Item 2.02 Results of Operations and Financial Condition

The information set forth in this Item 2.02 of this Current Report and in Exhibit 99.1 is intended to be "furnished" under Item 2.02 of Form 8-K. Such information shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
On February 12, 2009, we issued a press release announcing our earnings for the fourth quarter and year ended December 31, 2008. A copy of such press release is included as Exhibit 99.1 hereto.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On February 11, 2009, Joe T. Ford advised our board of directors of his intention to retire as a director effective upon our 2009 annual meeting of shareholders and requested that he not be nominated for re-election at that meeting. In light of Mr. Ford's request, our board of directors has reduced the size of the board from nine to eight to be effective upon the 2009 annual meeting of shareholders.
Item 9.01 Financial Statements and Exhibits

(d) Exhibit 99.1 - Press Release of EnPro Industries, Inc. dated February 12, 2009

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