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): ~~April~~July 101, 2013

GOOD SAM ENTERPRISES, LLC

(Exact name of company as specified in its charter)

Delaware	000-22852	13-3377709
(State of incorporation)	Commission File Number	(IRS Employer
		Identification No.)

250 Parkway Drive, Suite 270		~~(847) 229-6720~~
Lincolnshire, IL 60069		(~~Registrant’s~~847) ~~telephone~~229-6720
(Address of executive offices)		~~number~~(Registrant’s ~~including area code)~~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 registrants under any of the following provisions (see General Instructions 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 13d-4 (c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01 Other Events.

On ~~March~~July 121, 2013, Good Sam Enterprises, LLC (the “Company”) ~~offered~~issued a press release announcing the commencement of an offer to purchase up to $4,950,000 in principal amount of the Company’s outstanding 11.50% Senior Secured Notes due 2016 (the “Notes”). The offer tois ~~purchase~~being ~~was~~ made by the Company as an excess cash flow offer pursuant to the Indenture, dated as of November 30, 2010, pursuant to which the Notes were issued. The ~~offer~~contents toof ~~purchase~~such ~~expired~~press onrelease ~~April 10,~~are ~~2013. No~~incorporated ~~Holder~~by ~~elected~~reference toin ~~have~~this ~~its Notes purchased prior to the expiration date~~Item 8.01.

Item 9.01: Financial Statements and Exhibits

a. Financial Statements: N/A

b. Pro forma financial statements: N/A

c. Shell company transactions: N/A

d. Exhibits: ~~N/A~~

Description of Exhibit		Exhibit No.

Press Release, dated July 1, 2013, issued by the Company		99.1

SIGNATURES

	GOOD SAM ENTERPRISES, LLC
	(Company)
Date: April 11, 2013	/s/ Thomas F. Wolfe
Date: July 1, 2013		/s/ Thomas F. Wolfe
	~~Thomas F. Wolfe~~	Thomas F. Wolfe
	Chief Financial Officer
		Executive Vice President of Operations/
		Chief Financial Officer

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