Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
BOUTSIKARIS JOHN C
  2. Issuer Name and Ticker or Trading Symbol
KEY TECHNOLOGY INC [KTEC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
SVP GLOBAL SALES & AFTERMARKET
(Last)
(First)
(Middle)
C/O KEY TECHNOLOGY, INC., 150 AVERY STREET
3. Date of Earliest Transaction (Month/Day/Year)
10/01/2009
(Street)

WALLA WALLA, WA 99362
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 10/01/2009   F   181 (1) D $ 11.03 17,927 D  
Common Stock 10/02/2009   A   12,710 (2) A $ 10.75 30,637 D  
Common Stock 10/02/2009   A   40,672 (3) A $ 10.75 71,309 D  

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
BOUTSIKARIS JOHN C
C/O KEY TECHNOLOGY, INC.
150 AVERY STREET
WALLA WALLA, WA 99362
      SVP GLOBAL SALES & AFTERMARKET  

Signatures

 /s/ John C. Boutsikaris by Michele R. Walters, Attorney-in-Fact   10/05/2009
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Delivery of shares to Company to satisfy tax withholding obligations in connection with lapse of restriction on 683 shares of restricted stock.
(2) Represents restricted stock award the restrictions on which shall lapse on December 15, 2010 based on the achievement of certain performance criteria for the year ended September 30, 2010 and continued employement.
(3) Represents restricted stock award the restrictions on which will lapse as to 10,168 shares on October 1, 2010, 10,168 shares on October 1, 2011, and 20,336 shares on October 1, 2012 subject to continued employment.

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