UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549


                                    FORM 8-K


                                 CURRENT REPORT


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



                        Date of Report: December 28, 2004
                        (Date of earliest event reported)


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



        Colorado                   0-14273                84-0868815
        --------                   -------                ----------
       (State of                 (Commission            (IRS Employer
     incorporation)              File Number)         Identification No.)


                    112 East Main Street, Frankfort, KY 40601
                -------------------------------------------------
               (Address of principal executive offices) (Zip Code)



        Registrant's telephone number, including area code (720) 851-0716





        -----------------------------------------------------------------
             (Former Name and 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 (see General Instruction A.2. below):

     [ ]  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 December 28, 2004, PlanGraphics, Inc. extended the employment agreement of J.
Gray Reed, Chief Operating Officer of its operating subsidiary, PlanGraphics,
Inc. (a Maryland corporation), dated January 1, 2002 and originally filed with
Form 10-Q for March 31, 2002, through September 30, 2005. The terms of the
employment agreement remain unchanged. The extension of the Employment Agreement
is filed with this report as Exhibit 10.2.


ITEM 9.01    FINANCIAL STATEMENTS AND EXHIBITS

Exhibit No.    Description
-----------    -----------

10.1           Extension of Reed Employment Agreement, letter dated November 30,
               2004 and executed December 28, 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 hereunto duly authorized.


                               PLANGRAPHICS, INC.
                                  (Registrant)


January 3, 2005                /S/  Fred Beisser
                               ------------------
                                   (Signature)
                              Frederick G. Beisser
                         Senior Vice President - Finance
              Secretary, Treasurer and Principal Accounting Officer




                                  EXHIBIT INDEX



Exhibit No.                        Description
-----------                        -----------


10.1           Extension of Reed Employment Agreement, letter dated November 30,
               2004 and executed December 28, 2004