Table of Contents

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)		July 12, 2002

ABM Industries Incorporated

---

Delaware		1-8929		94-1369354
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

160 Pacific Avenue, Suite 222, San Francisco, California		94111
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code		(415) 733-4000

Inapplicable

---

Exhibit Index located on page 3

 

---

Item 5. Other Events
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
SIGNATURES
EXHIBIT INDEX
Exhibit 99.1

---

Table of Contents

Item 5. Other Events

         On July 12, 2002, ABM Industries Incorporated completed, through a wholly owned subsidiary, the acquisition of the operations of Lakeside Building Maintenance, Inc. and an affiliated company. A copy of the press release announcing this development is filed as Exhibit 99.1 hereto.

Item 7. Financial Statements, Pro Forma Financial Information and Exhibits

	(a)		Not applicable
	(b)		Not applicable
	(c)		Exhibits
			The following exhibits are filed herewith:

99.1

Press Release dated July 12, 2002.

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.

		ABM INDUSTRIES INCORPORATED
Dated: July 12, 2002		By:		/s/ George B. Sundby
				George B. Sundby Senior Vice President and Chief Financial Officer

2

---

Table of Contents

EXHIBIT INDEX

Exhibit No.		Description
99.1		Press release dated July 12, 2002.

3

FOR MORE INFORMATION, PLEASE CONTACT OUR PRESIDENT
AND CHIEF EXECUTIVE OFFICER, HENRIK C. SLIPSAGER,
AT 415/733-4000 (OR E-MAIL: hslipsager@abm.com)

PRESS RELEASE

               ABM INDUSTRIES ANNOUNCES COMPLETION OF ACQUISITION
                        OF LAKESIDE BUILDING MAINTENANCE

SAN FRANCISCO, July 12, 2002 -- ABM Industries Incorporated (NYSE:ABM) announced
today the completion by a subsidiary of the acquisition of the operations of
Lakeside Building Maintenance, Inc. and an affiliated company (Lakeside). With
annual revenues exceeding $160 million, Chicago-based Lakeside operated as the
largest privately-owned janitorial contractor in the Midwest, with operations in
Cincinnati, Cleveland, Columbus, Detroit, Indianapolis, Louisville, Milwaukee,
Nashville and St. Louis. Lakeside's clients include AT&T Corporate Center, the
John Hancock Building, the Prudential Buildings and Sears Tower in Chicago;
General Motors World Headquarters at Renaissance Center in Detroit; and the
State of Ohio office buildings in Columbus. Lakeside is a preferred provider of
janitorial services for Equity Office Properties Trust, Hines, and Trizec
Properties throughout the Midwest.

Lakeside's chairman Michael Sweig, and president Nicholas Baker, will continue
to manage Lakeside separate and apart from ABM's other subsidiaries operating in
the Midwest.

Prior to founding Lakeside with Gary Kligman in 1991, both Sweig and Baker had
been employed by National Cleaning Company based in New York. Sweig was
president from 1986-1989, and Baker was senior vice president in Chicago.

In commenting on today's transaction, Michael Sweig said, "As the son of
industry legend Morton Sweig, I've spent my entire life in the building
maintenance business. For as long as I can remember, joining ABM Industries has
been my ultimate career objective. This is a momentous day for me and my
family." In response, ABM's president and chief executive officer, Henrik
Slipsager, welcomed the management and staff of Lakeside to the ABM Family of
Services, and added, "Having known Michael, Nick and Lakeside as worthy
competitors for more than a decade, we're pleased and proud to have them on our
team."

The terms of the acquisition include a cash payment made at closing of $36.4
million, the assumption of payroll related liabilities of approximately $4.2
million,

plus contingent payments based on income for the two years commencing today and
revenue retained during the third year following closing when Lakeside will be
combined with ABM's other janitorial operations in the Midwest. The total
purchase price, including the three contingent payments, will therefore depend
on Lakeside's actual financial performance over the next three years, but is
currently estimated to be $55 million. The operating results of Lakeside from
July 13, 2002, will be included in the consolidated financial results of ABM
Industries and were included in the earnings guidance provided during ABM's
second quarter earnings announcement on June 11, 2002, and related investor
conference call on June 12, 2002.

Slipsager hailed the acquisition "as an important step for ABM's continued
growth and prosperity in the Midwest." He added, "the acquisition of Lakeside is
well within the price-earnings multiples used for acquisitions by ABM."
Slipsager also noted that, "Lakeside is by far the largest acquisition in the
history of our company."

ABM Industries Incorporated is the largest facility services contractor listed
on the New York Stock Exchange. With annualized revenues in excess of $1.9
billion and more than 60,000 employees, ABM provides air conditioning, elevator,
engineering, janitorial, lighting, parking, security and related services for
thousands of commercial, industrial, institutional and retail facilities in
hundreds of cities across North America. In addition to Lakeside Building
Maintenance, the ABM Family of Services includes ABM Janitorial, Ampco System
Parking, American Commercial Security (ACSS), ABM Engineering, Amtech Elevator,
Amtech Lighting and CommAir Mechanical.

Cautionary Safe Harbor Disclosure for Forward Looking Statements under the
Private Securities Litigation Reform Act of 1995: The statements contained
herein which are not historical facts are forward-looking statements that are
subject to meaningful risks and uncertainties, including but not limited to: (1)
significant decreases in commercial real estate occupancy, resulting in reduced
demand and prices for building maintenance and other facility services in the
Company's major markets, (2) loss or bankruptcy of one or more of the Company's
major customers, which could adversely affect the Company's ability to collect
its accounts receivable or recover its deferred costs, (3) major collective
bargaining issues that may cause loss of revenues or cost increases that
non-union companies can use to their advantage in gaining market share, (4)
significant shortfalls in adding additional customers in existing and new
territories and markets, (5) a protracted slowdown in the Company's acquisition
program, (6) legislation or other governmental action that severely impacts one
or more of the Company's lines of business, such as price controls that could
restrict price increases, or the unrecovered cost of any universal employer-paid
health insurance, as well as government investigations that adversely affect the
Company, (7) reduction or revocation of the Company's line of credit, which
would increase interest expense or the cost of capital, (8) cancellation or

non-renewal of the Company's primary insurance policies, as many customers
contract out services based on the contractor's ability to provide adequate
insurance coverage and limits, (9) catastrophic uninsured or underinsured claims
against the Company, the inability of the Company's insurance carriers to pay
otherwise insured claims, or inadequacy in the Company's reserve for
self-insured claims, (10) resignation, termination, death or disability of one
or more of the Company's key executives, which could adversely affect customer
retention and day-to-day management of the Company, (11) inability to employ
entry level personnel due to labor shortages, (12) inability to successfully
integrate Lakeside's operations and (13) other material factors that are
disclosed from time to time in the Company's public filings with the United
States Securities and Exchange Commission, such as reports on Forms 8-K, 10-K
and 10-Q.