Item 8.01 Other Events.

On January 26, 2009, Key Technology, Inc. (the "Company") announced it has entered into an agreement under which it expects to sell over $20 million of equipment to a leading North American vegetable processor over the next two and one-half years. The equipment will be installed to coincide with the vegetable pack season pursuant to individual plant-specific purchase orders received between now and September 1, 2011. Approximately three-quarters of the orders are expected to be for new optical inspection equipment and upgrades, with the balance for associated material handling and processing equipment. Among other things, the arrangement contemplates certain volume-based discounts and standard payment terms. The Company expects the first significant order under this agreement to be received before September 1, 2009.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

The following exhibit is furnished with this Current Report on Form 8-K:

99.1 Press Release of Key Technology, Inc., dated January 26, 2009

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