UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

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)

October 25, 2004

RENT-A-CENTER, INC.

5700 Tennyson Parkway
Plano, Texas 75024
(Address of principal executive offices and zip code)

(972) 801-1100
(Registrant’s telephone
number, including area code)

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 (see General Instruction A.2. below):

Table of Contents

Item 2.02 Results of Operations and Financial Condition.

     Attached hereto as Exhibit 99.1 is the Registrant’s press release reflecting earnings information for the quarter ended September 30, 2004.

     The press release contains information regarding EBITDA (earnings before interest, taxes, depreciation and amortization), which is a non-GAAP financial measure as defined in Item 10(e) of Regulation S-K. The press release also contains a reconciliation of EBITDA to the Registrant’s reported earnings before income taxes. Management of the Registrant believes that presentation of EBITDA is useful to investors, as among other things, this information impacts certain financial covenants under the Registrant’s senior credit facilities and the indenture governing its 7 1/2% Senior Subordinated Notes due 2010. While management believes this non-GAAP financial measure is useful in evaluating the Registrant, this information should be considered as supplemental in nature and not as a substitute for or superior to the related financial information prepared in accordance with GAAP. Further, the non-GAAP financial measure may differ from similar measures presented by other companies.

     Pursuant to General Instruction B.2. of Form 8-K, all of the information contained in this Form 8-K and the accompanying exhibit shall be deemed to be “furnished” and not “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and, therefore, shall not be incorporated by reference in any filing under the Securities Act of 1933, as amended.

Item 9.01 Financial Statements and Exhibits.

     (c) Exhibits

     Exhibit 99.1 Press Release, dated October 25, 2004.

2

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.

3

EXHIBIT INDEX

4

EXHIBIT 99.1

For Immediate Release:

RENT-A-CENTER, INC. REPORTS THIRD QUARTER 2004 RESULTS

Diluted Earnings per Share of $0.47, Excluding Charges
Cash Flow from Operations of $84.4 Million
Announces Prospective Settlement of Griego/Carrillo Litigation

Plano, Texas, October 25, 2004 — Rent-A-Center, Inc. (the “Company”) (NASDAQ/NNM: RCII), the nation’s largest rent-to-own operator, today announced quarterly revenues and net earnings for the period ended September 30, 2004.

The Company reported total revenues for the quarter ended September 30, 2004 of $569.6 million, a $19.8 million increase from $549.8 million for the same period in the prior year. This increase of 3.6% in revenues was primarily driven by incremental revenues generated in new and acquired stores, offset by a decrease in same store sales of 5.5%.

Net earnings for the quarter ended September 30, 2004 were $37.6 million, or $0.47 per diluted share, when excluding the litigation and finance charges discussed below, representing a decrease of 17.5% from the $0.57 per diluted share, or net earnings of $48.5 million for the same period in the prior year, when excluding the finance charges discussed below. The decrease in earnings per diluted share is attributable to a decrease in same store sales and an increase in operating expenses related to new store openings and acquisitions offset by lower interest expense as well as a reduction in the number of the Company’s outstanding shares.

Net earnings for the nine months ended September 30, 2004 were $141.0 million, or $1.73 per diluted share, when excluding the litigation and finance charges discussed below, representing a slight increase compared to $1.72 per diluted share, or net earnings of $151.7 million for the same period in the prior year, when excluding the finance charges discussed below. Total revenues for the nine months ended September 30, 2004 increased to $1.73 billion from $1.67 billion in 2003, representing an increase of 3.6%. Same store revenues for the nine-month period ending September 30, 2004 decreased by 3.4%.

“While we have seen an increase in total revenues, our net earnings have been negatively affected by the weakness in our same store sales, which we believe reflects, among other things, higher fuel and energy costs that disproportionately constrains demand among our customer base,” commented Mark E. Speese, the Company’s Chairman and Chief Executive Officer. Speese continued, “We are continuing to focus on profitably increasing our same store sales by implementing new marketing and advertising initiatives that incorporate key learnings from our recent testing. We are also testing new initiatives to improve our store operations.” Speese added, “We also intend to continue pursuing our long term strategic initiative of increasing our market penetration by adding 5% to 10% annually to our store base.”

Through the nine-month period ended September 30, 2004, the Company generated cash flow from operations of approximately $284.1 million, while ending the quarter with $64.5 million of cash on hand. On September 28, 2004, the Company announced that its Board of Directors has increased the authorization for stock repurchases under the Company’s common stock repurchase program to $300 million. Through the nine month period ended September 30, 2004, the Company repurchased 6,044,000 shares for $169.7 million in cash under the program and has utilized a total of $196.8 million of the total amount authorized by its Board of Directors since the inception of the plan.

During the third quarter of 2004, the Company opened 22 new locations and acquired 3 additional stores while consolidating 11 locations into existing stores. The Company also purchased accounts from 11 additional locations during the third quarter of 2004. Since September 30, 2004, the Company has opened 14 additional new stores.

The Company also announced today that it has reached a prospective settlement with the plaintiffs to resolve the Benjamin Griego, et al. v. Rent-A-Center, Inc., et al/Arthur Carrillo, et al. v. Rent-A-Center, Inc., et al coordinated matters pending in state court in San Diego, California. These matters challenge certain of the Company’s business practices in California. Under the terms contemplated, the Company anticipates it will pay an aggregate of $37.5 million in cash, to be distributed to an agreed-upon class of Company customers from February 1999 through October 2004, as well as the plaintiffs’ attorneys fees and costs to administer the settlement, in amounts to be determined. In addition, the Company anticipates issuing vouchers to qualified class members for two weeks free rent on a new rental agreement for merchandise of their choice. Under the terms of the prospective settlement, the Company would be entitled to any undistributed monies in the settlement fund up to an aggregate of $8.0 million, with any additional undistributed funds distributed to non-profit organizations to be determined. In connection with the prospective settlement, the Company is not admitting liability for its past business practices in California. To account for the aforementioned costs, as well as the Company’s attorneys’ fees, the Company recorded a pre-tax charge of $47.0 million in the third quarter of 2004.

The terms of the prospective settlement are subject to the parties entering into a definitive settlement agreement and obtaining court approval. While the Company believes that the terms of this prospective settlement are fair, there can be no assurance that the settlement, if completed, will be approved by the court in its present form.

During the third quarter of 2004, the Company recorded $47.0 million in pre-tax charges associated with the aforementioned Griego/Carrillo litigation and $4.2 million in pre-tax charges associated with the refinancing of its senior credit facility. These charges reduced diluted earnings per share in the third quarter of 2004 by $0.40, $0.37 for the litigation charge and $0.03 for the refinancing charge, from $0.47 per diluted earnings per share to the reported diluted earnings per share of $0.07. Additionally, these charges reduced diluted earnings per share for the nine month period ended September 30, 2004 by $0.39 to the reported diluted earnings per share of $1.34.

Furthermore, during the third quarter of 2003, the Company recorded $7.5 million in pre-tax charges associated with its recapitalization. These charges reduced diluted earnings per share in the third quarter of 2003 by $0.05 to the reported diluted earnings per share of $0.52. In addition to the $7.5 million in pre-tax charges, there were $27.8 million in pre-tax charges for recapitalization in the second quarter of 2003. Combined, these charges reduced diluted earnings per share for the nine month period ended September 30, 2003 by $0.25 to the reported diluted earnings per share of $1.47.

Rent-A-Center will host a conference call to discuss the third quarter financial results and other business updates on Tuesday morning, October 26, 2004 at 10:45 a.m. EDT. For a live webcast of the call, visit http://investor.rentacenter.com. Certain financial and other statistical information that will be discussed during the conference call will also be provided on the same website.

Rent-A-Center, Inc., headquartered in Plano, Texas currently operates 2,874 company-owned stores nationwide and in Canada and Puerto Rico. The stores generally offer high-quality, durable goods such as home electronics, appliances, computers, and furniture and accessories to consumers under flexible rental purchase agreements that generally allow the customer to obtain ownership of the merchandise at the conclusion of an agreed-upon rental period. ColorTyme, Inc., a wholly owned subsidiary of the Company, is a national franchisor of 316 rent-to-own stores, 304 of which operate under the trade name of “ColorTyme,” and the remaining 12 of which operate under the “Rent-A-Center” name.

The following statements are based on current expectations. These statements are forward-looking, and actual results may differ materially. These statements do not include the potential impact of any repurchases of common stock the Company may make or the potential impact of store acquisitions that may be completed after October 25, 2004.

FOURTH QUARTER 2004 GUIDANCE:

Revenues

Expenses

FISCAL 2005 GUIDANCE:

Revenues

Expenses

This press release and the guidance above contain forward-looking statements that involve risks and uncertainties. Such forward-looking statements generally can be identified by the use of forward-looking terminology such as “may,” “will,” “expect,” “intend,” “could,” “estimate,” “should,” “anticipate,” or “believe,” or the negative thereof or variations thereon or similar terminology. Although the Company believes that the expectations reflected in such forward-looking statements will prove to be correct, the Company can give no assurance that such expectations will prove to have been correct. The actual future performance of the Company could differ materially from such statements. Factors that could cause or contribute to such differences include, but are not limited to: uncertainties regarding the ability to open new stores; the Company’s ability to acquire additional rent-to-own stores on favorable terms; the Company’s ability to enhance the performance of these acquired stores; the Company’s ability to control store level costs; the results of the Company’s litigation; the passage of legislation adversely affecting the rent-to-own industry; interest rates; the Company’s ability to collect on its rental purchase agreements; changes in the Company’s effective tax rate; changes in the Company’s stock price and the number of shares of common stock that the Company may or may not repurchase; changes in fuel prices; the negotiation of the definitive settlement documentation with respect to the prospective settlement; the court hearing the Griego/Carrillo matters could refuse to approve the settlement or could require changes to the settlement that are unacceptable to the Company or the plaintiffs; and the other risks detailed from time to time in the Company’s SEC filings, including but not limited to, its annual report on Form 10-K/A for the year ended December 31, 2003, and its quarterly reports on Form 10-Q/A for the three month period ended March 31, 2004 and the Form 10-Q for the six month period ending June 30, 2004. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Except as required by law, the Company is not obligated to publicly release any revisions to these forward-looking statements to reflect the events or circumstances after the date of this press release or to reflect the occurrence of unanticipated events.

Contacts for Rent-A-Center, Inc.:
David E. Carpenter
Director of Investor Relations
(972) 801-1214
dcarpenter@racenter.com

Rent-A-Center, Inc. and Subsidiaries

STATEMENT OF EARNINGS HIGHLIGHTS

Rent-A-Center, Inc. and Subsidiaries

CONSOLIDATED STATEMENTS OF EARNINGS

Rent-A-Center, Inc. and Subsidiaries

CONSOLIDATED STATEMENTS OF EARNINGS