e10vq
Table of Contents

 
 
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
     
(Mark One)   
     
þ   QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended April 2, 2011
OR
     
o   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from                                          to                     
Commission File Number: 1-5129
MOOG INC.
(Exact name of registrant as specified in its charter)
     
New York State   16-0757636
(State or other jurisdiction of incorporation or organization)   (I.R.S. Employer Identification No.)
     
East Aurora, New York   14052-0018
(Address of principal executive offices)   (Zip Code)
Telephone number including area code: (716) 652-2000
 
Former name, former address and former fiscal year, if changed since last report.
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes þ   No o
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes þ   No o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer þAccelerated filer o 
Non-accelerated filer o
(Do not check if a smaller reporting company)
Smaller reporting company o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o   No þ
The number of shares outstanding of each class of common stock as of May 4, 2011 was:
Class A common stock, $1.00 par value 41,417,225 shares
Class B common stock, $1.00 par value 3,998,182 shares
 
 

 


 

MOOG Inc.
QUARTERLY REPORT ON FORM 10-Q
TABLE OF CONTENTS
                         
                    PAGE  
PART 1   FINANCIAL INFORMATION        
               
 
       
        Item 1          
               
 
       
                    3  
               
 
       
                    4  
               
 
       
                    5  
               
 
       
                    6-17  
               
 
       
        Item 2       18-32  
               
 
       
        Item 3       32  
               
 
       
        Item 4       32  
               
 
       
PART II   OTHER INFORMATION        
               
 
       
        Item 2       33  
               
 
       
        Item 6       33-34  
               
 
       
SIGNATURES          
 
    35  
 EX-31.1
 EX-31.2
 EX-32.1
 EX-101 INSTANCE DOCUMENT
 EX-101 SCHEMA DOCUMENT
 EX-101 CALCULATION LINKBASE DOCUMENT
 EX-101 LABELS LINKBASE DOCUMENT
 EX-101 PRESENTATION LINKBASE DOCUMENT
 EX-101 DEFINITION LINKBASE DOCUMENT

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PART I FINANCIAL INFORMATION
Item 1. Financial Statements.
Moog Inc.
Consolidated Condensed Balance Sheets
(Unaudited)
                 
    April 2,   October 2,
(dollars in thousands)   2011   2010
 
ASSETS
               
 
               
CURRENT ASSETS
               
 
               
Cash and cash equivalents
  $ 100,020     $ 112,421  
Receivables
    643,654       619,861  
Inventories
    487,443       460,857  
Other current assets
    105,901       99,140  
     
TOTAL CURRENT ASSETS
    1,337,018       1,292,279  
 
               
PROPERTY, PLANT AND EQUIPMENT, net of accumulated depreciation of $491,302 and $457,916, respectively
    492,518       486,944  
GOODWILL
    709,353       704,816  
INTANGIBLE ASSETS, net
    195,644       205,874  
OTHER ASSETS
    24,304       22,221  
     
TOTAL ASSETS
  $ 2,758,837     $ 2,712,134  
     
 
               
LIABILITIES AND SHAREHOLDERS’ EQUITY
               
 
               
CURRENT LIABILITIES
               
 
Notes payable
  $ 1,554     $ 1,991  
Current installments of long-term debt
    2,300       5,405  
Accounts payable
    152,083       154,321  
Customer advances
    79,974       74,703  
Contract loss reserves
    40,973       40,810  
Other accrued liabilities
    208,179       202,244  
     
TOTAL CURRENT LIABILITIES
    485,063       479,474  
 
               
LONG-TERM DEBT, excluding current installments
               
Senior debt
    335,978       378,707  
Senior subordinated notes
    378,605       378,613  
LONG-TERM PENSION AND RETIREMENT OBLIGATIONS
    272,884       281,830  
DEFERRED INCOME TAXES
    76,381       69,541  
OTHER LONG-TERM LIABILITIES
    2,974       3,013  
     
TOTAL LIABILITIES
    1,551,885       1,591,178  
     
 
               
SHAREHOLDERS’ EQUITY
               
Common stock
    51,280       51,280  
Other shareholders’ equity
    1,155,672       1,069,676  
     
TOTAL SHAREHOLDERS’ EQUITY
    1,206,952       1,120,956  
     
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY
  $ 2,758,837     $ 2,712,134  
     
See accompanying Notes to Consolidated Condensed Financial Statements.

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Moog Inc.
Consolidated Condensed Statements of Earnings
(Unaudited)
                                 
    Three Months Ended   Six Months Ended
    April 2,   April 3,   April 2,   April 3,
(dollars in thousands, except per share data)   2011   2010   2011   2010
 
NET SALES
  $ 574,226     $ 510,488     $ 1,128,660     $ 1,005,666  
COST OF SALES
    406,978       362,587       796,859       713,363  
     
GROSS PROFIT
    167,248       147,901       331,801       292,303  
Research and development
    28,154       25,504       51,629       49,386  
Selling, general and administrative
    86,974       76,098       172,757       154,225  
Restructuring
    518       1,320       576       3,139  
Interest
    8,970       9,248       18,181       19,976  
Other
    (673 )     236       (427 )     630  
     
EARNINGS BEFORE INCOME TAXES
    43,305       35,495       89,085       64,947  
INCOME TAXES
    12,690       10,494       25,063       18,385  
     
NET EARNINGS
  $ 30,615     $ 25,001     $ 64,022     $ 46,562  
     
 
                               
NET EARNINGS PER SHARE
                               
Basic
  $ 0.67     $ 0.55     $ 1.41     $ 1.03  
Diluted
  $ 0.66     $ 0.55     $ 1.39     $ 1.02  
     
 
                               
AVERAGE COMMON SHARES OUTSTANDING
                               
Basic
    45,419,121       45,374,912       45,404,006       45,349,131  
Diluted
    46,058,991       45,730,252       45,982,772       45,661,564  
     
See accompanying Notes to Consolidated Condensed Financial Statements.

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Moog Inc.
Consolidated Condensed Statements of Cash Flows
(Unaudited)
                 
    Six Months Ended
    April 2,   April 3,
(dollars in thousands)   2011   2010
 
CASH FLOWS FROM OPERATING ACTIVITIES
               
Net earnings
  $ 64,022     $ 46,562  
Adjustments to reconcile net earnings to net cash provided by operating activities:
               
Depreciation
    31,873       29,954  
Amortization
    15,099       14,859  
Provisions for non-cash losses on contracts, inventories and receivables
    32,119       19,310  
Equity-based compensation expense
    5,175       3,678  
Other
    1,576       2,084  
Changes in assets and liabilities providing cash, excluding the effects of acquisitions:
               
Receivables
    (17,581 )     (27,782 )
Inventories
    (30,843 )     7,348  
Accounts payable
    (5,144 )     3,854  
Customer advances
    4,542       5,606  
Accrued expenses
    (28,844 )     (21,517 )
Accrued income taxes
    11,769       6,606  
Pension assets and liabilities
    (3,237 )     (7,293 )
Other assets and liabilities
    (4,581 )     564  
     
NET CASH PROVIDED BY OPERATING ACTIVITIES
    75,945       83,833  
     
 
               
CASH FLOWS FROM INVESTING ACTIVITIES
               
Acquisitions of businesses, net of acquired cash
    (3,073 )     (369 )
Purchase of property, plant and equipment
    (34,888 )     (27,997 )
Other
    160       (212 )
     
NET CASH USED BY INVESTING ACTIVITIES
    (37,801 )     (28,578 )
     
 
               
CASH FLOWS FROM FINANCING ACTIVITIES
               
Net repayments of notes payable
    (505 )     (12,871 )
Net repayments of revolving lines of credit
    (39,798 )     (32,209 )
Payments on long-term debt
    (7,066 )     (2,109 )
Excess tax benefits from equity-based payment arrangements
    135       53  
Other financing transactions
    (5,770 )     1,083  
     
NET CASH USED BY FINANCING ACTIVITIES
    (53,004 )     (46,053 )
     
 
               
Effect of exchange rate changes on cash
    2,459       (2,097 )
     
(DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS
    (12,401 )     7,105  
Cash and cash equivalents at beginning of period
    112,421       81,493  
     
CASH AND CASH EQUIVALENTS AT END OF PERIOD
  $ 100,020     $ 88,598  
     
 
               
CASH PAID FOR:
               
Interest
  $ 17,629     $ 19,395  
Income taxes, net of refunds
    10,939       8,305  
     
See accompanying Notes to Consolidated Condensed Financial Statements.

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Moog Inc.
Notes to Consolidated Condensed Financial Statements
Six Months Ended April 2, 2011
(Unaudited)
(dollars in thousands, except per share data)
Note 1 — Basis of Presentation
The accompanying unaudited consolidated condensed financial statements have been prepared by management in accordance with U.S. generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. In the opinion of management, all adjustments consisting of normal recurring adjustments considered necessary for the fair presentation of results for the interim period have been included. The results of operations for the six months ended April 2, 2011 are not necessarily indicative of the results expected for the full year. The accompanying unaudited consolidated condensed financial statements should be read in conjunction with the financial statements and notes thereto included in our Form 10-K for the fiscal year ended October 2, 2010. All references to years in these financial statements are to fiscal years.
Note 2 — Acquisitions
During the six months ended April 2, 2011, we completed one business combination within our Aircraft Controls segment for $3,073 in cash. This acquisition complements our military aftermarket business.
In 2010, we completed four business combinations within three of our segments. We completed one acquisition in our Aircraft Controls segment for $8,100 in cash, issuance of a $1,200 unsecured note and contingent consideration with an initial fair value of $1,400. This acquisition complements our military aftermarket business. We acquired two businesses in our Space and Defense Controls segment for $20,273, net of cash acquired, issuance of a $1,000 unsecured note and contingent consideration with an initial fair value of $1,600. One business specializes in turret design, fire control systems and vehicle electronics and the other expands our capabilities in the security and surveillance market. We completed one acquisition in our Industrial Systems segment for $1,050 in cash and issuance of a $150 unsecured note. Combined sales of these acquisitions for the 2009 calendar year were approximately $34,000. The purchase price allocations for the 2010 acquisitions are complete with the exception of income taxes for one of the Space and Defense Controls acquisitions.
Note 3 — Inventories
                 
    April 2,   October 2,
    2011   2010
 
Raw materials and purchased parts
  $ 185,967     $ 179,375  
Work in progress
    232,151       221,128  
Finished goods
    69,325       60,354  
 
Total
  $ 487,443     $ 460,857  
 

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Note 4 — Goodwill and Intangible Assets
The changes in the carrying amount of goodwill are as follows:
                                 
    Balance as of   Adjustment   Foreign   Balance as of
    October 2,   To Prior Year   Currency   April 2,
    2010   Acquisitions   Translation   2011
 
Aircraft Controls
  $ 173,507     $ (903 )   $ 1,150     $ 173,754  
Space and Defense Controls
    121,623       22       251       121,896  
Industrial Systems
    122,120       41       2,119       124,280  
Components
    160,896             1,615       162,511  
Medical Devices
    126,670       (138 )     380       126,912  
 
Total
  $ 704,816     $ (978 )   $ 5,515     $ 709,353  
 
The components of acquired intangible assets are as follows:
                                         
            April 2, 2011   October 2, 2010
    Weighted —   Gross           Gross    
    Average   Carrying   Accumulated   Carrying   Accumulated
    Life (years)   Amount   Amortization   Amount   Amortization
 
Customer-related
    10     $ 151,018     $ (57,675 )   $ 148,722     $ (49,781 )
Program-related
    18       64,902       (7,389 )     63,796       (5,275 )
Technology-related
    9       55,620       (25,577 )     54,743       (22,117 )
Marketing-related
    9       22,392       (12,731 )     22,256       (11,548 )
Contract-related
    3       3,348       (1,671 )     3,312       (1,104 )
Artistic-related
    10       25       (24 )     25       (22 )
 
Acquired intangible assets
    11     $ 297,305     $ (105,067 )   $ 292,854     $ (89,847 )
 
All acquired intangible assets other than goodwill are being amortized. Customer-related intangible assets primarily consist of customer relationships. Program-related intangible assets consist of long-term programs. Technology-related intangible assets primarily consist of technology, patents, intellectual property and engineering drawings. Marketing-related intangible assets primarily consist of trademarks, trade names and non-compete agreements. Contract-related intangible assets consist of favorable operating lease terms.
Amortization of acquired intangible assets was $7,012 and $13,956 for the three and six months ended April 2, 2011 and $6,869 and $13,977 for the three and six months ended April 3, 2010. Based on acquired intangible assets recorded at April 2, 2011, amortization is expected to be approximately $28,000 in 2011, $27,000 in 2012, $23,000 in 2013, $21,000 in 2014 and $18,000 in 2015.

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Note 5 — Product Warranties
In the ordinary course of business, we warrant our products against defects in design, materials and workmanship typically over periods ranging from twelve to thirty-six months. We determine warranty reserves needed by product line based on historical experience and current facts and circumstances. Activity in the warranty accrual is summarized as follows:
                                 
    Three Months Ended   Six Months Ended
    April 2,   April 3,   April 2,   April 3,
    2011   2010   2011   2010
 
Warranty accrual at beginning of period
  $ 16,305     $ 13,749     $ 14,856     $ 14,675  
Warranties issued during current period
    3,597       1,693       6,746       3,427  
Adjustments to pre-existing warranties
    397       (3 )     390       (101 )
Reductions for settling warranties
    (2,063 )     (913 )     (3,643 )     (3,425 )
Foreign currency translation
    334       (344 )     221       (394 )
 
Warranty accrual at end of period
  $ 18,570     $ 14,182     $ 18,570     $ 14,182  
 
Note 6 — Derivative Financial Instruments
We principally use derivative financial instruments to manage interest rate risk associated with long-term debt and foreign exchange risk related to foreign operations and foreign currency transactions. We enter into derivative financial instruments with a number of major financial institutions to minimize counterparty credit risk.
Derivatives designated as hedging instruments
Interest rate swaps are used to adjust the proportion of total debt that is subject to variable and fixed interest rates. The interest rate swaps are designated as hedges of the amount of future cash flows related to interest payments on variable-rate debt that, in combination with the interest payments on the debt, convert a portion of the variable-rate debt to fixed-rate debt. At April 2, 2011, we had interest rate swaps with notional amounts totaling $50,000. The interest rate swaps effectively convert this amount of variable-rate debt to fixed-rate debt at 2.9%, including the applicable margin of 175 basis points as of April 2, 2011. The interest will revert back to variable rates based on LIBOR plus the applicable margin upon the maturity of the interest rate swaps in 2012.
We use foreign currency forward contracts as cash flow hedges to effectively fix the exchange rates on future payments. To mitigate exposure in movements between various currencies, primarily the Philippine peso, we had outstanding foreign currency forwards with notional amounts of $20,223 at April 2, 2011. These contracts mature at various times through the first quarter of 2012.
These interest rate swaps and foreign currency forwards are recorded in the consolidated balance sheet at fair value and the related gains or losses are deferred in shareholders’ equity as a component of Accumulated Other Comprehensive Income (Loss) (AOCI). These deferred gains and losses are reclassified into expense during the periods in which the related payments or receipts affect earnings. However, to the extent the interest rate swaps and foreign currency forwards are not perfectly effective in offsetting the change in the value of the payments being hedged, the ineffective portion of these contracts is recognized in earnings immediately. Ineffectiveness was not material in 2011 or 2010.

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Activity in AOCI related to these derivatives is summarized below:
                                 
    Three Months Ended   Six Months Ended
    April 2,   April 3,   April 2,   April 3,
    2011   2010   2011   2010
 
Balance at beginning of period
  $ 186     $ 577     $ 144     $ (189 )
Net (decrease) increase in fair value of derivatives, net of tax of $61, $350, ($15) and ($51), respectively
    (97 )     (817 )     30       65  
Net reclassification from AOCI into earnings, net of tax of $49, ($5), $91 and $11, respectively
    (79 )     39       (164 )     (77 )
 
Balance at end of period
  $ 10     $ (201 )   $ 10     $ (201 )
 
Activity and classification of derivatives are as follows:
                                                                         
            Net reclassification from AOCI into earnings   Net deferral in AOCI of derivatives
            (effective portion)   (effective portion)
            Three Months Ended   Six Months Ended   Three Months Ended   Six Months Ended
    Statement of earnings   April 2,   April 3,   April 2,   April 3,   April 2,   April 3,   April 2,   April 3,
    classification   2011   2010   2011   2010   2011   2010   2011   2010
 
Interest rate swaps
  Interest expense   $ (105 )   $ (106 )   $ (210 )   $ (433 )   $ (30 )   $ (454 )   $ (58 )   $ (293 )
Foreign currency forwards
  Cost of sales     233       62       465       521       (128 )     (713 )     103       409  
 
Net gain (loss)
          $ 128     $ (44 )   $ 255     $ 88     $ (158 )   $ (1,167 )   $ 45     $ 116  
 
Derivatives not designated as hedging instruments
We also have foreign currency exposure on intercompany balances that are denominated in a foreign currency and are adjusted to current values using period-end exchange rates. The resulting gains or losses are recorded in the statements of earnings. To minimize foreign currency exposure, we had foreign currency forwards with notional amounts of $155,078 at April 2, 2011. The foreign currency forwards are recorded in the consolidated balance sheet at fair value and resulting gains or losses are recorded in the statements of earnings. We recorded the following gains and losses on foreign currency forwards which are included in other income or expense and generally offset the gains or losses from the foreign currency adjustments on the intercompany balances:
                                 
    Three Months Ended   Six Months Ended
    April 2,   April 3,   April 2,   April 3,
    2011   2010   2011   2010
 
Net gain (loss)
  $ 1,648     $ (932 )   $ (675 )   $ (3,504 )
 

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Summary of derivatives
The fair value and classification of derivatives on the consolidated balance sheets are summarized as follows:
                         
            April 2,   October 2,
            2011   2010
 
Derivatives designated as hedging instruments:                
Foreign currency forwards
  Other current assets   $ 384     $ 498  
Foreign currency forwards
  Other assets           92  
 
 
          $ 384     $ 590  
 
Foreign currency forwards
  Other accrued liabilities   $ 59     $  
Foreign currency forwards
  Other long-term liabilities     80        
Interest rate swaps
  Other accrued liabilities     292       381  
Interest rate swaps
  Other long-term liabilities           63  
 
 
          $ 431     $ 444  
 
Derivatives not designated as hedging instruments:                
Foreign currency forwards
  Other current assets   $ 2,664     $ 3,101  
Foreign currency forwards
  Other assets           74  
 
 
          $ 2,664     $ 3,175  
 
Foreign currency forwards
  Other accrued liabilities   $ 2,206     $ 2,346  
Foreign currency forwards
  Other long-term liabilities           61  
 
 
          $ 2,206     $ 2,407  
 
Note 7 — Fair Value
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Depending on the nature of the asset or liability, various techniques and assumptions can be used to estimate fair value. The definition of the fair value hierarchy is as follows:
Level 1 — Quoted prices in active markets for identical assets and liabilities.
Level 2 — Observable inputs other than quoted prices in active markets for similar assets and liabilities.
Level 3 — Inputs for which significant valuation assumptions are unobservable in a market and therefore value is based on the best available data, some of which is internally developed and considers risk premiums that a market participant would require.
Our derivatives are valued using various pricing models or discounted cash flow analyses that incorporate observable market data, such as interest rate yield curves and currency rates, classified as Level 2 within the valuation hierarchy. Our Level 3 fair value liabilities represent contingent consideration recorded for acquisitions to be paid if various financial targets are met. The amounts recorded were calculated for each payment scenario in each period using an estimate of the probability of the future cash outflows. The varying contingent payments were then discounted to the present value at the weighted average cost of capital.

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The following table presents the fair values and classification of our financial assets and liabilities measured on a recurring basis as of April 2, 2011:
                                         
    Classification   Level 1   Level 2   Level 3   Total
 
Foreign currency forwards
  Other current assets   $  —     $ 3,048     $     $ 3,048  
 
 
          $     $ 3,048     $     $ 3,048  
 
Foreign currency forwards
  Other accrued liabilities   $     $ 2,265     $     $ 2,265  
Foreign currency forwards
  Other long-term liabilities           80             80  
Interest rate swaps
  Other accrued liabilities           292             292  
Acquisition contingent consideration
  Other accrued liabilities                 300       300  
Acquisition contingent consideration
  Other long-term liabilities                 2,116       2,116  
 
 
          $     $ 2,637     $ 2,416     $ 5,053  
 
During 2010, we recorded contingent purchase price consideration for acquisitions. As of October 2, 2010, the fair value of those liabilities was $3,112. The change in the fair value for the six months ended April 2, 2011 represents an increase of $299 in the discounted future cash flows and is recorded as a component of interest expense and reductions of $995 due to earn out provisions not being achieved and are recorded as other income.
Our only financial instrument for which the carrying value differs from its fair value is long-term debt. At April 2, 2011, the fair value of long-term debt was $732,929 compared to its carrying value of $718,437. The fair value of long-term debt was estimated based on quoted market prices.
Note 8 — Restructuring
In 2009, we initiated restructuring plans to better align our cost structure with lower sales activity associated with the global recession. The restructuring actions taken have resulted in workforce reductions, primarily in the U.S., the Philippines and Europe.
Restructuring expense by segment related to severance is summarized as follows:
                                 
    Three Months Ended   Six Months Ended
    April 2,   April 3,   April 2,   April 3,
    2011   2010   2011   2010
 
Aircraft Controls
  $ 43     $ 971     $ 43     $ 2,163  
Space and Defense Controls
    65             65        
Industrial Systems
    395       87       453       481  
Components
    15       179       15       418  
Medical Devices
          83             77  
 
Total
  $ 518     $ 1,320     $ 576     $ 3,139  
 
We do not anticipate significant additional amounts for the remainder of 2011. Payments related to these severance benefits are expected to be paid in full by the end of 2011.

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Restructuring activity for the six months ended April 2, 2011 is as follows:
         
    Severance
 
Restructuring accrual at beginning of period
  $ 3,389  
Restructuring charges
    684  
Expense adjustments for prior year accruals
    (108 )
Cash payments
    (2,914 )
Foreign currency translation
    16  
 
Restructuring accrual at end of period
  $ 1,067  
 
Note 9 — Employee Benefit Plans
Net periodic benefit costs for U.S. pension plans consist of:
                                 
    Three Months Ended   Six Months Ended
    April 2,   April 3,   April 2,   April 3,
    2011   2010   2011   2010
 
Service cost
  $ 5,642     $ 4,679     $ 11,284     $ 9,359  
Interest cost
    7,171       6,766       14,342       13,533  
Expected return on plan assets
    (9,772 )     (8,836 )     (19,544 )     (17,672 )
Amortization of prior service cost
    2       51       4       101  
Amortization of actuarial loss
    2,823       1,238       5,646       2,475  
 
Pension expense for defined benefit plans
    5,866       3,898       11,732       7,796  
Pension expense for defined contribution plans
    1,678       1,745       3,225       3,473  
 
Total pension expense for U.S. plans
  $ 7,544     $ 5,643     $ 14,957     $ 11,269  
 
Net periodic benefit costs for non-U.S. pension plans consist of:
                                 
    Three Months Ended   Six Months Ended
    April 2,   April 3,   April 2,   April 3,
    2011   2010   2011   2010
 
Service cost
  $ 1,188     $ 786     $ 2,360     $ 1,604  
Interest cost
    1,553       1,479       3,079       3,042  
Expected return on plan assets
    (971 )     (902 )     (1,925 )     (1,846 )
Amortization of prior service credit
    (14 )     (13 )     (28 )     (27 )
Amortization of actuarial loss
    385       128       763       261  
 
Pension expense for defined benefit plans
    2,141       1,478       4,249       3,034  
Pension expense for defined contribution plans
    1,102       1,449       2,249       2,879  
 
Total pension expense for non-U.S. plans
  $ 3,243     $ 2,927     $ 6,498     $ 5,913  
 

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Net periodic benefit costs for the post-retirement health care benefit plan consist of:
                                 
    Three Months Ended   Six Months Ended
    April 2,   April 3,   April 2,   April 3,
    2011   2010   2011   2010
 
Service cost
  $ 122     $ 143     $ 245     $ 286  
Interest cost
    275       336       551       672  
Amortization of transition obligation
    99       99       198       198  
Amortization of prior service cost
          54             108  
Amortization of actuarial loss
    149       210       298       420  
 
Total periodic post-retirement benefit cost
  $ 645     $ 842     $ 1,292     $ 1,684  
 
Actual contributions for the six months ended April 2, 2011 and anticipated additional 2011 contributions to our defined benefit pension are as follows:
                         
    U.S. Plans   Non-U.S. Plans   Total
 
Actual
  $ 15,414     $ 4,432     $ 19,846  
Anticipated
    16,270       2,548       18,818  
 
 
  $ 31,684     $ 6,980     $ 38,664  
 
Note 10 — Income Taxes
The effective tax rates of 29.3% and 28.1% for the three and six months ended April 2, 2011 and 29.6% and 28.3% for the three and six months ended April 3, 2010 are lower than would be expected by applying the U.S. federal statutory tax rate to earnings before income taxes primarily as a result of a significant portion of our earnings that come from foreign operations with lower tax rates.

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Note 11 — Shareholders’ Equity
The changes in shareholders’ equity for the six months ended April 2, 2011 are summarized as follows:
                         
            Number of Shares
            Class A   Class B
            Common   Common
    Amount   Stock   Stock
 
COMMON STOCK
                       
Beginning of period
  $ 51,280       43,485,417       7,794,296  
Conversion of Class B to Class A
          34,660       (34,660 )
     
End of Period
    51,280       43,520,077       7,759,636  
     
 
                       
ADDITIONAL PAID-IN CAPITAL
                       
Beginning of period
    389,376                  
Equity-based compensation expense
    5,175                  
Issuance of treasury shares at more than cost
    893                  
Income tax effect of equity-based compensation
    99                  
Adjustment to market — SECT
    3,985                  
 
                       
End of period
    399,528                  
 
                       
 
                       
RETAINED EARNINGS
                       
Beginning of period
    880,733                  
Net earnings
    64,022                  
 
                       
End of period
    944,755                  
 
                       
 
                       
TREASURY STOCK
                       
Beginning of period
    (47,724 )     (2,221,635 )     (3,305,971 )
Issuance of treasury shares
    774       145,193        
Purchase of treasury shares
    (1,192 )     (28,015 )      
     
End of period
    (48,142 )     (2,104,457 )     (3,305,971 )
     
 
                       
STOCK EMPLOYEE COMPENSATION TRUST (SECT)
                       
Beginning of period
    (13,381 )             (374,502 )
Issuance of shares
    525               11,759  
Purchase of shares
    (3,856 )             (91,139 )
Adjustment to market — SECT
    (3,985 )              
     
End of period
    (20,697 )           (453,882 )
     
 
                       
ACCUMULATED OTHER COMPREHENSIVE (LOSS) INCOME
                       
Beginning of period
    (139,328 )                
Foreign currency translation adjustment
    15,725                  
Retirement liability adjustment
    3,965                  
Decrease in accumulated income on derivatives
    (134 )                
 
                       
End of period
    (119,772 )                
 
                       
 
TOTAL SHAREHOLDERS’ EQUITY
  $ 1,206,952       41,415,620       3,999,783  
     

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Note 12 — Stock Employee Compensation Trust
The Stock Employee Compensation Trust (SECT) assists in administering and provides funding for equity-based compensation plans and benefit programs, including the Moog Inc. Retirement Savings Plan. The shares in the SECT are not considered outstanding for purposes of calculating earnings per share. However, in accordance with the trust agreement governing the SECT, the SECT trustee votes all shares held by the SECT on all matters submitted to shareholders.
Note 13 — Earnings per Share
Basic and diluted weighted-average shares outstanding are as follows:
                                 
    Three Months Ended   Six Months Ended
    April 2,   April 3,   April 2,   April 3,
    2011   2010   2011   2010
 
Weighted-average shares outstanding — Basic
    45,419,121       45,374,912       45,404,006       45,349,131  
Dilutive effect of equity-based awards
    639,870       355,340       578,766       312,433  
 
Weighted-average shares outstanding — Diluted
    46,058,991       45,730,252       45,982,772       45,661,564  
 
Note 14 — Comprehensive Income
The components of comprehensive income, net of tax, are as follows:
                                 
    Three Months Ended   Six Months Ended
    April 2,   April 3,   April 2,   April 3,
    2011   2010   2011   2010
 
Net earnings
  $ 30,615     $ 25,001     $ 64,022     $ 46,562  
Other comprehensive income (loss):
                               
Foreign currency translation adjustment
    21,040       (12,396 )     15,725       (13,822 )
Retirement liability adjustment, net of tax of $1,264, $660, $2,526 and $1,321, respectively
    1,787       707       3,965       1,682  
Decrease in accumulated income or loss on derivatives
    (176 )     (778 )     (134 )     (12 )
 
Comprehensive income
  $ 53,266     $ 12,534     $ 83,578     $ 34,410  
 
The components of accumulated other comprehensive income (loss), net of tax, are as follows:
                 
    April 2,     October 2,  
    2011     2010  
 
Cumulative foreign currency translation adjustment
  $ 58,589     $ 42,864  
Accumulated retirement liability adjustments
    (178,371 )     (182,336 )
Accumulated income on derivatives
    10       144  
 
Accumulated other comprehensive loss
  $ (119,772 )   $ (139,328 )
 

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Note 15 — Segment Information
Below are sales and operating profit by segment for the three and six months ended April 2, 2011 and April 3, 2010 and a reconciliation of segment operating profit to earnings before income taxes. Operating profit is net sales less cost of sales and other operating expenses, excluding interest expense, equity-based compensation expense and other corporate expenses. Cost of sales and other operating expenses are directly identifiable to the respective segment or allocated on the basis of sales, number of employees or profit.
                                 
    Three Months Ended     Six Months Ended  
    April 2,     April 3,     April 2,     April 3,  
    2011     2010     2011     2010  
 
Net sales:
                               
Aircraft Controls
  $ 206,030     $ 188,753     $ 401,981     $ 363,813  
Space and Defense Controls
    87,791       79,084       183,537       148,575  
Industrial Systems
    155,851       120,441       299,596       256,793  
Components
    90,348       89,839       176,699       174,745  
Medical Devices
    34,206       32,371       66,847       61,740  
 
Net sales
  $ 574,226     $ 510,488     $ 1,128,660     $ 1,005,666  
 
Operating profit (loss) and margins:
                               
Aircraft Controls
  $ 19,168     $ 19,575     $ 39,363     $ 37,185  
 
    9.3 %     10.4 %     9.8 %     10.2 %
Space and Defense Controls
    13,083       8,678       28,898       16,197  
 
    14.9 %     11.0 %     15.7 %     10.9 %
Industrial Systems
    15,858       8,139       30,265       19,320  
 
    10.2 %     6.8 %     10.1 %     7.5 %
Components
    13,255       14,396       28,058       26,518  
 
    14.7 %     16.0 %     15.9 %     15.2 %
Medical Devices
    (1,504 )     12       (2,995 )     151  
 
    (4.4 %)     0.0 %     (4.5 %)     0.2 %
 
Total operating profit
    59,860       50,800       123,589       99,371  
 
    10.4 %     10.0 %     11.0 %     9.9 %
Deductions from operating profit:
                               
Interest expense
    8,970       9,248       18,181       19,976  
Equity-based compensation expense
    1,742       894       5,175       3,678  
Corporate expenses and other
    5,843       5,163       11,148       10,770  
 
Earnings before income taxes
  $ 43,305     $ 35,495     $ 89,085     $ 64,947  
 

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Note 16 — Recent Accounting Pronouncements
In June 2009, the Financial Accounting Standards Board (FASB) issued new standards on consolidation as codified in Accounting Standards Codification (ASC) 810-10. The new standard amends the consolidation guidance applicable to variable interest entities and affects the overall consolidation analysis. The new standard is effective for fiscal years beginning after November 15, 2009. We adopted this standard at the beginning of 2011. The adoption of this standard did not have a material impact on our consolidated financial statements.
In October 2009, the FASB issued new standards for allocating revenue to multiple deliverables in a contract as codified in ASC 605-25. The new standard allows entities to allocate consideration in a multiple element arrangement in a manner that better reflects the transaction economics. When vendor specific objective evidence or third party evidence for deliverables in an arrangement cannot be determined, entities will be allowed to develop their best estimate of the selling price for each deliverable and allocate arrangement consideration using the relative selling price method. Additionally, use of the residual method has been eliminated. We adopted this standard at the beginning of 2011. The adoption of this standard did not have a material impact on our consolidated financial statements.
In January 2010, the FASB issued Accounting Standards Update (ASU) No. 2010-06, “Fair Value Measurements and Disclosures (ASC Topic 820) — Improving Disclosures About Fair Value Measurements.” This amendment requires new disclosures about transfers into and out of Levels 1 and 2 and separate disclosures about purchases, sales, issuances and settlements relating to Level 3 measurements. It also clarifies existing fair value disclosures about the level of disaggregation and about inputs and valuation techniques used to measure fair value. The new disclosures and clarifications of existing disclosures are effective for interim and annual reporting periods beginning after December 15, 2009, except for the disclosures about purchases, sales, issuances and settlements in the roll forward of activity in Level 3 fair value measurements. Those disclosures are effective for fiscal years beginning after December 15, 2010 and for interim periods within those fiscal years. This standard is effective for us beginning in the second quarter of 2010 for Level 1 and 2 disclosures and in the first quarter of 2012 for Level 3 disclosures. Other than requiring additional disclosures, the adoption of this new guidance will not have a material impact on our consolidated financial statements.
In April 2010, the FASB issued ASU 2010-17, “Milestone Method of Revenue Recognition.” This ASU allows entities to make a policy election to use the milestone method of revenue recognition and provides guidance on defining a milestone and the criteria that should be met to applying the milestone method. The scope of this ASU is limited to the transactions involving milestones related to research and development deliverables. We adopted this standard at the beginning of 2011. The adoption of this standard did not have a material impact on our consolidated financial statements.
In July 2010, the FASB issued new disclosure requirements about the credit quality of financing receivables and allowance for credit losses, as codified in ASC 310. The objective of the new standard is to facilitate financial statement users’ evaluation of the nature of the credit risk inherent in an entity’s portfolio, how that risk is analyzed and assessed in arriving at the allowance for credit losses and explanations for changes in the allowance for credit losses. In addition, the amendment requires entities to disclose credit quality indicators, past due information and modification to financing receivables. The new standard is effective for interim and annual periods ending on or after December 15, 2010. We adopted this standard at the beginning of 2011. The adoption of this standard did not have a material impact on our consolidated financial statements.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
The following should be read in conjunction with Management’s Discussion and Analysis of Financial Condition and Results of Operations contained in the Company’s Form 10-K for the fiscal year ended October 2, 2010. All references to years in this Management’s Discussion and Analysis of Financial Condition and Results of Operations are to fiscal years.
OVERVIEW
We are a worldwide designer, manufacturer and integrator of high performance precision motion and fluid controls and control systems for a broad range of applications in aerospace and defense, industrial and medical markets. Our aerospace and defense products and systems include military and commercial aircraft flight controls, satellite positioning controls, controls for steering tactical and strategic missiles, thrust vector controls for space launch vehicles, controls for gun aiming, stabilization and automatic ammunition loading for armored combat vehicles, and security and surveillance products. Our industrial products are used in a wide range of applications, including injection molding machines, pilot training simulators, wind energy, power generation, material and automotive testing, metal forming, heavy industry and oil exploration. Our medical products include infusion therapy pumps, enteral clinical nutrition pumps, slip rings used on CT scanners and motors used in sleep apnea devices. We operate under five segments, Aircraft Controls, Space and Defense Controls, Industrial Systems, Components and Medical Devices. Our principal manufacturing facilities are located in the United States, including facilities in New York, California, Utah, Virginia, North Carolina, Pennsylvania, Ohio, Georgia and Illinois, and in England, Germany, Italy, Japan, the Philippines, Ireland, India and China.
We have long-term contracts with some of our customers. These contracts are predominantly within Aircraft Controls and Space and Defense Controls and represent approximately one-third of our sales. We recognize revenue on these contracts using the percentage of completion, cost-to-cost method of accounting as work progresses toward completion. The remainder of our sales are recognized when the risks and rewards of ownership and title to the product are transferred to the customer, principally as units are delivered or as service obligations are satisfied. This method of revenue recognition is predominantly used within the Industrial Systems, Components and Medical Devices segments, as well as with aftermarket activity.
We concentrate on providing our customers with products designed and manufactured to the highest quality standards. In achieving a leadership position in the high performance, precision controls market, we have capitalized on our strengths, which include:
    superior technical competence and customer intimacy breeding market leadership,
 
    customer diversity and broad product portfolio,
 
    well-established international presence serving customers worldwide, and
 
    proven ability to successfully integrate acquisitions.
We intend to increase our revenue base and improve our profitability and cash flows from operations by building on our market leadership positions, by strengthening our niche market positions in the principal markets we serve and by extending our participation on the platforms we supply by providing more systems solutions. We also expect to maintain a balanced, diversified portfolio in terms of markets served, product applications, customer base and geographic presence. Our strategy to achieve our objectives includes:
    maintaining our technological excellence by building upon our systems integration capabilities while solving our customers’ most demanding technical problems,
 
    taking advantage of our global capabilities,
 
    growing our profitable aftermarket business,
 
    capitalizing on strategic acquisitions and opportunities,
 
    entering and developing new markets, and
 
    striving for continuing cost improvements.
Challenges facing us include improving shareholder value through increased profitability while experiencing pricing pressures from customers, strong competition, increases in costs such as retirement and health care benefits and adjusting to global economic conditions. We address these challenges by focusing on strategic revenue growth and by continuing to improve operating efficiencies through various process, manufacturing and restructuring initiatives and using low cost manufacturing facilities without compromising quality.

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Acquisitions
All of our acquisitions are accounted for under the purchase method and, accordingly, the operating results for the acquired companies are included in the consolidated statements of earnings from the respective dates of acquisition. Under purchase accounting, we record assets and liabilities at fair value on the balance sheet. The purchase price described for each acquisition below is net of any cash acquired and includes debt issued or assumed.
During the six months ended April 2, 2011, we completed one business combination within our Aircraft Controls segment for a purchase price of $3 million. This acquisition complements our military aftermarket business.
In 2010, we completed four business combinations within three of our segments. We completed one acquisition in our Aircraft Controls segment for $11 million. This acquisition complements our military aftermarket business. We completed two acquisitions in our Space and Defense Controls segment for a total of $23 million. One business specializes in turret design, fire control systems and vehicle electronics and the other expands our capabilities in the security and surveillance market. We completed one acquisition in our Industrial Systems segment for $1 million.
CRITICAL ACCOUNTING POLICIES
There have been no changes in critical accounting policies in the current year from those disclosed in our 2010 Form 10-K.
Reviews for Impairment of Goodwill
Our most recent test of goodwill for impairment was our annual test as of the beginning of our fourth quarter in 2010. The results of that test indicated that goodwill was not impaired and the fair value of each reporting unit exceeded its carrying value by over 10%.
The most significant assumptions in determining fair value are projected revenue growth rates, operating profit margins and cash flows, the terminal growth rate and the discount rate. Management projects revenue growth rates, operating margins and cash flows based on each reporting unit’s current business, expected developments and operational strategies over a five-year period. In estimating the terminal growth rate, we consider our historical and projected results, as well as the economic environment in which our reporting units operate. Significant program delays, changes in demand due to economic pressures or unfavorable terms in our contracts could have a negative effect on the fair value of a reporting unit.

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RECENT ACCOUNTING PRONOUNCEMENTS
In January 2010, the FASB issued ASU No. 2010-06, “Fair Value Measurements and Disclosures (ASC Topic 820) — Improving Disclosures About Fair Value Measurements.” This amendment requires new disclosures about transfers into and out of Levels 1 and 2 and separate disclosures about purchases, sales, issuances and settlements relating to Level 3 measurements. It also clarifies existing fair value disclosures about the level of disaggregation and about inputs and valuation techniques used to measure fair value. The new disclosures and clarifications of existing disclosures are effective for interim and annual reporting periods beginning after December 15, 2009, except for the disclosures about purchases, sales, issuances and settlements in the roll forward of activity in Level 3 fair value measurements. Those disclosures are effective for fiscal years beginning after December 15, 2010 and for interim periods within those fiscal years. This standard is effective for us beginning in the second quarter of 2010 for Level 1 and 2 disclosures and in the first quarter of 2012 for Level 3 disclosures. Other than requiring additional disclosures, the adoption of this new guidance will not have a material impact on our consolidated financial statements.
In December 2010, the FASB issued ASU No. 2010-28, “Intangibles-Goodwill and Other (ASC Topic 350) — When to Perform Step 2 of the Goodwill Impairment Test for Reporting Units with Zero or Negative Carrying Amounts.” This amendment modifies the criteria for performing Step 2 of the goodwill impairment test for reporting units with zero or negative carrying amounts, and it requires performing Step 2 if qualitative factors indicate that it is more likely than not that an impairment exists. The new standard is effective for fiscal years, and interim periods within those years, beginning after December 15, 2010. Any goodwill impairment resulting from the initial adoption of the amendments should be recorded as a cumulative effect adjustment to beginning retained earnings. Any goodwill impairments occurring after the initial adoption of the amendments should be included in earnings. We will adopt this standard in the first quarter of 2012. We do not expect the adoption of this standard will have a material impact on our consolidated financial statements.
In December 2010, the FASB issued ASU No. 2010-29, “Business Combinations (ASC Topic 805) — Disclosure of Supplementary Pro Forma Information for Business Combinations.” This amendment expands the supplemental pro forma disclosures to include a description of the nature and amount of material, nonrecurring pro forma adjustments directly attributable to the business combination included in the reported pro forma revenue and earnings. This amendment is effective prospectively for business combinations for which the acquisition date is on or after the beginning of the first annual reporting period beginning on or after December 15, 2010. Early adoption is permitted. We will adopt this standard at the beginning of 2012. Other than requiring additional disclosures, the adoption of this amendment will not have a material impact on our consolidated financial statements.

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CONSOLIDATED RESULTS OF OPERATIONS AND OUTLOOK
                                                                 
    Three Months Ended   Six Months Ended
    April 2,   April 3,   $   %   April 2,   April 3,   $   %
(dollars in millions, except per share data)   2011   2010   Variance   Variance   2011   2010   Variance   Variance
 
Net sales
  $ 574.2     $ 510.5     $ 63.7       12 %   $ 1,128.7     $ 1,005.7     $ 123.0       12 %
Gross margin
    29.1 %     29.0 %                     29.4 %     29.1 %                
Research and development expenses
  $ 28.2     $ 25.5     $ 2.7       11 %   $ 51.6     $ 49.4     $ 2.2       4 %
Selling, general and administrative expenses as a percentage of sales
    15.1 %     14.9 %                     15.3 %     15.3 %                
Restructuring expense
  $ 0.5     $ 1.3     $ (0.8 )     (62 %)   $ 0.6     $ 3.1     $ (2.5 )     (81 %)
Interest expense
  $ 9.0     $ 9.2     $ (0.2 )     (2 %)   $ 18.2     $ 20.0     $ (1.8 )     (9 %)
Effective tax rate
    29.3 %     29.6 %                     28.1 %     28.3 %                
Net earnings
  $ 30.6     $ 25.0     $ 5.6       22 %   $ 64.0     $ 46.6     $ 17.4       37 %
Diluted earnings per share
  $ 0.66     $ 0.55     $ 0.11       20 %   $ 1.39     $ 1.02     $ 0.37       36 %
Net sales increased in the second quarter of 2011 compared to 2010 in all of our segments with the largest increases coming from Industrial Systems and Aircraft Controls.
Net sales also increased in the first half of 2011 compared to 2010 in all of our segments with the largest increases coming from Industrial Systems, Aircraft Controls and Space and Defense Controls.
Our gross margin was relatively unchanged in the second quarter and first half of 2011 compared to 2010, reflecting volume increases and a more favorable product mix, offset by additions to contract loss reserves. The loss reserves are primarily related to our Aircraft Controls segment.
Research and development expenses increased in the second quarter of 2011 compared to 2010, from the Airbus A350 program. For the first half of 2011, the increase in research and development expense was partially offset by $5 million of reimbursements for a commercial transport program.
Interest expense decreased in the second quarter and first half of 2011 from the same periods in 2010 as a result of lower average borrowings and lower interest rates.
2011 Outlook — We expect sales in 2011 to increase by 7% to $2.27 billion reflecting increases in all of our segments except Components. We expect operating margins to improve to 10.7% in 2011 compared to 10.2% in 2010. We expect operating margins to increase in Space and Defense Controls and Industrial Systems, remain relatively flat in Aircraft Controls and Medical Devices and decrease in Components. We expect net earnings to increase to $129 million and diluted earnings per share to increase by 19% to $2.80.

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SEGMENT RESULTS OF OPERATIONS AND OUTLOOK
Operating profit, as presented below, is net sales less cost of sales and other operating expenses, excluding interest expense, equity-based compensation expense and other corporate expenses. Cost of sales and other operating expenses are directly identifiable to the respective segment or allocated on the basis of sales, number of employees or profit. Operating profit is reconciled to earnings before income taxes in Note 15 of the Notes to Consolidated Condensed Financial Statements included in this report.
Aircraft Controls
                                                                 
    Three Months Ended   Six Months Ended
    April 2,   April 3,   $   %   April 2,   April 3,   $   %
(dollars in millions)   2011   2010   Variance   Variance   2011   2010   Variance   Variance
 
Net sales — military aircraft
  $ 122.6     $ 114.0     $ 8.6       8 %   $ 236.7     $ 222.7     $ 14.0       6 %
Net sales — commercial aircraft
    73.8       64.8       9.0       14 %     148.1       122.1       26.0       21 %
Net sales — navigation aids
    9.7       10.0       (0.3 )     (3 %)     17.2       19.0       (1.8 )     (9 %)
 
 
  $ 206.1     $ 188.8     $ 17.3       9 %   $ 402.0     $ 363.8     $ 38.2       11 %
Operating profit
  $ 19.2     $ 19.6     $ (0.4 )     (2 %)   $ 39.4     $ 37.2     $ 2.2       6 %
Operating margin
    9.3 %     10.4 %                     9.8 %     10.2 %                
Backlog
                                  $ 569.0     $ 510.6     $ 58.4       11 %
Within military aircraft sales, aftermarket sales increased $19 million, or 55%, in the second quarter of 2011 compared to 2010. The increase in the military aftermarket was unusually large and we do not expect the sales levels to be as high for the remainder of the year. This increase was partially offset by a $4 million decrease on the F-35 program as it shifts from development to production and a $3 million decrease on the F-15 program. Commercial aircraft sales were strong as sales increased $5 million from the ramp up of production on the Boeing 787, $3 million in aftermarket due to depressed levels in 2010 and $2 million in business jets as that market recovers.
Military aircraft sales increased $28 million in aftermarket for the first half of 2011 compared to 2010, partially offset by a $6 million decrease on the F-15 program and a $5 million decrease on the F-35 program. Commercial aircraft sales were strong as aftermarket sales increased $11 million, due to both an unusual order in 2011 and depressed levels in 2010. In addition, sales increased $10 million for the Boeing 787 production ramp up. Navigation aids decreased due to delays in contract awards.
Our operating margin was lower in the second quarter and first half of 2011 compared to 2010, reflecting additions to contract loss reserves that were $4 million higher in the quarter and $11 million higher in the first six months. The higher loss reserves are on various commercial programs, including the 787 and G250 as a result of changes coming out of flight tests. Partially offsetting those reserve additions are benefits associated with higher volume, sales mix changes toward higher margin business such as military aftermarket, restructuring charges incurred in 2010 and lower research and development as a percentage of sales, primarily the result of reimbursements totaling $5 million on a commercial transport program in the first six months of 2011.
The higher level of twelve-month backlog for Aircraft Controls at April 2, 2011 compared to April 3, 2010 reflects strong military and commercial aircraft orders.
2011 Outlook for Aircraft Controls — We expect sales in Aircraft Controls to increase 7% to $811 million in 2011. Military aircraft sales are expected to increase 3% to $471 million. We expect a sales increase in military aftermarket, primarily from the strong first half, offset by a decrease on the F-15 program. Commercial aircraft sales are expected to increase 15% to $302 million with increases in almost all product lines, including aftermarket, Boeing 787 and Airbus. Navigation aids are expected to increase $1 million. We expect our operating margin to be 10.2% in 2011, relatively flat compared to the 10.1% achieved in 2010, reflecting a more favorable sales mix, offset by higher contract loss reserves.

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Space and Defense Controls
                                                                 
    Three Months Ended   Six Months Ended
    April 2,   April 3,   $   %   April 2,   April 3,   $   %
(dollars in millions)   2011   2010   Variance   Variance   2011   2010   Variance   Variance
 
Net sales
  $ 87.8     $ 79.1     $ 8.7       11 %   $ 183.5     $ 148.6     $ 34.9       23 %
Operating profit
  $ 13.1     $ 8.7     $ 4.4       51 %   $ 28.9     $ 16.2     $ 12.7       78 %
Operating margin
    14.9 %     11.0 %                     15.7 %     10.9 %                
Backlog
                                  $ 205.4     $ 208.4     $ (3.0 )     (1 %)
Net sales in Space and Defense Controls increased in the second quarter in two main areas, tactical missiles and security and surveillance. Tactical missiles increased $8 million as the replenishment of missile inventory related to the Middle East continued. Security and surveillance increased $7 million, the largest portion resulting from our Pieper acquisition in Germany in the third quarter of 2010. Partially offsetting those increases was a $3 million decline in the satellite market which experienced a record year in 2010.
Net sales in Space and Defense Controls increased significantly in the first half of 2011, primarily in three areas, tactical missiles, the Driver’s Vision Enhancer (DVE) program and security and surveillance. Tactical missiles increased $16 million as a result of a large order for an aircraft stores management system and the replenishment of missile inventory. Sales on the DVE program were $15 million higher compared to 2010. In addition, sales increased $12 million in security and surveillance, primarily a result of our Pieper acquisition.
Our operating margin for Space and Defense Controls increased significantly in the second quarter and first half of 2011 as a result of the higher sales volume, in particular the volume and profitability of the DVE program sales in 2011. In addition, we had been waiting for export approval on the aircraft stores management system. Approval was granted in the first quarter of 2011 which eliminated a significant program risk, thereby allowing us to adjust the profit rate.
The level of twelve-month backlog at April 2, 2011 is comparable to April 3, 2010 as increased orders for satellites were offset by decreases in launch vehicles.
2011 Outlook for Space and Defense Controls — We expect sales in Space and Defense Controls to increase $32 million, or 10%, to $358 million in 2011. We expect sales increases in tactical missiles and in security and surveillance, primarily from the Pieper acquisition, which will offset a decline in satellites. We expect our operating margin in 2011 to increase to 13.3% from 11.0% in 2010, primarily the result of the strong first half.

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Industrial Systems
                                                                 
    Three Months Ended   Six Months Ended
    April 2,   April 3,   $   %   April 2,   April 3,   $   %
(dollars in millions)   2011   2010   Variance   Variance   2011   2010   Variance   Variance
 
Net sales
  $ 155.9     $ 120.4     $ 35.5       29 %   $ 299.6     $ 256.8     $ 42.8       17 %
Operating profit
  $ 15.9     $ 8.1     $ 7.8       96 %   $ 30.3     $ 19.3     $ 11.0       57 %
Operating margin
    10.2 %     6.8 %                     10.1 %     7.5 %                
Backlog
                                  $ 264.3     $ 237.2     $ 27.1       11 %
Net sales in Industrial Systems for the second quarter reflect increases in all of our major markets except for test equipment. The broad-based sales recovery reflects the strengthening of business in all of our major geographic markets. Sales increased $8 million in wind energy with most of the growth coming in Europe, $7 million in motion simulation, $4 million each in metal forming presses and plastics making machinery and $3 million in heavy industry.
Net sales in Industrial Systems for the first half reflects increases in all of our major markets except for wind energy. Sales increased $8 million each in motion simulation and metal forming presses, $6 million in plastics making machinery, $5 million each in power generation and distribution and $4 million in heavy industry. Offsetting those increases was a decrease in wind energy of $7 million, primarily due to the Chinese market, where large customers had built up inventory, allowing them to slow their orders.
Our operating margin for Industrial Systems increased in the second quarter and first half of 2011 primarily as a result of the higher sales volume associated with the economic recovery.
The higher level of twelve-month backlog for Industrial Systems at April 2, 2011 compared to April 3, 2010 is due primarily to increased demand in most of our major markets due to improving global economic conditions.
2011 Outlook for Industrial Systems — We expect sales in Industrial Systems to increase 13% to $616 million in 2011. We expect sales increases in most major markets, with the largest increases in motion simulators, test equipment and metal forming and presses, offset by a small decline in wind energy. While test equipment sales were not particularly strong in the first half of 2011, we were awarded a contract which will generate strong sales beginning later in 2011. We expect that our operating margin will increase to 10.4% in 2011 from 8.8% in 2010 as a result of the higher sales volume.

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Components
                                                                 
    Three Months Ended   Six Months Ended
    April 2,   April 3,   $   %   April 2,   April 3,   $   %
(dollars in millions)   2011   2010   Variance   Variance   2011   2010   Variance   Variance
 
Net sales
  $ 90.3     $ 89.8     $ 0.5       1 %   $ 176.7     $ 174.7     $ 2.0       1 %
Operating profit
  $ 13.3     $ 14.4     $ (1.1 )     (8 %)   $ 28.1     $ 26.5     $ 1.6       6 %
Operating margin
    14.7 %     16.0 %                     15.9 %     15.2 %                
Backlog
                                  $ 168.7     $ 164.1     $ 4.6       3 %
Net sales in Components increased marginally in the second quarter; however, we experienced a sales shift from defense to industrial markets. Sales in the marine market, which relate to off shore oil exploration and is closely tied to oil prices, increased $4 million. Sales also increased $4 million in our industrial business from the general automation and closed circuit TV surveillance markets. Medical sales increased $1 million from sales to Respironics for sleep apnea equipment. Sales in the military aircraft market declined $6 million. Sales for defense controls declined $5 million, mostly a result of slowing demand for various military vehicles and as we complete our upgrade program on the Bradley Fighting Vehicle.
Net sales in Components increased marginally in the first half of 2011 from last year; however, we experienced a sales shift between markets similar to the shifts noted for the second quarter. Sales increased $8 million in our industrial business, $5 million in the marine market and $4 million in medical equipment, primarily from sales to Respironics. Sales for space and defense controls declined $10 million, mostly a result of slowing demand for various military vehicles and for a large fiber optic modem order we supplied in 2010 which did not repeat in 2011. Sales in the aircraft market declined $6 million, primarily in military aircraft, reflecting strong de-icing sales on the Black Hawk helicopter program in 2010 and a general softness in 2011. The decline in military aircraft sales was partially offset by increases in the commercial market.
Our operating margin decreased in the second quarter of 2011 compared to 2010 as a result of the sales mix shift, primarily from less revenue on the Eurofighter and more revenue on lower margin commercial motors. Our operating margin for the first half of the year increased generally as a result of the sales mix shift toward higher margin industrial and marine markets and away from defense controls.
The marginally higher level of twelve-month backlog at April 2, 2011 compared to April 3, 2010 primarily relates to increased orders for the Guardian system.
2011 Outlook for Components — We expect sales in Components to decrease by $10 million in 2011. We expect sales will decrease in both aircraft and space and defense controls as several major military aircraft and vehicle programs wind down. Partially offsetting those declines are expected sales increases in industrial, medical and marine markets. We expect our operating margin in 2011 to be 15.2%, lower than the 16.7% we achieved in 2010 due to the lower sales volume.

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Medical Devices
                                                                 
    Three Months Ended   Six Months Ended
    April 2,   April 3,   $   %   April 2,   April 3,   $   %
(dollars in millions)   2011   2010   Variance   Variance   2011   2010   Variance   Variance
 
Net sales
  $ 34.2     $ 32.3     $ 1.9       6 %   $ 66.9     $ 61.7     $ 5.2       8 %
Operating (loss) profit
  $ (1.5 )   $     $ (1.5 )     (100 %)   $ (3.0 )   $ 0.2     $ (3.2 )     (1600 %)
Operating margin
    (4.4 %)     0.0 %                     (4.5 %)     0.2 %                
Backlog
                                  $ 9.4     $ 11.0     $ (1.6 )     (15 %)
 
Net sales in Medical Devices increased primarily from strength in the sensors and hand pieces market, which increased $2 million in the second quarter and $4 million in the first half of 2011 compared to the same periods in 2010. In addition, sales of administration sets increased $1 million in the quarter and $3 million for the first half of the year. Sales of pumps declined $1 million in the quarter and $2 million for the first half of the year as we held shipments on one of our infusion pumps pending resolution of a software issue.
Our operating margin declined in 2011 relative to 2010 for both the quarter and first half of the year despite the sales increase. We recorded a $1 million reserve in 2011 in connection with the infusion pump recall. In addition, lack of sales for this IV pump, most noticeably in the second quarter, changed our sales mix which negatively impacted margins.
Twelve-month backlog for Medical Devices is not as substantial relative to sales as in our other segments, reflecting the shorter order-to-shipment cycle for this line of business.
2011 Outlook for Medical Devices — We expect sales in Medical Devices to increase 5% to $133 million in 2011. We expect sales increases from the introduction of an additional enteral pump to the international market and increases in sensors and hand pieces and administration sets. These increases will be offset by a decrease in infusion pump sales related to the recall. We expect our operating margin to be (3.4%), relatively unchanged from 2010 as cost improvements will be offset by a sales mix shift and reserves for the infusion pump software issue.

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FINANCIAL CONDITION AND LIQUIDITY
                                 
    Six Months Ended
    April 2,   April 3,   $   %
(dollars in millions)   2011   2010   Variance   Variance
 
Net cash provided (used) by:
                               
Operating activities
  $ 75.9     $ 83.8     $ (7.9 )     (9 %)
Investing activities
    (37.8 )     (28.6 )     (9.2 )     32 %
Financing activities
    (53.0 )     (46.1 )     (6.9 )     15 %
 
Our available borrowing capacity and our cash flow from operations provide us with the financial resources needed to run our operations, reinvest in our business and make strategic acquisitions.
Operating activities
Net cash provided by operating activities decreased in 2011 compared to 2010. The decrease is attributable to higher working capital requirements, primarily in inventory due to increased sales in 2011. In 2010, we were impacted by lower sales as we began to recover from the recession. This decrease was partially offset by the higher earnings and non-cash charges in 2011.
Investing activities
Net cash used by investing activities in the first half of 2011 increased primarily from increased capital expenditures, including test equipment on the A350, and a small acquisition to complement our military aftermarket business in Aircraft Controls.
Financing activities
The increase in net cash used by financing activities in the first half of 2011 primarily reflects larger paydowns on our U.S. credit facility.
Off Balance Sheet Arrangements
We do not have any material off balance sheet arrangements that have or are reasonably likely to have a material future effect on our results of operations or financial condition.
Contractual Obligations and Commercial Commitments
Our contractual obligations and commercial commitments have not changed materially from the disclosures in our 2010 Form 10-K.

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CAPITAL STRUCTURE AND RESOURCES
We maintain bank credit facilities to fund our short and long-term capital requirements, including for acquisitions. From time to time, we also sell equity and debt securities to fund acquisitions or take advantage of favorable market conditions.
On March 18, 2011, we amended our U.S. credit facility. Previously, our credit facility consisted of a $750 million revolver, which matured on March 14, 2013. Our new revolving credit facility, which matures on March 18, 2016, increased our borrowing capacity to $900 million. The new revolving credit facility had an outstanding balance of $332 million at April 2, 2011. Interest on the majority of the outstanding credit facility borrowings is based on LIBOR plus the applicable margin, which was 175 basis points at April 2, 2011. The credit facility is secured by substantially all of our U.S. assets.
The U.S. credit facility contains various covenants. The covenant for minimum interest coverage ratio, defined as the ratio of EBITDA to interest expense for the most recent four quarters, is 3.0. The covenant for the maximum leverage ratio, defined as the ratio of net debt, including letters of credit, to EBITDA for the most recent four quarters, is 3.5. The covenant for maximum capital expenditures is $135 million for 2011 and increases by $10 million each year thereafter. We are in compliance with all covenants. EBITDA is defined in the loan agreement as (i) the sum of net income, interest expense, income taxes, depreciation expense, amortization expense, other non-cash items reducing consolidated net income and non-cash equity-based compensation expenses minus (ii) other non-cash items increasing consolidated net income.
We are required to obtain the consent of lenders in the U.S. credit facility before raising significant additional debt financing. In recent years, we have demonstrated our ability to secure consents to access debt markets. We have also been successful in accessing equity markets from time to time. We believe that we will be able to obtain additional debt or equity financing as needed.
At April 2, 2011, we had $573 million of unused borrowing capacity, including $556 million from the U.S. credit facility after considering standby letters of credit.
Net debt to capitalization was 34% at April 2, 2011 and 36% at October 2, 2010. The decrease in net debt to capitalization is primarily due to debt reductions funded by our positive cash flow and net earnings in the first six months of 2011.
We believe that our cash on hand, cash flows from operations and available borrowings under short and long-term lines of credit will continue to be sufficient to meet our operating needs.

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ECONOMIC CONDITIONS AND MARKET TRENDS
We operate within the aerospace and defense, industrial and medical markets. Our aerospace and defense markets are affected by market conditions and program funding levels, while our industrial markets are influenced by general capital investment trends. Our medical markets are influenced by economic conditions, population demographics, medical advances and patient demand. A common factor throughout our markets is the continuing demand for technologically advanced products.
Aerospace and Defense
Approximately 62% of our 2010 sales were generated in aerospace and defense markets. The military aircraft market is dependent on military spending for development and production programs. Production programs are typically long-term in nature, offering predictability as to capacity needs and future revenues. We maintain positions on numerous high priority programs, including the F-35 Joint Strike Fighter, F/A-18E/F Super Hornet and V-22 Osprey. The large installed base of our products leads to attractive aftermarket sales and service opportunities. Aftermarket revenues are expected to continue to grow due to a number of scheduled military retrofit programs and increased flight hours resulting from increased military commitments.
The commercial OEM market has historically exhibited cyclical swings and sensitivity to economic conditions. The aftermarket is driven by usage of the existing aircraft fleet, the age of the installed fleet and is currently being impacted by fleet re-sizing programs for passenger and cargo aircraft. Changes in aircraft utilization rates affect the need for maintenance and spare parts and impact aftermarket sales. Boeing and Airbus have historically adjusted production in line with air traffic volume.
The military and government space market is primarily dependent on the authorized levels of funding for satellite communications. Government spending on military satellites has risen in recent years as the military’s need for improved intelligence gathering has increased. The commercial space market is comprised of large satellite customers, traditionally telecommunications companies. Trends for this market, as well as for commercial launch vehicles, follow the telecommunications companies’ need for increased capacity and the satellite replacement lifecycle of 7-10 years. Our position on NASA programs are impacted by the uncertainty and delays resulting from the Administration’s re-definition of those programs; however, they hold the potential to be long-run production programs.
The tactical missile, missile defense and defense controls markets are dependent on many of the same market conditions as military aircraft, including overall military spending and program funding levels. Our homeland security product line is dependent on government funding at federal and local levels, as well as private sector demand.
Industrial
Approximately 30% of our 2010 sales were generated in industrial markets. The industrial markets we serve are influenced by several factors, including capital investment, product innovation, economic growth, cost-reduction efforts and technology upgrades. We are experiencing challenges from current global economic conditions which includes reacting to the demands for industrial automation equipment and steel and automotive manufacturing. Those markets were impacted by the global recession in 2009 and have continued to recover since then.
Medical
Approximately 8% of our 2010 sales were generated in medical markets. The medical markets we serve are influenced by economic conditions, hospital and outpatient clinic spending on equipment, population demographics, medical advances, patient demands and the need for precision control components and systems. Advances in medical technology and medical treatments have had the effect of extending the average life span, in turn resulting in greater need for medical services. These same technology and treatment advances also drive increased demand from the general population as a means to improve quality of life. Greater access to medical insurance, whether through government funded health care plans or private insurance, also increases the demand for medical services.

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Foreign Currencies
We are affected by the movement of foreign currencies compared to the U.S. dollar, particularly in Industrial Systems. About one-third of our 2010 sales were denominated in foreign currencies. During the first six months of 2011, foreign currencies generally were unchanged versus the U.S. dollar compared to the first six months of 2010. The translation of the results of our foreign subsidiaries into U.S. dollars had no impact on sales compared to the same period one year ago.

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Cautionary Statement
Information included or incorporated by reference in this report that does not consist of historical facts, including statements accompanied by or containing words such as “may,” “will,” “should,” “believes,” “expects,” “expected,” “intends,” “plans,” “projects,” “approximate,” “estimates,” “predicts,” “potential,” “outlook,” “forecast,” “anticipates,” “presume” and “assume,” are forward-looking statements. Such forward-looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements are not guarantees of future performance and are subject to several factors, risks and uncertainties, the impact or occurrence of which could cause actual results to differ materially from the expected results described in the forward-looking statements. These important factors, risks and uncertainties include:
    fluctuations in general business cycles for commercial aircraft, military aircraft, space and defense products, industrial capital goods and medical devices;
    our dependence on government contracts that may not be fully funded or may be terminated;
    our dependence on certain major customers, such as The Boeing Company and Lockheed Martin, for a significant percentage of our sales;
    delays by our customers in the timing of introducing new products, which may affect our earnings and cash flow;
    the possibility that the demand for our products may be reduced if we are unable to adapt to technological change;
    intense competition, which may require us to lower prices or offer more favorable terms of sale;
    our indebtedness, which could limit our operational and financial flexibility;
    the possibility that new product and research and development efforts may not be successful, which could reduce our sales and profits;
    increased cash funding requirements for pension plans, which could occur in future years based on assumptions used for our defined benefit pension plans, including returns on plan assets and discount rates;
    a write-off of all or part of our goodwill or intangible assets, which could adversely affect our operating results and net worth.
    the potential for substantial fines and penalties or suspension or debarment from future contracts in the event we do not comply with regulations relating to defense industry contracting;
    the potential for cost overruns on development jobs and fixed-price contracts and the risk that actual results may differ from estimates used in contract accounting;
    the possibility that our subcontractors may fail to perform their contractual obligations, which may adversely affect our contract performance and our ability to obtain future business;
    our ability to successfully identify and consummate acquisitions, and integrate the acquired businesses and the risks associated with acquisitions, including that the acquired businesses do not perform in accordance with our expectations, and that we assume unknown liabilities in connection with acquired businesses for which we are not indemnified;
    our dependence on our management team and key personnel;
    the possibility of a catastrophic loss of one or more of our manufacturing facilities;
    the possibility that future terror attacks, war or other civil disturbances could negatively impact our business;
    that our operations in foreign countries could expose us to political risks and adverse changes in local, legal, tax and regulatory schemes;
    the possibility that government regulation could limit our ability to sell our products outside the United States;
    product quality or patient safety issues with respect to our medical devices business that could lead to product recalls, withdrawal from certain markets, delays in the introduction of new products, sanctions, litigation, declining sales or actions of regulatory bodies and government authorities;
    the impact of product liability claims related to our products used in applications where failure can result in significant property damage, injury or death and in damage to our reputation;
    changes in medical reimbursement rates of insurers to medical service providers, which could affect sales of our medical products;
    the possibility that litigation results may be unfavorable to us;
    our ability to adequately enforce our intellectual property rights and the possibility that third parties will assert intellectual property rights that prevent or restrict our ability to manufacture, sell, distribute or use our products or technology;
    foreign currency fluctuations in those countries in which we do business and other risks associated with international operations;
    the cost of compliance with environmental laws;
    the risk of losses resulting from maintaining significant amounts of cash and cash equivalents at financial institutions that are in excess of amounts insured by governments;
    our ability to meet the restrictive covenants under our credit facilities since a breach of any of these covenants could result in a default under our credit agreements; and
    our customers’ inability to continue operations or to pay us due to adverse economic conditions or their inability to access available credit.

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These factors are not exhaustive. New factors, risks and uncertainties may emerge from time to time that may affect the forward-looking statements made herein. Given these factors, risks and uncertainties, investors should not place undue reliance on forward-looking statements as predictive of future results. We disclaim any obligation to update the forward-looking statements made in this report.
Item 3.   Quantitative and Qualitative Disclosures about Market Risk.
Refer to the Company’s Annual Report on Form 10-K for the year ended October 2, 2010 for a complete discussion of our market risk. There have been no material changes in the current year regarding this market risk information.
Item 4.   Controls and Procedures.
(a)   Disclosure Controls and Procedures. We carried out an evaluation, under the supervision and with the participation of our management, including the Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures as defined in Exchange Act Rules 13a-15(e) and 15d-15(e). Based on that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that these disclosure controls and procedures are effective as of the end of the period covered by this report, to ensure that information required to be disclosed in reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Commission’s rules and forms, and that such information is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosures.
 
(b)   Changes in Internal Control over Financial Reporting. There have been no changes in our internal control over financial reporting during the most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II OTHER INFORMATION
Item 2.   Unregistered Sales of Equity Securities and Use of Proceeds.
(c) The following table summarizes our purchases of our common stock for the quarter ended April 2, 2011.
                                 
                            (d) Maximum
                    (c ) Total   Number (or
                    Number of   Approximate
                    Shares   Dollar Value) of
                    Purchased as   Shares that May
    (a) Total           Part of Publicly   yet be
    Number of   (b) Average   Announced   Purchased
    Shares   Price Paid Per   Plans or   Under the Plans
Period   Purchased (1)(2)   Share   Programs (3)   or Programs (3)
 
January 2, 2011 - January 31, 2011
        $             766,400  
February 1, 2011 - February 28, 2011
    64,567     $ 43.88             766,400  
March 1, 2011 - April 2, 2011
    28,362     $ 44.63             766,400  
 
Total
    92,929     $ 44.11             766,400  
 
(1)   Purchases in February and March consisted of 40,845 and 13,346 shares of Class B common stock from the Moog Inc. Retirement Savings Plan at $44.33 and $44.75 per share, respectively. Purchases in February also include 18,500 shares of Class B common stock from the Moog family at $42.88 per share.
 
(2)   In connection with the exercise of stock options, we accept, from time to time, delivery of shares to pay the exercise price of employee stock options. During February and March, we accepted the delivery of 5,222 and 15,016 shares at $43.93 and $44.52 per share, respectively, in connection with the exercise of stock options.
 
(3)   In October 2008, the Board of Directors authorized a share repurchase program. The program permits the purchase of up to 1,000,000 Class A or Class B common shares in open market or privately negotiated transactions at the discretion of management.
Item 6.   Exhibits
(a) Exhibits
     
10.1
  Third Amended and Restated Loan Agreement, dated as of March 18, 2011, by and among the Company and the lenders parties thereto (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed March, 21, 2011, Commission File No. 1-5129).
 
   
31.1
  Certification of Chief Executive Officer pursuant to Exchange Act Rule 13a-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
 
   
31.2
  Certification of Chief Financial Officer pursuant to Exchange Act Rule 13a-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
 
   
32.1
  Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
 
   
101.INS
  XBRL Instance Document.*
 
   
101.SCH
  XBRL Taxonomy Extension Schema Document.*
 
   
101.CAL
  XBRL Taxonomy Extension Calculation Linkbase Document.*
 
   
101.DEF
  XBRL Taxonomy Extension Definition Linkbase Document.*
 
   
101.LAB
  XBRL Taxonomy Extension Label Linkbase Document.*
 
   
101.PRE
  XBRL Taxonomy Extension Presentation Linkbase Document.*
 
*   Submitted electronically herewith.

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Attached as Exhibit 101 to this report are the following formatted in XBRL (Extensible Business Reporting Language): (i) Consolidated Condensed Statements of Earnings for the three and six months ended April 2, 2011 and April 3, 2010, (ii) Consolidated Condensed Balance Sheets at April 2, 2011 and October 2, 2010, (iii) Consolidated Condensed Statements of Cash Flows for the six months ended April 2, 2011 and April 3, 2010 and (iv) Notes to Consolidated Condensed Financial Statements for the six months ended April 2, 2011.
In accordance with Rule 406T of Regulation S-T, the XBRL related information in Exhibit 101 to this Quarterly Report on Form 10-Q shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liability of that section and shall not be part of any registration or other document filed under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
         
     
  Moog Inc.    
  (Registrant)   
       
 
     
Date: May 10, 2011  By   /s/ Robert T. Brady    
    Robert T. Brady   
    Chairman
Chief Executive Officer
(Principal Executive Officer) 
 
 
     
Date: May 10, 2011  By   /s/ John R. Scannell    
    John R. Scannell   
    President
Chief Operating Officer 
 
 
     
Date: May 10, 2011  By   /s/ Donald R. Fishback    
    Donald R. Fishback   
    Vice President
Chief Financial Officer
(Principal Financial Officer) 
 
 
     
Date: May 10, 2011  By   /s/ Jennifer Walter    
    Jennifer Walter   
    Controller
(Principal Accounting Officer) 
 
 

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