United States Securities and Exchange Commission

Washington, DC 20549

FORM 10-Q

[ x ]	Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the Quarterly Period Ended September 30, 2009
[   ]	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 001-09014
Chyron Corporation
(Exact name of registrant as specified in its charter)

New York	11-2117385
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
5 Hub Drive, Melville, New York	11747
(Address of principal executive offices)	(Zip Code)
(631) 845-2000
(Registrant's telephone number, including area code)

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 [x]     No [  ]

Indicate by checkmark 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        [ ] No

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 definition of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer [  ]	Accelerated filer [  ]
Non-accelerated filer [  ] (do not check if a smaller reporting company)	Smaller reporting company [x]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).     Yes [  ]     No [x]

The number of shares outstanding of the issuer's common stock, par value $.01 per share, on November 1, 2009 was 15,846,294.

1

CHYRON CORPORATION

INDEX

PART I	FINANCIAL INFORMATION	Page
Item 1.	Financial Statements
	Consolidated Balance Sheets as of September 30, 2009 (unaudited) and
	December 31, 2008	3
	Consolidated Statements of Operations (unaudited) for the Three
	Months ended September 30, 2009 and 2008	4
	Consolidated Statements of Operations (unaudited) for the Nine
	Months ended September 30, 2009 and 2008	5
	Consolidated Statements of Cash Flows (unaudited) for the Nine
	Months ended September 30, 2009 and 2008	6
	Notes to Consolidated Financial Statements (unaudited)	7
Item 2.	Management's Discussion and Analysis of Financial Condition
	and Results of Operations	17
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	23
Item 4(T).	Controls and Procedures	23
PART II	OTHER INFORMATION
Item 1.	Legal Proceedings	23
Item 1A.	Risk Factors	24
Item 6.	Exhibits	24

2

PART I  FINANCIAL INFORMATION

Item 1.    Financial Statements

CHYRON CORPORATION

CONSOLIDATED BALANCE SHEETS

(In thousands, except share amounts)

	Unaudited
	September 30,			December 31,
ASSETS	2009			2008
Current assets:
Cash and cash equivalents	$	3,971		$	5,322
Accounts receivable, net		3,866			3,199
Inventories, net		2,547			2,853
Deferred taxes		2,524			2,669
Prepaid expenses and other current assets		1,106			923
Total current assets		14,014			14,966
Property and equipment, net		2,281			1,354
Intangible assets, net		919			1,020
Goodwill		2,066			2,066
Deferred taxes		18,010			17,001
Other assets		161			6
TOTAL ASSETS	$	37,451		$	36,413
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable and accrued expenses	$	3,211		$	2,575
Deferred revenue		2,317			2,089
Current portion of term loan		326			0
Capital lease obligations		34			35
Total current liabilities		5,888			4,699
Pension liability		2,300			1,910
Deferred revenue		641			396
Term loan		543			0
Other liabilities		124			74
Total liabilities		9,496			7,079
Commitments and contingencies
Shareholders' equity:
Preferred stock, par value $1.00, without designation
Authorized - 1,000,000 shares, issued - none
Common stock, par value $.01
Authorized - 150,000,000 shares
Issued and outstanding -  15,838,466 at September 30, 2009 and
15,663,675 at December 31, 2008		158			157
Additional paid-in capital		79,729			78,316
Accumulated deficit		(51,149	)		(48,344	)
Accumulated other comprehensive loss		(783	)		(795	)
Total shareholders' equity		27,955			29,334
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY	$	37,451		$	36,413

See Notes to Consolidated Financial Statements

3

CHYRON CORPORATION

CONSOLIDATED STATEMENTS OF OPERATIONS

THREE MONTHS ENDED SEPTEMBER 30, 2009 AND 2008

(In thousands, except per share amounts)

(Unaudited)

	2009			2008
Net sales	$	6,381		$	9,305
Cost of products sold		2,007			2,797
Gross profit		4,374			6,508
Operating expenses:
Selling, general and administrative		3,603			4,146
Research and development		1,874			1,658
Total operating expenses		5,477			5,804
Operating (loss) income		(1,103	)		704
Interest expense		(24	)		(27	)
Interest income		1			14
Other expense, net		(9	)		(53	)
(Loss) income before taxes		(1,135	)		638
Income tax benefit, net		295			16,056
Net (loss) income	$	(840	)	$	16,694
Net (loss) income per share:
Basic	$	(0.05	)	$	1.07
Diluted	$	(0.05	)	$	1.00
Weighted average shares outstanding:
Basic		15,788			15,641
Diluted		15,788			16,713

See Notes to Consolidated Financial Statements

4

CHYRON CORPORATION

CONSOLIDATED STATEMENTS OF OPERATIONS

NINE MONTHS ENDED SEPTEMBER 30, 2009 AND 2008

(In thousands, except per share amounts)

(Unaudited)

	2009			2008
Net sales	$	18,432		$	27,652
Cost of products sold		5,860			8,004
Gross profit		12,572			19,648
Operating expenses:
Selling, general and administrative		10,629			12,756
Research and development		5,544			4,861
Total operating expenses		16,173			17,617
Operating (loss) income		(3,601	)		2,031
Interest expense		(38	)		(73	)
Interest income		1			52
Other (expense) income, net		(8	)		32
(Loss) income before taxes		(3,646	)		2,042
Income tax benefit, net		841			16,016
Net (loss) income	$	(2,805	)	$	18,058
Net (loss) income per share:
Basic	$	(0.18	)	$	1.16
Diluted	$	(0.18	)	$	1.08
Weighted average shares outstanding:
Basic		15,736			15,566
Diluted		15,736			16,644

See Notes to Consolidated Financial Statements

5

CHYRON CORPORATION

CONSOLIDATED STATEMENTS OF CASH FLOWS

NINE MONTHS ENDED SEPTEMBER 30, 2009 AND 2008

(In thousands)

(Unaudited)

	2009			2008
CASH FLOWS FROM OPERATING ACTIVITIES:
Net (loss) income	$	(2,805	)	$	18,058
Adjustments to reconcile net (loss) income to net cash from
operating activities, net of acquisition:
Deferred tax asset allowance reversal		0			(16,884	)
Deferred income tax (benefit) expense		(864	)		782
Depreciation and amortization		720			689
Inventory provisions		154			87
Share-based compensation expense		1,196			725
Other		207			17
Changes in operating assets and liabilities:
Accounts receivable		(667	)		(269	)
Inventories		152			(377	)
Prepaid expenses and other assets		(348	)		(520	)
Accounts payable and accrued expenses		636			(1,642	)
Deferred revenue		474			220
Pension liability		390			(623	)
Net cash (used in) provided by operating activities		(755	)		263
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisitions of property and equipment		(1,475	)		(755	)
Disposal of property and equipment		11			0
Acquisition of AXIS graphics		0			(1,063	)
Net cash used in investing activities		(1,464	)		(1,818	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from term loan		977			0
Proceeds from exercise of stock options		35			222
Payments on term loan		(109	)		0
Payments on capital lease obligations		(35	)		(26	)
Net cash provided by financing activities		868			196
Change in cash and cash equivalents		(1,351	)		(1,359	)
Cash and cash equivalents at beginning of period		5,322			6,290
Cash and cash equivalents at end of period	$	3,971		$	4,931
SUPPLEMENTAL CASH FLOW INFORMATION:
Interest paid during the period	$	27		$	43
Stock issued for 401(k) match		185			0
Assets acquired under capital lease		84			0
Restricted stock issued for acquisition		0			1,027
Promissory note issued for acquisition		0			1,000

See Notes to Consolidated Financial Statements

6

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

1.           BASIS OF PRESENTATION

Nature of Business

Chyron provides sophisticated graphics offerings that include Chyron's AXIS Graphics online content creation software, HD/SD switchable on-air graphics systems, clip servers, channel branding and telestration systems, graphic asset management and XMP integration solutions, and the WAPSTR mobile phone newsgathering application. As a pioneer of Graphics as a Service for digital video media, Chyron aims to address the world of digital and broadcast graphics with Web, Mobile, HD, 3D and newsroom integration solutions.

General

The consolidated financial statements include the accounts of the Company and our wholly-owned subsidiaries. All significant intercompany amounts have been eliminated.

In the opinion of management of Chyron Corporation (the "Company" or "Chyron"), the accompanying unaudited consolidated interim financial statements reflect all adjustments (consisting of normal recurring adjustments) necessary to present fairly the financial position of the Company as of September 30, 2009 and the consolidated results of its operations and its cash flows for the periods ended September 30, 2009 and 2008. The results of operations for such interim periods are not necessarily indicative of the results that may be expected for any other interim period or for the year ending December 31, 2009. In addition, management is required to make estimates and assumptions that affect the amounts reported and related disclosures. Estimates made by management include inventory valuations, stock and bonus compensation, allowances for doubtful accounts, income taxes, pension assumptions and reserves for warranty and incurred but not reported health insurance claims. Estimates, by their nature, are based on judgment and available information. Also, during interim periods, certain costs and expenses are allocated among periods based on an estimate of time expired, benefit received, or other activity associated with the periods. Accordingly, actual results could differ from those estimates. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been omitted pursuant to the rules and regulations of the Securities and Exchange Commission. For further information, refer to the audited consolidated financial statements and footnotes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2008. The December 31, 2008 figures included herein were derived from such audited consolidated financial statements. In addition, certain prior year amounts have been reclassified to conform to the current year presentation. Subsequent events were evaluated through November 10, 2009, the date these financial statements were issued.

7

Net Income (Loss) Per Share

Basic earnings (loss) per share is computed based on the weighted average number of common shares outstanding. Diluted earnings (loss) per share is based on the sum of the weighted average number of common shares outstanding and common stock equivalents. Shares used to calculate earnings (loss) per share are as follows (in thousands):

	Three Months		Nine Months
	Ended September  30,		Ended September 30,
	2009	2008	2009	2008
Basic weighted average shares outstanding	15,788	15,641	15,736	15,566
Effect of dilutive stock options	-	1,072	-	1,078
Diluted weighted average shares outstanding	15,788	16,713	15,736	16,644
Weighted average shares which are not included
in the calculation of diluted net income (loss)
per share because their impact is anti-dilutive
Stock options	3,763	697	3,393	500

2.           SHARE BASED COMPENSATION

We have a long-term Incentive Plan, approved by stockholders, for which awards of stock options and other stock-based awards are available to be granted to eligible employees, directors and other service providers, by the Compensation Committee of the Board of Directors. The fair value of each option award is estimated on the date of grant using a Black-Scholes valuation model. Expected volatility is based on the historical volatility of the price of the Company's stock. The risk-free interest rate is based on U.S. Treasury issues with a term equal to the expected life of the award. The Company uses historical data to estimate expected dividend yield, expected life and forfeiture rates. In the nine months ended September 30, 2009, 90,000 non-qualified options were granted to members of our Board of Directors and 812,750 options were granted to employees. The options granted to employees are incentive stock options to the extent permitted by the Internal Revenue Code. The fair values of the options granted were estimated based on the following weighted average assumptions:

	Three Months						Nine Months
	Ended September 30,						Ended September 30,
	2009			2008			2009			2008
Expected volatility		89.13	%		104.9	%		92.18	%		106.3	%
Risk-free interest rate		2.86	%		3.40	%		2.36	%		3.03	%
Expected dividend yield		0.0	%		0.0	%		0.0	%		0.0	%
Expected life (in years)		6.0			6.0			6.0			6.0
Estimated fair value per option granted	$	0.97		$	4.82		$	0.99		$	4.50

8

The impact on our results of operations of recording share-based compensation expense is as follows (in thousands):

	Three Months				Nine Months
	Ended September 30,				Ended September 30,
	2009		2008		2009		2008
Cost of products sold	$	42	$	33	$	131	$	71
Research and development		147		74		455		233
Selling, general and administrative		194		65		610		421
	$	383	$	172	$	1,196	$	725

As of September 30, 2009, there was approximately $1.7 million of total unrecognized share-based compensation cost related to options granted under our plans to employees or for services performed by non-employees that will be recognized over the next four years.

3.           INVENTORIES

Inventories, net are comprised of the following (in thousands):

	September 30,		December 31,
	2009		2008
Finished goods	$	609	$	410
Work-in-progress		275		323
Raw materials		1,663		2,120
	$	2,547	$	2,853

4.           ACQUISITION OF AXIS

In January 2008, Chyron purchased substantially all of the assets and certain liabilities of AXIS Graphics ("AXIS"). The results of operations of AXIS have been included in our consolidated statements of operations since the acquisition date.

The cost of the acquisition was allocated to the assets acquired and liabilities assumed based on estimates of their respective fair values at the date of acquisition. All amounts will be deductible for federal tax purposes. Following is a summary of the purchase price allocation (in thousands):

Fixed assets	$	41
Intangible assets		1,142
Goodwill		2,066
	$	3,249

9

We believe that the goodwill resulting from the acquisition reflects the unique, proprietary web-based solution that the AXIS online graphics production service offers, and expands our reach to include non-broadcast clients like newspapers, radio stations, mobile phones and others producing content for the Internet.

We assess the possible impairment of goodwill at least annually, on October 1, at the reporting unit level. Impairment is the condition that exists when the carrying amount of goodwill exceeds its implied fair value. The first step in the impairment process is to determine the fair value of the reporting unit and then compare it to the carrying value, including goodwill. We determined that the market capitalization approach is the most appropriate method of measuring fair value of the reporting unit, assuming a controlling interest. Under this approach, fair value is calculated based on the market price of common stock, multiplied by the number of outstanding shares. A control premium, which is representative of premiums paid in the marketplace to acquire a controlling interest in a company, is then added to the market capitalization to determine the fair value of the reporting unit. If the fair value exceeds the carrying value, no further action is required and no impairment loss is recognized. We monitor changes in our closing market price and its effect on fair value and the relationship to the carrying value. Additional impairment assessments may be performed on an interim basis if we encounter events or changes in circumstances that would indicate that, more likely than not, the carrying value of goodwill has been impaired. At September 30, 2009, the Company did not identify any potential impairment related to its goodwill.

The components and estimated useful lives of intangible assets acquired as of September 30, 2009 are stated below. Amortization is provided on a straight line method, or in the case of customer relationships, on an accelerated method, over the following estimated useful lives (in thousands):

	Gross		Accumulated		Net		Estimated
	Amount		Amortization		Amount		Useful Life
Tradenames	$	304	$	35	$	269	15 years
Proprietary technology		620		109		511	10 years
Non-compete agreement		25		15		10	3 years
Customer relationships		170		61		109	10 years
Domain name and related website		23		3		20	15 years
	$	1,142	$	223	$	919

In connection with the purchase of AXIS, we issued non-qualified stock options to purchase 500,000 shares of the Company's common stock, at an exercise price of $5.26 per share, representing the closing market price on the grant date. The stock options vest in four tranches, with vesting being contingent on attainment of designated revenue targets for AXIS products in 2008 and 2009. The first tranche of 150,000 that would have vested on December 31, 2008 did not vest, and these options were cancelled because the designated revenue target for AXIS was not achieved in 2008. Each of the remaining tranches of 150,000, 100,000 and 100,000 will vest on December 31, 2009 if AXIS product revenues in 2009 exceed designated target revenue levels set for each tranche in 2009.

10

In the event that AXIS product revenues for any individual tranche do not meet that tranche's revenue thresholds, the stock options related to that tranche shall automatically expire and be cancelled.

At September 30, 2009, we have assumed that none of the options scheduled to vest in 2009 will vest and shall automatically expire and be cancelled on December 31, 2009.

5.           LONG-TERM DEBT

The Company has a credit facility that was renewed on June 18, 2009 and expires March 31, 2010, and provides for a $1.5 million revolving line of credit ("revolver") with an advance rate of up to 80% of eligible accounts receivable. The revolver bears interest at Prime +1.75%, with a floor of 5.75%. The credit facility also provides for a $1.0 million equipment term loan ("term loan") to finance eligible equipment purchases. The term loan bears interest at Prime +2.0%, with a floor of 6.0%. Advances on the term loan shall be made within 120 days of purchase in minimum draws of $200,000. Any advances on the term loan will be repaid in thirty-six equal monthly installments of principal plus interest. The credit facility is collateralized by the Company's assets, except for its intellectual property rights which are subject to a negative pledge arrangement with the bank.

The Company is required to maintain financial covenants based on an adjusted quick ratio of 1.5 measured at month-end and minimum tangible net worth of $24 million, increased by 60% of the sum of the gross proceeds received by the Company from any sale of its equity or incurrence of subordinated debt and any positive quarterly net income earned, measured at quarter-end (both as defined as per the credit facility). As is usual and customary in such lending agreements, the agreements also contain certain nonfinancial requirements, such as required periodic reporting to the bank and various representations and warranties. The lending agreement also restricts our ability to pay dividends without the bank's consent. The Company has been in compliance with all debt covenants since inception of the credit facility.

On May 29, 2009, the Company received an advance on the term loan of $977 thousand to be payable over the next 36 months in equal monthly installments plus accrued interest. The equipment term loan is scheduled to be repaid in full by May 2012. At September 30, 2009, the amount outstanding is $869 thousand, of which $543 thousand is considered long-term. Interest expense related to the term loan was $14 thousand in the quarter ended September 30, 2009 and $19 thousand in the nine months ended September 30, 2009.

11

6.           BENEFIT PLANS

The net periodic benefit cost relating to the Company's Pension Plan is as follows (in thousands):

	Three Months						Nine Months
	Ended September 30,						Ended September 30,
	2009			2008			2009			2008
Service cost	$	97		$	99		$	303		$	311
Interest cost		96			95			246			223
Expected return on plan assets		(50	)		(111	)		(192	)		(211	)
Amortization of prior service cost		(6	)		(1	)		(18	)		(19	)
Amortization of prior loss		51			-			51			-
	$	188		$	82		$	390		$	304

Our policy is to fund the minimum contributions required under the Employee Retirement Income Security Act (ERISA), and, subject to cash flow levels, it is the Company's intention to make additional contributions to the Pension Plan to reduce the unfunded liability. The Company anticipates that no contribution will be required in 2009 in order to comply with ERISA and no additional discretionary contribution will be made in 2009.

7.           PRODUCT WARRANTY

We provide product warranties for our various products, typically for one year. Liabilities for the estimated future costs of repair or replacement are established and charged to cost of sales at the time the sale is recognized. We establish our reserve based on historical data, taking into consideration specific product information. The following table sets forth the movement in the warranty reserve (in thousands):

	Three Months						Nine Months
	Ended September 30,						Ended September 30,
	2009			2008			2009			2008
Balance at beginning of period	$	50		$	50		$	50		$	50
Provisions		51			41			90			87
Warranty services provided		(51	)		(41	)		(90	)		(87	)
	$	50		$	50		$	50		$	50

12

8.           SHAREHOLDERS' EQUITY

Components and activity related to accumulated other comprehensive income is as follows (in thousands):

	Foreign						Accumulated
	Currency			Pension			Other
	Translation			Benefit			Comprehensive
	Adjustments			Costs			Income
January 1, 2009	$	(23	)	$	(772	)	$	(795	)
Change for period		(8	)		-			(8	)
March 31, 2009		(31	)		(772	)		(803	)
Change for period		22			-			22
June 30, 2009		(9	)		(772	)		(781	)
Change for period		(2	)		-			(2	)
September 30, 2009	$	(11	)	$	(772	)	$	(783	)

During the nine months ended September 30, 2009, we issued 138,289 shares of common stock in connection with the Company match for our 401(k) plan in lieu of an aggregate cash match of $185 thousand. Also during the nine months ended September 30, 2009, we issued 36,502 shares of common stock upon exercise of stock options.

9.           INCOME TAXES

The components of deferred income taxes are as follows (in thousands):

	September 30,		December 31,
	2009		2008
Deferred tax assets:
Net operating loss carryforwards	$	17,722	$	16,648
Temporary differences		3,565		3,608
		21,287		20,256
Deferred tax valuation allowance		753		586
	$	20,534	$	19,670

The Company has not recorded a deferred tax asset related to the net operating losses resulting from the exercise of disqualifying stock options in the accompanying financial statements. The cumulative amount of unrecognized tax benefits at September 30, 2009 was approximately $0.7 million, and if the Company is able to utilize this benefit in the future it would result in a credit to additional paid in capital.

13

The components of the provision for income tax benefit (expense) are as follows (in thousands):

	Three Months					Nine Months
	Ended September 30,					Ended September 30,
	2009		2008			2009			2008
Current:
State and foreign	$	3	$	(21	)	$	(23	)	$	(36	)
Federal				(25	)		-			(50	)
		3		(46	)		(23	)		(86	)
Deferred:
State		20		-			45			-
Federal		272		(305	)		819			(782	)
		292		(305	)		864			(782	)
Reversal of valuation allowance		-		16,407			-			16,884
Income tax benefit	$	295	$	16,056		$	841		$	16,016

At September 30, 2009, we had U.S. federal net operating loss carryforwards ("NOLs") of approximately $48 million expiring between the years 2012 through 2027. We file U.S. federal income tax returns as well as income tax returns in various states and two foreign jurisdictions. We may be subject to examination by the Internal Revenue Service ("IRS") for calendar years 2005 through 2008 under the normal statute of limitations. Additionally, any net operating losses that were generated in prior years and utilized in these years may also be subject to examination by the IRS. Generally, for state tax purposes, the Company's 2004 through 2008 tax years remain open for examination by the tax authorities under a four year statute of limitations, however, certain states may keep their statute open for six to ten years.

10.           FAIR VALUE MEASUREMENTS

The Company adopted the provisions of ASC 820-10, Fair Value Measurements and Disclosures with respect to its non-financial assets and liabilities effective January 1, 2009. The adoption of ASC 820-10 did not have an impact on the Company's consolidated financial statements.

Financial assets and liabilities at fair value at September 30, 2009 are classified in one of the three categories, which are described below:

·   Level 1: Quoted prices (unadjusted) in active markets that are accessible at the measurement date for assets or liabilities. The fair value hierarchy gives the highest priority to Level 1 inputs.

·   Level 2:  Observable prices that are based on inputs not quoted on active markets, but corroborated by market data.

·   Level 3:  Unobservable inputs are used when little or no market data is available. The fair value hierarchy gives the lowest priority to Level 3 inputs.

14

In determining fair value, the Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible as well as considers counterparty credit risk in its assessment of fair value.

Assets measured at fair value on a recurring basis include the following:

	Fair Value Measurement at
	September 30, 2009 Using
	Quoted	Significant		Total
	Prices in	Other	Significant	Carrying
	Active	Observable	Unobservable	Value at
	Markets	Inputs	Inputs	September 30,
(In thousands)	(Level 1)	(Level 2)	(Level 3)	2009
Cash and cash equivalents	$3,971	$    -	$    -	$3,971

The carrying amount of cash, accounts receivables and accounts payables and other short-term financial instruments approximate their fair value due to their short-term nature. The Company believes that borrowings outstanding under its term loan approximate fair value because such borrowings bear interest at current variable market rates.

On an annual recurring basis, the Company is required to use fair value measures when measuring plan assets of the Company's Pension Plan. The fair value of Pension Plan assets was $3.8 million at December 31, 2008. These assets are valued in active liquid markets.

Additionally, on a nonrecurring basis, the Company uses fair value measures when analyzing asset impairment. Long-lived assets and certain identifiable intangible assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If it is determined such indicators are present and the review indicates that the assets will not be fully recoverable, based on undiscounted estimated cash flows over the remaining amortization periods, their carrying values are reduced to estimated fair value. Measurements based on undiscounted cash flows are considered to be level 3 inputs. During the fourth quarter of each year, the Company evaluates goodwill and indefinite-lived intangibles for impairment at the reporting unit level using the market capitalization approach. Thus, the fair value of the reporting unit is represented by the fair value of the Company, assuming a controlling interest. As such, a premium for control is added to the non-controlling equity value, as calculated by the market price of the Company common stock which is publicly traded. This measurement would be classified based on level 2 input.

15

11.           SEGMENT AND GEOGRAPHIC INFORMATION

The Company operates and evaluates its business as one reporting unit.

The details of the Company's geographic sales are as follows (in thousands):

	Three Months				Nine Months
	Ended September 30,				Ended September 30,
	2009		2008		2009		2008
United States	$	4,550	$	7,150	$	13,977	$	21,060
Europe		1,266		1,011		3,006		2,828
Rest of world		565		1,144		1,449		3,764

12.           RECENT ACCOUNTING PRONOUNCEMENTS

Effective July 1, 2009, the Company adopted the "FASB Accounting Standards Codification" and the Hierarchy of Generally Accepted Accounting Principles (ASC 105). This standard establishes only two levels of U.S. generally accepted accounting principles ("GAAP"), authoritative and nonauthoritative. The FASB Accounting Standards Codification (the "Codification") became the source of authoritative, nongovernmental GAAP, except for rules and interpretive releases of the SEC, which are sources of authoritative GAAP for SEC registrants. All other non-grandfathered, non-SEC accounting literature not included in the Codification became nonauthoritative. The Company began using the new guidelines and numbering system prescribed by the Codification when referring to GAAP in the third quarter of fiscal 2009. As the Codification was not intended to change or alter existing GAAP, it did not have any impact on the Company's consolidated financial statements.

In September 2009, the FASB issued Update No. 2009-13, "Multiple-Deliverable Revenue Arrangements - a consensus of the FASB Emerging Issues Task Force" (ASU 2009-13). It updates the existing multiple-element revenue arrangements guidance currently included under ASC 605-25, which originated primarily from the guidance in EITF Issue No. 00-21, "Revenue Arrangements with Multiple Deliverables" (EITF 00-21). The revised guidance primarily provides two significant changes: 1) eliminates the need for objective and reliable evidence of the fair value for the undelivered element in order for a delivered item to be treated as a separate unit of accounting, and 2) eliminates the residual method to allocate the arrangement consideration. In addition, the guidance also expands the disclosure requirements for revenue recognition. ASU 2009-13 will be effective for the first annual reporting period beginning on or after June 15, 2010, with early adoption permitted provided that the revised guidance is retroactively applied to the beginning of the year of adoption. The Company is currently assessing the future impact of this new accounting update to its consolidated financial statements.

16

In August 2009, the FASB issued Update No. 2009-05, "Fair Value Measurements and Disclosures (Topic 820) - Measuring Liabilities at Fair Value" (ASU 2009-05). ASU 2009-05 amends ASC 820, Fair Value Measurements and Disclosures, of the FASB Accounting Standards Codification (the Codification) to provide further guidance on how to measure the fair value of a liability, an area where practitioners have been seeking further guidance. This standard is effective beginning fourth quarter of 2009 for the Company. The adoption of this standard update is not expected to impact the Company's consolidated financial statements.

Item 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL

              CONDITION AND RESULTS OF OPERATIONS

The following discussion should be read along with our 2008 Annual Report on Form 10-K for the year ended December 31, 2008, filed with the Securities and Exchange Commission, and with the unaudited financial statements included in this Form 10-Q.

Overview

Chyron provides sophisticated graphics offerings that include Chyron's AXIS Graphics online content creation software, HD/SD switchable on-air graphics systems, clip servers, channel branding and telestration systems, graphic asset management and XMP integration solutions, and the WAPSTR mobile phone newsgathering application. As a pioneer of Graphics as a Service for all digital video media, Chyron aims to address the world of digital and broadcast graphics with Web, Mobile, HD, 3D and newsroom integration solutions.

Over the past few years Chyron has made continued progress towards its goal of becoming a provider of digital graphics workflow solutions for broadcast, online and out of home applications.  Our AXIS on demand online content creation software continues to generate interest as our broadcast customers look to replace a high fixed cost business model with a variable, low cost model.

We expect that the global economy will continue to be depressed for the remainder of 2009 and into 2010, and that many of our customers may wait to make purchase decisions until they have more visibility of where the economy is headed and how it might affect them. We have adjusted to this by reducing headcount, cutting salaries and taking other expense control measures while continuing to emphasize investment in R&D and product development. Our strategy is to seek to gain market share in broadcast and online graphics content workflow solutions and expand the use and penetration of our AXIS online graphics creation platform. We believe that because our addressable market opportunity is no longer restricted to broadcast television, we have additional opportunities for growth. We plan to continue to focus on our growth strategy in order to emerge stronger when the recovery takes hold.

17

Results of Operations for the Three and Nine Months Ended September 30, 2009 and 2008

Net Sales. Revenues for the quarter ended September 30, 2009 were $6.4 million, a decrease of $2.9 million, or 31% from the $9.3 million reported for the quarter ended September 30, 2008. Revenues derived from U.S. customers were $4.6 million in the quarter ended September 30, 2009 as compared to $7.2 million in the quarter ended September 30, 2008. Revenues derived from international customers were $1.8 million in the quarter ended September 30, 2009 and $2.1 million in the quarter ended September 30, 2008.

Revenues for the nine months ended September 30, 2009, were $18.4 million, a decrease of $9.3 million, or 34% from the $27.7 million reported for the nine months ended September 30, 2008. Revenues derived from U.S. customers were $14.0 million in the nine month period ended September 30, 2009 as compared to $21.1 million in the nine months ended September 30, 2008. Revenues derived from international customers in the nine months ended September 30, 2009 and 2008 were $4.4 million and $6.6 million, respectively.

Throughout 2009, we have continued to experience a decline in our revenues, which we believe is due to global economic conditions. We expect the global economy will continue to be depressed for the remainder of 2009 and into 2010, as it was in the latter part of 2008, and that many of our customers may wait to make purchase decisions until they have more visibility of where the economy is headed and how it might affect them. We plan to continue to focus on our growth strategy in order to emerge stronger when the recovery takes hold. Our strategy is to seek to gain market share in broadcast and online graphics content workflow solutions and expand the use and penetration of our AXIS online graphics creation platform.

Gross Profit. Gross margins for the quarter ended September 30, 2009 and 2008, were 69% and 70%, respectively. Gross margins for the nine month periods ended September 30, 2009 and 2008 were 68% and 71%, respectively. Gross margins in all periods in 2009 were negatively impacted by the inability to completely absorb fixed overhead costs at these lower revenue levels.

Selling, General and Administrative Expenses. Selling, general and administrative ("SG&A") expenses were $3.6 million in the quarter ended September 30, 2009 compared to $4.1 million in the quarter ended September 30, 2008. The decrease in spending is primarily due to reduced sales commissions of $0.1 million on lower revenues, lower professional service costs of $0.1 million and $0.3 million in lower marketing and other promotional costs. SG&A in the nine months ended September 30, 2009 and 2008 were $10.6 million and $12.8 million, respectively. The decrease in the nine months of 2009 is primarily due to $0.4 million in lower commissions, $0.2 million in reduced travel costs, $0.4 million in lower compensation costs associated with bonus accruals, $0.5 million in overall professional services, $0.3 million in the cost of international sales offices and $0.4 million in marketing and AXIS Graphics launch costs.

18

Research and Development Expenses. Research and development ("R&D") expenses increased $0.2 million in the third quarter of 2009 to $1.9 million as compared to 2008. R&D increased $0.6 million in the nine month period ended September 30, 2009 to $5.5 million as compared to $4.9 million in the nine month period ended September 30, 2008. The primary factor contributing to the increase is the Company's investment, primarily in the form of personnel and related costs, in the integration of our AXIS Graphics solution into our other products, the development of new online products and the continued development of new products for HDTV, mobile content, and channel branding. We believe we will continue to invest at this level for the remainder of 2009.

Interest income and expense.  Interest expense approximated $24 thousand in the third quarter of 2009 and $27 thousand in the third quarter of 2008. In 2008, the major component of interest related to the cost associated with the note payable for the purchase of AXIS, which was repaid as of December 31, 2008, whereas the 2009 interest cost is associated with our capital leases and interest costs associated with the advance of $977 thousand under our term loan in May 2009. Interest income is associated with interest earned on available cash balances that are invested in overnight repurchase agreements. The decline in interest rates in 2009 has virtually eliminated our interest income.

Other income and expense, net.  The components of other income and expense, net are as follows (in thousands):

	Three Months						Nine Months
	Ended September 30,						Ended September 30,
	2009			2008			2009			2008
Foreign exchange transaction loss	$	(9	)	$	(75	)	$	(13	)	$	(19	)
Sublease income		0			14			0			43
Other		0			8			5			8
	$	(9	)	$	(53	)	$	(8	)	$	32

Income tax benefit, net. During 2009, we recorded income tax benefits of $0.3 million and $0.8 million in the three and nine months periods ended September 30, 2009, respectively, related to the additional net operating losses incurred, that will be available to offset taxable income in future periods.

In the three and nine months ended September 30, 2008, the Company reversed $16.4 million and $16.9 million, respectively, of the valuation allowance related to its deferred tax assets since management determined that it was more likely than not these assets would be realized. At that time this determination was primarily based on cumulative positive earnings in recent years and projected taxable income in the future. In evaluating our ability to realize our deferred tax assets we considered all available positive and negative evidence including our past operating results and our forecast of future taxable income.

19

Liquidity and Capital Resources

The Company finances its business primarily with cash generated from operations. At September 30, 2009, we had cash and cash equivalents on hand of $4.0 million and working capital of $8.1 million. Since December 31, 2008, we have had a reduction in the amount of our operating cash, primarily driven by the operating loss and the increase in accounts receivable. While there has been an increase in our accounts receivable due to slowdown in collections, we believe that it is not material and that it is within our tolerable range of risk. The Company has also invested approximately $1.5 million in 2009 for a new co-location facility for AXIS services and a data center for redundancy and disaster recovery of our data systems. This expense was largely financed in the second quarter of 2009 by drawing on the equipment term loan from our lender.

The Company has a credit facility with a U.S. bank which was renewed June 18, 2009, and expires March 31, 2010, to provide for a $1.5 million revolving line of credit ("revolver"), with an advance rate of up to 80% of eligible accounts receivable. At September 30, 2009, available borrowings were approximately $1.1 million based on this formula. The credit facility also provides for a $1.0 million equipment term loan to finance eligible equipment purchases, from which the Company borrowed $977 thousand in the second quarter of 2009 to finance capital equipment to build a new co-location facility and data center. The Company is required to maintain financial covenants based on an adjusted quick ratio of 1.5 measured at month-end and minimum tangible net worth of $24 million, increased by 60% of the sum of the gross proceeds received by the Company from any sale of its equity or incurrence of subordinated debt and any positive quarterly net income earned, measured at quarter-end (both as defined as per the credit facility). As is usual and customary in such lending agreements, the agreements also contain certain non-financial requirements, such as required periodic reporting to the bank and various representations and warranties. The lending agreement also restricts our ability to pay dividends without the bank's consent. The Company has been in compliance with all debt covenants since inception of the credit facility.

We anticipate that no contribution to our Pension Plan will be required under ERISA in 2009, nor will any additional discretionary contribution be made. The Company's Pension Plan investments were valued at $3.8 million at December 31, 2008 and $4.1 million at September 30, 2009. The Company's investment strategy remains the same and we anticipate the value of these investments will continue to rise. We believe that the Plan's investments are more than adequate to meet Plan obligations for the next twelve months.

We expect that the global economy will continue to be depressed for the remainder of 2009 and into 2010, as it was in the latter part of 2008, and that many of our customers may wait to make purchase decisions until they have more visibility of where the economy is headed and how it might affect them. We have adjusted to this by reducing headcount, cutting salaries and taking other expense control measures while continuing to emphasize investment in R&D and product development. The net impact of Q3 salary and headcount reductions was approximately $0.1 million in savings and we expect fourth quarter savings to be approximately $0.4 million. Our strategy is to seek to gain market share in broadcast and online graphics content workflow solutions and expand the use and penetration of our AXIS online graphics creation platform.

20

We believe that because our addressable market opportunity is no longer restricted to broadcast television, we have additional opportunities for growth. We plan to continue to focus on our growth strategy in order to emerge stronger when the recovery takes hold.

However, our future growth and success will depend to a significant degree on our ability to generate sales of our newer, non-broadcast products in our existing and in new markets. We operate in a rapidly changing environment and must remain responsive to changes as they occur. In the event that revenues are significantly below forecasted revenues, we believe we have the ability to reduce or delay discretionary expenditures, including capital purchases, and reduce headcount further than we have during 2009, so that we will have sufficient cash resources. However, there can be no assurance that we will be able to adjust our costs in sufficient time to respond to revenue and cash shortfalls, should that occur.

The long-term success of the Company will be dependent on achieving and maintaining profitable operating results and the ability to raise additional capital on acceptable terms should such additional capital be required. In the event the Company is unable to achieve its desired goal of profitability or raise sufficient additional capital, if needed, we may have to scale back or eliminate certain parts of our operations.

We believe that cash on hand, net cash to be generated in the business, and availability under our line of credit, will be sufficient to meet our cash needs for at least the next 12 months if we are able to achieve our planned results of operations and retain availability of credit under our lending agreement and renew the lending agreement when it expires on March 31, 2010.

If these sources of funds are not sufficient, we may need to reduce, delay or terminate our existing products and planned products. We may also need to raise additional funds through one or more capital financings. To the extent that we raise additional capital through the sale of equity or convertible debt securities, the ownership interest of our existing stockholders will be diluted, and the terms may include liquidation or other preferences that adversely affect the rights of our stockholders. Debt financing, if available, may involve agreements that include covenants limiting or restricting our ability to take specific actions, such as incurring debt, making capital expenditures or declaring dividends. If we raise additional funds through collaborations, strategic alliances and licensing arrangements with third parties, we may have to relinquish valuable rights to our technologies or products, or grant licenses on terms that are not favorable to us.

There can be no assurance that additional funds will be available when we need them on terms that are acceptable to us, or at all. If adequate funds are not available to us on a timely basis, we may be required to delay, limit, reduce or terminate development activities for one or more of our products; or delay, limit, reduce or terminate our sales and marketing capabilities or other activities that may be necessary to commercialize one or more of our products.

21

Special Note Regarding Forward-Looking Statements

The SEC encourages companies to disclose forward-looking information so that investors can better understand a company's future prospects and make informed investment decisions. This Quarterly Report on Form 10-Q contains such "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements in connection with any discussion of future financial performance, liquidity and capital resources, business prospects, technological developments, changes in the industry, new products, research and development activities and similar matters are identified by use of words such as "may," "anticipate," "estimate," "expect," "project," "intend," "plan," "believe," and other words and terms of similar meaning. Such statements are based on management's expectations and are subject to certain factors, risks and uncertainties that may cause actual results, outcome of events, timing and performance to differ materially from those expressed or implied by such forward-looking statements.

These risks and uncertainties include, but are not limited to: current and future economic conditions that may adversely affect our business and customers; our revenues may fluctuate from period to period and therefore may fail to meet expectations, which could cause our stock price to decline; our ability to maintain adequate levels of working capital; our ability to successfully maintain the level of operating costs; our ability to obtain financing for our future needs should there be a need; our ability to incentivize and retain our current senior management team and continue to attract and retain qualified scientific, technical and business personnel; our ability to integrate our AXIS online graphics creation solution into our product offerings and to generate profits from AXIS as quickly as expected; our ability to generate sales and profits from our workflow and asset management solutions and Mobile Suite products; rapid technological changes and new technologies that could render certain of our products to be obsolete; competitors with significantly greater financial resources; new product introductions by competitors; expansion into new markets; and,other factors discussed under the heading "Risk Factors" contained in Item 1A in our Annual Report on Form 10-K for the year ended December 31, 2008, which has been filed with the Securities and Exchange Commission, as well as any updates to those risk factors filed from time to time.

In light of these assumptions, risks and uncertainties, the results and events discussed in the forward-looking statements contained in this Quarterly Report might not occur. Investors are cautioned not to place undue reliance on the forward-looking statements, which speak only as of the date of this Quarterly Report. We are not under any obligation, and we expressly disclaim any obligation, to update or alter any forward-looking statements, whether as a result of new information, future events or otherwise. All subsequent forward-looking statements attributable to us or to any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this section.

22

Item 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET

              RISK

The information called for by this Item is omitted in reliance upon Item 305(e) of Regulation S-K.

Item 4(T).  CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

Our principal executive officer and principal financial officer, after evaluating the effectiveness of our disclosure controls and procedures (as defined in paragraph (e) of Rules 13a-15 and 15d-15 under the Securities Exchange Act of 1934) as of the end of the period covered by this Quarterly Report on Form 10-Q, have concluded that, based on such evaluation, our disclosure controls and procedures were effective to ensure that information required to be disclosed by us in the reports that we file or submit under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported, within the time periods specified in the SEC's rules and forms and is accumulated and communicated to management, including the Chief Executive Officer and Chief Financial Officer, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure, particularly during the period in which this Quarterly Report on Form 10-Q was being prepared.

Changes in Internal Control Over Financial Reporting

There have been no changes in the Company's internal control over financial reporting, identified in connection with the evaluation of such internal control, that occurred during the most recent quarter of the Company that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.

PART II.  OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

The Company from time to time is involved in routine legal matters incidental to its business. In the opinion of management, the ultimate resolution of such matters will not have a material adverse effect on the Company's financial position, results of operations or liquidity.

23

ITEM 1A. RISK FACTORS

There have been no material changes from the risk factors previously discussed in our Annual Report on Form 10-K for the year ended December 31, 2008.

Item 6.  EXHIBITS

(a) Exhibits:

Exhibit No.	Description of Exhibit
31.1	Certification of Principal Executive Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2	Certification of Principal Financial Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1	Certification of Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

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.

	CHYRON CORPORATION
	(Registrant)
November 10, 2009	/s/ Michael Wellesley-Wesley
(Date)	Michael Wellesley-Wesley
	President and
	Chief Executive Officer
November 10, 2009	/s/ Jerry Kieliszak
(Date)	Jerry Kieliszak
	Chief Financial Officer and
	Senior Vice President

24