Item 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.

Effective January 20, 2009, David B. Madden, formerly the Company's Group Vice President - PMC Asia and Pacific, had resigned his position as an officer of the Company. Mr. Madden will remain an employee of the Company until April 2011. In connection with these actions, the Company and Mr. Madden have entered into an employment agreement, pursuant to which the Company agreed that Mr. Madden would receive an annual salary of approximately $150,000, plus customary employee benefits, until his departure in 2011. In exchange, Mr. Madden released the Company from any further obligations related to his eventual departure. A copy of the agreement is attached as an exhibit to this report.

Item 9.01 FINANCIAL STATEMENTS AND EXHIBITS

Exhibit 10(o)(x) Agreement between Albany International Corp.

and David B. Madden.