8-K

UNITED STATESSECURITIES 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) March 9, 2009

KEITHLEY INSTRUMENTS, INC.
(Exact name of registrant as specified in its charter)

Ohio	1-9965	34-0794417
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

28775 Aurora Road, Cleveland, Ohio	44139
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (440) 248-0400

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:

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

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

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

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

Item 8.01.     Other Events.

On March 9, 2009, Keithley Instruments, Inc. (the “Company”) announced that Joseph P. Keithley, Chairman, President and Chief Executive Officer of the Company, has established a trading plan to purchase Common Shares of the Company on the open market at prevailing market prices and subject to maximum price thresholds specified in the plan over a period of six months.  Mr. Keithley does not expect to purchase more than an aggregate of $250,000 in shares under the plan.  The trading plan was adopted in accordance with guidelines specified under Rule 10b5-1 of the Securities Exchange Act of 1934, as amended.  Rule 10b5-1 permits the implementation of a plan to prearrange purchases or sales of securities if the plan is adopted at a time when the purchaser or seller is not aware of any material non-public information.  All trades will be publicly reported on Forms 144 and Forms 4 filed with the Securities and Exchange Commission.

Item 9.01.     Financial Statements and Exhibits

(d)       Exhibits.

            99.1      Press Release, dated March 9, 2009.

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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 hereunto duly authorized.

	KEITHLEY INSTRUMENTS, INC.
	(Registrant)
Date: March 9, 2009		/s/ Mark J. Plush
		Mark J. Plush
		Vice President and Chief Financial Officer

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EXHIBIT INDEX

Exhibit 99.1                  Press Release, dated March 9, 2009.

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EX-99.1

Exhibit 99.1

Keithley Instruments Chairman and CEO Enters into 10b5-1 Plan to Purchase Company Shares

CLEVELAND--(BUSINESS WIRE)--March 9, 2009--Keithley Instruments, Inc. (NYSE: KEI), a world leader in advanced electrical test instruments and systems, announced today that Joseph P. Keithley, its Chairman, President and Chief Executive Officer, has established a trading plan to purchase Common Shares of the Company on the open market at prevailing market prices and subject to maximum price thresholds specified in the plan over a period of six months. Mr. Keithley does not expect to purchase more than an aggregate of $250,000 in shares under the plan.

The trading plan was adopted in accordance with guidelines specified under Rule 10b5-1 of the Securities Exchange Act of 1934, as amended. Rule 10b5-1 permits the implementation of a plan to prearrange purchases or sales of securities if the plan is adopted at a time when the purchaser or seller is not aware of any material non-public information. All trades will be publicly reported on Forms 144 and Forms 4 filed with the Securities and Exchange Commission.

About Keithley Instruments, Inc.

With more than 60 years of measurement expertise, Keithley Instruments has become a world leader in advanced electrical test instruments and systems from DC to RF (radio frequency). Our customers are scientists and engineers in the worldwide electronics industry involved with advanced materials research, semiconductor device development and fabrication, and the production of end products such as portable wireless devices. The value we provide them is a combination of products for their critical measurement needs and a rich understanding of their applications to improve the quality of their products and reduce their cost of test.

CONTACT:
Keithley Instruments, Inc.
Mark J. Plush, 440-248-0400
Vice President and Chief Financial Officer