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): December 6, 2004
                                                       (December 2, 2004)
                                Friedman's Inc.
            (Exact Name of Registrant as Specified in its Charter)

          Delaware                     0-22356                    58-20583
(State or Other Jurisdiction       (Commission File            (IRS Employer
      of Incorporation)                Number)              Identification No.)


                            171 Crossroads Parkway
                            Savannah, Georgia 31422
                   (Address of Principal Executive Offices)

                                (912) 233-9333
                        (Registrant's 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 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))


<PAGE>


Item 1.01.        Entry into a Material Definitive Agreement.

         On December 2, 2004, Friedman's Inc. (the "Company") and certain of
its subsidiaries (collectively, the "Borrowers") entered into the Second
Amendment to Second Amended and Restated Credit Agreement (as amended, the
"Credit Facility"), by and between the Borrowers, Jewelry Investors II,
L.L.C., as Term Agent, and Jewelry Investors II, as Term Lender (the "Second
Amendment"). The Second Amendment amends the Credit Facility to revise certain
financial covenants relating to the term loan portion of the credit facility
and, in particular, reduces the minimum cumulative EBITDA requirements for the
two month period ending November 27, 2004 and the required minimum ratio of
Accounts Payable to Inventory as of November 27, 2004.

         The foregoing description of the Second Amendment is qualified in its
entirety by reference to the Second Amendment, a copy of which is included
with this Current Report on Form 8-K as Exhibit 10.1 and is incorporated by
reference into this Item.

Item 8.01.        Other Events.

         On December 3, 2004, the Company issued a press release announcing
that it had reached an agreement with its senior term lender to amend its
Credit Facility. The text of the press release is included as Exhibit 99.1 to
this Current Report on Form 8-K and is incorporated by reference into this
Item.

Item 9.01.        Financial Statements and Exhibits.

         (c) Exhibits.

         The following exhibits are filed as part of this report:


Exhibit
Number                Description
-------               -----------

Exhibit 10.1          Second Amendment to Second Amended and Restated Credit
                      Agreement, dated December 2, 2004, by and between
                      Friedman's, Inc., each of its subsidiaries party
                      thereto, Jewelry Investors II, L.L.C., as Term Agent,
                      and Jewelry Investors II, as Term Lender

Exhibit 99.1          Press release dated December 3, 2004

<PAGE>

                                  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.


                                            FRIEDMAN'S INC.


Date: December 6, 2004                      By: /s/ C. Steven Moore
                                               ---------------------------------
                                               C. Steven Moore
                                               Chief Administrative Officer
                                                  and General Counsel

<PAGE>


                                 EXHIBIT INDEX

Exhibit
Number                Description
-------               -----------

Exhibit 10.1          Second Amendment to Second Amended and Restated Credit
                      Agreement, dated December 2, 2004, by and between
                      Friedman's, Inc., each of its subsidiaries party
                      thereto, Jewelry Investors II, L.L.C., as Term Agent,
                      and Jewelry Investors II, as Term Lender

Exhibit 99.1          Press release dated December 3, 2004
[{"type": "8-K", "sequence": "1", "filename": "s947643.txt", "description": "CURRENT REPORT UNDER '34 ACT", "secsgml_size_bytes": 5082}]
{"company-data": {"conformed-name": "FRIEDMANS INC", "cik": "0000911004", "assigned-sic": "5944", "irs-number": "582058362", "state-of-incorporation": "DE", "fiscal-year-end": "0826"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-31707", "film-number": "041186929"}, "business-address": {"street1": "4 WEST STATE ST", "city": "SAVANNAH", "state": "GA", "zip": "31401", "phone": "9122339333"}, "mail-address": {"street1": "4 W STATE ST", "city": "SAVANNAH", "state": "GA", "zip": "31401"}}
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): December 6, 2004
                                                       (December 2, 2004)
                                Friedman's Inc.
            (Exact Name of Registrant as Specified in its Charter)

          Delaware                     0-22356                    58-20583
(State or Other Jurisdiction       (Commission File            (IRS Employer
      of Incorporation)                Number)              Identification No.)

                            171 Crossroads Parkway
                            Savannah, Georgia 31422
                   (Address of Principal Executive Offices)

                                (912) 233-9333
                        (Registrant's 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 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))
Item 1.01.        Entry into a Material Definitive Agreement.

         On December 2, 2004, Friedman's Inc. (the "Company") and certain of
its subsidiaries (collectively, the "Borrowers") entered into the Second
Amendment to Second Amended and Restated Credit Agreement (as amended, the
"Credit Facility"), by and between the Borrowers, Jewelry Investors II,
L.L.C., as Term Agent, and Jewelry Investors II, as Term Lender (the "Second
Amendment"). The Second Amendment amends the Credit Facility to revise certain
financial covenants relating to the term loan portion of the credit facility
and, in particular, reduces the minimum cumulative EBITDA requirements for the
two month period ending November 27, 2004 and the required minimum ratio of
Accounts Payable to Inventory as of November 27, 2004.

         The foregoing description of the Second Amendment is qualified in its
entirety by reference to the Second Amendment, a copy of which is included
with this Current Report on Form 8-K as Exhibit 10.1 and is incorporated by
reference into this Item.

Item 8.01.        Other Events.

         On December 3, 2004, the Company issued a press release announcing
that it had reached an agreement with its senior term lender to amend its
Credit Facility. The text of the press release is included as Exhibit 99.1 to
this Current Report on Form 8-K and is incorporated by reference into this
Item.

Item 9.01.        Financial Statements and Exhibits.

         (c) Exhibits.

         The following exhibits are filed as part of this report:

Exhibit
Number                Description
-------               -----------

Exhibit 10.1          Second Amendment to Second Amended and Restated Credit
                      Agreement, dated December 2, 2004, by and between
                      Friedman's, Inc., each of its subsidiaries party
                      thereto, Jewelry Investors II, L.L.C., as Term Agent,
                      and Jewelry Investors II, as Term Lender

Exhibit 99.1          Press release dated December 3, 2004
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.

                                            FRIEDMAN'S INC.

Date: December 6, 2004                      By: /s/ C. Steven Moore
                                               ---------------------------------
                                               C. Steven Moore
                                               Chief Administrative Officer
                                                  and General Counsel
EXHIBIT INDEX

Exhibit
Number                Description
-------               -----------

Exhibit 10.1          Second Amendment to Second Amended and Restated Credit
                      Agreement, dated December 2, 2004, by and between
                      Friedman's, Inc., each of its subsidiaries party
                      thereto, Jewelry Investors II, L.L.C., as Term Agent,
                      and Jewelry Investors II, as Term Lender

Exhibit 99.1          Press release dated December 3, 2004