8-K

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: October 6, 2004
(Date of earliest event reported)

PAYCHEX, INC.
(Exact name of registrant as specified in its charter)

DELAWARE
(State of incorporation) 0-11330
(Commission
File Number) 16-1124166
(IRS Employer
Identification Number)

911 PANORAMA TRAIL SOUTH, ROCHESTER, NEW YORK
(Address of principal executive offices) 14625-2396
(Zip Code)

(585) 385-6666
(Registrant’s telephone number, including area code)

None
(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:

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))

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ITEM 7.01.   REGULATION FD DISCLOSURE.

     The Company issued a press release on October 6, 2004, announcing an increase in the Company’s quarterly dividend from $.12 per share to $.13 per share, payable November 15, 2004 to shareholders of record on November 1, 2004. The press release is furnished (not filed) as Exhibit 99.1 to this Form 8-K.

ITEM 9.01.   FINANCIAL STATEMENTS AND EXHIBITS.

     (c) Exhibits

               The following exhibit is furnished (not filed) with this Form 8-K.

                          Exhibit 99.1: Press Release of Paychex, Inc. Dated October 6, 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 thereunto duly authorized.

PAYCHEX, INC.

Date: October 6, 2004 /s/ John M. Morphy
John M. Morphy
Senior Vice President, Chief
Financial Officer and
Secretary

EXHIBIT INDEX

Exhibit 99.1: Press Release of Paychex, Inc. Dated October 6, 2004.

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EX-99.1

EXHIBIT 99.1: PRESS RELEASE OF PAYCHEX, INC. DATED OCTOBER 6, 2004

FOR IMMEDIATE RELEASE

John M. Morphy, Chief Financial Officer
Paychex, Inc.      585-385-6666
or
Jan Shuler
Paychex, Inc.      585-383-3406
Access Paychex, Inc. News Releases on the World Wide Web
http://www.businesswire.com or http://www.paychex.com

PAYCHEX ANNOUNCES INCREASE IN QUARTERLY DIVIDEND

     ROCHESTER, N.Y., October 6, 2004 — The Board of Directors of Paychex, Inc. (NASDAQ-PAYX) has declared an increase in the company’s quarterly dividend from $.12 per share to $.13 per share payable November 15, 2004 to shareholders of record November 1, 2004.

     Paychex, Inc. is a leading national provider of payroll, human resource, and benefits outsourcing solutions for small- to medium-sized businesses. The company offers comprehensive payroll services, including payroll processing, payroll tax administration, and employee pay services, including direct deposit, check signing, and Readychex®.

     Human resource and benefits outsourcing services include 401(k) plan recordkeeping, workers’ compensation administration, section 125 plans, a professional employer organization, and other administrative services for business. Paychex was founded in 1971. Headquartered in Rochester, New York, the company has more than 100 offices nationwide and serves approximately 505,000 payroll clients.