Item 5.02 Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Effective May 13, 2009, the board of directors of Boots & Coots International Well Control, Inc. (the "Company"), amended the Company's 2004 Long-Term Incentive Plan (the "Plan") to eliminate the board's ability to grant, without stockholder approval, incentive awards under the Plan to participants that have lower exercise prices or cash payments on the condition that participants surrender other incentive awards they may hold that have exercise prices higher than the newly granted awards.