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Mail Stop 3010         October 30, 2009  Mr. James Lusk Chief Financial Officer ABM Industries Incorporated 551 Fifth Avenue, Suite 300 New York, New York 10176

Re: ABM Industries Incorporated
Form 10-K for the year ended October 31, 2008 Filed December 22, 2008                 File No. 001-08929

Dear Mr. James Lusk:
 We have reviewed your filing and have the following comments.  Where
indicated, we think you should revise your documen t in future filings in response to these
comments.  If you disagree, we will consider your explanation as to why our comment is
inapplicable or a revision is unnecessary.  Pl ease be as detailed as necessary in your
explanation.  In some of our comments, we  may ask you to provide us with information
so we may better understand your disclosure.  After reviewing this information, we may
raise additional comments.   Please understand that the purpose of our re view process is to assist you in your
compliance with the applicable disclosure requirements and to enhance the overall disclosure in your filing.  We look forward to  working with you in these respects.  We
welcome any questions you may have about our  comments or any other aspect of our
review.  Feel free to call us at the telephone numbers listed at the end of this letter.
 FORM 10-K FOR THE YEAR  ENDED OCTOBER 31, 2008

 Item 7 – Management’s Discussion and Analys is of Financial Condition and Results of
Operations, page 19
 Results of Continuing Operations, page 27

 1. You disclose that the decr eases in janitorial revenues within the Northeast and
Southeast regions were mainly due to reduced discretionary revenues from your
financial institution customers.  Please provide us with and consider disclosing in

James Lusk
ABM Industries Incorporated October 30, 2009 Page 2
future filings a quantification of your exposure by geographic region and also by
industry.
 Financial Statements and Notes

 Note 1 – Basis of Presentation and Summary of Significant Accounting Policies, page 43

 Allowance For Doubtful Accounts, page 44

 2. We note your accounting policy for your allowance for doubtful accounts.  We
also note your disclosure on page 23 th at accounts receivable over 90 days past
due increased by $23.4 million to $47.3 million at October 31, 2008 from $23.9 million at October 31, 2007.  In light of the significant increase, please tell us how you determined that your allowance fo r doubtful accounts was adequate.  You
state that the allowance is typically estimated based on an analysis of the
historical rate of credit lo sses or write-offs and specific customer concerns.  You
also note on page 10 that the current turm oil in the credit markets and financial
services industry may cause delays in co llections; to the extent that you do not
expect historical rates to be  reflective of expected future credit losses, tell us how
you have adjusted your allowance for doubtful accounts accordingly.

Note 2 – Insurance, page 48

 3. We note that your self-insurance expens e declined by approximately $23 million
due to adjustments made to  your reserve during 2008.  Pl ease describe the specific
factors and assumptions that resulted in the reduced reserve balance.
 Note 8 – Other Commitments, pages 53-54

 4. We refer to your arrangement with Inte rnational Business M achines Corporation
(IBM) which includes $116.6 million of ba se fees and $6.3 million of deferred
costs.  We further note that you entered in to several agreements  subsequent to the
original agreement effec tive October 1, 2006.  Please de scribe in detail how you
accounted for each component of the various  agreements with IBM in each of the
financial statements for fiscal years 2006, 2007 and 2008.  Additionally provide us with the GAAP basis that supports your write-off of $6.3 million in deferred
costs during 2008 particularly given th at it appears that you have on-going
commitments.
 Note 13 – Discontinued Operations, pages 61-62

 5. We note that you recorded $4.5 million in impairment charges during the second
quarter of 2008 related to your Lighting division.  We further note that you
recognized a $3.5 million loss on the sale of your Lighting division in the fourth

James Lusk
ABM Industries Incorporated October 30, 2009 Page 3
quarter of 2008 in addition to the impairment  charge.  Please tell us the specific
factors that resulted in the impairme nt during the second quarter of 2008.
 6. Furthermore, we note that you performed an impairment test on your goodwill in
the fourth quarter of FY 2007 and concluded that your goodwill was not impaired.  Please advise us if the lighting reporting unit was at risk of failing step one of the
impairment test as of October 31, 2007.  Te ll us if the fair value was substantially
in excess of the carrying value and tell us  the percentage of the excess.   Also,
describe how you validated the carrying value of your goodwill as of October 31, 2007 including a discussion of your valuat ion methods, the weighting of those
methods, and the significant assumptions used.
 7. Tell us if any of the remaining reporting uni ts that were not impaired were at risk
of failing step one of the impairment test  as of October 31, 2008.  Tell us if the
fair value of any of the reporting units was not substantially in excess of the
carrying value.  If any of the reporting units  were at risk, tell us the percentage by
which the fair value exceeded the carrying amount and describe the methods and key assumptions used to determine that the goodwill associated with the reporting
units was not impaired as of October 31, 2008.
 Note 20 – Subsequent Event, page 65

8. We note that you and your third party admi nistrator settled an outstanding claim
in November 2008.  Please tell us what consideration you gave to recording the
$9.8 million benefit during FY 2008.

As appropriate, please amend your filing and respond to these comments within
10 business days or tell us when you will provid e us with a response.  Detailed responses
greatly facilitate our review.  Please understand that we ma y have additional comments
after reviewing your amendment and responses to our comments.    We urge all persons who are responsi ble for the accuracy an d adequacy of the
disclosure in the filing to be certain that the filing includes all in formation required under
the Securities Exchange Act of 1934 and th at they have provided all information
investors require for an informed invest ment decision.  Since the company and its
management are in possession of all facts re lating to a company’s disclosure, they are
responsible for the accuracy and adequacy of the disclosures they have made.

James Lusk
ABM Industries Incorporated October 30, 2009 Page 4   In connection with responding to our comments, please provide, in writing, a
statement from the company acknowledging that:  ‚ the company is responsible for the adequacy  and accuracy of the disclosure in the
filing;
‚ staff comments or changes to disclosure  in response to staff comments do not
foreclose the Commission from taking any action with respect to the filing; and

‚ the company may not assert staff comments as a defense in any proceeding initiated
by the Commission or any person under the federal securities laws of the United States.

In addition, please be advise d that the Division of Enfo rcement has access to all
information you provide to the staff of the Divi sion of Corporation Fi nance in our review
of your filing or in response to our comments on your filing.     You may contact Jaime John, at (202) 551-3446 or me, at (202) 551-3782 if you
have questions.

        S i n c e r e l y ,
Jessica Barberich Assistant Chief Accountant