---

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 28, 2007

 

---

Learning Tree International, Inc.

(Exact name of Registrant as specified in its charter)

 

---

 

Delaware		0-27248		95-3133814
(State or other jurisdiction of incorporation or organization)		Commission file number		(I.R.S. Employer identification No.)

1805 Library Street, Reston, VA 20190

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code (703) 709-9119

 

---

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):

 

¨	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))

 

---

---

Item 1.01.

Entry into a Material Definitive Agreement

On February 28, 2007, Learning Tree International USA, Inc., a wholly owned subsidiary of Learning Tree International, Inc. a Delaware corporation, received the executed counterpart by the landlord of a five year extension on the 29,433 square foot facility located at 1801 Rockville Pike, Rockville, Maryland. The facility lease now continues through July 31, 2012 with average annual rent payments of approximately $943,750.

 

Item 9.01.

Financial Statements and Exhibits

(c) Exhibits.

99.1 Learning Tree International USA, Inc. - Facility agreement with PRIM 1801 Rockville Pike, LLC.

---

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.

 

		LEARNING TREE INTERNATIONAL, INC.
Dated: March 1, 2007		By:		/s/NICHOLAS R. SCHACHT
				Nicholas R. Schacht Chief Executive Officer

.