Item 2.03. Creation of a Direct Financial Obligation.

Effective August 14, 2008, The Middleby Corporation (the "Company") increased its borrowing capacity by $47.83 million pursuant to the accordion feature in its Fourth Amended and Restated Credit Agreement dated as of December 28, 2008 (as amended, the "Credit Agreement") among Middleby Marshall Inc., the Company, various financial institutions and Bank of America, N.A., as administrative agent. The terms of the Credit Agreement initially provided for $450 million of availability under a revolving credit facility. Upon the exercise of the accordion feature, the availability was increased to $497.83 million. As of June 28, 2008, the Company had $263.6 million of borrowings outstanding under this facility, as well as $5.7 million in outstanding letters of credit, which reduce the borrowing availability under the revolving credit line. The expanded credit facility will provide additional liquidity to be used to fund the acquisition of TurboChef Technologies, Inc., future acquisitions and for general corporate purposes.

The pricing of the credit facility remained unchanged and currently bears an interest rate at 1.25% above the London Interbank Offering Rate (LIBOR) for long-term borrowings or at the higher of the Prime rate and the Federal Funds Rate plus 0.5%. At June 28, 2008 the average interest rate on the senior debt amounted to 3.87%. The interest rate margin on borrowings at LIBOR under the Credit Agreement may be adjusted quarterly based on the company's defined indebtedness ratio on a rolling four-quarter basis. Additionally, a commitment fee based upon the indebtedness ratio is charged on the unused portion of the revolving credit line. This variable commitment fee amounted to 0.25% as of June 28, 2008.

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