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): February 1925, 2009

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 5 1.0201. ~~Departure~~Entry ofinto ~~Directors~~a orMaterial ~~Certain~~Definitive ~~Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.~~Agreement

Item 9.01. Financial Statements and Exhibits.

SIGNATURES

Item 5 1.0201. Entry ~~Departure~~into ofa ~~Directors~~Material orDefinitive ~~Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers~~Agreement

~~(b)~~ On February 1825, 2009, ~~Jean~~American ~~Ann~~Achievement ~~McKenzie,~~Group aHolding ~~member~~Corp. of (the ~~Boards~~“Company”) entered ofinto ~~Directors~~an ofagreement to repurchase $104,301,834 aggregate principal amount ~~American~~(excluding ~~Achievement~~any ~~Group~~accrued ~~Holding~~and ~~Corp.,~~unpaid ~~AAC~~interest) ~~Group~~of ~~Holding~~its ~~Corp~~12.,75% ~~and~~Senior ~~American Achievement~~PIK ~~Corporation~~Notes due 2012 (the “~~Registrants~~Notes”) for an aggregate purchase price of $24,000,000. For ~~notified~~no additional consideration, the ~~Registrants~~sellers of ~~her~~the ~~resignation~~Notes, asrepresenting a ~~member~~majority ofin ~~each~~principal amount of ~~their~~the ~~respective~~Notes, ~~Boards~~consented ofto ~~Directors~~a second supplemental indenture (the “Second Supplemental Indenture”), which will ~~effective~~amend asthe ofindenture, dated June 12, 2006, governing the Notes. The Second Supplemental Indenture was entered into on February 1825, 2009 by the Company and the trustee under the indenture governing the Notes. ~~Ms.~~It removes ~~McKenzie’s~~substantially ~~decision~~all isof ~~for personal~~the ~~reasons~~restrictive and ~~not~~reporting covenants under the indenture, ~~result~~as well as certain events of ~~any~~default ~~disagreement~~and ~~with~~related provisions. A copy of the Second Supplemental Indenture is attached ~~Registrants~~as Exhibit 4.1 to this Form 8-K and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

4.1 Second Supplemental Indenture dated as of February 25, 2009.

SIGNATURES

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

	American Achievement Group Holding Corp. AAC Group Holding Corp. American Achievement Corporation
	AMERICAN ACHIEVEMENT GROUP HOLDING CORP. AAC GROUP HOLDING CORP. AMERICAN ACHIEVEMENT CORPORATION
Date: February 19, 2009	By:	/s/ DONALD J. PERCENTI
Date: February 25, 2009	By:	/s/ DONALD J. PERCENTI
		Donald J. Percenti
		Chief Executive Officer

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