8-K

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 17, 2006

STEINWAY MUSICAL INSTRUMENTS, INC.
(Exact name of registrant as specified in its charter)

Delaware	001-11911	35-1910745
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

800 South Street, Suite 305, Waltham, Massachusetts 02453
(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code:

(781) 894-9770

N/A
(Former name or former address, if changed since last report)

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:

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))

ITEM 8.01 OTHER EVENTS

On February 17, 2006, Steinway Musical Instruments, Inc. (the “Company”) issued a press release (the “Press Release”) announcing the pricing of its private offering of $175 million in aggregate principal amount of 7% Senior Notes due 2014 (the “7% Notes”).

The offering of the 7% Notes has not been and will not be registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States absent a registration under the Securities Act of 1933, as amended, or an applicable exemption from such registration requirements.

This Current Report on Form 8-K shall not constitute an offer to sell or the solicitation of an offer to purchase the 7% Notes.

The Press Release attached to this Current Report on Form 8-K as Exhibit 99.1 is incorporated herein by reference.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

The following exhibit is filed as part of this Current Report on Form 8-K.

Exhibit No.	Description
99.1	Press release issued by the Company on February 17, 2006

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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.

Date: February 17, 2006	STEINWAY MUSICAL INSTRUMENTS, INC.
	By:	/s/ Dana D. Messina
	Name:	Dana D. Messina
	Title:	President and Chief Executive Officer

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EXHIBIT INDEX

Exhibit No.	Description
99.1	Press release issued by the Company on February 17, 2006

4

EX-99.1

Exhibit 99.1

For Immediate Release:

Steinway Announces Pricing of $175 Million of Senior Notes

WALTHAM, MA - February 17, 2006 - Steinway Musical Instruments, Inc. (NYSE: LVB) today announced the pricing of its private offering of $175 million in aggregate principal amount of 7% senior notes due 2014. Steinway anticipates that the consummation of the offering will occur on February 23, 2006 and intends to use the proceeds from the offering, together with cash on hand, to fund its previously announced tender offer for any and all of its 8.75% senior notes due 2011 with an outstanding principal amount of $166.2 million and the redemption of any of its 8.75% senior notes due 2011 that are not tendered.

The new notes will be offered at a price of $992.435 per $1,000 principal amount of notes. The notes, which are senior unsecured obligations of Steinway, will pay interest semi-annually and will be guaranteed by the Company’s domestic subsidiaries.

The notes will be issued in a private placement and are expected to be resold by the initial purchaser to qualified institutional buyers and non-U.S. persons pursuant to Rule 144A and Regulation S, respectively, of the Securities Act of 1933, as amended. The offering of new senior notes has not been and will not be registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States absent a registration under the Securities Act of 1933, as amended, or an applicable exemption from such registration requirements.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any of these securities.

“Safe Harbor” Statement Under the Private Securities Litigation Reform Act of 1995

This release contains “forward-looking statements” which represent the Company’s present expectations or beliefs concerning future events. The Company cautions that such statements are necessarily based on certain assumptions which are subject to risks and uncertainties which could cause actual results to differ materially from those indicated in this release. These risk factors include the following: changes in general economic conditions; recent geopolitical events; increased competition; work stoppages and slowdowns; exchange rate fluctuations; variations in the mix of products sold; market acceptance of new band instrument product and distribution strategies; ability of suppliers to meet demand; fluctuations in effective tax rates resulting from shifts in sources of income; and the ability to successfully integrate and operate acquired businesses. Further information on these risk factors is included in the Company’s filings with the SEC.

Contact:	Julie A. Theriault
Telephone:	781-894-9770
E-mail:	ir@steinwaymusical.com