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): ~~May~~August 158, 2008

American Achievement Group Holding Corp.

AAC Group Holding Corp.

American Achievement Corporation

(Exact name of registrants as specified in their charters)


(State or other jurisdiction of	(Commission File Number)	(I.R.S. Employer
incorporation or organization)		Identification No.)
Delaware	333-137067	20-4833998
Delaware	333-121479	20-1854833
Delaware	333-84294	13-4126506

~~____________________________________~~ 7211 Circle S Road

Austin, Texas 78745

(Address of Principal Executive Offices, Zip Code)

Registrants’ telephone number, including area code (512) 444-0571 ~~____________________________________~~

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrants under any of the following provisions:

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

[ ] Soliciting material pursuant to Rule 14a-12 under 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))

TABLE OF CONTENTS

Item 1.01. Entry into a Material Definitive Agreement

Item 87.01. ~~Other~~ ~~Events~~Regulation FD Disclosure

Item 9.01. Financial Statements and Exhibits

SIGNATURES

Item 1.01. Entry into a Material Definitive Agreement

~~Stock~~Supplemental ~~Purchase~~Indenture ~~Agreement~~– -American ~~Pursuant~~Achievement toGroup aHolding ~~Stock~~Corp. ~~Purchase~~(the ~~Agreement~~“Company”) and U.S. Bank National Association, as trustee, entered into a supplemental indenture dated ~~May~~August 158, 2008 ~~among~~, ~~Herff~~which ~~Jones~~will ~~Inc.~~amend (the ~~“Buyer)~~indenture, ~~American~~ ~~Achievement~~dated ~~Group Holding~~June ~~Corp~~12, 2006. The ~~(the~~supplemental ~~“Company”~~indenture will (1) ~~and~~require ~~the~~that, ~~holders~~upon consummation of ~~all~~a ofprevious ~~the~~announced ~~Company’s~~transaction ~~equity securities~~with ~~(the~~Herff ~~“Equity~~Jones ~~Holders”)~~Inc., the Company ~~Equity~~shall ~~Holders~~redeem ~~have~~all ~~agreed~~of toits ~~sell~~outstanding ~~all~~Notes offor which valid consents have ~~the~~been delivered ~~equity~~at a redemption price in ~~the~~cash ~~Company,~~equal to 101% of the aggregate ~~parent~~principal ~~company~~amount of ~~American~~such ~~Achievement~~Notes plus accrued and unpaid interest, if ~~Corporation~~any, to but not including the ~~Buyer~~date (of the ~~“Transaction”). The~~consummation of the Transaction, isand ~~subject~~(2) toremove ~~regulatory~~substantially ~~approvals~~all of the restrictive and ~~customary~~reporting ~~closing~~covenants under ~~conditions. Among~~the ~~other~~Indenture, as well as certain events of default and related provisions, including without limitation, the ~~Stock~~covenant ~~Purchase~~that ~~Agreement~~would otherwise require the ~~includes~~Company ~~representations~~to ~~and~~make ~~warranties~~an ofoffer to purchase the ~~parties~~Notes ~~and~~upon ~~restrictions~~consummation onof the ~~actions~~Transaction byas currently provided in the ~~Company~~Indenture (the “Covenant Amendment”). The ~~press~~Covenant ~~release~~Amendment ~~announcing~~will ~~the~~only ~~Transaction is~~bind ~~attached~~all asNotes anfor which ~~exhibit~~valid toconsents ~~this~~have ~~report~~not been delivered.

Item 87.01. ~~Other~~Regulation ~~Events~~FD Disclosure

In connection with the Transaction, the Company has entered into arrangements with holders of a majority (the “Majority Holders”) in principal amount of the Company’s 12.75% Senior PIK Notes due 2012 (the “Notes”) to launch a consent solicitation to provide all holders of the Notes with the opportunity to consent to the following amendments to the indenture governing the Notes: (i) an amendment requiring the Company, upon consummation of the Transaction, to redeem at a price of 101% the Notes held by any holder that timely consents to the proposed amendments and (ii) an amendment, effective promptly following the completion of the consent solicitation, to remove substantially all of the restrictive and reporting covenants under the indenture for the Notes. The ~~covenant~~attached ~~removal~~press ~~would~~release ~~remain~~was ~~effective for non-consenting~~issued ~~Notes~~on ~~even~~August ~~if the Transaction has not closed. The Majority Holders have already consented to these proposed amendments~~8, ~~providing sufficient consents to approve such amendments~~2008.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

99.1 Press release dated as of ~~May~~August 168, 2008

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: May 16, 2008	By:	/s/ DONALD PERCENTI
	AMERICAN ACHIEVEMENT GROUP HOLDING CORP. AAC GROUP HOLDING CORP. AMERICAN ACHIEVEMENT CORPORATION
		Donald Percenti Chief Executive Officer
Date: August 8, 2008	By:	/s/ DONALD PERCENTI
		Donald Percenti
		Chief Executive Officer

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