Item 1.01. Entry into a Material Definitive Agreement.

On November 12, 2009, Acuity Brands, Inc. (the "Company") entered into a first amendment (the "First Amendment") to its five-year unsecured revolving credit facility dated October 19, 2007 by and among the Company and Acuity Brands Lighting, Inc., as borrowers and JPMorgan Chase Bank, National Association, Bank of America, N.A., Branch Banking and Trust Company, KeyBank National Association, Wachovia Bank, National Association, and Wells Fargo Bank, N.A., as lenders (the "Revolving Credit Facility").

Among other things, the First Amendment (i) modifies the definition of "Alternate Base Rate" to include the Eurocurrency Rate for a one-month interest period, plus one percent (1%) as part of the calculation of the applicable Alternate Base Rate, (ii) incorporates provisions to define the Company's rights when a lender defaults under the terms of the Revolving Credit Facility, and
(iii) permits the Company to have its primary subsidiary act as an obligor on future unsecured indebtedness in an amount not to exceed $500,000,000, when taken together with the refinancing of the Company's $200 million 8.375% Notes due August 2010, provided the Company either remains a co-obligor or guarantees the debt.

Except as expressly amended pursuant to the First Amendment, the form of the Revolving Credit Facility remains unchanged. The foregoing description of the First Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the First Amendment, a copy of which is filed herewith as Exhibit 10.1 and incorporated by reference herein.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

10.1 Amendment No. 1, dated as November 12, 2009, to 5-Year Revolving Credit Agreement, dated as of October 19, 2007.

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