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)    August 23, 2005
                                                    ---------------------------

                               JUNO LIGHTING, INC.
-------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

           Delaware                   0-11631                   36-2852993
-------------------------------------------------------------------------------
 (State or other jurisdiction  (Commission File Number)       (IRS Employer
     of incorporation)                                    Identification Number)

1300 S. Wolf Road P.O. Box 5065, Des Plaines Illinois          60017-5065
-------------------------------------------------------------------------------
    (Address of principal executive offices)                    (Zip Code)

Registrant's Telephone Number, including area code            (847) 827-9880
                                                   ----------------------------

-------------------------------------------------------------------------------

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))


<PAGE>


Item 8.01          Other Events.
---------          -------------

         Juno Lighting, Inc. ("Juno") today announced that its shareholders,
voting at a special meeting held August 23, 2005, approved the Agreement and
Plan of Merger, dated June 29, 2005 (the "Merger Agreement"), by and among
Square D Company, a Delaware corporation ("Parent"), Hera Acquisition Corp., a
Delaware corporation and a wholly-owned subsidiary of Parent ("Merger Sub"),
Schneider Electric SA and Juno. The Merger Agreement contemplates that,
subject to the terms and conditions of the Merger Agreement, Merger Sub will
be merged with and into Juno, with Juno continuing after the merger as the
surviving corporation and a wholly owned subsidiary of Square D (the
"Merger").

         The Company's press release announcing shareholder approval of the
Merger Agreement and the Merger is attached as Exhibit 99.1 hereto.


Item 9.01          Financial Statements and Exhibits.
---------          ----------------------------------

                   The following exhibits are being furnished as part of this
                   Form 8-K:

  Exhibit Number   Description
  --------------   -----------

  Exhibit 99.1     Press Release issued by Juno Lighting, Inc. dated
                   August 23, 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.




DATE  August 23, 2005                      BY: /s/ George J. Bilek
      ---------------                         ----------------------------

                                           George J. Bilek
                                           Title:   Executive Vice President
                                                    and Chief Financial Officer


<PAGE>


                                  EXHIBIT INDEX

     Exhibit No.         Description
     -----------         -----------

     99.1                Press Release issued by Juno Lighting, Inc. dated
                         August 23, 2005.


<PAGE>

                                                             Exhibit 99.1

Press Release
FOR IMMEDIATE RELEASE


Juno Lighting, Inc. Stockholders Approve Adoption of Merger Agreement with
Square D


Des Plaines, IL, August 23, 2005 - Juno Lighting, Inc. (NASDAQ-JUNO) ("Juno")
announced today that its shareholders, voting at a special meeting held August
23, 2005, approved the Agreement and Plan of Merger, dated June 29, 2005 (the
"Merger Agreement"), by and among Square D Company, a Delaware corporation
("Parent"), Hera Acquisition Corp., a Delaware corporation and a wholly-owned
subsidiary of Parent ("Merger Sub"), Schneider Electric SA and Juno. The
Merger Agreement contemplates that, subject to the terms and conditions of the
Merger Agreement, Merger Sub will be merged with and into Juno, with Juno
continuing after the merger as the surviving corporation and a wholly owned
subsidiary of Square D (the "Merger").


About Juno Lighting, Inc.:

Juno Lighting, Inc. is a leader in the design, manufacturing, and marketing of
lighting fixtures for commercial and residential use. This press release
contains various forward-looking statements that are not statements of
historical events. Such forward-looking statements are subject to various risks
and uncertainties that could cause actual results to vary materially from those
stated, indicated or expected. Such risks and uncertainties include: economic
conditions generally, levels of construction and remodeling activities, our
ability to improve manufacturing efficiencies, disruptions in manufacturing or
distribution, product and price competition, raw material prices, our ability to
develop and successfully introduce new products, consumer acceptance of such new
products, the ability of our new products to perform as designed when utilized
by consumers, technology changes, patent issues, exchange rate fluctuations, and
other risks and uncertainties. Juno undertakes no obligation to update any such
factors or to publicly announce the result of any revisions to any of the
forward-looking statements contained herein to reflect future events or
developments.


Forward-Looking Statements

Statements about the expected timing, completion and effects of the proposed
merger and all other statements in this release other than historical facts,
constitute forward-looking statements within the meaning of the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995. Readers are
cautioned not to place undue reliance on these forward-looking statements and
any such forward-looking statements are qualified in their entirety by reference
to the following cautionary statements. All forward-looking statements speak
only as of the date hereof and are based on current expectations and involve a
number of assumptions, risks and uncertainties that could cause the actual
results to differ materially from such forward-looking statements. Juno may not
be able to complete the proposed merger on the terms described above or other
acceptable terms or at all. Potential risks and uncertainties regarding the
acquisition include, among others, the possibility that the transaction will not
close or that the closing may be delayed and the effect of the announcement of
the proposed merger on Juno's customer relationships, operating results and
business generally, including the ability to retain key employees. Certain of
these factors, and other factors that may affect the business or financial
results of Juno are described in Juno's filings with the SEC, including Juno's
annual report on Form 10-K for the fiscal year ended November 30, 2004.
[{"type": "8-K", "sequence": "1", "filename": "juno8kaug23.txt", "description": "08-23-2005", "secsgml_size_bytes": 7907}]
{"company-data": {"conformed-name": "JUNO LIGHTING INC", "cik": "0000723888", "assigned-sic": "3640", "irs-number": "362852993", "state-of-incorporation": "DE", "fiscal-year-end": "1130"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-11631", "film-number": "051042938"}, "business-address": {"street1": "1300 S WOLF ROAD", "city": "DES PLAINES", "state": "IL", "zip": "60017", "phone": "8478279880"}, "mail-address": {"street1": "1300 S WOLF RD", "city": "DES PLAINES", "state": "IL", "zip": "60018"}}
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)    August 23, 2005
                                                    ---------------------------

                               JUNO LIGHTING, INC.
-------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

           Delaware                   0-11631                   36-2852993
-------------------------------------------------------------------------------
 (State or other jurisdiction  (Commission File Number)       (IRS Employer
     of incorporation)                                    Identification Number)

1300 S. Wolf Road P.O. Box 5065, Des Plaines Illinois          60017-5065
-------------------------------------------------------------------------------
    (Address of principal executive offices)                    (Zip Code)

Registrant's Telephone Number, including area code            (847) 827-9880
                                                   ----------------------------

-------------------------------------------------------------------------------

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 8.01          Other Events.
---------          -------------

         Juno Lighting, Inc. ("Juno") today announced that its shareholders,
voting at a special meeting held August 23, 2005, approved the Agreement and
Plan of Merger, dated June 29, 2005 (the "Merger Agreement"), by and among
Square D Company, a Delaware corporation ("Parent"), Hera Acquisition Corp., a
Delaware corporation and a wholly-owned subsidiary of Parent ("Merger Sub"),
Schneider Electric SA and Juno. The Merger Agreement contemplates that,
subject to the terms and conditions of the Merger Agreement, Merger Sub will
be merged with and into Juno, with Juno continuing after the merger as the
surviving corporation and a wholly owned subsidiary of Square D (the
"Merger").

         The Company's press release announcing shareholder approval of the
Merger Agreement and the Merger is attached as Exhibit 99.1 hereto.

Item 9.01          Financial Statements and Exhibits.
---------          ----------------------------------

                   The following exhibits are being furnished as part of this
                   Form 8-K:

  Exhibit Number   Description
  --------------   -----------

  Exhibit 99.1     Press Release issued by Juno Lighting, Inc. dated
                   August 23, 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.

DATE  August 23, 2005                      BY: /s/ George J. Bilek
      ---------------                         ----------------------------

                                           George J. Bilek
                                           Title:   Executive Vice President
                                                    and Chief Financial Officer
EXHIBIT INDEX

     Exhibit No.         Description
     -----------         -----------

     99.1                Press Release issued by Juno Lighting, Inc. dated
                         August 23, 2005.
Exhibit 99.1

Press Release
FOR IMMEDIATE RELEASE

Juno Lighting, Inc. Stockholders Approve Adoption of Merger Agreement with
Square D

Des Plaines, IL, August 23, 2005 - Juno Lighting, Inc. (NASDAQ-JUNO) ("Juno")
announced today that its shareholders, voting at a special meeting held August
23, 2005, approved the Agreement and Plan of Merger, dated June 29, 2005 (the
"Merger Agreement"), by and among Square D Company, a Delaware corporation
("Parent"), Hera Acquisition Corp., a Delaware corporation and a wholly-owned
subsidiary of Parent ("Merger Sub"), Schneider Electric SA and Juno. The
Merger Agreement contemplates that, subject to the terms and conditions of the
Merger Agreement, Merger Sub will be merged with and into Juno, with Juno
continuing after the merger as the surviving corporation and a wholly owned
subsidiary of Square D (the "Merger").

About Juno Lighting, Inc.:

Juno Lighting, Inc. is a leader in the design, manufacturing, and marketing of
lighting fixtures for commercial and residential use. This press release
contains various forward-looking statements that are not statements of
historical events. Such forward-looking statements are subject to various risks
and uncertainties that could cause actual results to vary materially from those
stated, indicated or expected. Such risks and uncertainties include: economic
conditions generally, levels of construction and remodeling activities, our
ability to improve manufacturing efficiencies, disruptions in manufacturing or
distribution, product and price competition, raw material prices, our ability to
develop and successfully introduce new products, consumer acceptance of such new
products, the ability of our new products to perform as designed when utilized
by consumers, technology changes, patent issues, exchange rate fluctuations, and
other risks and uncertainties. Juno undertakes no obligation to update any such
factors or to publicly announce the result of any revisions to any of the
forward-looking statements contained herein to reflect future events or
developments.

Forward-Looking Statements

Statements about the expected timing, completion and effects of the proposed
merger and all other statements in this release other than historical facts,
constitute forward-looking statements within the meaning of the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995. Readers are
cautioned not to place undue reliance on these forward-looking statements and
any such forward-looking statements are qualified in their entirety by reference
to the following cautionary statements. All forward-looking statements speak
only as of the date hereof and are based on current expectations and involve a
number of assumptions, risks and uncertainties that could cause the actual
results to differ materially from such forward-looking statements. Juno may not
be able to complete the proposed merger on the terms described above or other
acceptable terms or at all. Potential risks and uncertainties regarding the
acquisition include, among others, the possibility that the transaction will not
close or that the closing may be delayed and the effect of the announcement of
the proposed merger on Juno's customer relationships, operating results and
business generally, including the ability to retain key employees. Certain of
these factors, and other factors that may affect the business or financial
results of Juno are described in Juno's filings with the SEC, including Juno's
annual report on Form 10-K for the fiscal year ended November 30, 2004.