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

February 22, 2008 (February 18, 2008)

Date of Report (Date of earliest event reported)

EPIQ SYSTEMS, INC.

(Exact name of registrant as specified in its charter)

Missouri

0-22081

48-1056429

(State or other jurisdiction

of incorporation)

(Commission File Number)

(IRS Employer

Identification Number)

501 Kansas Avenue

Kansas City, Kansas 66105

(Address of principal executive offices)

(913) 621-9500

(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 (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425).

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12).

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)).

o 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.

In accordance with the previously established Qualified Executive Performance Plan (the “Performance Plan”), on February 18, 2008, the compensation committee of the board of directors of Epiq Systems, Inc. set the performance measures and criteria for performance-based compensation for the Chief Executive Officer, the Chief Operating Officer and the Chief Financial Officer of the company, for calendar year 2008. The performance measures are the same as have been utilized by the compensation committee for 2006 and 2007: non-GAAP operating revenue, adjusted EBITDA and non-GAAP EPS, all computed generally as described in the earnings release and the related Current Report on Form 8-K, each dated February 19, 2008.

The performance criterion for each performance measure established by the compensation committee under the Financial Objectives Subplan are generally within a band of approximately 10% above and below the company’s target for each performance measure. Improved performance in 2008 over 2007 will be required to attain the threshold level of each performance criterion. The contribution to the Financial Objectives Subplan payout pool if the threshold level criterion is satisfied for each of the three performance measures is $2.0 million and the contribution to the payout pool if the maximum level criterion is satisfied for each of the three performance measures is $5.0 million, in each case subject to the discretion of the compensation committee to reduce or eliminate the contribution to the payout pool regardless of whether the related criteria were satisfied. The payouts are set at threshold and maximum amounts for each of these three measures, with payouts prorated between these two amounts. The Performance Plan also includes an Acquisition/Divestiture Objectives Subplan, which is unchanged from 2007. The payout pool for either subplan will be paid 35% each to the Chief Executive Officer and the Chief Operating Officer and 30% to the Chief Financial Officer. The maximum payout to the named executive officers in a calendar year is limited to three times that executive’s base salary (up to a base salary maximum of $1,000,000).

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.

	EPIQ SYSTEMS, INC.

Date: February 22, 2008

	By:	/s/ Tom W. Olofson
	Name:	Tom W. Olofson
	Title:	Chairman of the Board, Chief Executive Officer and Director