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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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                                    FORM 8-K
                                 CURRENT REPORT

     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

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         Date of Report (Date of earliest event reported): July 29, 2008

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                                  Conn's, Inc.
             (Exact name of registrant as specified in its charter)


        Delaware                       000-50421                  06-1672840
(State or other jurisdiction    (Commission File Number)        (IRS Employer
    of incorporation)                                        Identification No.)


                 3295 College Street
                   Beaumont, Texas                                  77701
       (Address of principal executive offices)                   (Zip Code)


       Registrant's telephone number, including area code: (409) 832-1696

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                                 Not applicable
         (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))

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Item 1.01  Entry into a Material Definitive Agreement.

     Effective July 29, 2008, Conn Funding II, L.P., a special purpose affiliate
of the  Company,  entered an  "Amendment  No. 1 To  Amended  and  Restated  Note
Purchase  Agreement"  with Conn Funding II, L.P.,  as Issuer,  Conn  Appliances,
Inc., a wholly owned subsidiary of the Company as Seller,  Three Pillars Funding
LLC,  JPMorgan  Chase Bank,  N.A.,  Park Avenue  Receivables  Company,  LLC, and
SunTrust  Robinson  Humphrey,  Inc.,  amending  its  Amended and  Restated  Note
Purchase Agreement dated September 10, 2007.

     The  Amendment  No. 1 provides for the addition of a definition  of an "ABL
Facility" to be any loan  facility  secured by the  indebtedness  of any obligor
under  contracts  originated  by the  Company  related  to the  sale of goods or
merchandise, service maintenance agreements and credit insurance agreements, and
all amounts due there under.

     The Amendment  No. 1 also  provides that the Tranche A Purchase  Expiration
Date (as defined in the Amended and Restated Note Purchase  Agreement) means the
earlier of (i) August 15, 2008 (as such date may be  extended  from time to time
pursuant to Section 2.4 of the Amended and Restated Note Purchase  Agreement) or
(ii) the execution of agreements  related to an ABL Facility,  as defined in the
Amendment No. 1.


Item 9.01  Financial Statements and Exhibits

Exhibit 99.4                                      Amendment No. 1 to Amended and
                                                Restated Note Purchase Agreement


                                    SIGNATURE

     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.


                                        CONN'S, INC.


Date: July 29, 2008                     By: /s/ Michael J. Poppe
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                                            Name: Michael J. Poppe
                                            Title: Chief Financial Officer