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


                     September 14, 2005 (September 13, 2005)
                  --------------------------------------------
                Date of Report (Date of earliest event reported)

                               Fedders Corporation
                   ------------------------------------------
             (Exact name of Registrant as specified in its charter)

           Delaware                    1-8831                  22-2572390

--------------------------------------------------------------------------------
 (State or other jurisdiction   (Commission File No.)        (IRS Employer
      of Incorporation)                                  Identification Number)


                              505 Martinsville Road
                      Liberty Corner, New Jersey 07938-0813

   ---------------------------------------------------------------------------
          (Address of principal executive offices, including zip code)

                                 (908) 604-8686

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

                                 Not Applicable

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

[ ] 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))

<PAGE>

Item 1.01 Entry into a Material Definitive Agreement.

         On September 13, 2005, Fedders  Corporation (the "Company") and Fedders
North America,  Inc.  ("FNA")  entered into a first  supplemental  indenture and
waiver (the "First Supplemental Indenture"), to the Indenture, dated as of March
8,  2004  among  FNA,  the  guarantors  named  therein  and U.S.  Bank  National
Association,  as Trustee (the "Trustee") (the  "Indenture")  with respect to the
Company's 9 7/8% Senior Notes due 2014 (the "Notes").

         The  First  Supplemental  Indenture  waives  FNA's  default  under  the
Indenture  for its  failure  to  timely  file its Form  10-K for the year  ended
December  31, 2004 and for its failure to timely file its  subsequent  quarterly
reports.

         The First  Supplemental  Indenture also amends certain covenants of the
Indenture to include Fedders  Corporation.  In addition,  the First Supplemental
Indenture  restricts  the  Company  and FNA  from  making  restricted  payments,
incurring debt obligations or making  acquisitions  during the waiver period, as
defined in the First Supplemental  Indenture (the "Waiver Period"), and requires
that the  Company  enter into a pledge  agreement  pursuant to which it grants a
second  lien  in the  stock  of  Fedders  International,  Inc.,  to  secure  its
obligations under its guarantee in the Indenture.

         As disclosed  in the Form 8-K filed on  September 1, 2005,  FNA did not
make a semi-annual interest payment to the Noteholders on or before September 1,
2005 in order to complete the documentation  required for the First Supplemental
Indenture.  Under the terms of the  Indenture,  a  failure  to make an  interest
payment by the date due is not an event of default if the payment is made within
30 days from the date it was originally  due. FNA paid all accrued  interest due
on the Notes on  September  14, 2005,  within the grace  period  provided in the
Indenture.

         The above description of the First Supplemental  Indenture is a summary
only and is qualified  in its  entirety by  reference to the First  Supplemental
Indenture which is filed as Exhibit 4.1 to this Current Report on Form 8-K.

         A copy of the press  release is  attached  hereto as  Exhibit  99.1 and
incorporated herein by reference.

Item 7.01. Regulation FD Disclosure.

         The Company is  furnishing  under Item 7.01 of this  Current  Report on
Form  8-K  the  information  included  as  Exhibit  99.2 to  this  report.  This
information,  which has not been  previously  reported to the  public,  contains
information which was included in a presentation made to the Noteholders on July
27, 2005 pursuant to a  confidentiality  agreement  signed by the Noteholders in
connection with FNA seeking a waiver for its default under the Indenture.

         This  information  is  furnished  pursuant to Item 7.01 of Form 8-K and
shall  not be  deemed  to be  "filed"  for the  purposes  of  Section  18 of the
Securities  Exchange Act of 1934 or otherwise subject to the liabilities of that
Section,  unless the Company  specifically  incorporates  it by  reference  in a
document filed under the  Securities Act of 1933 or the Securities  Exchange Act
of 1934. By filing this report on Form 8-K and furnishing this information,  the
Company  makes no admission as to the  materiality  of any  information  in this
report that is required to be disclosed solely by reason of Regulation FD.

Item 9.01.     Financial Statements and Exhibits.

       (c)     Exhibits

               Exhibit 4.1    First  Supplemental  Indenture  and  Waiver  dated
                              September  13,  2005  among  Fedders  Corporation,
                              Fedders North America,  Inc., the guarantors named
                              in  the   Indenture   and   U.S.   Bank   National
                              Association, as Trustee.

               Exhibit 99.1   Press   release  of  Fedders   Corporation   dated
                              September 14, 2005.

               Exhibit 99.2   Information  included in a presentation to holders
                              of $155  Million  Senior  Notes of  Fedders  North
                              America, Inc. on July 27, 2005.

<PAGE>

                                   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.

                                           FEDDERS CORPORATION


Dated: September 14, 2005
                                           By: /s/ Kent E. Hansen
                                               -------------------------------
                                               Name:  Kent E. Hansen
                                               Title: Executive Vice President

<PAGE>

                                  EXHIBIT INDEX

Exhibit No.

Exhibit 4.1   First Supplemental Indenture and Waiver dated September 13, 2005
              among Fedders Corporation, Fedders North America, Inc., the
              guarantors named in the Indenture and U.S. Bank National
              Association, as Trustee.

Exhibit 99.1  Press release of Fedders Corporation dated September 14, 2005.

Exhibit 99.2  Information included in a presentation to holders of $155 Million
              Senior Notes of Fedders North America, Inc. on July 27, 2005.
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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

                     September 14, 2005 (September 13, 2005)
                  --------------------------------------------
                Date of Report (Date of earliest event reported)

                               Fedders Corporation
                   ------------------------------------------
             (Exact name of Registrant as specified in its charter)

           Delaware                    1-8831                  22-2572390

--------------------------------------------------------------------------------
 (State or other jurisdiction   (Commission File No.)        (IRS Employer
      of Incorporation)                                  Identification Number)

                              505 Martinsville Road
                      Liberty Corner, New Jersey 07938-0813

   ---------------------------------------------------------------------------
          (Address of principal executive offices, including zip code)

                                 (908) 604-8686

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

                                 Not Applicable

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

[ ] 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 1.01 Entry into a Material Definitive Agreement.

         On September 13, 2005, Fedders  Corporation (the "Company") and Fedders
North America,  Inc.  ("FNA")  entered into a first  supplemental  indenture and
waiver (the "First Supplemental Indenture"), to the Indenture, dated as of March
8,  2004  among  FNA,  the  guarantors  named  therein  and U.S.  Bank  National
Association,  as Trustee (the "Trustee") (the  "Indenture")  with respect to the
Company's 9 7/8% Senior Notes due 2014 (the "Notes").

         The  First  Supplemental  Indenture  waives  FNA's  default  under  the
Indenture  for its  failure  to  timely  file its Form  10-K for the year  ended
December  31, 2004 and for its failure to timely file its  subsequent  quarterly
reports.

         The First  Supplemental  Indenture also amends certain covenants of the
Indenture to include Fedders  Corporation.  In addition,  the First Supplemental
Indenture  restricts  the  Company  and FNA  from  making  restricted  payments,
incurring debt obligations or making  acquisitions  during the waiver period, as
defined in the First Supplemental  Indenture (the "Waiver Period"), and requires
that the  Company  enter into a pledge  agreement  pursuant to which it grants a
second  lien  in the  stock  of  Fedders  International,  Inc.,  to  secure  its
obligations under its guarantee in the Indenture.

         As disclosed  in the Form 8-K filed on  September 1, 2005,  FNA did not
make a semi-annual interest payment to the Noteholders on or before September 1,
2005 in order to complete the documentation  required for the First Supplemental
Indenture.  Under the terms of the  Indenture,  a  failure  to make an  interest
payment by the date due is not an event of default if the payment is made within
30 days from the date it was originally  due. FNA paid all accrued  interest due
on the Notes on  September  14, 2005,  within the grace  period  provided in the
Indenture.

         The above description of the First Supplemental  Indenture is a summary
only and is qualified  in its  entirety by  reference to the First  Supplemental
Indenture which is filed as Exhibit 4.1 to this Current Report on Form 8-K.

         A copy of the press  release is  attached  hereto as  Exhibit  99.1 and
incorporated herein by reference.

Item 7.01. Regulation FD Disclosure.

         The Company is  furnishing  under Item 7.01 of this  Current  Report on
Form  8-K  the  information  included  as  Exhibit  99.2 to  this  report.  This
information,  which has not been  previously  reported to the  public,  contains
information which was included in a presentation made to the Noteholders on July
27, 2005 pursuant to a  confidentiality  agreement  signed by the Noteholders in
connection with FNA seeking a waiver for its default under the Indenture.

         This  information  is  furnished  pursuant to Item 7.01 of Form 8-K and
shall  not be  deemed  to be  "filed"  for the  purposes  of  Section  18 of the
Securities  Exchange Act of 1934 or otherwise subject to the liabilities of that
Section,  unless the Company  specifically  incorporates  it by  reference  in a
document filed under the  Securities Act of 1933 or the Securities  Exchange Act
of 1934. By filing this report on Form 8-K and furnishing this information,  the
Company  makes no admission as to the  materiality  of any  information  in this
report that is required to be disclosed solely by reason of Regulation FD.

Item 9.01.     Financial Statements and Exhibits.

       (c)     Exhibits

               Exhibit 4.1    First  Supplemental  Indenture  and  Waiver  dated
                              September  13,  2005  among  Fedders  Corporation,
                              Fedders North America,  Inc., the guarantors named
                              in  the   Indenture   and   U.S.   Bank   National
                              Association, as Trustee.

               Exhibit 99.1   Press   release  of  Fedders   Corporation   dated
                              September 14, 2005.

               Exhibit 99.2   Information  included in a presentation to holders
                              of $155  Million  Senior  Notes of  Fedders  North
                              America, Inc. on July 27, 2005.
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.

                                           FEDDERS CORPORATION

Dated: September 14, 2005
                                           By: /s/ Kent E. Hansen
                                               -------------------------------
                                               Name:  Kent E. Hansen
                                               Title: Executive Vice President
EXHIBIT INDEX

Exhibit No.

Exhibit 4.1   First Supplemental Indenture and Waiver dated September 13, 2005
              among Fedders Corporation, Fedders North America, Inc., the
              guarantors named in the Indenture and U.S. Bank National
              Association, as Trustee.

Exhibit 99.1  Press release of Fedders Corporation dated September 14, 2005.

Exhibit 99.2  Information included in a presentation to holders of $155 Million
              Senior Notes of Fedders North America, Inc. on July 27, 2005.