Date of Report (Date of earliest event reported): October 21, 2009

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On October 21, 2009, the Compensation Committee (the "Committee") of the FLIR Systems, Inc. Board of Directors approved certain amendments (the "Amendments") to the FLIR Systems, Inc. Supplemental Executive Retirement Plan (the "SERP"). The Amendments are designed to simplify and clarify the method of payment of benefits under the SERP, improve administrative oversight and clarify certain aspects of the SERP's operation. The Amendments are not designed to increase or decrease the benefit payable to any of the participants in the SERP.

The Amendments relate to the method for calculating a participant's minimum retirement benefit under the SERP, the administration of the plan and the elimination of certain grandfathered provisions under section 409A of the Internal Revenue Code of 1986, as amended (the "Code"). As amended, the minimum retirement benefit (the "Minimum Benefit") for plan participants who terminate employment with the Company as a result of Early Retirement, Normal Retirement, death, or Disability (all as defined in the SERP) will be equal to 118% of the lump sum present value of a hypothetical stream of installments payable annually for 20 years after the participant's retirement or termination, discounted at a rate to be determined at the time of payment, with each such installment payment equal to 25% of the greatest of:

In the view of the Committee, this approach eliminates a participant's economic incentive to retire at a point in time that is not consistent with the best interests of the Company and its shareholders, or the personal preferences of the participant.

The Amendments also memorialize existing practice pursuant to which the Committee is the administrator of the plan, and eliminates the grandfathering of benefits accrued and vested on or before December 31, 2004 under Section 409A of the Code, bringing all of the SERP into compliance with Section 409A.

The foregoing description of the amendments to the SERP is qualified in its entirety by the actual terms of the amended and restated SERP, a copy of which is attached hereto as Exhibit 10.1 and incorporated herein by reference.

(d) Exhibits.

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 thereunto duly authorized.

Date October 23, 2009