SECURITIES AND EXCHANGE COMMISSION

Washington, DC

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): ~~April~~September 1926, 2007


RBS GLOBAL, INC.		REXNORD LLC
(Exact name of Registrant as specified in its charter)		(Exact name of Registrant as specified in its charter)


Delaware		Delaware
(State of Incorporation)		(State of Incorporation)


333-102428		033-25967-01
(Commission File Numbers)


01-0752045		04-3722228
(I.R.S. Employer Identification No.)		(I.R.S. Employer Identification No.)

4701 Greenfield Avenue

Milwaukee, Wisconsin

53214

(Address of principal executive offices)

(Zip Code)

(414) 643-3000

(Registrant’s telephone number, including area code)

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 51.0201. ~~Compensatory~~Entry ~~Arrangements~~into ~~for~~a ~~Certain~~Material ~~Officers~~Definitive Agreement.

~~Entry into New Employment Agreement.~~ On ~~April~~September 1926, 2007, ~~Rexnord LLC, a wholly-owned subsidiary of~~ RBS Global, Inc. (~~the~~ “~~Company~~RBS Global”), ~~entered~~and ~~into~~Rexnord ~~a new employment agreement with Mr. Alex P. Marini~~LLC, ~~the~~through ~~President~~certain ~~and Chief Executive Officer~~ of ~~its~~their ~~Water Management division. The agreement is effective as of February 7~~subsidiaries, ~~2007~~entered ~~and~~into ~~provides for~~ an ~~initial~~accounts ~~term~~receivable ofsecuritization ~~employment~~facility ~~through August 31, 2008, subject to automatic extensions for successive one-year periods thereafter unless either party delivers notice within specified notice periods. Under~~ (the ~~agreement,~~“Securitization”) Mr. Marini’s annual base salary is $500,000, which may be increased by the Company’s Chairman or Chief Executive Officer. Mr. Marini is eligible to receive a discretionary bonus under the Company’s annual bonus plan established for each fiscal year with anGeneral ~~annual~~Electric ~~cash~~Capital ~~target bonus opportunity for each fiscal year equal to 100% of his base salary.~~Corporation ~~Mr. Marini is also entitled to receive a pro-rata bonus for the period commencing on the effective date and ending on March 31~~(“GECC”), ~~2007~~as ~~equal~~more tofully ~~that~~described ~~which he would have been entitled to receive under the Jacuzzi Brands Inc~~below. annual bonus plan. In addition, Mr. Marini is entitled to receive options to purchase 205,244 shares of common stock of Rexnord Holdings, Inc., our indirect parent, at the per share fair market value of the stock on the grant date. Such options will be granted pursuant to the 2006 Stock Option Plan of Rexnord Holdings, Inc. (the “Option Plan”).

~~The~~As ~~agreement~~part ~~further~~of ~~provides~~the ~~that commencing on February 7~~Securitization, ~~2008,~~Rexnord ~~Mr. Marini will be entitled to participate in our other pension~~Industries, ~~long term incentive~~LLC, ~~retirement,~~Zurn ~~savings and welfare and employee benefit plans maintained for the Company’s senior executive officers. In the event Mr. Marini voluntarily retires from the Company~~Industries, heLLC ~~shall be entitled to receive certain annuity benefits, provided he gives the Company at least six months’ notice of his intention to retire,~~ and ~~retiree~~Zurn ~~medical coverage under our retiree medical plan in effect~~ PEX, ~~if any, upon his termination~~Inc. ~~If Mr. Marini’s employment is terminated on or before August 31~~ (collectively, ~~2008 either by us without cause, by Mr. Marini for good reason (in each case as defined in~~ the ~~agreement~~“Originators”), ~~or because~~have ~~we do not extend his employment term~~agreed, ~~subject~~pursuant to ~~the execution of~~ a ~~release~~Receivables ofSale ~~claims, he will be entitled to receive 24 monthly payments equal to his then-monthly rate of base salary~~ and aServicing ~~lump~~Agreement ~~sum~~dated ~~payment equal to two times his annual target bonus amount. If a termination occurs for either of these reasons after August~~September 3126, ~~2008,~~2007 he(the ~~will~~“Sale beAgreement”) ~~entitled~~ to ~~receive~~sell 12all ~~monthly payments equal to his then-monthly rate~~ of ~~base~~their ~~salary~~existing and afuture ~~lump~~accounts ~~sum~~receivable ~~payment~~and ~~equal to his annual target~~related ~~bonus~~assets ~~amount. Additionally, if such termination occurs prior~~ to ~~August 31,~~Rexnord ~~2008~~Funding ~~Mr. Marini~~LLC ~~will~~(“Rexnord ~~also~~Funding”) ~~be entitled to continued coverage under all of our group health benefit plans~~ in ~~which~~exchange ~~he and any of his dependents were entitled to participate immediately prior to termination~~ for acash ~~period~~and ofsubordinated ~~two~~notes. ~~years,~~The orOriginators ~~for~~and aRexnord ~~period~~Funding ofintend ~~one~~the ~~year~~transactions ifcontemplated ~~such~~by ~~termination~~the ~~occurs~~Sales ~~thereafter.~~Agreement Into ~~either case, he will also~~ be ~~entitled~~true sales to ~~receive~~Rexnord ~~his~~Funding ~~minimum~~by ~~pension amount, as calculated pursuant to~~ the ~~agreement,~~respective 12Originators. ~~months~~All of ~~accelerated~~the ~~vesting~~Originators ~~of his then-unvested options~~ and ~~any~~Rexnord ~~amounts~~Funding ~~then owed to Mr. Marini under the applicable benefit plans in which he is a participant, which~~ are todirect beor ~~paid~~indirect inwholly ~~accordance~~owned ~~with~~subsidiaries ~~the terms~~ of ~~such~~RBS ~~plans~~Global. ~~Subject~~ toRexnord ~~certain~~Funding ~~limitations, under the agreement Mr. Marini~~ is ~~prohibited~~a ~~from~~special-purpose ~~competing~~subsidiary ~~with~~newly usformed orto ~~soliciting~~facilitate ~~our employees, customers, suppliers or certain other persons during~~ the ~~term of his employment and for a period of 24 months following termination of his employment~~Securitization.

~~Amendment~~Concurrently towith ~~Stock~~the ~~Option~~execution ~~Plan.~~of Onthe ~~April 19,~~Sale ~~2007~~Agreement, ~~the~~Rexnord ~~Board~~Funding ofentered ~~Directors~~into ofa ~~Rexnord~~Receivables ~~Holdings,~~Funding and Administration Agreement (the “Funding ~~Inc.~~Agreement”) ~~approved~~with anGECC. ~~amendment~~Pursuant to the ~~Option~~Funding ~~Plan~~Agreement, ~~subject~~Rexnord toFunding ~~stockholder~~granted ~~approval,~~GECC ~~increasing~~a ~~the~~security ~~number~~interest in all of ~~shares~~its current and future receivables and related assets in exchange for ~~which~~a ~~options~~credit facility permitting borrowings of up to ~~purchase~~a maximum ~~may~~aggregate amount of $100 million outstanding from time to time. Such borrowings will be ~~granted~~used ~~under~~by ~~the~~Rexnord ~~Option~~Funding ~~Plan~~to finance purchases of accounts receivable from ~~2,000,000~~the Originators pursuant to ~~2,700,000~~the Sale Agreement.

2The amount of advances available under the Funding Agreement at any time will be determined based on advance rates relating to the value of the receivables held by Rexnord Funding at that time. Advances will bear interest based on the London Interbank Offered Rate (LIBOR) plus an applicable margin. All advances are to be repaid in full by September 26, 2012 unless the maturity date is otherwise accelerated. Rexnord Funding will also pay a fee to GECC based on any unused portion of the Securitization facility, in addition to other customary fees associated with financings of this type. The Funding Agreement contains representations and warranties, affirmative and negative covenants, and events of default that are customary for financings of this type. Although currently unrated, GECC has the right to seek a rating for all or a portion of the aggregate borrowings under the Securitization.

The Securitization constitutes a “Permitted Receivables Financing” under Article 1 and Article 6 of RBS Global’s existing credit agreement and a “Qualified Receivables Financing” under Article 1 and Article 4 of the indentures governing the senior and senior subordinated notes of RBS Global and Rexnord LLC.

The summary of the Securitization described above is qualified in its entirety by reference to the Sale Agreement and the Funding Agreement attached hereto as Exhibits 10.1 and 10.2, respectively, and incorporated herein by reference.

Item 9.01.

Financial Statements and Exhibits.

(c)

Exhibits


Exhibit No.		Description
10.1		Receivables Sale and Servicing Agreement, dated September 26, 2007, by and among the Originators, Rexnord Industries, LLC as Servicer, and Rexnord Funding LLC.

10.2		Receivables Funding and Administration Agreement, dated September 26, 2007, by and among Rexnord Funding LLC and General Electric Capital Corporation.

SIGNATURES

Pursuant to the requirements of Section 13 of the Securities Exchange Act of 1934, as amended, the Co-registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized this ~~23rd~~1st day of ~~April~~ October, 2007.


REXNORD LLC

By:		/s/ George C. Moore
		George C. Moore
		Chief Financial Officer


RBS GLOBAL, INC.

By:		/s/ George C. Moore
		George C. Moore
		Chief Financial Officer

Filing Compare · RBS GLOBAL INC