8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):  August 26, 2009

BOLT TECHNOLOGY CORPORATION

(Exact name of registrant as specified in its charter)

Connecticut	001-12075	06-0773922
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

Four Duke Place, Norwalk, Connecticut	06854
(Address of principal executive office)	(Zip Code)
Registrant’s telephone number, including area code	(203) 853-0700

Not applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Section 2—Financial Information

Item 2.02.         Results of Operations and Financial Condition.

On August 26, 2009, Bolt Technology Corporation (the “Company”) issued a press release announcing the Company’s results of operations for the fourth quarter and the fiscal year ended June 30, 2009.  A copy of this press release is furnished with this report as Exhibit 99.1 and shall be deemed provided under this Item 2.02 of Form 8-K.

The information in this Item 2.02, including the exhibit attached hereto, is being furnished solely pursuant to Item 2.02 of this Form 8-K.  Consequently, such information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Section 5—Corporate Governance and Management

Item 5.02          Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Approval of Discretionary Cash Bonus Awards and Awards of Restricted Stock and Stock Options

On August 26, 2009, the Executive Compensation and Stock Option Committees of the Board of Directors of the Companyrecommended, and the independent members of the Board of Directors approved,discretionary cash bonus awards and awards of restricted stock and stock options under the Bolt Technology Corporation Amended and Restated 2006 Stock Option and Restricted Stock Plan (the “Plan”) in respect of the fiscal year ended June 30, 2009, to the named executive officers identified in the Company’s proxy statement dated October 24, 2008 (the “Named Executive Officers”).  The discretionary cash bonus awards, restricted stock grants and stock option awards to the Named Executive Officers were as follows:  Mr. Raymond M. Soto, Chief Executive Officer and President, was awarded a discretionary cash bonus of $210,000, 20,000 shares of restricted stock and options to purchase 20,000 shares of the Company’s common stock; Mr. Joseph Espeso, Senior Vice President – Finance and Chief Financial Officer, and Mr. Joseph Mayerick, Jr., Senior Vice President – Marketing, were each awarded a discretionary cash bonus of $77,000, 6,000 shares of restricted stock and options to purchase 7,500 shares of the Company’s common stock; and Mr. William C. Andrews, Vice President—Administration and Compliance, was awarded a discretionary cash bonus of $65,000, 5,000 shares of restricted stock and options to purchase 7,500 shares of the Company’s common stock.  The shares of restricted stock are subject to a risk of forfeiture that is scheduled to lapse, subject to the provisions of the Plan and the applicable award agreement, in five equal annual installments commencing on August 26, 2010, and ending on August 26, 2014; if Mr. Soto retires before the end of such five-year period, the risk of forfeiture with respect to any such restricted stock held by Mr. Soto will lapse on the date of his retirement.  Each option has a term of five years from the date of grant and is exercisable, subject to the provisions of the Plan and the applicable stock option agreement, with respect to 25% of the shares covered under the option in each of the second through fifth years of its term.

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Section 9—Financial Statements and Exhibits

Item 9.01.         Financial Statements and Exhibits.

(d)           Exhibits. The following exhibit is furnished pursuant to Item 2.02.

Exhibit No.	Description
99.1	Press Release issued August 26, 2009.

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SIGNATURE

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 hereunto duly authorized.

BOLT TECHNOLOGY CORPORATION
By:	/s/ Raymond M. Soto
	Raymond M. Soto
	(Chairman of the Board, President and Chief Executive Officer)

Dated:  August 31, 2009

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Exhibit Index

Exhibit No.	Description
99.1	Press release issued August 26, 2009.

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EX-99.1

Exhibit 99.1

EARNINGS RELEASE

For Immediate Release

Contact: Raymond M. Soto (203) 853-0700

BOLT TECHNOLOGY REPORTS FISCAL YEAR 2009 RESULTS

NORWALK, CT., August 26, 2009 – Bolt Technology Corporation (NASDAQ: BOLT) today announced financial results for the fourth quarter and the fiscal year ended June 30, 2009.

For the year ended June 30, 2009, sales amounted to $48,876,000 compared to $61,635,000 last year.  Income from continuing operations for the year amounted to $10,501,000 ($1.22 per share) compared to $13,709,000 ($1.60) last year, and net income for the year amounted to $10,501,000 ($1.22 per share) compared to $14,569,000 ($1.70 per share) last year.

Raymond M. Soto, Bolt’s chairman, president and CEO, commented, “The Company had another strong year in fiscal 2009 recording net income of $10,501,0000 on sales of $48,876,000.  Fiscal 2009 sales, which are the second highest in the Company’s 47 years of operation, decreased 21% from the record sales of fiscal 2008.  The decrease resulted primarily from a decrease in the price of oil and the global economic slowdown which in turn slowed down the demand for marine seismic exploration.  Looking to the future, we believe the fundamentals of our industry remain strong and as current economic conditions improve, we anticipate increased demand for our products in all three segments—“Seismic Energy Sources,” “Underwater Cables and Connectors” and “Seismic Energy Controllers.”

Mr. Soto continued, “Our balance sheet continued to strengthen in fiscal 2009. Cash and short-term investments increased from $19,137,000 at June 30, 2008 to $27,737,000 at June 30, 2009, our working capital increased to $49,935,000 and the Company remained debt free.  Our strong balance sheet puts us in a good position to sustain the current  lower levels of marine seismic exploration activity and to pursue acquisitions as appropriate.”

Bolt Technology Corporation is a leading worldwide developer and manufacturer of   marine seismic acquisition equipment used for offshore exploration for oil and gas. The Company operates in three segments: “Seismic Energy Sources,” “Underwater Cables and Connectors” and “Seismic Energy Source Controllers.”

Forward-looking statements in this release are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.  These include statements about anticipated financial performance, future revenues and earnings, business prospects, new products, anticipated energy industry activity, anticipated market performance, planned production and shipping of products, expected cash needs and similar matters.  Investors are cautioned that all forward-looking statements involve risks and uncertainty, including without limitation (i) the risk of technological change relating to the Company’s products and the risk of the Company’s inability to develop new competitive products in a timely manner, (ii) the risk of changes in demand for the Company’s products due to fluctuations in energy industry activity, (iii) the Company’s reliance on certain significant customers, (iv) risks associated with a significant amount of foreign sales, (v) the risk of fluctuations in future operating results, (vi) risks associated with global economic conditions and (vii) other risks detailed in the Company’s filings with the Securities and Exchange Commission.  The Company believes that forward-looking statements made by it are based on reasonable expectations.  However, no assurances can be given that actual results will not differ materially from those contained in such forward-looking statements. The words “estimate,” “project,” “anticipate,” “expect,” “predict,” “believe,”  “may,” “could,” “should” and similar expressions are intended to identify forward-looking statements.

BOLT TECHNOLOGY CORPORATION

Condensed Consolidated Statements of Operations

	Three Months Ended				Fiscal Year
	June 30,				June 30,
	2009		2008		2009		2008
Sales	$	11,063,000	$	14,921,000	$	48,876,000	$	61,635,000
Costs and expenses		7,806,000		9,554,000		33,352,000		41,473,000
Income before income taxes		3,257,000		5,367,000		15,524,000		20,162,000
Provision for income taxes		1,066,000		1,675,000		5,023,000		6,453,000
Income from continuing operations		2,191,000		3,692,000		10,501,000		13,709,000
Income from discontinued operations, net of taxes		-		418,000		-		860,000
Net Income	$	2,191,000	$	4,110,000	$	10,501.000	$	14,569,000
Earnings  per share:
Income from continuing operations	$	0.25	$	0.43	$	1.22	$	1.60
Income from discontinued operations, net of taxes		-		0.05		-		0.10
Net Income	$	0.25	$	0.48	$	1.22	$	1.70
Average diluted shares outstanding		8,591,000		8,586,000		8,590,000		8,587,000

BOLT TECHNOLOGY CORPORATION

Condensed Consolidated Balance Sheets

	June 30,					June 30,
	2009		2008			2009		2008
Assets					Liabilities and
					Stockholders’ Equity
Current Assets					Current Liabilities
Cash and cash equivalents	$	25,696,000	$	19,137,000	Accounts payable	$	958,000	$	2,479,000
Short term investments		2,041,000		-
Accounts receivable		11,576,000		11,067,000	Accrued expenses		2,904,000		3,045,000
Inventories		14,064,000		14,879,000	Income taxes payable		194,000		826,000
Other		614,000		442,000			4,056,000		6,350,000
		53,991,000		45,525,000
Property and equipment		4,191,000		4,331,000
Goodwill		10,957,000		10,330,000	Stockholders’ equity		66,468,000		55,517,000
Other intangible assets		1,232,000		1,472,000
Other		153,000		209,000
	$	70,524,000	$	61,867,000		$	70,524,000	$	61,867,000

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