Item 1.01 - Entry Into a Material Definitive Agreement

On February 15, 2013, Education Management LLC (the "Borrower") and Education Management Holdings LLC ("Holdings"), each a subsidiary of Education Management Corporation, entered into Amendment No. 1 to that certain Letter of Credit Facility Agreement (the "Facility"), dated March 9, 2012, among the Borrower, Holdings, certain subsidiaries of Holdings and BNP Paribas, as Administrative Agent, Collateral Agent, Issuing Bank and a Lender thereunder, to extend the maturity date of the Facility to the earlier of (a) July 8, 2014, (b) the date of any early termination of the revolving commitments otherwise scheduled to mature in 2015 under the Borrower's existing Second Amended and Restated Credit and Guarantee Agreement, dated as of December 7, 2010, by and among the Borrower, BNP Paribas, as Administrative and Collateral Agent, and certain other parties thereto, as amended or (c) the date on which the Letter of Credit Facility Agreement, dated as of November 30, 2011, by and among the Borrower, Holdings, certain subsidiaries of Holdings and Bank of America, N.A., as Administrative Agent, Collateral Agent, Issuing Bank and a Lender thereunder, as amended by Amendment No. 1 thereto dated as of January 29, 2013, which currently is scheduled to mature on July 8, 2014, has matured, been accelerated or been terminated.

Item 2.03 - Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.

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