Item 3.01. - Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

On May 19, 2009, LSI Industries Inc. (the "Company") received a Nasdaq Staff Determination Letter (the "Nasdaq Letter") indicating that it the Company is not in compliance with the filing requirements for continued listing under Nasdaq Marketplace Listing Rule 5250(c)(1) due to its failure to timely file its periodic report on Form 10-Q for the quarter ended March 31, 2009. The delay in filing is due to the previously announced interim goodwill impairment analysis and the restatement of prior period financial statements in connection therewith. The Company currently anticipates making all necessary filings to become current in its reporting obligations as soon as practicable, although there can be no assurance that the Company will be able to do so. Pursuant to Nasdaq rules, the Company has until July 20, 2009 to submit a plan to the Nasdaq staff to regain compliance with Nasdaq's filing requirement. The Company intends to become current in its reporting obligations prior to such date and to submit a compliance plan to Nasdaq in the event it is unable to do so. Following any such submission, Nasdaq may provide the Company with up to 180 days from the due date of the delinquent filing (until November, 16, 2009) to regain compliance.

On May 21, 2009, the Company issued a press release announcing the receipt of the Nasdaq Letter. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein.