Item 2.02 Results of Operations and Financial Condition.

On October 27, 2009, Ceradyne, Inc. issued a press release regarding results of operations for the third quarter and nine months ended September 30, 2009. A copy of this press release is being furnished as Exhibit 99.1 to this Current Report on Form 8-K.

In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number Description
99.1 Press release of Ceradyne, Inc. dated October 27, 2009.

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