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): JANUARY 14, 2002 ------------------ MUZAK LLC ------------------ (Exact Name of Registrants as Specified in their charter) Delaware 333-78571-01 04-3433729 ----------------- ----------------------- --------------------- (State or Other Jurisdiction of (Commission File Number) (IRS Employer Identification No.) Incorporated or Organization) 3318 LAKEMONT BLVD FORT MILL, SC 29708 ----------------------------------------------------------- (Address of principal executive offices, including zip code) (803) 396-3000 ------------------ (Registrant's telephone number, including area code) Item 9. Regulation FD Disclosure Muzak LLC has violated the maximum consolidated capital expenditures covenant of its Senior Credit Facility for the period ending December 31, 2001 and will be seeking a waiver of such violation from the requisite lenders under the Senior Credit Facility. Insurance, which Muzak LLC had secured to cover increased costs in the event of a failure of PanAmSat Corporation's Galaxy IIIR satellite, expired on December 31, 2001. While Muzak LLC is investigating the availability of insurance that would provide comparable coverage, such comparable coverage may not be available in light of the failure of Galaxy IIIR's primary spacecraft control processor and current market conditions in the insurance industry. The Galaxy IIIR satellite has been operating on its backup spacecraft control processor, following the failure of its primary spacecraft control processor, since April 2001. To date, there have been no outages of the secondary control processor. Muzak LLC plans to transition service to Galaxy IIIC which is intended by PanAmSat to serve as the replacement for Galaxy IIIR. As of December 2001, PanAmSat estimated that Galaxy IIIC would launch in the first quarter of 2002 and commence service in the second quarter of 2002. Muzak LLC, together with its franchisees, transmits music to approximately 120,000 client locations via Galaxy IIIR.