8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

January 26, 2007
Date of report (Date of earliest event reported)

ALTRA HOLDINGS, INC.
ALTRA INDUSTRIAL MOTION, INC.

(Exact Name of Registrant as Specified in Its Charter)

Delaware Delaware	001-33209 333-124944	61-1478870 30-0283143
(State or Other Jurisdiction	(Commission	(IRS Employer
of Incorporation)	File Number)	Identification No.)
14 Hayward Street, Quincy, Massachusetts		02171
(Address of principal executive offices)		(Zip Code)

(617) 328-3300
(Registrant’s telephone number, including area code)

     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):

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

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

TABLE OF CONTENTS

Ex-99.1 Press Release dated January 26, 2007

Item 8.01 Other Events.

     On January 27, 2007, Altra Industrial Motion, Inc. announced that it will redeem on February 27, 2007 (the “Redemption Date”) £11,550,000 aggregate principal amount of its outstanding 11¼% Senior Notes due 2013 (the “Notes”), representing 35% of the issued and outstanding Notes, at a redemption price of 111.25% of the principal amount of the Notes, plus accrued and unpaid interest to (but not including) the Redemption Date, using the proceeds from an equity offering consummated by Altra Holdings, Inc. on December 20, 2006. The press release announcing the redemption of the Notes is attached as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Description
99.1	Press Release, dated January 26, 2007

SIGNATURES

     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.

Altra Holdings, Inc.
By:	/s/ David Wall
	Name:	David Wall
	Title:	Chief Financial Officer

Date: January 26, 2007

     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.

Altra Industrial Motion, Inc.
By:	/s/ David Wall
	Name:	David Wall
	Title:	Chief Financial Officer

Date: January 26, 2007

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release, dated January 26, 2007

EX-99.1

EXHIBIT 99.1

Altra Industrial Motion, Inc. Announces Optional Redemption of
11 1/4% Senior Notes due 2013

Quincy, MA — January 26, 2007

Altra Industrial Motion, Inc. today announced that it will redeem on February 27, 2007 (the “Redemption Date”) £11,550,000 aggregate principal amount of its outstanding 11 1/4% Senior Notes due 2013 (the “Notes”), representing 35% of the issued and outstanding Notes, at a redemption price of 111.25% of the principal amount of the Notes, plus accrued and unpaid interest to (but not including) the Redemption Date, using the proceeds from an equity offering consummated by Altra Holdings, Inc. on December 20, 2006.

A notice of redemption containing information required by the terms of the indenture governing the Notes will be mailed to noteholders. The address of the paying agent for purposes of surrendering Notes in connection with the redemption is:

BY REGISTERED OR CERTIFIED MAIL, OVERNIGHT DELIVERY, OR HAND DELIVERY:

The Bank of New York
Lower Ground Floor
30 Cannon Street
London EC4M 6XH
Attn: Amanda Smith

OR

The Bank of New York (Luxembourg) S.A.
Aerogolf Centre
1A, Hoehenhof
L-1736 Senningerberg
Grand Duchy of Luxembourg

Altra Industrial Motion, Inc. is a leading multinational designer, producer and marketer of a wide range of mechanical power transmission products. The company brings together strong brands covering over 35 product lines with production facilities in six countries and sales coverage in over 70 countries. Our leading brands are Ameridrives, Boston Gear, Warner Electric, Formsprag Clutch, Industrial Clutch, Kilian, Marland Clutch, Nuttall Gear, Stieber and Wichita Clutch, Twiflex Limited, Bibby Transmissions, Matrix International, Inertia Dynamics and Huco Dynatork.

# # #

CONTACT INFORMATION:

David Wall
Chief Financial Officer
Altra Industrial Motion, Inc.
14 Hayward Street
Quincy, Massachusetts 02171
Phone: (617) 689-6380
Email: david.wall@altramotion.com