ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

THIRD AMENDMENT TO AMENDED AND RESTATED MULTICURRENCY CREDIT AGREEMENT AND SECOND AMENDMENT TO TERM LOAN AGREEMENT

On June 17, 2009, the Company, executed each of (i) a third amendment (the "Multicurrency Agreement Amendment") to its Amended and Restated Multicurrency Credit Agreement and (ii) a second amendment (the "Term Loan Amendment" and together with the Multicurrency Agreement Amendment, the "Amendments") to its Term Loan Agreement, both among Jones Lang LaSalle Finance B.V., a subsidiary of the Company, the Company and certain of its other subsidiaries, as guarantors, the banks party thereto, and Banc of Montreal, as Administrative Agent and BMO Capital Markets and Bank of America Securities, LLC as co-lead arrangers on the amendments. The Amendments, among other things, (i) increase the maximum allowable Cash Flow Leverage Ratio from 3.50x to 3.75x through March 2011, which will then be reduced to 3.50x for the two quarters ending September 30, 2011 and further reduced to 3.25x thereafter, (ii) permit the add-back to Adjusted EBITDA of $100 million of impairment or other non-cash charges related to co-investments, any non-cash goodwill impairment charges and an additional $25 million of restructuring charges and remove the requirement that such charges be taken prior to January 1, 2010, (iii) modify our Interest Coverage Ratio to include an add-back for depreciation in the calculation,
(iv) add certain mandatory partial pre-payment requirements to the Term Loan Agreement if our Cash Flow Leverage Ratio exceeds 3.25x for two consecutive quarters or at the end of any fiscal year, (v) extend limitations with respect to capital expenditures, share repurchases and co-investments, (vi) restrict our ability to pay semiannual dividends above $0.15 per share through March 2011 and (vii) add a floor of 1.25% on the interest rate of our LIBOR-based borrowings. The initial cost of borrowing will be approximately 4.25%, the agreements will continue to be unsecured, borrowing capacity will remain at $865 million and the maturity date for both will continue to be June 2012. Terms not otherwise defined in this Form 8-K will have the meanings provided for them in the Amendments, the Amended and Restated Multicurrency Credit Agreement, or the Term Loan Agreement.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(c) Exhibits

The following Exhibits are included with this Report:

99.1 Third Amendment dated as of June 17, 2009 to Amended and Restated Multicurrency Credit Agreement

99.2 Second Amendment dated as of June 17, 2009 to Term Loan Agreement

99.3 Press release issued by Jones Lang LaSalle Incorporated on June 22, 2009 announcing the closings on the Third Amendment to the Amended and Restated Multicurrency Credit agreement and Second Amendment to the Term Loan Agreement