FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person * FRANK C WILLIAM   2. Issuer Name and Ticker or Trading Symbol CONNS INC [CONN] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner _____ Officer (give title below) __X__ Other (specify below) Former Executive Officer (Last) (First) (Middle) 7435 PRESTWICK 3. Date of Earliest Transaction (Month/Day/Year) 02/25/2005 (Street) BEAUMONT, TX 77708 4. If Amendment, Date Original Filed(Month/Day/Year) 6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 02/25/2005   M   37,720 A $ 8.21 239,240 D   Common Stock 02/25/2005   M   3,200 A $ 14 242,440 D

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Common Stock

$ 8.21

02/25/2005

M

37,720

(1)

07/27/2010

Common Stock

37,720

$ 0 (2)

14,000

D

Common Stock

$ 14

02/25/2005

M

3,200

(3)

11/24/2013

Common Stock

3,200

$ 0 (2)

39,800

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
FRANK C WILLIAM 7435 PRESTWICK BEAUMONT, TX 77708				Former Executive Officer

Signatures

/s/ C. William Frank		02/28/2005
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	This Employee Stock Option to acquire 70,000 shares of common stock was granted on July 27, 2000, and vests in five equal installments on July 27, 2001, 2002, 2003, 2004 and 2005. As of the date of this filing, Mr. Frank has now exercised all available options under this grant; the remainder lapsed upon Mr. Frank's retirement on January 31, 2005.
(2)	Not a required reportable field. SEC software requires a dollar amount; use zeros per SEC.
(3)	This Employee Stock Option to acquire 48,500 shares of common stock was granted on November 24, 2003, and vests in five equal installments on November 24, 2004, 2005, 2006, 2007 and 2008.As of the date of this filing, Mr. Frank has now exercised all available options under this grant; the remainder lapsed upon Mr. Frank's retirement on January 31, 2005.

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