UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
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                                    FORM 8-K

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                                 CURRENT REPORT


     PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

                         Date of Report: April 15, 2005
               (Date of earliest event reported: April 15, 2005)

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                               MUZAK HOLDINGS LLC
            (Exact Name of Registrants as Specified in their charter)
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         DELAWARE                       333-78571-02              04-3433730
(State or Other Jurisdiction of   (Commission File Number)     (I.R.S. Employer
 Incorporation or Organization)                              Identification No.)


                               3318 LAKEMONT BLVD.
                               FORT MILL, SC 29708
          (Address of Principal Executive Offices, including Zip Code)

                                 (803) 396-3000
                     (Telephone Number including Area Code)

                                       N/A
          (Former Name or Former address, if Changed Since Last Report)

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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))

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Item 2.02. Results of Operations and Financial Condition

     On April 15, 2005, Muzak Holdings LLC announced its consolidated financial
results for the quarter and year ended December 31, 2004. A copy of the press
release is furnished with this report as Exhibit 99.1 to this Form 8-K and is
incorporated herein by reference.


Item 9.01. Financial Statements and Exhibits

Exhibit No.      Description of Exhibit
- -----------      ----------------------
99.1             Press Release issued by Muzak Holdings LLC dated April 15, 2005



                                    SIGNATURE

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: April 15, 2005

Muzak Holdings LLC

By:    /S/ Stephen P. Villa
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Name:  Stephen P. Villa
Title: Chief Financial Officer,
       Chief Operating Officer