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                                  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): February 3, 2005

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

          Delaware                      0-24548                 63-1120122
(State or other jurisdiction   (Commission File Number)        (IRS Employer
      of incorporation)                                   Identification Number)

          900 West Main Street
             Dothan, Alabama                                        36301
(Address of principal executive offices)                          (Zip Code)

                                 (334) 677-2108
              (Registrant's telephone number, including area code)

                                       N/A
          (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)

[X]  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))

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ITEM 8.01.  OTHER EVENTS.

     On February 3, 2005, the Company issued a press release in response to
Blockbuster Inc.'s proposed exchange offer to acquire Hollywood Entertainment
Corporation. A copy of the press release is attached hereto as Exhibit 99.1 .

ITEM 9.01.  FINANCIAL STATEMENTS AND EXHIBITS

(c) Exhibits

     99.1   Press Release dated February 3, 2005

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                                   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.

                                                MOVIE GALLERY, INC.

Date: February 3, 2005

                                                BY: /s/ Ivy M. Jernigan
                                                    ----------------------------
                                                    Ivy M. Jernigan
                                                    Senior Vice President and
                                                    Chief Financial Officer

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                                INDEX TO EXHIBITS

  EXHIBIT NO.        DESCRIPTION
  -----------        -----------------------------------------------------------
     99.1            Press Release dated February 3, 2005

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