8-K

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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): March 23, 2006

Portfolio Recovery Associates, Inc.
__________________________________________
(Exact name of registrant as specified in its charter)

Delaware	000-50058	75-3078675
_____________________ (State or other jurisdiction	_____________ (Commission	______________ (I.R.S. Employer
of incorporation)	File Number)	Identification No.)
120 Corporate Boulevard, Norfolk, Virginia		23502
_________________________________ (Address of principal executive offices)		___________ (Zip Code)

Registrant’s telephone number, including area code: 888-772-7326

Not Applicable
______________________________________________
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:

[  ]  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 March 23, 2006, Portfolio Recovery Associates, Inc., upon the recommendation of the Compensation Committee of its Board of Directors, entered into an Amendment to Employment Agreement (the "Amendment") with its Executive Vice President, General Counsel and Secretary, Judith Scott. The Amendment will become effective as of April 1, 2006. Under the terms of the Amendment, Ms. Scott’s base salary will increase from $155,000 to $175,000 per year. A copy of the Amendment is filed as Exhibit 10.1 to this Form 8-K and is incorporated by reference herein.

Item 9.01 Financial Statements and Exhibits.

(a) Financial Statements: None.
(b) Pro forma financial information: None.
(c) Exhibits

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.

	Portfolio Recovery Associates, Inc.
March 24, 2006	By:	/s/ Kevin P. Stevenson
		Name: Kevin P. Stevenson
		Title: CFO

Exhibit Index

Exhibit No.	Description
10.1	Employment Agreement Amendment, dated March 23, 2006, by and between Judith S. Scott and Portfolio Recovery Associates, Inc.

EX-10.1

AMENDMENT TO EMPLOYMENT AGREEMENT

This AMENDMENT TO EMPLOYMENT AGREEMENT (the “Agreement”) is dated as of March 23, 2006, by and between PORTFOLIO RECOVERY ASSOCIATES, INC., a Delaware corporation (the “Company”), and Judith S. Scott (“Employee”).

W I T N E S S E T H
:

WHEREAS, effective as of April 1, 2006, the Company desires to amend the Agreement with the Employee in the manner set forth herein, and

WHEREAS, the Employee agrees to such an amendment to the Agreement upon the terms set forth herein.

NOW THEREFORE, in consideration of the premises and mutual covenants contained herein and for other good and valuable consideration, the adequacy and receipt of which are hereby acknowledged, the parties agree as follows:

Section 4(a) of the Agreement is deleted in its entirety, and the following is inserted in its place:

“4. Compensation

a) Base Salary. Employee shall be paid a base salary (the “Base Salary”) at an annual rate of $175,000, payable at such intervals as the other executive officers of the Company are paid, but in any event at least on a monthly basis. On each January 1 following the Commencement Date, commencing January 1, 2007, Base Salary shall be increased annually by no less than 4% over the immediately preceding year’s Base Salary.”

Except as provided herein or modified hereby, all provisions, covenants and conditions of the Agreement shall remain unchanged and enforceable in accordance with their terms. To the extent that any provision of this Amendment to Employment Agreement conflicts with any similar provision of the Agreement, the terms set forth herein shall control.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first set forth above.

PORTFOLIO RECOVERY ASSOCIATES, INC.

By: _/s/ Steven D. Fredrickson     
Name: Steven D. Fredrickson
Position: President

By:_/s/ Judith Scott     

Judith Scott