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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 25, 2005

TWEETER HOME ENTERTAINMENT GROUP, INC.

(Exact name of registrant as specified in its charter)
         
Delaware   0-24091   04-3417513
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (I.R.S. Employer
Identification No.)


40 Pequot Way
Canton, Massachusetts 02021
(781) 830-3000

(Address, including zip code, of registrant’s principal executive offices
and 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))



 


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Item 2.02. Results of Operations and Financial Condition
Item 9.01. Financial Statements and Exhibits
SIGNATURES
EXHIBIT INDEX
EX-99.1 Press Release dated January 25, 2005
EX-99.2 Transcript of fiscal 2005 first quarter earnings conference call


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Item 2.02. Results of Operations and Financial Condition.

               On January 25, 2005, the registrant announced its earnings results for the quarter ended December 31, 2004. A copy of the press release issued by the registrant regarding the foregoing is filed herewith as Exhibit 99.1 and is incorporated herein by reference.

               In addition, on January 25, 2005, the registrant conducted its earnings conference call for the quarter ended December 31, 2004. A transcript of the call is filed herewith as Exhibit 99.2 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits

(c) Exhibits.

  99.1   Press Release dated January 25, 2005 announcing earnings results for the quarter ended December 31, 2004.

  99.2   Transcript of fiscal 2005 first quarter earnings conference call.

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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.

TWEETER HOME ENTERTAINMENT GROUP, INC.

DATED: January 27, 2005

         
By:
  /s/ Joseph G. McGuire    
       
  Joseph G. McGuire    
  Senior Vice President and Chief Financial Officer    

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EXHIBIT INDEX

     
Exhibit No.   Description
99.1
  Press Release dated January 25, 2005 announcing earnings results for the quarter ended December 31, 2004
 
   
99.2
  Transcript of fiscal 2005 first quarter earnings conference call

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