On November 16, 2012, Lennox Industries Inc. and LPAC Corporation, both wholly-owned subsidiaries of Lennox International Inc. (the "Company"), entered into an amendment ("Amendment No. 1") to the Amended and Restated Receivables Purchase Agreement, dated as of November 18, 2011 (the "Agreement"), with Victory Receivables Corporation and Market Street Funding LLC, as Purchasers, The Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch, as Administrative Agent, a Liquidity Bank and the BTMU Purchaser Agent, and PNC Bank, National Association, as a Liquidity Bank and the PNC Purchaser Agent. The Agreement was filed as Exhibit 10.1 to the Company's Form 8-K filed on November 25, 2011.

Pursuant to Amendment No. 1, the purchase limit under the Agreement was increased to $160,000,000, the term of the Agreement was extended to November 15, 2013 and the definitions of "Eligible Receivable" and "Required Reserve Factor Floor" were changed.

The foregoing summary of Amendment No. 1 does not purport to be complete and is subject to and qualified in its entirety by reference to the text of Amendment No. 1, which is filed hereto as Exhibit 10.1 to this Current Report on Form 8-K and which is incorporated herein by reference.

(d) Exhibits.

EXHIBIT
NUMBER        DESCRIPTION

10.1          Amendment No. 1 to Amended and Restated Receivables Purchase
              Agreement, effective as of November 16, 2012, among LPAC Corporation,
              as the Seller, Lennox Industries Inc., as the Master Servicer,
              Victory Receivables Corporation and Market Street Funding LLC, as
              Purchasers, The Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch,
              as Administrative Agent, a Liquidity Bank and the BTMU Purchaser
              Agent, and PNC Bank, National Association, as a Liquidity Bank and
              the PNC Purchaser Agent (filed herewith).