    None
    
    $
    39
    
    
    $
    258Year ended January 31, 2006
    
    $
    265
    
    
    $
    78
    
    
    None
    
    $
    86
    
    
    $
    257
 
 Note:(1)
    
    Represents uncollectible accounts receivable written off during the year, net of recoveries. 14