On September 5, 2008, Applied Industrial Technologies, Inc ("Applied") filed with the Securities and Exchange Commission a Current Report on Form 8-K (the "Initial Report"), on which Applied reported, under Item 2.01, its acquisition of certain of the assets of Fluid Power Resource, LLC, including the following fluid power distribution businesses: Bay Advanced Technologies, LLC; Carolina Fluid Components, LLC; DTS Fluid Power, LLC; FluidTech, LLC; Hughes HiTech, LLC; Hydro Air, LLC; H.E.B., LLC and Mach V, Inc. (the "Acquisition"). Applied hereby amends the Initial Report in order to provide the financial information required by Items 9.01(a) and (b) of Form 8-K.

(a) Financial Statements of Businesses Acquired.

The following audited financial statements of the Acquired Entities of Fluid Power Resource, LLC are filed as a part of this amended Current Report and are attached as Exhibit 99.1:

• Report of Independent Auditors;

• Consolidated Balance Sheet as of December 31, 2007;

• Consolidated Statement of Income and Comprehensive Income for the year ended December 31, 2007;

• Consolidated Statement of Members' Equity for the year ended December 31, 2007;

• Consolidated Statement of Cash Flows for the year ended December 31, 2007;

• Notes to the Consolidated Financial Statements.

The following unaudited interim financial statements of the Acquired Entities of Fluid Power Resource, LLC are filed as a part of this amended Current Report and are attached as Exhibit 99.2:

• Unaudited Consolidated Balance Sheet as of June 30, 2008;

• Unaudited Consolidated Statements of Income and Comprehensive Income for the six months ended June 30, 2008 and 2007;

• Unaudited Consolidated Statements of Members' Equity for the six months ended June 30, 2008 and 2007;

• Unaudited Consolidated Statements of Cash Flows for the six months ended June 30, 2008 and 2007;

• Notes to the Unaudited Consolidated Financial Statements.

(b) Unaudited Pro Forma Financial Information.

The following unaudited pro forma financial information of Applied, giving effect to the Acquisition for the twelve months ended June 30, 2008 is filed as a part of this amended Current Report and is attached as Exhibit 99.3:

• Unaudited Pro Forma Condensed Combined Balance Sheet as of June 30, 2008;

• Unaudited Pro Forma Condensed Combined Statement of Income for the year ended June 30, 2008;

• Notes to Unaudited Pro Forma Condensed Combined Financial Statements.

(d) Exhibits.

   Number         Exhibits
   Exhibit 23.1   Consent of Ernst & Young LLP
   Exhibit 99.1   Audited Financial Statements listed in Item 9.01(a)
   Exhibit 99.2   Unaudited Interim Financial Statements listed in Item 9.01(a)
   Exhibit 99.3   Unaudited Pro Forma Financial Information listed in Item 9.01(b)