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): October 31, 2006

LINCOLN ELECTRIC HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

0-1402
(Commission File Number)

Ohio	34-1860551
(State or other jurisdiction of	(I.R.S. Employer Identification No.)
incorporation)

22801 St Clair Avenue
Cleveland, Ohio 44117
(Address of principal executive offices, with zip code)

(216) 481-8100
(Registrant’s telephone number, including area code)

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 (see General Instruction A.2. below):

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 8.01	Other Events.
	On October 31, 2006, Lincoln Electric Holdings, Inc. (the “Company”) issued a press release announcing the acquisition of Metrode Products Limited, a private company incorporated under the laws of England and Wales. A copy of the press release issued by the Company on October 31, 2006 announcing the acquisition is attached hereto as Exhibit 99.1.
Item 9.01	Financial Statements and Exhibits.
	(d) Exhibits

99.1 The Company’s press release dated October 31, 2006.

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.

	LINCOLN ELECTRIC HOLDINGS, INC.
Date: November 1, 2006	By:	/s/ Vincent K. Petrella
		Vincent K. Petrella
		Senior Vice President, Chief Financial Officer and Treasurer

LINCOLN ELECTRIC HOLDINGS, INC.

INDEX TO EXHIBITS

Exhibit No.	Exhibit
99.1	The Company’s press release dated October 31, 2006.

EX-99.1

Exhibit 99.1

For Immediate Release Contact: Roy L. Morrow (216) 383-4893
Roy_Morrow@lincolnelectric.com

LINCOLN ELECTRIC ANNOUNCES THE ACQUISITION
OF METRODE PRODUCTS LIMITED

CLEVELAND, Ohio, U.S.A., October 31, 2006 — Lincoln Electric Holdings, Inc. (Nasdaq: LECO) today announced that it has acquired Metrode Products Limited, a privately-held manufacturer of specialty consumables focused on the process and power generation industries. The Company expects the acquisition to contribute to earnings in its first year.

“We are very pleased to add the Metrode product line and strong personnel team to Lincoln’s global product offerings and distribution network,” said John M. Stropki, Chairman and Chief Executive Officer. “This acquisition provides Lincoln with high quality, innovative solutions for many specialty high-end applications including the rapidly growing power generation and petrochemical industries. We will carry on the Metrode commitment to excellence in product innovation and customer service.”

Headquartered near London, England, Metrode’s annual sales are approximately USD 24 million.

Lincoln Electric is the world leader in the design, development and manufacture of arc welding products, robotic arc-welding systems, plasma and oxyfuel cutting equipment and has a leading global position in the brazing and soldering alloys market. Headquartered in Cleveland, Ohio, Lincoln has 33 manufacturing locations, including operations, manufacturing alliances and joint ventures in 19 countries and a worldwide network of distributors and sales offices covering more than 160 countries. For more information about Lincoln Electric, its products and services, visit the Company’s Web site at http://www.lincolnelectric.com.

The Company’s expectations and beliefs concerning the future contained in this news release are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements reflect management’s current expectations and involve a number of risks and uncertainties. Actual results may differ materially from such statements due to a variety of factors that could adversely affect the Company’s operating results. The factors include, but are not limited to: the effectiveness of operating initiatives; currency exchange and interest rates; adverse outcome of pending or potential litigation; possible acquisitions; market risks and price fluctuations related to the purchase of commodities and energy; global regulatory complexity; and the possible effects of international terrorism and hostilities on the Company or its customers, suppliers and the economy in general. For additional discussion, see “Item 1A. Risk Factors” in the Company’s Quarterly Report on Form 10-Q for the three months ended September 30, 2006.

#2006-1031#