FORM 8-K - 09/24/2004
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)     September 24, 2004


BALLY TOTAL FITNESS HOLDING CORPORATION

(Exact name of registrant as specified in its charter)

Delaware 0-27478 36-3228107



(State or other jurisdiction
of incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)


8700 West Bryn Mawr Avenue, Chicago, Illinois 60631


(Address of principal executive offices) (Zip Code)


Registrant’s telephone number, including area code     (773) 380-3000


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:

[ ] 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))




BALLY TOTAL FITNESS HOLDING CORPORATION
FORM 8-K
Current Report


Item 8.01 Other Events
     
  

On September 24, 2004, Bally Total Fitness Holding Corporation issued a press release related to obtaining a consent under its Credit Agreement, dated as of November 18, 1997, as amended and restated as of July 2, 2003. A copy of the press release and the consent is attached hereto as Exhibits 99.1 and 99.2 and incorporated by reference herein.

     
Item 9.01 Financial Statements and Exhibits
     
   c.   Exhibits
     
          99.1 Press release dated September 24, 2004.
        
          99.2 Consent, dated as of September 24, 2004, under the Credit Agreement, dated as of November 18, 1997, as amended and restated as of July 2, 2003, as amended, among Bally Total Fitness Holding Corporation, the lenders parties thereto, JP Morgan Chase Bank, Deutsche Bank Trust Company Americas and LaSalle Bank National Association.


           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.



  BALLY TOTAL FITNESS HOLDING CORPORATION  
 
  Registrant
   
Dated: September 24, 2004 /s/ William G. Fanelli
 
  William G. Fanelli
  Senior Vice President, Acting Chief Financial Officer