8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

Date of report (date of earliest event reported): June 2, 2005

LENNOX INTERNATIONAL INC.

(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction
of incorporation) 001-15149
(Commission File Number) 42-0991521
(IRS Employer Identification No.)

2140 Lake Park Blvd.
Richardson, Texas
(Address of principal executive offices) 75080
(Zip Code)

Registrant’s telephone number, including area code: (972) 497-5000

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01 Other Events.

      On June 2, 2005, Lennox International Inc. announced that Harry J. Ashenhurst, chief administrative officer, LII, would assume the additional responsibility of president and chief operating officer of LII’s Worldwide Refrigeration business segment. A copy of such press release is furnished as Exhibit 99.1 to this report.

Item 9.01 Financial Statements and Exhibits.

(c)   Exhibits.

EXHIBIT
NUMBER	DESCRIPTION
99.1	Press release dated June 2, 2005.

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SIGNATURES

      Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		LENNOX INTERNATIONAL INC.
Date: June 3, 2005	By:	/s/ Kenneth C. Fernandez
	Name:	Kenneth C. Fernandez
	Title:	Associate General Counsel

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EXHIBIT
NUMBER	DESCRIPTION
99.1	Press release dated June 2, 2005.

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EX-99.1

Exhibit 99.1

Lennox International announces leadership change in Worldwide Refrigeration segment

      (DALLAS, TX — June 2, 2005) Lennox International Inc. (NYSE: LII) announced today that Harry J. Ashenhurst, chief administrative officer, LII, will assume the additional responsibility of president and chief operating officer of LII’s Worldwide Refrigeration business segment. Ashenhurst replaces Mike Schwartz, who has left the company to pursue other interests. An active internal and external search is underway and a permanent replacement will be named in the coming months.

      “We will take this opportunity to evaluate our internal and external options to ensure we position Worldwide Refrigeration for improved performance and growth,” said Bob Schjerven, CEO, LII.

      Ashenhurst has been with LII since 1989 when he joined the company as vice president, human resources. Throughout his career he has been charged with increasing responsibility and in 2000, was named chief administrative officer with responsibility for human resources, public relations, investor relations, government affairs, risk management, aviation, safety and campus facilities. In addition, he provides professional support to operations management of all three LII business segments — Heating and Cooling, Refrigeration, and Service Experts.

      “We will continue to move forward on our global strategy for our Refrigeration business segment and Harry has the leadership skills and understanding of our strategy to lead that effort,” said Schjerven.

      Operating in over 100 countries, Lennox International Inc. is a global leader in the heating, ventilation, air conditioning, and refrigeration markets. Lennox International stock is traded on the New York Stock Exchange under the symbol “LII.” Additional information is available at: http://www.lennoxinternational.com or by contacting Karen O’Shea, vice president, communications and public relations, at 972-497-5172.

      This news release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are subject to numerous risks and uncertainties that could cause actual results to differ materially from such statements. For information concerning these risks and uncertainties, see Lennox International’s publicly available filings with the Securities and Exchange Commission. Lennox International disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.