Item 8.01 Other Events.

On September 14, 2012, Selim A. Bassoul, Chairman, Chief Executive Officer and President of The Middleby Corporation (the "Company"), and Timothy J. FitzGerald, the Company's Vice President and Chief Financial Officer, each adopted stock trading plans pursuant to Rule 10b5-1 of the Securities Exchange Act of 1934, as amended. Mr. Bassoul's plan provides for the sale at predetermined minimum price thresholds ranging from $130.00 to $160.00 of up to 234,516 shares of Company common stock over a period commencing on October 1, 2012 and ending on September 20, 2013 (or such earlier date on which the plan is terminated or all shares subject to the plan have been sold in accordance with the terms thereof). Mr. FitzGerald's plan provides for the sale at predetermined minimum price thresholds ranging from $130.00 to $160.00 of up to 40,000 shares of Company common stock over a period commencing on October 1, 2012 and ending on September 20, 2013 (or such earlier date on which the plan is terminated or all shares subject to the plan have been sold in accordance with the terms thereof).

These plans replace Mr. Bassoul's and Mr. FitzGerald's previously disclosed Rule 10b5-1 trading plans, which expired in accordance with their terms when the sale of all shares subject thereto was completed.

Rule 10b5-1 permits individuals who are not in possession of material, non-public information at the time the plan is adopted to establish pre-arranged plans to buy or sell company stock. Using these plans, individuals can prudently and gradually diversify their investment portfolios over an extended period of time and avoid concerns about transactions occurring at a time when they might possess material non-public information.

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