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): May 5, 2009


                             ESCO TECHNOLOGIES INC.
               (Exact Name of Registrant as Specified in Charter)


Missouri                            1-10596                          43-1554045
(State or Other                   (Commission                  (I.R.S. Employer
Jurisdiction of Incorporation)    File Number)              Identification No.)


9900A Clayton Road, St. Louis, Missouri                              63124-1186
(Address of Principal Executive Offices)                             (Zip Code)


        Registrant's telephone number, including area code: 314-213-7200


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:

[  ] Written communications  pursuant to Rule 425 under the Securities Act (17
     CFR 230.425)

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

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

[ ]  Pre-commencement  communications  pursuant  to Rule  13e-4 (c) under the
     Exchange Act (17 CFR 240.113d-4 (c))


ITEM 2.02        RESULTS OF OPERATIONS AND FINANCIAL CONDITION

Today,  May 5,  2009,  the  Registrant  is  issuing a press  release  (furnished
herewith as Exhibit 99.1 to this report)  announcing its fiscal year 2009 second
quarter financial and operating results. See Item 7.01, Regulation FD Disclosure
below.

ITEM 7.01        REGULATION FD DISCLOSURE

Today,  the Registrant is issuing a press release  (Exhibit 99.1) announcing its
fiscal year 2009 second quarter financial and operating results.  The Registrant
will conduct a related Webcast  conference call today at 4:00 p.m. central time.
This  press  release  will be posted on the  Registrant's  web site  located  at
http://www.escotechnologies.com.   It  can  be  viewed   through  the  "Investor
Relations"  page of the web site under the tab "Press  Releases",  although  the
Registrant reserves the right to discontinue that availability at any time.

NON-GAAP FINANCIAL MEASURES

The press release furnished herewith as Exhibit 99.1 contains financial measures
and  financial  terms not  calculated  in  accordance  with  generally  accepted
accounting  principles  in the  United  States of America  ("GAAP")  in order to
provide  investors and management  with an alternative  method for assessing the
Registrant's operating results in a manner that is focused on the performance of
the Registrant's  ongoing  operations.  The Registrant has provided  definitions
below  for the  non-GAAP  financial  measures  utilized  in the  press  release,
together with an  explanation  of why management  uses these  measures,  and why
management  believes  that  these  non-GAAP  financial  measures  are  useful to
investors.  The press  release uses the non-GAAP  financial  measures of "EBIT",
"EBIT margin" and "EPS-Adjusted Basis".

The  Registrant  defines  "EBIT" as  earnings  before  interest  and taxes  from
continuing operations. The Registrant defines "EBIT margin" as EBIT as a percent
of net sales.  The  Registrant's  management  evaluates the  performance  of its
operating  segments  based on EBIT and EBIT margin,  and believes  that EBIT and
EBIT margin are useful to investors to demonstrate the operational profitability
of the Registrant's business segments by excluding interest and taxes, which are
generally  accounted for across the entire  Registrant on a consolidated  basis.
EBIT is also one of the measures  used by  management  in  determining  resource
allocations  within the  Registrant and incentive  compensation.  The Registrant
defines   "EPS-Adjusted  Basis"  as  "EPS-  GAAP  Basis"  exclusive  of  pre-tax
intangible asset  amortization  expense related to TWACS NG software,  purchase
accounting   intangible   asset   amortization   related  to  the   Registrant's
acquisitions  within  the past  three  years,  and the  expense  related  to the
purchase  accounting  step-up  of  Doble  Engineering  Company  inventory.   The
Registrant's  management  believes  using  "EPS-Adjusted  Basis" as a  financial
measure is important for  management  and investors to understand  the Company's
operations and its ability to service its debt.

The Registrant  believes that the  presentation  of these  operational  measures
provides  important   supplemental   information  to  management  and  investors
regarding  financial and business trends relating to the Registrant's  financial
condition and results of operations.  The Registrant's  management believes that
these  measures  provide an  alternative  method for assessing the  Registrant's
expected future  performance that is useful because they facilitate  comparisons
with other companies in the Utility  Solutions Group segment  industry,  many of
which use similar non-GAAP  financial measures to supplement their GAAP results.
The Registrant  provides this information to investors to enable them to perform
additional  analyses of present and future  operating  performance,  compare the
Registrant to other companies,  and evaluate the Registrant's  ongoing financial
operations.

The  presentation of the  information  described above is intended to supplement
investors'   understanding  of  the  Registrant's  operating  performance.   The
Registrant's  non-GAAP  financial  measures  may  not  be  comparable  to  other
companies' non-GAAP financial performance measures.  Furthermore, these measures
are not intended to replace net earnings (loss), cash flows, financial position,
comprehensive  income  (loss),  or any other measure as determined in accordance
with GAAP.



ITEM 9.01        FINANCIAL STATEMENTS AND EXHIBITS

(d)  Exhibits

Exhibit No.       Description of Exhibit

99.1     Press Release dated May 5, 2009


OTHER MATTERS

The  information in this report  furnished  pursuant to Item 2.02 and Item 7.01,
including  Exhibit  99.1,  shall not be deemed to be  "filed"  for  purposes  of
Section 18 of the Securities Exchange Act of 1934 as amended ("Exchange Act") or
otherwise  subject to the  liabilities  of that section,  unless the  Registrant
incorporates  it by reference  into a filing under the Securities Act of 1933 as
amended or the Exchange Act.




                                    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.

                                                   ESCO TECHNOLOGIES INC.




Dated:     May 5, 2009                       By:   /s/ G.E. Muenster
                                                   G.E. Muenster
                                                   Executive Vice President and
                                                   Chief Financial Officer



                                  EXHIBIT INDEX


Exhibit No.                         Description of Exhibit


    99.1                            Press Release dated May 5, 2009