UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549
______________

FORM 8K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported):  February 4, 2015

Fortune Brands Home & Security, Inc.
(Exact Name of Registrant as Specified in its Charter)

520 Lake Cook Road
Deerfield, IL 60015
(Address of Principal Executive Offices) (Zip Code)

847-484-4400
(Registrant's telephone number, including area code)

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):

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

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

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

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

Item 2.02.    Results of Operations and Financial Condition.

          On February 4, 2015, the Company issued a press release reporting the Company’s fourth quarter and full year 2014 results, as well as certain guidance for 2015.  A copy of the Company’s press release is being furnished as Exhibit 99.1 to this Current Report on Form 8-K and is hereby incorporated herein by reference.

The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities under that section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933 or the Exchange Act.

Item 9.01.    Financial Statements and Exhibits.

The following exhibit is being furnished as part of this Current Report on Form 8-K:

SIGNATURE

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.

EXHIBIT INDEX

Exhibit 99.1

Fortune Brands Reports Fourth Quarter and Full-Year Results; Provides 2015 Annual Outlook

Highlights from continuing operations:

• Q4 2014 sales increased 8 percent year-over-year to $1.04 billion with Q4 2014 EPS of $0.35; EPS before charges/gains increased 38 percent to $0.44
• Full-year 2014 net sales increased 8 percent with EPS of $1.64; EPS before charges/gains increased 27 percent to $1.74
• Tool storage business moved to discontinued operations, effectively reducing prior guidance by $0.11, to a range of $1.73 - $1.75
• Company expects full-year 2015 EPS before charges/gains to grow to $2.00 - $2.10 on sales growth of 9 - 11 percent

DEERFIELD, Ill.--(BUSINESS WIRE)--February 4, 2015--Fortune Brands Home & Security, Inc. (NYSE: FBHS), an industry-leading home and security products company, today announced fourth quarter and full-year 2014 results from continuing operations and provided its 2015 annual outlook for sales and earnings per share.

“Our teams delivered sales and profit growth in the fourth quarter against tough comparisons and as we made investments in capacity to meet long-term demand. For the full year, we posted solid growth in a slower 2014 housing market than we initially assumed and took a number of actions to better position our businesses and portfolio for future growth,” said Chris Klein, chief executive officer, Fortune Brands. “Entering 2015, our annual outlook calls for continued strong performance based on a repositioned, growth-oriented portfolio, solid execution and the continuing market recovery for both new construction and repair and remodel activity.”

Fourth Quarter 2014

For the fourth quarter of 2014, sales were $1.04 billion, an increase of 8 percent over the fourth quarter of 2013. Earnings per share were $0.35, compared to $0.32 in the prior-year quarter. EPS before charges/gains were $0.44, compared to $0.32 the same quarter last year. Operating income was $79.2 million, compared to $81.9 million in the prior-year quarter. Operating income before charges/gains was $103.7 million, compared to $83.2 million the same quarter last year. Tool storage results have now been reflected as a discontinued operation in all periods and are therefore excluded from these results.

“Sales increased 8 percent for the total company and importantly, earnings per share before charges/gains increased 38 percent,” Klein said.

For each segment in the fourth quarter of 2014, compared to the prior-year quarter:

• Cabinet sales were relatively even with the prior year. Excluding the exit of the builder direct business in the west, the builder and dealer channels grew double digits. Canada decreased 9 percent due to exchange rate movements.
• Plumbing sales increased 6 percent, with solid growth in the U.S. wholesale and retail channels, and double digit growth in China.
• Door sales were up 12 percent with growth in both the wholesale and retail channels.
• Security sales increased 48 percent. Sales from the SentrySafe acquisition added significantly to the growth while organic security sales increased 5 percent. The storage business has been removed from this segment.

“Our core business performance remained solid as we continued to invest in incremental capacity to support future sales growth,” said Lee Wyatt, chief financial officer. “While these capacity investments, combined with slower market growth, pressure profitability in the short run, they should position us well to deliver even higher growth in the future.”

Full Year 2014

For the full year 2014, net sales were $4.0 billion, an increase of 8 percent over 2013. Earnings per share were $1.64 compared to $1.21 in the prior year, and EPS before charges/gains were $1.74 versus $1.37 last year, an increase of 27 percent.

“Our balance sheet remained strong during 2014, even as we completed the SentrySafe acquisition, repurchased $440 million of our shares and increased our quarterly dividend again,” said Wyatt. “As of December 31, 2014, cash was $192 million and debt was $670 million, resulting in net debt to EBITDA of 0.9 times.”

“We have built strong momentum over the past three years,” said Klein. “In 2014, we took steps to strengthen our portfolio, including acquiring SentrySafe, selling Simonton windows and moving tool storage to discontinued operations as we explore strategic alternatives. All of these actions, combined with our expanded capacity, enhance our ability to deliver meaningful growth in 2015 and beyond. We believe we are well-positioned to continue to leverage our structural competitive advantages and drive profitable growth far into the future. Importantly, we also remain sharply focused on driving incremental shareholder value with our cash flow and balance sheet.”

Annual Outlook for 2015

The Company’s 2015 annual outlook is based on a U.S. home products market growth assumption of 6 to 8 percent. Based on the Company’s expectation to continue outperforming the market, the Company expects full-year 2015 net sales to increase 9 to 11 percent.

The Company expects EPS before charges/gains to be in the range of $2.00 to $2.10, which compares to 2014 EPS before charges/gains of $1.74.

The Company’s outlook includes the impact of 2014 actions, including the acquisition of SentrySafe, the sale of Simonton windows, the movement of the tool storage business to discontinued operations and share repurchases.

The Company expects to generate free cash flow of approximately $250 million for the full year 2015. The expected free cash flow is net of anticipated capital expenditures of approximately $130 million, as the Company invests in incremental capacity and infrastructure to support multi-year growth.

About Fortune Brands

Fortune Brands Home & Security, Inc. (NYSE: FBHS), headquartered in Deerfield, Ill., creates products and services that help fulfill the dreams of homeowners and help people feel more secure. The Company’s trusted brands include MasterBrand cabinets, Moen faucets, Therma-Tru entry door systems, and Master Lock and SentrySafe security products. Fortune Brands holds market leadership positions in all of its segments. Fortune Brands is part of the S&P MidCap 400 Index. For more information, please visit www.FBHS.com.

CAUTIONARY STATEMENT CONCERNING FORWARD-LOOKING STATEMENTS

This press release contains certain “forward-looking statements” regarding business strategies, market potential, future financial performance, the potential of our categories and brands, potential effects of past actions on future performance, the separation of our tool storage business from our security business, expected free cash flow and capital expenditures, and other matters. Statements preceded by, followed by or that otherwise include the words “believes,” “expects,” “anticipates,” “intends,” “projects,” “estimates,” “plans,” “outlook,” and similar expressions or future or conditional verbs such as “will,” “should,” “would,” “may” and “could” are generally forward-looking in nature and not historical facts. Where, in any forward-looking statement, we express an expectation or belief as to future results or events, such expectation or belief is based on the current plans and expectations of our management. Although we believe that these statements are based on reasonable assumptions, they are subject to numerous factors, risks and uncertainties that could cause actual outcomes and results to be materially different from those indicated in such statements. Our actual results could differ materially from the results contemplated by these forward-looking statements due to a number of factors, including but not limited to: (i) our reliance on the North American home improvement, repair and new home construction activity levels, (ii) the North American and global economies, (iii) risk associated with entering into potential strategic acquisitions and integrating acquired companies, (iv) our ability to remain competitive, innovative and protect our intellectual property, (v) our reliance on key customers and suppliers, (vi) the cost and availability associated with our supply chains and the availability of raw materials, (vii) risk of increases in our postretirement benefit-related costs and funding requirements, (viii) compliance with tax, environmental and federal, state, and international laws and industry regulatory standards, and (ix) the risk of doing business internationally. These and other factors are discussed in Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2013, filed with the Securities and Exchange Commission. The forward-looking statements included in this release are made as of the date hereof, and except as required by law, we undertake no obligation to update, amend or clarify any forward-looking statements to reflect events, new information or circumstances occurring after the date of this release.

Use of Non-GAAP Financial Information

This press release includes measures not derived in accordance with generally accepted accounting principles (“GAAP”), such as diluted earnings per share before charges/gains, operating income before charges/gains and free cash flow. These measures should not be considered in isolation or as a substitute for any measure derived in accordance with GAAP and may also be inconsistent with similar measures presented by other companies. Reconciliations of these measures to the most closely comparable GAAP measures, and reasons for the Company’s use of these measures, are presented in the attached pages.

* Free cash flow is cash flow from operations calculated in accordance with U.S. generally accepted accounting principles ("GAAP") less net capital expenditures (capital expenditures less proceeds from the sale of assets including property, plant and equipment) plus proceeds from the exercise of stock options. It additionally excludes payments of taxes and transaction costs on the discontinued operation of the Simonton window business. Free cash flow does not include adjustments for certain non-discretionary cash flows such as mandatory debt repayments. Free cash flow is a measure not derived in accordance with GAAP. Management believes that free cash flow provides investors with helpful supplemental information about the Company's ability to fund internal growth, make acquisitions, repay debt and related interest, pay dividends and repurchase common stock. This measure may be inconsistent with similar measures presented by other companies.

Definitions of Terms: Non-GAAP Measures

(a) Operating income before charges/gains is operating income derived in accordance with GAAP excluding restructuring and other charges, asset impairment charges and the impact of income and expense from actuarial gains or losses associated with our defined benefit plans. Operating income before charges/gains is a measure not derived in accordance with GAAP. Management uses this measure to evaluate the returns generated by FBHS and its business segments. Management believes this measure provides investors with helpful supplemental information regarding the underlying performance of the Company from period to period. This measure may be inconsistent with similar measures presented by other companies.

(b) Diluted EPS before charges/gains is income from continuing operations, net of tax, less noncontrolling interests calculated on a diluted per-share basis excluding restructuring and other charges, asset impairment charges, tax items and the impact of income and expense from actuarial gains or losses associated with our defined benefit plans. Diluted EPS before charges/gains is a measure not derived in accordance with GAAP. Management uses this measure to evaluate the overall performance of the Company and believes this measure provides investors with helpful supplemental information regarding the underlying performance of the Company from period to period. This measure may be inconsistent with similar measures presented by other companies.

(c) EBITDA before charges/gains is income from continuing operations, net of tax, derived in accordance with GAAP excluding the following impacts on income from continuing operations, net of tax: restructuring and other charges, asset impairment charges, the impact of income and expense from actuarial gains or losses associated with our defined benefit plans, depreciation, amortization of intangible assets, interest expense, and income taxes. EBITDA before charges/gains is a measure not derived in accordance with GAAP. Management uses this measure to assess returns generated by FBHS. Management believes this measure provides investors with helpful supplemental information about the Company's ability to fund internal growth, make acquisitions and repay debt and related interest. This measure may be inconsistent with similar measures presented by other companies.

CONTACT:
Fortune Brands Home & Security, Inc.
INVESTOR and MEDIA CONTACT:
Brian Lantz
847-484-4574
brian.lantz@FBHS.com