Item 1.01 - Entry into a Material Definitive Agreement.

On September 14, 2012, Magnetek, Inc. ("Magnetek" or the "Company") entered into a Security Agreement with the Pension Benefit Guaranty Corporation ("PBGC"). As previously disclosed, Magnetek was granted a waiver of our minimum funding requirements for the pension plan year 2011 by the Internal Revenue Service ("IRS") in October 2011. As a condition of granting the funding waiver of approximately $16.4 million, the IRS required the Company to provide collateral acceptable to the PBGC.

The Security Agreement provides that the Company granted the PBGC a security interest in all of the Company's personal property now owned or hereafter acquired free of all liens except for liens held by Associated Bank, N.A., and other disclosed and permitted liens. The Security Agreement shall remain in effect until the Company's deferred and amortized contributions to the pension plan arising from the funding waiver have been paid which is currently anticipated to be made over plan years 2012 through 2016. The Security Agreement also provides for standard indemnification of the PBGC and contains certain representations, warranties and covenants of the Company.

A copy of the Security Agreement is attached to this Current Report on Form 8-K as Exhibit 10.1 and is incorporated herein by this reference.

Item 9.01 - Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No. Description

10.1 Security Agreement dated September 14, 2012

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