ITEM 1.01 - Entry into a Material Definitive Agreement

On February 11, 2009, The Compensation Committee (the "Committee") of the Board of Directors of The Eastern Company (the "Company") approved the 2009 Executive Incentive Program under the Company's Executive Incentive Plan (the "Plan") for the Named Executive Officers, Leonard F. Leganza, Chairman of the Board, President and Chief Executive Officer and John L. Sullivan III, Vice President and Chief Financial Officer.

The 2009 Executive Incentive Plan is based on both Division Earnings (75%) and Working Capital (25%) achievements. Under the Plan Mr. Leganza and Mr. Sullivan can earn their incentive up to 100% of their salary, based on achieving those targets.