8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (date of earliest event reported): November 10, 2009

DIEBOLD, INCORPORATED

(Exact name of registrant as specified in its charter)

Ohio	1-4879	34-0183970
(State or other jurisdiction	(Commission File Number)	(IRS Employer Identification
of incorporation)		Number)

5995 Mayfair Road, P.O. Box 3077, North Canton, Ohio	44720-8077
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (330) 490-4000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02 Results of Operations and Financial Condition

On September 2, 2009, the Company and its subsidiaries, Premier Election Solutions Canada ULC (“Premier Canada”) and Premier Election Solutions (“Premier Election”), entered into a purchase agreement (the “Purchase Agreement”) with Elections Systems & Software, Inc. and its subsidiary (collectively, “ES&S”) pursuant to which ES&S agreed to purchase all of the outstanding capital stock of Premier Election and Data Information Management Systems, Inc. (“Data Information”) and substantially all of the assets of Premier Canada. The Company conducted its election systems business in the United States and Canada through Premier Election, Premier Canada and Data Information (collectively, “PESI”). The Company’s sale of PESI was consummated simultaneously with the entry into the Purchase Agreement on September 2, 2009. In accordance with generally accepted accounting principles in the United States, the Company has reclassified the operating results of PESI to discontinued operations for all periods. Included in Exhibit 99.1 to this Current Report on Form 8-K are the 2008 quarterly and the first two quarters of 2009 financial results of the Company’s continuing operations depicting the impact to GAAP and non-GAAP earnings per share from the reclassification of PESI to discontinued operations.

The information in this report shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section and shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit No.	Exhibit Description
99.1	PESI Impact on EPS from Continuing Operations.

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.

	DIEBOLD, INCORPORATED
Date: November 10, 2009	By:	/s/ Leslie A. Pierce
		Leslie A. Pierce
		Vice President, Interim Chief Financial Officer and Corporate Controller (Principal Financial Officer)

EXHIBIT INDEX

Exhibit No.	Exhibit Description
99.1	PESI Impact on EPS from Continuing Operations

EX-99.1

Exhibit 99.1

	PESI Impact on EPS from Continuing Operations
		Q1 08		Q2 08			Q3 08		Q4 08		FY08		Q1 09		Q2 09
Prior EPS GAAP		$	0.22	$	0.44		$	0.71	$	0.15	$	1.52	$	0.06	$	0.46
EPS Adjustments*			0.20		0.25			0.46		0.17		1.08		0.33		0.03
Prior EPS Non-GAAP		$	0.42	$	0.69		$	1.17	$	0.32	$	2.60	$	0.39	$	0.49
EPS Attributable to PESI Discontinued Ops		$	0.01	$	(0.03	)	$	0.01	$	0.11	$	0.10	$	0.07	$	0.02
Revised EPS GAAP		$	0.23	$	0.41		$	0.72	$	0.26	$	1.62	$	0.13	$	0.48
EPS Adjustments*			0.20		0.25			0.46		0.17		1.08		0.33		0.03
Revised EPS Non-GAAP		$	0.43	$	0.66		$	1.18	$	0.43	$	2.70	$	0.46	$	0.51

* Restructuring charges, non-routine expenses, non-routine income and impairment

The Company’s management believes excluding restructuring charges, non-routine expenses and income and impairment charges, as well as the impact of reclassifying PESI as discontinued operations, is useful to investors because it provides an overall understanding of the Company’s historical financial performance and future prospects. Management believes EPS (non-GAAP) from continuing operations is an indication of the Company’s base-line performance before gains, losses or other charges that are considered by management to be outside the Company’s core operating results. Exclusion of these items permits evaluation and comparison of results for the Company’s core business operations, and it is on this basis that management internally assesses the Company’s performance.