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): August 14, 2006

PERCEPTRON, INC.
(Exact Name of Registrant as Specified in Charter)

Michigan
  
0-20206
  
38-2381442
(State or Other Jurisdiction of Incorporation)
  
(Commission File Number)
  
(IRS Employer Identification No.)

47827 Halyard Drive, Plymouth, MI
  
48170-2461
(Address of Principal Executive Offices)
  
(Zip Code)

Registrant’s telephone number, including area code (734) 414-6100

Not Applicable
(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box 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 communication 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 communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o
Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
Item 1.01. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

On August 14, 2006, the Management Development, Compensation and Stock Option Committee (the “Management Development Committee”) of Perceptron, Inc. (the “Company”) approved the following executive officers salaries effective September 1, 2006:
         
Alfred A. Pease
  
$
325,000
  
Wilfred J. Corriveau
  
$
230,000
  
John J. Garber
  
$
200,000
  
Harry T. Rittenour
  
$
185,000
  


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.

PERCEPTRON, INC.
(Registrant)

Date:  August 17, 2006
/s/ David W. Geiss
By: David Geiss
Title: Vice President, General Counsel and Secretary