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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549





FORM 10-Q/A

(Amendment No. 1)





(Mark One)

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

For the quarterly period ended September 30, 2008

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: 000-04036





KREISLER MANUFACTURING CORPORATION

(Exact name of registrant as specified in
its charter)







|                                                               |  |                                     
|-------------------------------------------------------------- |  | ------------------------------------
|Delaware                                                       |  | 22-1047792                          
|(State or other jurisdiction of incorporation or organization) |  | (I.R.S. Employer Identification No.)

180 Van Riper Avenue, Elmwood Park, New Jersey 07407

(Address of principal executive offices) (Zip Code)

201-791-0700

(Registrants telephone number, including area code)

N/A

(Former name, former address
and former fiscal year, if changed since last report)





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 is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting
company. See the definitions of large accelerated filer, accelerated filer and smaller reporting company in Rule 12b-2 of the Exchange Act.



|                        |  |                                                  |  |                           |  |  
|----------------------- |  | ------------------------------------------------ |  | ------------------------- |  | -
|Large accelerated filer |  |  ̈                                                |  | Accelerated filer         |  |  ̈
|                        |  |                                                  | 
|Non-accelerated filer   |  |  ̈  (Do not check if a smaller reporting company) |  | Smaller reporting company |  | x

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

The number of shares of Common Stock outstanding as of November 7, 2008, the most recent practicable date prior to the filing of this Quarterly
Report on Form 10-Q, was 1,867,948 shares.









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EXPLANATORY NOTE

This Amendment No. 1 on Form 10-Q (the Amended Report) amends the original Quarterly Report on Form 10-Q of Kreisler Manufacturing Corporation for the quarter ended September 30, 2008, which was
filed with the Securities and Exchange Commission (the SEC) on November 14, 2008 (the Original Report). Unless otherwise indicated, or the context requires otherwise, references in the Amended Report to we,
us, and our or similar terms are to Kreisler Manufacturing Corporation and its subsidiaries.

We are filing this
Amended Report to amend Exhibits 31.1 and 31.2 which contain the Certification of our Chief Executive Officer and the Certification of our Chief Financial Officer, respectively. The Certifications included in Exhibits 31.1 and 31.2 to the Original
Report inadvertently omitted certain introductory language of paragraph 4 of such certifications pursuant.

This Amended Report also
corrects certain inadvertent omissions and formatting errors on the cover page of the Original Report.

This Amended Report does not affect
any other items in our Original Report. Because no financial statements are contained in this Amended Report, we are not including certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. Except as otherwise expressly stated
for the items amended in this Amended Report, this Amended Report continues to speak as of the date of the Original Report and we have not updated the disclosure contained herein to reflect events that have occurred since the filing of the Original
Report. Accordingly, this Amended Report should be read in conjunction with our Original Report and our other filings made with the SEC subsequent to the filing of the Original Report.



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TABLE OF CONTENTS

KREISLER MANUFACTURING CORPORATION



|                          |  |     
|------------------------- |  | ----
|                          |  | Page
|PART IIOTHER INFORMATION |  |     
|                          | 
|Item 6. Exhibits.         |  | 1   
|                          | 
|SIGNATURES                |  | 2   
|                          | 
|EXHIBIT INDEX             |  | 3   



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PART IIOTHER INFORMATION



|ITEM 6. | EXHIBITS.
|------- | ---------



|            |  |                                                                                                                                                                                      
|----------- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Exhibit No. |  | Description                                                                                                                                                                          
|31.1        |  | Certification of Chief Executive Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of The Sarbanes- Oxley Act of
2002.
|            | 
|31.2        |  | Certification of Chief Financial Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of The Sarbanes-Oxley Act of
2002. 



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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.

Dated: March 9, 2009



KREISLER MANUFACTURING CORPORATIONBy:

/s/ Edward A. SternEdward A. Stern, Co-President & Chief Financial
Officer(Principal Financial Officer and Duly Authorized Officer)




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EXHIBIT INDEX



|            |  |                                                                                                                                                                                     
|----------- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Exhibit No. |  | Description                                                                                                                                                                         
|31.1        |  | Certification of Chief Executive Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of The Sarbanes-Oxley Act of
2002.
|            | 
|31.2        |  | Certification of Chief Financial Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of The Sarbanes-Oxley Act of
2002.



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