UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 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):  Febraury 9, 2005            
                                               ---------------------------------


                          Pre-Paid Legal Services, Inc.
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             (Exact Name of Registrant as Specified in Its Charter)


                                    Oklahoma
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                 (State or Other Jurisdiction of Incorporation)


               1-9293                          73-1016728 
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      (Commission File Number)      (IRS Employer Identification No.)


                   One Pre-Paid Way
                        Ada, OK                                      74820      
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       (Address of Principal Executive Offices)                   (Zip Code)


                                 (580) 436-1234
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              (Registrant's Telephone Number, Including Area Code)


                                                                               
          (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 (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.

     Effective February 9, 2005,  Pre-Paid Legal Services,  Inc. (the "Company")
adjusted the compensation of its Chairman and Chief Executive  Officer,  Harland
C.  Stonecipher,  for 2005. As disclosed in the Company's  proxy statement dated
April 26, 2004, Mr.  Stonecipher  receives a majority of his compensation in the
form of a bonus which is calculated  as a specified  percentage of the Company's
total  membership  fees,  subject  to  the  achievement  of  certain  levels  of
membership fees. For 2005, the amount of this bonus compensation will be reduced
by  $500,000.  An  equivalent  reduction in  compensation  has been made for the
Company's  National  Marketing  Director,   Wilburn  Smith.  The  reductions  in
compensation  were based in large part on the fact that the Company now owns two
airplanes which were previously owned by Mr. Stonecipher and Mr. Smith.

                                   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 thereunto duly authorized.

                          Pre-Paid Legal Services, Inc.


                          By:      /s/ Randy Harp                               
                          ------------------------------------------------------
                          Randy Harp, Chief Operating Officer

Date:  February 14, 2005