SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 13D

Information to be Included in Statements Filed Pursuant to Rule

13d-1(a) and Amendments Thereto Filed Pursuant to Rule 13d-2(a)

Under the Securities Exchange Act of 1934

(Amendment No.    )

FRIEDMAN’S, INC.

(Name of Issuer)

CLASS A COMMON STOCK

(Title of Class of Securities)

358438109

(CUSIP Number)

KENNETH J. BARONSKY

MILBANK, TWEED, HADLEY & McCLOY LLP

601 S. FIGUEROA STREET, 30^TH FLOOR

LOS ANGELES, CA 90017

TELEPHONE: 213-892-4333

(Name, address and telephone number of person authorized to receive notices and communications)

January 11, 2005

(Date of event which requires filing of this statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box  ¨.

NOTE:  Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.

CUSIP No. 358438109

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CUSIP No. 358438109

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CUSIP No. 358438109

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CUSIP No. 358438109

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INTRODUCTORY STATEMENT

This Statement is a joint filing which constitutes the initial Statement on Schedule 13D filing (the “Initial Statement”) of Liberation Investments L.P., Liberation Investments Ltd., Liberation Investment Group LLC and Emanuel R. Pearlman, in each case with respect to the Class A Common Stock of Friedman’s, Inc. (the “Company”).

ITEM 1. SECURITY AND ISSUER

The title of the class of equity securities to which this Statement relates is the Class A common stock of the Company (the “Class A Common Stock”). The principal executive offices of the Company are located at 171 Crossroads Parkway, Savannah, GA 31422.

ITEM 2. IDENTITY AND BACKGROUND

LILP and LILTD are the direct beneficial owners of 2,338,900 shares of Class A Common Stock. LIGLLC’s beneficial ownership is indirect as a result of its control of LILP and LILTD, and Mr. Pearlman’s ownership of the shares owned by LILP and LILTD is indirect as a result of Mr. Pearlman being the General Manager, Chief Investment Officer and majority member of LIGLLC. LIGLLC and Mr. Pearlman’s indirect ownership is reported solely because Rule 13-d(1)(a) promulgated under the Securities Exchange Act of 1934, as amended, (the “Act”) requires any person who is “directly or indirectly” the beneficial owner of more than five percent of any equity security of a specific class to file a Schedule 13D within the specific time period. The answers on pages 4 and 5 above and in response to Item 5 by LIGLLC and Mr. Pearlman with respect to the shares owned by LILP and LILTD are given on the basis of the “indirect” beneficial ownership referred to in such Rule, based on the direct beneficial ownership of the Class A Common Stock by LILP and LILTD and the relationship of LIGLLC and Mr. Pearlman to LILP and LILTD. The Reporting Persons are filing this joint Schedule 13D because they may be regarded as a group. However, each Reporting Person disclaims beneficial ownership of the shares owned by the other Reporting Persons and disclaims membership in a group, and this filing shall not constitute an acknowledgement that the Reporting Persons constitute a group.

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The business address for LILTD is P.O. Box 31106 SMB Corporate Centre, West Bay Road, Grand Cayman, Cayman Islands.

The business address for CFS is P.O. Box 31106 SMB Corporate Centre, West Bay Road, Grand Cayman, Cayman Islands.

The business of CFS is to provide director services.

CFS has not, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

CFS has not, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

CFS is a Cayman Islands corporation.

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ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.

The net investment cost (including commissions, if any) of the shares of Class A Common Stock beneficially owned by the Reporting Persons is $3,281,644.10. The source of funds for this consideration was working capital of LILP and LILTD.

ITEM 4. PURPOSE OF TRANSACTION.

The Reporting Persons acquired the shares of Class A Common Stock reported herein in the ordinary course of business for investment purposes. Notwithstanding the Company’s recent filing of a voluntary petition for relief under chapter 11 of the federal bankruptcy laws, the Reporting Persons believe their investment has significant value and potential for increased value and intend to urge management and the board of directors to take steps to maximize shareholder value, including through plan of reorganization in the bankruptcy proceeding. The Reporting Persons have actively engaged and intend to continue to actively engage in discussions with the Company, its advisors, other stockholders, creditors and third parties regarding efforts to reorganize the Company and maximize shareholder value.

Prior to the bankruptcy, the Reporting Persons encouraged fundamental changes in the Company’s corporate governance, such as the holding of an annual meeting and the election of two new Class A directors, in order to maximize shareholder value. The Reporting Persons believe that sound corporate governance practices impose a level of management and board accountability necessary to help insure that a good performance record is established and maintained, thereby increasing shareholder value.

A representative of the Reporting Persons has, on several occasions, discussed with the management of the Company the Reporting Persons’ willingness to work with management to develop a strategy to maximize shareholder value, as well as the Reporting Persons’ views regarding corporate governance issues.

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On November 15, 2004, the Reporting Persons delivered a letter to the Company’s Chief Administrative Officer, General Counsel and Secretary (a copy of which is attached to this filing as Exhibit 1), providing notice of their desire, among other things, to nominate two new Class A directors to the Company’s Board of Directors.

On December 15, 2004, LILTD and LILP filed a complaint pursuant to Section 211(c) of the Delaware General Corporation Law (a copy of which is attached to this filing as Exhibit 2) requesting the Court of Chancery of Delaware, New Castle County (the “Court”) to order the Company (i) to hold an annual meeting of stockholders by no later than February 1, 2005, (ii) to elect directors at the annual meeting by written ballot pursuant to Section 211(e) of Delaware General Corporation Law and (iii) to grant LILTD and LILP such other relief as may be deemed appropriate by the Court.

On January 12, 2005, the Reporting Persons delivered a letter to the Company’s Chief Executive Officer (a copy of which is attached to this filing as Exhibit 3), proposing to make an equity investment in the Company of at least $20 million or more, if necessary. On that same day, Mr. Pearlman had a phone conference with a representative of the Company and its financial advisor to discuss the proposed investment.

On January 14, 2005, the Company filed voluntary petitions for relief under chapter 11 of title 11 of the United States Code in the United States Bankruptcy Court for the Southern District of Georgia, located in Savannah (Case No. 05-40129).

The Reporting Persons may pursue any of a variety of alternatives available in order to maximize the value of their investment in the Company. Such alternatives could include, without limitation, (i) the proposition or sponsorship of a plan of reorganization in the pending bankruptcy case, (ii) the purchase of additional equity securities in the open market, in privately negotiated transactions or otherwise, (iii) the acquisition of debt obligations or the making of loans to the Company, including participation in debtor-in-possession financing and (iv) the sale of all or a portion of the Class A Common Stock now owned or hereafter acquired by them. The Reporting Persons intend to contact and consult with other shareholders of the Company concerning the Company, its prospects, and any or all of the foregoing matters.

The Reporting Persons may also transfer shares to or from a Reporting Person to another Reporting Person.

The Reporting Persons reserve the right to change their plans or intentions and to take any and all actions that they may deem appropriate to maximize the value of their investment in the Company in light of their general investment policies, market conditions, subsequent developments affecting the Company and the general business and future prospects of the Company.

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Except as set forth above, the Reporting Persons do not have any current intention, plan or proposal with respect to: (a) the acquisition by any person of additional securities of the Company, or the disposition of securities of the Company; (b) an extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Company or any of its subsidiaries; (c) a sale or transfer of a material amount of assets of the Company or any of its subsidiaries; (d) any change in the present board of directors or management of the Company, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board; (e) any material change in the present capitalization or dividend policy of the Company; (f) any other material change in the Company’s business or corporate structure; (g) changes in the Company’s charter, bylaws or instruments corresponding thereto or other actions which may impede the acquisition of control of the Company by any person; (h) causing a class of securities of the Company to be delisted from a national securities exchange, if any, or cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association; (i) a class of equity securities of the Company becoming eligible for termination of a registration pursuant to Section 12(g)(4) of the Act; or (j) any action similar to any of those enumerated above.

ITEM 5. INTEREST IN SECURITIES OF THE ISSUER

The Reporting Persons in the aggregate may be deemed to own an aggregate of 11.3% of the Class A Common Stock. All percentages of Class A Common Stock were calculated based on the number of securities disclosed to be outstanding in the Company’s voluntary petition for relief under chapter 11 of title 11 of the United States Code filed on January 14, 2005 in the United States Bankruptcy Court for the Southern District of Georgia.

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(i) On January 11, 2005, an aggregate of 934,400 shares of Class A Common Stock were purchased in a block sale transaction on the open market at a price of $1 per share, 607,360 of which were for the account of LILP and 327,040 of which were for the account of LILTD; and

(ii) On January 18, 2005, an aggregate of 400,000 shares of Class A Common Stock were purchased in a block sale transaction on the open market at a price of $0.71 per share, 260,000 of which were for the account of LILP and 140,000 of which were for the account of LILTD.

ITEM 7. MATERIAL TO BE FILED AS EXHIBITS

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SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this Statement is true, complete and correct.

Dated: January 21, 2005

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November 15, 2004

Steve Moore, Esq.

Chief Administrative Officer,

General Counsel and Secretary

Friedman’s Inc.

4 West State Street

Savannah, Georgia 31401

Dear Mr. Moore:

This letter is a follow-up to our recent discussions. We continue to hear positive reports about the Friedman’s management team and have had general discussions with other holders of significant amounts of Friedman’s Class A stock. We would like to continue to play a supportive role for the Company. To that end, we believe it is important for the Class A stockholders to be informed and to have a clear voice in decision-making. Our specific proposal to achieve these goals, which generally has the support of the other stockholders to whom we have spoken, is as follows:

Rather than circumvent normal corporate processes, we believe the Company should add two new Class A directors to the board of directors selected by current Class A shareholders. These new directors could be either in addition to the existing Board or in place of the two current Class A board members. We expect that in the next two to four weeks we will be in a position to provide you the names of our prospective nominees to fill these two positions. The nominees will be distinguished and responsible people who are well able to participate collegially on a corporate board and will not be beholden to Liberation Investments or any other single stockholder.

In keeping with our prior discussions, we further propose that the Company engage a financial advisor and outside counsel to work with the new directors on behalf of all the Class A stockholders. We have already had preliminary discussions with Venturi & Co. LLC, an investment banking firm with substantial expertise in restructurings and strategic advisory roles. We propose that the Company immediately engage the Venturi firm as financial advisor for the Class A directors so that they can prepare themselves as soon as possible. The Venturi firm’s engagement fee would be $35,000 per month for an initial period of four months. At the end of that period, the new directors might determine that it makes sense to extend their engagement. The Venturi firm is ready to begin working and we request that you accommodate this process as soon as possible. Information about the Venturi firm can be obtained from their website at www.venturico.com.

We believe that the process we are proposing in this letter will help promote our shared goals of maximizing value for all shareholders as the Company’s seeks to resolve its current difficulties. Please let me know as soon as possible whether the board will agree with this proposal or if you have any questions or objections.

IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE

IN AND FOR NEW CASTLE COUNTY

COMPLAINT PURSUANT TO 8 DEL.C. §211

Plaintiffs Liberation Investments, L.P., and Liberation Investments, Ltd. (collectively “Liberation Investments”), by and through their attorneys, allege as follows:

1. Liberation Investments, collectively, is the record holder of 200 shares of Class A Stock of Friedman’s Inc. (“Friedman’s” or the “Company”), and the beneficial holder of approximately 4.9% of the Class A stock.

2. Friedman’s is a Delaware corporation. Its registered agent for service of process in Delaware is The Corporation Trust Company, 1209 Orange Street, Wilmington, Delaware 19801. Friedman’s has two classes of stock, A and B. The Class A stock is held by, among others, a large number of public shareholders. All of the Class B stock is held by an entity controlled by Phillip Ean Cohen (“Cohen”). The Class B stock elects a majority of the board of directors, and Cohen has used those rights for years to elect directors who will conform to his wishes. Among other things, Cohen has used tens of millions of dollars of the Company’s money to prop up other investments he

controls, some of which have gone bankrupt, and has caused the Company to pay huge fees to his investment bank, “Morgan Schiff, & Co., Inc.” [sic].¹

3. The last annual meeting of stockholders of Friedman’s was held on February 25, 2003. Since that date, Friedman’s has failed to hold an annual meeting of stockholders. It has seen a huge rotation of directors, however. On April 29, 2004 the board of directors enacted new bylaws and established charters and policies for several board committees. The main thrust of the changes was to put restrictions on self-dealing.

4. Cohen reacted immediately. The changes were disclosed on May 4, 2004. On the same day, Cohen acted by written consent, throwing out the new by-laws, ousting one of the disobedient Class B directors from the board, and appointing five new directors. The new Chairman, Allan B. Edwards, is Morgan Schiff’s President. Since that time, Friedman’s has gone through a dizzying series of changes as directors have been appointed to the board, step down and new ones appointed (for example, Mr. Edwards is apparently stepping down as Chairman in January). In addition, Friedman’s has announced that it cannot currently file audited financial statements and is subject to federal fraud investigations by the Department of Justice and the SEC.

5. The Company clearly is in crisis. During the summer, it appointed a new management team, which appears to be honest, competent and not beholden to Cohen. The board, however, presents a different story. Cohen still has the power to control the Class B directors, and at least one of the two Class A directors was on the board at the time that Cohen was draining money out of the Company. Liberation Investments believes that during a period like this, with Cohen still having the power to control the Class B directors by ousting those who will not follow

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his directions, it is imperative that the public stockholders be allowed to elect Class A directors who are clearly independent of Cohen and who can support a rational reorganization plan for the Company. Thus, on August 23, 2004, Liberation Investments sent Friedman’s a letter demanding that it hold an annual meeting of stockholders.

6. Friedman’s responded to Liberation Investments’ August 23, 2004 demand with a letter dated September 23, 2004. Friedman’s answered that it could not hold an annual meeting because it would be “violating federal securities laws if it were required to hold an annual meeting at a time when it is unable to provide shareholders with an annual report containing audited financial information.” The letter goes on to state that “the Board fully intends to set a prompt date for a meeting of stockholders immediately upon completion of Ernst & Young’s audit and the availability of audited financial statements for all relevant reporting periods.” Id.

7. Since that time, Liberation Investments has held discussions with Friedman’s, but Friedman’s refuses to hold a stockholders’ meeting. The reason given by Friedman’s is that it cannot file audited financial statements for the Company until it has resolved its past accounting issues. Then, it says, under the rules of the Securities and Exchange Commission it may not solicit proxies or issue an annual report without audited financial statements, and without an annual report it may not notice a stockholders’ meeting.

8. Essentially, Friedman’s directors claim to have the ultimate anti-takeover defense in place. Since they have failed to comply with their SEC requirements they cannot hold a stockholder meeting and thus cannot be replaced. That is, the public stockholders cannot replace the Class A directors. Nothing, of course, prevents Mr. Cohen from replacing the Class B directors with the stroke of a pen. One may doubt that this represents the official SEC view of the operation of its rules.

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9. And none of that matters under Delaware law. Section 211 (c) of the Delaware

General Corporation Law provides in pertinent part:

If there be a failure to hold the annual meeting [of stockholders] or to take action by written consent to elect directors in lieu of an annual meeting . . . if no date has been designated, for a period of 13 months after the latest to occur of the organization of the corporation, its last annual meeting or the last action by written consent to elect directors in lieu of an annual meeting, the Court of Chancery may summarily order a meeting to be held upon the application of any stockholder or director.

10. Because Friedman’s has not held an annual meeting during the past 13 months, Liberation Investments is entitled to an order compelling Friedman’s to hold an annual meeting of stockholders for the election of directors at a date chosen by the Court as well as any other supplemental orders needed to make sure that the meeting happens.

WHEREFORE, Liberation Investments respectfully request that this Court enter an order:

a. Summarily ordering Friedman’s to hold an annual meeting of stockholders by no later than February 1, 2005, with a record date of the date of this Complaint;

b. Requiring the election of directors at the annual meeting of stockholders to be accomplished by written ballot pursuant to 8 Del.C. § 211(e); and

c. Granting Liberation Investments such other relief, including reasonable attorneys’ fees and costs, as this Court shall deem appropriate.

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Dated: December 15, 2004

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January 12, 2005

Via Fax and FedEx

Mr. Sam Cusano

Chief Executive Officer

Friedman’s Inc.

171 Crossroads Parkway

Savannah, Georgia 31422

Dear Mr. Cusano:

We have read your press release of today, January 12, 2005, in regard to your senior lending agreement. We continue to have a positive view of Friedman’s management team, and we would like to continue play a supportive role for the Company. The Company’s precarious financial condition is not conducive to the ongoing health of the business.

We believe that the Company urgently needs to deleverage its balance sheet. An equity infusion is badly needed, and we are prepared to take a leadership role in making such an investment in the Company. Additional equity would ease the Company’s current problems with banks and vendors and would allow management to focus more fully on improving operations.

We propose an equity investment led by Liberation Investment Group of up to $20 million of class B stock or, if the current A/B capital structure is eliminated, straight common stock. We also would consider investing beyond the contemplated $20 million of capital if appropriate.

We are prepared to commence negotiations for a fair and equitable purchase price, and we are further prepared to perform due diligence immediately. We expect that a purchase agreement would contain fair and reasonable terms and conditions for a transaction of this nature, including representations and warranties, corporate governance provisions and receipt of all required corporate, regulatory and other third party approvals.

We believe that immediate action is needed, and I can be reached at either my office phone (310 479-3434); my cell phone (310 740-2422) or via e-mail at your earliest convenience.

JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k)(1)

This agreement is made pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended (the “Act”) by and among the parties listed below, each referred to herein as a “Joint Filer.” The Joint Filers agree that a statement of beneficial ownership as required by Section 13(D) of the Act and the Rules thereunder may be filed on each of their behalf on Schedule 13D or Schedule 13G, as appropriate, and that said joint filing may thereafter be amended by further joint filings. The Joint Filers state that they each satisfy the requirements for making a joint filing under Rule 13d-1.

Dated: January 21, 2005