TRANSCAT INC — Director's Dealing 2006

Aug 17, 2006

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TRANSCAT INC (TRNS)
CIK: 0000099302
Period of Report: 2006-08-15

Reporting Person: SASSANO CARL E (Director, Chairman and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2006-08-15	Common Stock, $.50 par value	A	3884	—	Acquired	251007	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2006-08-15	Stock Option (Right to Buy)	$5.68	M	8803	Acquired	2016-08-07	Common Stock, $.50 par value (8803)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, $.50 par value	3000	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (Right to Buy)	$1.00	2007-04-29	Common Stock, $.50 par value (50000)	50000	Direct
Stock Option (Right to Buy)	$4.26	2015-08-15	Common Stock, $.50 par value (10895)	10895	Direct

Footnotes

F1: Restricted Stock Award granted under the Transcat, Inc. 2003 Incentive Plan in a transaction exempt under Rule 16b-3.

F2: These shares are owned by Mr. Sassano's wife as custodian for their minor son. Mr. Sassano disclaims beneficial ownership of these shares.

F3: This option was previously reported by Mr. Sassano.

F4: This option was previously reported by Mr. Sassano. Mr. Sassano can exercise this option as follows: 3,632 shares on 8/16/06, 3,632 shares on 8/16/07, and 3,631 shares on 8/16/08.

F5: This option was granted under the Transcat, Inc. 2003 Incentive Plan in a transaction exempt under Rule 16b-3. Mr. Sassano can exercise this option as follows: 2,935 shares on 8/08/07, 2,934 shares on 8/08/08, and 2,934 shares on 8/08/09.