Item 1.01 Entry into a Material Definitive Agreement.
On August 11, 2009, the Board of Directors of Elizabeth Arden, Inc. (the "Company") authorized the Company to enter into indemnification agreements with our directors and certain officers that provide for the indemnification of our directors and certain officers, to the fullest extent permitted by the Florida Business Corporation Act and our Amended and Restated Articles of Incorporation, against expenses incurred by such persons in connection with their service as
(i) our director or officer, including in any capacity with respect to any of our employee benefit plans, or (ii) as a director, partner, trustee, officer, employee or agent of any subsidiary or affiliate at our request. In addition, the agreements provide for our obligation to advance expenses, under certain circumstances, and provide for additional procedural protections. The form of indemnification agreement is filed as Exhibit 10.1 to this Form 8-K.

Item 2.02 Results of Operations and Financial Condition.
On August 13, 2009, the Company issued a press release (i) to announce its financial results for the fourth quarter and fiscal year ended June 30, 2009, and (ii) to provide net sales and earnings per diluted share guidance for the first quarter of and the full fiscal year ending June 30, 2010, and cash flow guidance for the full fiscal year ending June 30, 2010.
A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

3.1 Amended and Restated Bylaws.

Form of Indemnification Agreement for Directors and Officers of
10.1 Elizabeth Arden, Inc.

99.1 Press release of Elizabeth Arden, Inc., dated August 13, 2009.

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