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EXHIBIT 10.21                                                       Page 1 of 11

         [CORPORATE EXECUTIVE] [CORPORATE OFFICER] EMPLOYMENT AGREEMENT

THIS [CORPORATE EXECUTIVE] [CORPORATE OFFICER] EMPLOYMENT AGREEMENT
("Agreement") is made effective as of [MONTH, DAY, YEAR], by and between
[EXECUTIVE/OFFICER NAME] ("Executive"), and ABM INDUSTRIES INCORPORATED
("Company") for itself and on behalf of its subsidiary corporations as
applicable herein.

WHEREAS, Company is engaged in the building maintenance and related service
businesses, and

WHEREAS, Executive is experienced in the administration, finance, marketing,
and/or operation of such services, and

WHEREAS, Company has invested significant time and money to develop proprietary
trade secrets and other confidential business information, as well as invaluable
goodwill among its customers, sales prospects and employees, and

WHEREAS, Executive wishes to, or has been and desires to remain employed by
Company, and to utilize such proprietary trade secrets, other confidential
business information and goodwill, and

WHEREAS, Company has disclosed or will disclose to Executive such proprietary
trade secrets and other confidential business information which Executive will
utilize in the performance of this Agreement;

NOW THEREFORE, Executive and Company agree as follows:

A.       EMPLOYMENT: Company hereby agrees to employ Executive, and Executive
         hereby accepts such employment, on the terms and conditions set forth
         in this Agreement.

B.       TITLE: Executive's title shall be [executive's title], subject to
         modification as mutually agreed upon by both Company and Executive.

C.       DUTIES & RESPONSIBILITIES: Executive shall be expected to assume and
         perform such executive or managerial duties and responsibilities as are
         assigned from time-to-time by the [reporting authority] or his or her
         designee, to whom Executive shall report and be accountable.

D.       TERM OF AGREEMENT: Employment hereunder shall be deemed effective as of
         [month, day, year], for a term of [one year] [two years] ("Initial
         Term"), unless sooner terminated pursuant to Paragraph O hereof, or
         later extended pursuant to Paragraph N hereof ("Extended Term").

E.       PRINCIPAL OFFICE: During the Initial Term and any Extended Term, as
         applicable, of this Agreement, Executive shall be based at a Company
         office located in [city] in the state of [state] ("State of
         Employment"), or such other location as shall be mutually agreed upon
         by Company and Executive.

F.       COMPENSATION: Company agrees to compensate Executive, and Executive
         agrees to accept as compensation in full, for Executive's assumption
         and performance of duties and responsibilities pursuant to this
         Agreement:

         1.       SALARY: A salary paid in equal installments of no less
                  frequently than semi-monthly at the annual rate set forth in
                  Paragraph X.1 hereof.

         2.       BONUS: A bonus or other incentive or contingent compensation,
                  if any, pursuant to Paragraph X.2 hereof.

         3.       FRINGE BENEFITS: Executive shall receive the then current
                  fringe benefits generally provided by Company to all of its
                  Executives. Such benefits may include but not be limited to
                  the use of a Company-leased car or a car allowance, group
                  health benefits, long-term disability benefits, group

[Corp Exec Officer] [ Corp Officer]       INITIALS: EXECUTIVE _____ COMPANY_____

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EXHIBIT 10.21                                                       Page 2 of 11

                  life insurance, sick leave and vacation. Each of these fringe
                  benefits is subject to the applicable Company policy at all
                  times. Executive expressly agrees that should he or she
                  terminate employment with Company for the purpose of being
                  re-employed by a Company affiliate, he or she shall
                  "carry-over" any previously accrued but unused vacation
                  balance to the books of the affiliate.

                  Company reserves the right to add, increase, reduce or
                  eliminate any fringe benefit at any time, but no such benefit
                  or benefits shall be reduced or eliminated as to Executive
                  unless generally reduced or eliminated as to comparable
                  executives within the Company.

G.       PAYMENT OR REIMBURSEMENT OF BUSINESS EXPENSES: Company shall pay
         directly or reimburse Executive for reasonable business expenses of
         Company incurred by Executive in connection with Company business, and
         approved in writing by the person(s) to whom Executive reports pursuant
         to Paragraph C hereof, upon presentation to such person(s) by Executive
         within sixty (60) days after incurring such expense of an itemized
         request for payment including the date, nature, recipient, purpose and
         amount of each such expense, accompanied by receipts for all such
         expenses in accordance with Company policy.

H.       BUSINESS CONDUCT: Executive shall comply with all applicable laws
         pertaining to the performance of this Agreement, and with all lawful
         and ethical rules, regulations, policies, codes of conduct, procedures
         and instructions of Company, including but not limited to the
         following:

         1.       GOOD FAITH: Executive shall not act in any way contrary to the
                  best interest of Company. Executive agrees that if he or she
                  is approached by any person to discuss a possible acquisition
                  or other transaction that could result in a change of control
                  of the Company, Executive will immediately advise the
                  Company's General Counsel and Chair of the Nominating,
                  Governance and Succession Committee of the Board of Directors.

         2.       BEST EFFORTS: During all full-time employment hereunder,
                  Executive shall devote full working time and attention to
                  Company. Notwithstanding any other agreement to the contrary,
                  Executive shall not at any time be directly or indirectly
                  employed by, own, operate, assist or otherwise be involved,
                  invested or associated in any business that is similar or
                  competitive to any business of Company; except that Executive
                  may own up to five percent (5%) of such publicly-held
                  business(es), provided that Executive: (a) shall give Company
                  notice(s) of any such ownership exceeding two percent (2%), in
                  accordance with Paragraph W hereof, and (b) shall not at any
                  time be directly or indirectly employed by or operate, assist,
                  or otherwise be involved or associated with any such
                  business(es).

         3.       VERACITY: Executive shall make no claims or promises to any
                  employee, supplier, contractor, customer or sales prospect of
                  Company that are unauthorized by Company or are in any way
                  untrue.

         4.       DRIVER'S LICENSE: Executive shall have a driver's permit
                  issued by Company and shall carry a valid driver's license
                  issued by his or her state of domicile or the State of
                  Employment hereunder whenever Executive is driving any motor
                  vehicle in connection with Company business. Executive agrees
                  to immediately notify Company in writing if Executive's
                  driver's license is lost, expired, restricted, suspended or
                  revoked for any reason whatsoever.

         5.       CODE OF CONDUCT: Executive agrees to fully comply with and
                  annually execute a certification of compliance with the
                  Company's Code of Business Conduct and Ethics.

I.       NO CONFLICT: Executive represents to Company that Executive is not
         bound by any contract with a previous employer or with any other
         business that might prevent Executive from entering into this
         Agreement. Executive further represents that he or she is not bound by
         any other contracts or covenants that in any way restrict or limit
         Executive's activities in relation to his or her employment with
         Company that have not been fully disclosed to Company prior to the
         signing of this Agreement.

[Corp Exec Officer] [ Corp Officer]       INITIALS: EXECUTIVE _____ COMPANY_____

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EXHIBIT 10.21                                                       Page 3 of 11

J.       COMPANY PROPERTY: Company shall, from time to time, entrust to the
         care, custody and control of Executive certain of Company's property,
         such as motor vehicles, equipment, supplies, passwords and documents.
         Such documents may include, but shall not be limited to customer lists,
         financial statements, cost data, price lists, invoices, forms,
         electronic files and media, mailing lists, contracts, reports, manuals,
         personnel files or directories, correspondence, business cards, copies
         or notes made from Company documents and documents compiled or prepared
         by Executive for Executive's use in connection with Company business.
         Executive specifically acknowledges that all such items, including
         passwords and documents, are the property of Company, notwithstanding
         their preparation, care, custody, control or possession by Executive at
         any time(s) whatsoever.

K.       GOODWILL & PROPRIETARY INFORMATION: In connection with Executive's
         employment hereunder:

         1.       Executive agrees to utilize and further Company's goodwill
                  ("Goodwill") among its customers, sales prospects and
                  employees, and acknowledges that Company may disclose to
                  Executive and Executive may disclose to Company, proprietary
                  trade secrets and other confidential information not in the
                  public domain ("Proprietary Information") including but not
                  limited to specific customer data such as: (a) the identity of
                  Company's customers and sales prospects, (b) the nature,
                  extent, frequency, methodology, cost, price and profit
                  associated with its services and products purchased from
                  Company, (c) any particular needs or preferences regarding its
                  service or supply requirements, (d) the names, office hours,
                  telephone numbers and street addresses of its purchasing
                  agents or other buyers, (e) its billing procedures, (f) its
                  credit limits and payment practices, and (g) its organization
                  structure.

         2.       Executive agrees that such Proprietary Information and
                  Goodwill have unique value to Company, are not generally known
                  or readily available to Company's competitors, and could only
                  be developed by others after investing significant time and
                  money. Company would not make such Proprietary Information and
                  Goodwill available to Executive unless Company is assured that
                  all such Proprietary Information and Goodwill will be held in
                  trust and confidence by Executive. Executive hereby
                  acknowledges that to use this Proprietary Information and
                  Goodwill except for the benefit of Company would be a breach
                  of such trust and confidence and in violation of Executive's
                  common law Duty of Loyalty to the Company.

L.       RESTRICTIVE COVENANTS: In recognition of Paragraph K, above, Executive
         hereby agrees that during the Initial Term and the Extended Term, if
         any, of this Agreement, and thereafter as specifically agreed herein:

         1.       Except in the proper performance of this Agreement, Executive
                  shall at no time directly or indirectly solicit or otherwise
                  encourage or arrange for any employee to terminate employment
                  with Company while employed by the Company and for a period of
                  one (1) year following Executive's termination of employment.

         2.       Except in the proper performance of this Agreement, Executive
                  shall not directly or indirectly disclose or deliver to any
                  other person or business, any Proprietary Information obtained
                  directly or indirectly by Executive from, or for, Company.

         3.       Executive agrees that at all times after the termination of
                  this Agreement, Executive shall not seek, solicit, divert,
                  take away, obtain or accept the patronage of any customer or
                  sales prospect of Company through the direct or indirect use
                  of any Proprietary Information of Company, or by any other
                  unfair or unlawful business practice.

         4.       Executive agrees that for a reasonable time after the
                  termination of this Agreement, which Executive and Company
                  hereby agree to be one (1) year, Executive shall not directly
                  or indirectly, for Executive or for any other person or
                  business, seek, solicit, divert, take away, obtain or accept

[Corp Exec Officer] [ Corp Officer]       INITIALS: EXECUTIVE _____ COMPANY_____

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EXHIBIT 10.21                                                       Page 4 of 11

                  any customer account or sales prospect with which Executive
                  had direct business involvement on behalf of Company within
                  the one (1) year period prior to termination of this
                  Agreement.

         5.       Nothing in this Agreement shall be binding upon the parties to
                  the extent it is void or unenforceable for any reason in the
                  State of Employment, including, without limitation, as a
                  result of any law regulating competition or proscribing
                  unlawful business practices.

M.       MODIFICATION OF EMPLOYMENT: At any time during the then current Initial
         or Extended Term, as applicable, of this Agreement, a majority of the
         Board of Directors of Company shall have the absolute right, with or
         without cause and without terminating this Agreement or Executive's
         employment hereunder, to modify the nature of Executive's employment
         for the remainder of the then current Initial or Extended Term, as
         applicable, of this Agreement, from that of a full-time employee to
         that of a part-time employee ("Modification Period"). The Modification
         Period shall commence immediately upon Company giving Executive written
         notice of such change.

         1.       Upon commencement of the Modification Period: (a) Executive
                  shall immediately resign as a full-time employee of Company
                  and as an officer and/or director of Company and of any
                  Company subsidiaries, as applicable, (b) Executive shall
                  promptly return all Company property in Executive's possession
                  to Company, including but not limited to any motor vehicles,
                  equipment, supplies and documents set forth in Paragraph J
                  hereof, and (c) Company shall pay Executive when due all
                  previously earned and vested but as yet unpaid, salary,
                  prorated Target Bonus as determined pursuant to Paragraph X.2.
                  or other contingent compensation, reimbursement of business
                  expenses and fringe benefits.

         2.       During the Modification Period: (a) Company shall continue to
                  pay Executive's monthly salary pursuant to Paragraph F.1
                  hereof, and to the extent available under the Company's group
                  insurance policies, continue to provide Executive with the
                  same group health and life insurance (subject to Executive
                  continuing to pay the employee portion of any such premium) to
                  which Executive would be entitled as a full-time employee,
                  with the understanding and agreement that such monthly salary
                  and group insurance, if available, shall constitute the full
                  extent of Company's obligation to compensate Executive, (b)
                  Executive shall not be eligible or entitled to receive or
                  participate in any bonus or fringe benefits other than the
                  aforementioned group insurance, if available, (c) in the
                  alternative, Executive may exercise rights under COBRA to
                  obtain medical insurance coverage as may be available to
                  Executive, (d) Executive shall be deemed a part-time employee
                  and not a full-time employee of Company, (e) Executive shall
                  provide Company with such occasional executive or managerial
                  services as reasonably requested by the person(s) to whom
                  Executive reports pursuant to Paragraph C hereof, except that
                  failure to render such services by reason of any physical or
                  mental illness or disability other than Total Disability or
                  death as set forth in Paragraph O.2 hereof, or unavailability
                  because of absence from the State of Employment hereunder,
                  shall not affect Executive's right to receive such salary and
                  (f) Company shall pay directly or reimburse Executive in
                  accordance with the provisions of Paragraph G hereof for
                  reasonable business expenses of Company incurred by Executive
                  in connection with such services requested by the person(s) to
                  whom Executive reports pursuant to Paragraph C hereof.

         3.       The Modification Period shall continue until the earlier of:
                  (a) Total Disability or death as set forth in Paragraph O.2
                  hereof, (b) termination of this Agreement by Company for "just
                  cause" as hereinafter defined, (c) Executive accepting
                  employment or receiving any other compensation from operating,
                  assisting or otherwise being involved, invested or associated
                  with any business that is similar to or competitive with any
                  business in which Company is engaged on the commencement date
                  of the Modification Period, or (d) expiration of the then
                  current Term of this Agreement.

[Corp Exec Officer] [ Corp Officer]       INITIALS: EXECUTIVE _____ COMPANY_____

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EXHIBIT 10.21                                                       Page 5 of 11

N.       EXTENSION OF EMPLOYMENT:

         1.       Absent at least ninety (90) days written Notice of Termination
                  of Employment or Notice of Non-Renewal from Company to
                  Executive prior to expiration of the then current Initial or
                  Extended Term, as applicable, of this Agreement, employment
                  hereunder shall continue for an Extended Term (or another
                  Extended Term, as applicable) of one year, by which Executive
                  and Company intend that all terms and conditions of this
                  Agreement shall remain in full force and effect for another
                  twelve (12) months, except that the base salary specified in
                  Paragraph X.1.a may be increased as set forth in Paragraph
                  X.1.b during the Extended Term.

         2.       In the event that Notice of Non-Renewal is given ninety (90)
                  days prior to the expiration of the then Initial or Extended
                  Term, as applicable, of this Agreement, employment shall
                  continue on an "at will" basis following the expiration of
                  such Initial or Extended Term. In such event, Company shall
                  have the right to change the terms and conditions of
                  Executive's employment, including but not limited to
                  Executive's position and/or compensation.

O.       TERMINATION OF EMPLOYMENT:

         1.       a.       Termination Upon Expiration Of Term. Subject to at
                           least ninety (90) days prior written Notice of
                           Termination of Employment, Executive's employment
                           shall terminate, with or without cause, at the
                           expiration of the then current Initial or Extended
                           Term. Company has the option, without terminating
                           this Agreement,of placing Executive on a leave of
                           absence at the full compensation set forth in
                           Paragraph F hereof, for any or all of such notice
                           period.

                  b.       Termination For Cause. Except as provided in
                           Paragraph O.1.a, the Company shall have the right to
                           terminate Executive's employment hereunder at any
                           time during the then current Initial or Extended
                           Term, as applicable, of this Agreement, without
                           notice subject only to a good faith determination by
                           a majority of the Board of Directors of Company of
                           "just cause." "Just cause" includes but is not
                           limited to any (i) theft or dishonesty (ii) more than
                           one instance of neglect or failure to perform
                           employment duties, (iii) more than one instance of
                           inability or unwillingness to perform employment
                           duties, (iv) insubordination, (v) abuse of alcohol or
                           other drugs or substances affecting Executive's
                           performance of his or her employment duties, (vi)
                           material and willful breach of this Agreement; (vii)
                           other misconduct, unethical or unlawful activity, or
                           for (vii) a conviction of or plea of "guilty" or "no
                           contest" to a felony under the laws of the United
                           States or any state thereof.

                  c.       Voluntary Termination By Executive. At any time
                           during the then current Initial or Extended Term, as
                           applicable, of this Agreement and with or without
                           cause, Executive may terminate employment hereunder
                           by giving Company ninety (90) days prior written
                           notice.

         2.       Employment hereunder shall automatically terminate upon the
                  total disability ("Total Disability") or death of Executive.
                  Total Disability shall be deemed to occur on the ninetieth
                  (90th) consecutive or non-consecutive calendar day within any
                  twelve (12) month period that Executive is unable to perform
                  the duties set forth in Paragraph C hereof because of any
                  physical or mental illness or disability. Company shall pay
                  when due to Executive or, upon death, Executive's designated
                  beneficiary or estate, as applicable, all prorated salary,
                  prorated Target Bonus as determined pursuant to Paragraph X.2.
                  or other contingent compensation, reimbursement of business
                  expenses and fringe benefits which would have otherwise been
                  payable to Executive under this Agreement, through the end of
                  the month in which Total Disability or death occurs.

         3.       Upon termination of employment hereunder, Executive shall
                  immediately resign as an employee of Company and as an officer
                  and/or director of Company and of any Company subsidiaries, as
                  applicable. Executive shall promptly return and release all
                  Company property in Executive's

[Corp Exec Officer] [ Corp Officer]       INITIALS: EXECUTIVE _____ COMPANY_____

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EXHIBIT 10.21                                                       Page 6 of 11

                  possession to Company, including but not limited to, any motor
                  vehicles, equipment, supplies, passwords and documents set
                  forth in Paragraph J hereof. Company shall pay Executive, when
                  due, all previously earned and vested but as yet unpaid,
                  salary, prorated Target Bonus as determined pursuant to
                  Paragraph X.2. or other contingent compensation, reimbursement
                  of business expenses and fringe benefits.

P.       GOVERNING LAW: This Agreement shall be interpreted and enforced in
         accordance with the laws of the State of Employment hereunder.

Q.       ARBITRATION CLAUSE:

         1.       Except for the interpretation and enforcement of injunctive
                  relief pursuant to Paragraph R hereof (which shall be subject
                  to litigation in any court having proper jurisdiction), any
                  claim or dispute related to or arising from this Agreement
                  (whether based in contract or tort, in law or equity)
                  including, but not limited to, claims or disputes between
                  Executive and Company or its directors, officers, employees
                  and agents regarding Executive's employment or termination of
                  employment hereunder, or any other business of Company, shall
                  be resolved by a neutral arbitrator agreed upon by both
                  parties, through mandatory, final, binding arbitration in
                  accordance with the procedural and discovery rules of the
                  American Arbitration Association.

         2.       The cost of such arbitration shall be borne by the Company.
                  Any such arbitration must be requested in writing within one
                  (1) year from the date the party initiating the arbitration
                  knew or should have known about the claim or dispute, or all
                  claims arising from that dispute are forever waived. Any such
                  arbitration (or court proceeding as applicable hereunder)
                  shall be held in the city and/or county of employment
                  hereunder. Judgment upon the award rendered through such
                  arbitration may be entered and enforced in any court having
                  proper jurisdiction.

R.       REMEDIES & DAMAGES:

         1.       The parties agree that, in the event of a material breach or
                  threatened material breach of Paragraphs K and/or L hereof,
                  the damage or imminent damage to the value of Company's
                  business shall be impractical and/or impossible to estimate or
                  ascertain, and therefore any remedy at law or in damages shall
                  be inadequate. Accordingly, the parties hereto agree that
                  Company shall be entitled to the immediate issuance of a
                  restraining order or an injunction against Executive in the
                  event of such breach or threatened breach, in addition to any
                  other relief available to Company pursuant to this Agreement
                  or under law.

         2.       Executive agrees that damages resulting from any such breach
                  which involves any customer of Company shall be the actual
                  damages according to proof, as determined by an arbitrator
                  pursuant to Paragraph Q, above.

         3.       To the full extent permitted under the laws of the State of
                  Employment hereunder, Executive authorizes Company to withhold
                  from any severance payments otherwise due to Executive and
                  from any other funds (other than wages) held for Executive's
                  benefit by Company, any damages or losses sustained by Company
                  as a result of any material breach or other material violation
                  of this Agreement by Executive, pending arbitration between
                  the parties as provided for herein.

S.       NO WAIVER: Failure by either party to enforce any term or condition of
         this Agreement at any time shall not preclude that party from enforcing
         that provision, or any other provision of this Agreement, at any later
         time.

T.       SEVERABILITY: The provisions of this Agreement are severable. If any
         arbitrator (or court as applicable hereunder) rules that any portion of
         this Agreement is invalid or unenforceable, the arbitrator's or court's
         ruling shall not affect the validity and enforceability of other
         provisions of this Agreement. It is the intent of the parties that if
         any provision of this Agreement is ruled to be overly broad, the
         arbitrator or court shall

[Corp Exec Officer] [ Corp Officer]       INITIALS: EXECUTIVE _____ COMPANY_____

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EXHIBIT 10.21                                                       Page 7 of 11

         interpret such provision with as much permissible breadth as is
         allowable under law rather than to consider such provision void.

U.       SURVIVAL: All terms and conditions of this Agreement which by
         reasonable implication are meant to survive the termination of this
         Agreement, including but not limited to the Restrictive Covenants and
         Arbitration Clause herein, shall remain in full force and effect after
         the termination of this Agreement.

V.       REPRESENTATIONS: Executive represents and agrees that he or she has
         carefully read and fully understands all of the provisions of this
         Agreement, that he or she is voluntarily entering into this Agreement
         and has been given an opportunity to review all aspects of this
         Agreement with an attorney, if he or she chooses to do so.

W.       NOTICES:

         1.       Any notice required or permitted to be given pursuant to this
                  Agreement shall be in writing and delivered in person, or sent
                  prepaid by certified mail, bonded messenger or overnight
                  express, to the party named at the address set forth below or
                  at such other address as either party may hereafter designate
                  in writing to the other party:

                  EXECUTIVE:        [NAME]
                                    [Home address]
                                    [Home city, state, zip]

                  COMPANY:          ABM INDUSTRIES INCORPORATED
                                    160 Pacific Avenue, Suite 222
                                    San Francisco, CA  94111
                                    Attention:  Chief Executive Officer

                  COPY:             ABM INDUSTRIES INCORPORATED
                                    160 Pacific Avenue, Suite 222
                                    San Francisco, CA  94111
                                    Attention: Chief Employment Counsel

         2.       Any such Notice shall be assumed to have been received when
                  delivered in person, or forty-eight (48) hours after being
                  sent in the manner specified above.

X.       SPECIAL PROVISIONS:

         1.       BASE SALARY:

                  a.       [Executive's annual salary for Fiscal Year 200[ ]
                           shall be no less than his or her salary in effect on
                           October 31, 200[ ], subject to the provisions
                           contained in Subparagraph b, below.]

                           [(Annual salary amount spelled out) ($xxx,xxx) per
                           year effective [month, day, year] through [month,
                           day, year] at the monthly rate of $xxx,xxx.xx payable
                           semi-monthly.]

                  b.       Effective [month, day, year] and at the beginning of
                           each Fiscal Year thereafter, Executive shall be
                           eligible, at the sole discretion of the Company, to
                           receive a merit increase based on Executive's job
                           performance.

                  c.       At the sole discretion of the Board of Directors of
                           the Company (the "Board"), the Company may grant a
                           salary adjustment at any time for reasons deemed
                           appropriate by

[Corp Exec Officer] [ Corp Officer]       INITIALS: EXECUTIVE _____ COMPANY_____

<PAGE>

EXHIBIT 10.21                                                       Page 8 of 11

                           the Board, including but not limited to a change in
                           Executive's duties resulting in a material increase
                           in responsibility.

         2.       BONUS: Subject to proration in the event of modification or
                  termination of employment hereunder and further subject to the
                  maximum bonus payable under Subparagraph d, below, Executive
                  shall be paid a bonus ("Bonus") based on the profit ("Profit")
                  for each Fiscal Year, or partial Fiscal Year, of employment
                  hereunder during the Initial Term, and during the Extended
                  Term, if any, of this Agreement, as follows:

         a.       A Target Bonus for each Fiscal Year shall be initially
                  calculated by multiplying Executive's bonus percentage of
                  [_______________]% times the Company's Profit. Executive's
                  Target Bonus shall be further subject to an Executive
                  Performance Bonus Modifier adjustment of [50% to 150%] [80% to
                  120%] to determine Executive's Actual Bonus. Such adjustment
                  shall be based on criteria contained in Executive's annual
                  Performance Rating (see copy attached as Exhibit I) as
                  recommended by the person(s) to whom Executive reports and
                  reviewed and approved by the Executive Officer Compensation
                  and Stock Option Committee of the Board and the Board.

         B.       [Profit for purposes of determining such Target Bonus, shall
                  be defined as the consolidated income (in accordance with
                  generally accepted accounting principles) before income taxes
                  of the Company, excluding: (i) gains or losses on sales or
                  exchanges of real property or on sales or exchanges of all or
                  substantially all of the stock or assets of a subsidiary
                  corporation or any other business unit of Company [and] [,]
                  (ii) gains or losses on the sales of any discontinued business
                  operations of the Company[.] [and (iii)] [any WTC related
                  gain] [the total amount of all items of income included in the
                  Company's audited consolidated financial statements for any
                  Fiscal Year that result from the Company's receipt of
                  insurance proceeds or other compensation or damages due to the
                  Company's loss of property, business or profits as a result of
                  the destruction of the World Trade Center on September 11,
                  2001.] At any time the Board of Directors of the Company
                  reserves the right to further adjust Profit for purposes of
                  determining a Target Bonus in the event of a Significant
                  Transaction (as defined below) during a Fiscal Year and/or for
                  any unanticipated and material events that are beyond the
                  control of the Company, including but not limited to acts of
                  god, nature, war or terrorism, or changes in the rules for
                  financial reporting set forth by the Financial Accounting
                  Standards Board, the Securities and Exchange Commission,
                  and/or the New York Stock Exchange or for any other reason
                  which the Board determines, in good faith, to be appropriate.

                  [Notwithstanding the foregoing,] [Profit for purposes of
                  determining the Target Bonus in any Fiscal Year during the
                  Initial or Extended Term of this Agreement, shall include WTC
                  Related Gain and WTC Related Carry-Over Gain in an aggregate
                  amount not to exceed a maximum of $10 million per Fiscal Year.
                  For purposes of this Agreement, the term "WTC Related Gain"
                  shall mean the total amount of all items of income included in
                  the Company's audited consolidated financial statements for
                  any Fiscal Year that result from the Company's receipt of
                  insurance proceeds or other compensation or damages due to the
                  Company's loss of property, business or profits as a result of
                  the destruction of the World Trade Center on September 11,
                  2001. Also, for purposes of this Agreement, the term "WTC
                  Related Carry-Over Gain" shall mean the aggregate amount of
                  WTC Related Gain not previously taken into account in
                  determining a Target Bonus for a prior Fiscal Year. Finally,]
                  [F] [f]or purposes of this Agreement, the term "Significant
                  Transaction" shall mean the Company's acquisition or
                  disposition of a business or assets which the Company is
                  required to report under Item 2 of the SEC Form 8-K.

         c.       The Chief Financial Officer of the Company shall calculate the
                  Profit and Target Bonus for purposes of this Agreement.
                  Company shall pay Executive the Actual Bonus for the Fiscal
                  Year, or prorated Target Bonus in the event of modification or
                  termination of employment

[Corp Exec Officer] [ Corp Officer]       INITIALS: EXECUTIVE _____ COMPANY_____

<PAGE>

EXHIBIT 10.21                                                       Page 9 of 11

                   hereunder, following completion of the audit of the Company's
                   financial statements and approval by the Company's Executive
                   Officer Compensation and Stock Option Committee and the
                   Company's Board of Directors, but no later than seventy-five
                   (75) days after the end of each Fiscal Year. The Company in
                   its sole discretion may pay any Actual Bonus or prorated
                   Target Bonus earlier. The Actual Bonus for any partial Fiscal
                   Year shall be prorated for the fraction of the Fiscal Year
                   for which such Actual Bonus is payable. Absent bad faith or
                   material error, any calculations of the Chief Financial
                   Officer and any conclusions of the Board, with respect to the
                   amounts of the Profit, Target Bonus or Actual Bonus, shall be
                   final and binding upon Executive and Company.

         d.        Executive's maximum Actual Bonus for each Fiscal Year shall
                   be [50%] [100%] of the Base Salary for that year as
                   determined pursuant to this Agreement. In the event of
                   modification or termination of employment hereunder,
                   Executive's prorated Target Bonus shall not exceed such
                   percent of prorated Base Salary.

         [e.]      [Notwithstanding the foregoing, no Bonus for any Fiscal Year
                   of the Company shall be payable unless the Company's EPS for
                   the Fiscal Year then ending is equal to or greater than
                   eighty percent (80%) of the Company's EPS for the previous
                   Fiscal Year of the Company, in each case excluding any gains
                   and losses from sales of discontinued operations[.] [and any
                   WTC Related Gain.]

         [e.] [f.] Nothing contained in this Agreement shall entitle Executive
                   to receive a bonus or other incentive or contingent
                   compensation from Company based on any sales or profits made
                   [(including but not limited to any WTC Related Gain or WTC
                   Related Carry-Over Gain realized)] by Company after
                   termination of the Initial or Extended Term of this Agreement
                   or of employment hereunder.

         [f.] [g.] Notwithstanding any other provision hereof, the Board may,
                   prior to the beginning of any Fiscal Year, approve and notify
                   the Executive of a modification to the Bonus percentage
                   determined hereunder (either higher or lower), based on such
                   performance and financial measures and other factors as the
                   Board shall determine in its sole discretion. The Board's
                   decision in this regard shall be deemed final and binding on
                   Executive regardless of the amount of Target or Actual Bonus
                   otherwise calculated pursuant to the foregoing provisions. In
                   addition, the Board reserves the option at any time to grant
                   a discretionary incentive bonus, which shall not be subject
                   to the maximum Bonus provisions described in paragraph X.2.d
                   above.

Y.       SCOPE OF CERTAIN PROVISIONS: All references to Company in Paragraphs H,
         J, K, L, O.3 and R in this Agreement shall include Company, and its
         subsidiary corporations and other Company affiliates.

Z.       ENTIRE AGREEMENT: Unless otherwise specified herein, this Agreement
         sets forth every contract, understanding and arrangement as to the
         employment relationship between Executive and Company, and may only be
         changed by a written amendment signed by both Executive and Company.

         1.        The parties intend that this Agreement speak for itself, and
                   that no evidence with respect to its terms and conditions
                   other than this Agreement itself may be introduced in any
                   arbitration or judicial proceeding to interpret or enforce
                   this Agreement.

         2.        It is specifically understood and accepted that this
                   Agreement supersedes all oral and written employment
                   agreements between Executive and Company prior to the date
                   hereof, as well as all conflicting provisions of Company's
                   Guidelines for Corporate Approval and its Human Resources
                   Manual, including but not limited to the termination,
                   discipline and discharge provisions contained therein.

[Corp Exec Officer] [ Corp Officer]       INITIALS: EXECUTIVE _____ COMPANY_____

<PAGE>

EXHIBIT 10.21                                                      Page 10 of 11

         3.       This Agreement may not be amended except in a writing signed
                  by the Executive and Chief Executive Officer and approved by
                  the Company's Board of Directors.

FULL KNOWLEDGE & UNDERSTANDING: Executive and Company hereby acknowledge that
they have carefully read and fully understand all terms and conditions of this
Agreement, that they have been given an opportunity to review all aspects of
this Agreement with an attorney if they so choose, and that they are voluntarily
entering into this Agreement with full knowledge of the benefits and burdens,
and the risks and rewards, contained herein.

IN WITNESS WHEREOF, Executive and an officer and Director of the Company have
executed this Agreement as of the date set forth above:

         EXECUTIVE:     Signature: _____________________________________________

                        Date:      _____________________________________________

         COMPANY:                        ABM INDUSTRIES INCORPORATED

                        Date:      _____________________________________________

                        Signature: _____________________________________________

                        Title:     _____________________________________________

                        Signature: _____________________________________________

                        Title:     _____________________________________________

[Corp Exec Officer] [ Corp Officer]       INITIALS: EXECUTIVE _____ COMPANY_____

<PAGE>

EXHIBIT 10.21                                                      Page 11 of 11

                                                                       EXHIBIT I

NAME OF EXECUTIVE:

                   2004 EXECUTIVE PERFORMANCE BONUS MODIFIERS
                          RATINGS AND CALCULATION SHEET
                             ABM EXECUTIVE OFFICERS

<TABLE>
<CAPTION>
                                                             NEEDS               MEETS              EXCEEDS            SUPERIOR
                                     UNSATISFACTORY       IMPROVEMENTS        REQUIREMENTS        REQUIREMENTS        PERFORMANCE
<S>                                  <C>             <C>  <C>           <C>   <C>            <C>  <C>            <C>  <C>
Circle one rating in each category

I.   STRATEGIC LEADERSHIP                 1          2         3        4          5         6          7        8          9

II.  FINANCIAL LEADERSHIP                 1          2         3        4          5         6          7        8          9

III. PERFORMANCE AGAINST BUDGET           1          2         3        4          5         6          7        8          9

IV.  EMPLOYEE LEADERSHIP                  1          2         3        4          5         6          7        8          9
   Employee Relations
   Staff Development
   Recruitment, Retention, Motivation
   Teamwork

V. COMPLIANCE & ADMINISTRATION            1          2         3        4          5         6          7        8          9

TOTAL RATING SCORE:                       [_]
</TABLE>

43 - 45 points = 150% of Profit Bonus
40 - 42 points = 140% of Profit Bonus
36 - 39 points = 130% of Profit Bonus
31 - 35 points = 120% of Profit Bonus
28 - 30 points = 110% of Profit Bonus
25 - 27 points = 100% of Profit Bonus
23 - 24 points = 90% of Profit Bonus
21 - 22 points = 80% of Profit Bonus
19 - 20 points = 70% of Profit Bonus
16 - 18 points = 60% of Profit Bonus
>15 points = 50% of Profit Bonus

                                                   _____________________________
                                                   Reviewer's Signature

[Corp Exec Officer] [ Corp Officer]       INITIALS: EXECUTIVE _____ COMPANY_____