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 ACT OF 1934


Date of report (Date of earliest event reported):  August 19, 2005              
                                                   -----------------------------


                          Pre-Paid Legal Services, Inc.
--------------------------------------------------------------------------------
             (Exact Name of Registrant as Specified in Its Charter)


                                    Oklahoma
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                 (State or Other Jurisdiction of Incorporation)


        001-09293                                         73-1016728 
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(Commission File Number)                       (IRS Employer Identification No.)


          One Pre-Paid Way
              Ada, OK                                       74820         
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(Address of Principal Executive Offices)                 (Zip Code)


                                 (580) 436-1234
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              (Registrant's Telephone Number, Including Area Code)


--------------------------------------------------------------------------------
          (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 (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 August 19, 2005 we entered into an aircraft purchase agreement between us and
Learjet, Inc. that provides for us to purchase a new Learjet 60 (the "Aircraft")
for a total  purchase  price of $11.5 million  payable with a down payment of $2
million and the balance of the purchase price paid at the date of our acceptance
of the aircraft with  additional cash less a credit for an agreed trade-in value
of our  existing  Mitsubishi  Diamond  plane.  Delivery of the  aircraft for our
inspection is required on or before November 28, 2005, with acceptance  required
within 10 days  thereafter if our inspection is  satisfactory.  The initial down
payment of $2 million will be paid out of existing cash resources, but we expect
to finance the entire  purchase  price of $11.5 million prior to delivery of the
aircraft.



Item 2.03 Creation of a Direct  Financial  Obligation or an Obligation  under an
Off-Balance Sheet Arrangement of a Registrant

See Item 1.01.


Item 9.01  Financial Statements and Exhibits

(c) See Exhibit Index.


                                   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.

                          Pre-Paid Legal Services, Inc.

                          By:      /s/ Randy Harp                     
                             ---------------------------------------
                             Randy Harp, Chief Operating Officer
Date:  August 19, 2005

                                  EXHIBIT INDEX


The following Exhibits are filed as a part of this report:

         No.      Description
         ----     -----------
         10.1     Purchase Agreement dated August 19, 2005 between us and
                  Learjet, Inc., with Addendum







                           AIRCRAFT PURCHASE AGREEMENT

This  Aircraft  Purchase  Agreement  (the  "Agreement")  is made by and  between
LEARJET INC. ("Seller") and PRE-PAID LEGAL SERVICES, INC. ("Buyer") and shall be
effective as of the date of its acceptance and execution by Seller.
                         
                        ARTICLE 1. AIRCRAFT DESCRIPTION
Subject to the provisions of this Agreement, Seller agrees to manufacture,  sell
and deliver,  and Buyer agrees to take  delivery of, and pay for, one Learjet 60
(the  "Aircraft") as described in the Description and Customer  Support Services
Manual dated May 2005 (the "Specification")  attached hereto as Schedule "A" and
made part of this  Agreement by  reference,  which  includes  Seller's  interior
completion  together with any additional  options selected by Buyer as specified
in Schedule "A-1" ("Options") attached hereto and made part of this Agreement by
reference.

                 ARTICLE 2. PRICE, PAYMENT SCHEDULE AND DELIVERY
2.1  In consideration of Seller's  obligations to manufacture,  sell and deliver
     the   Aircraft   to  Buyer,  Buyer  shall  pay  to  Seller  the  amount  of
     $11,515,000.00  USD (the "Purchase  Price") as follows:  

     (i)  1st   payment  due  upon   Buyer's   execution   of  this   Agreement:
          $2,000,000.00 USD
     (ii) balance of Purchase  Price due at the  Delivery  Time (as  hereinafter
          $9,515,000.00  USD  defined):  

2.2  The  Aircraft  shall be ready for  Buyer's  inspection  and  acceptance  at
     Seller's  facility  in the city of  Wichita,  Kansas on or before  November
     28th, 2005.

                           ARTICLE 3. COMPLETION WORK
The parties recognize that Seller shall complete the Aircraft in accordance with
Schedule "A" and "A-1", with interior  materials and an exterior paint scheme in
accordance  with  Seller's  current  demonstrator  selections,  except for those
changes as noted in Article 13 of this Agreement.


                          ARTICLE 4. GENERAL PROVISIONS
4.1 THE  WARRANTY,  OBLIGATIONS  AND  LIABILITIES  OF SELLER  AND THE RIGHTS AND
REMEDIES OF BUYER SET FORTH IN THE  AGREEMENT  ARE  EXCLUSIVE AND ARE IN LIEU OF
AND  BUYER  HEREBY  WAIVES  AND  RELEASES  ALL  OTHER  WARRANTIES,  OBLIGATIONS,
REPRESENTATIONS OR LIABILITIES, EXPRESS OR IMPLIED, ARISING BY LAW, IN CONTRACT,
CIVIL  LIABILITY OR IN TORT, OR  OTHERWISE,  INCLUDING BUT NOT LIMITED TO A) ANY
IMPLIED WARRANTY OF MERCHANTABILITY OR OF FITNESS FOR A PARTICULAR PURPOSE,  AND
B) ANY  OTHER  OBLIGATION  OR  LIABILITY  ON THE PART OF SELLER TO ANYONE OF ANY
NATURE WHATSOEVER BY REASON OF THE DESIGN,  MANUFACTURE,  SALE, REPAIR, LEASE OR
USE OF THE  AIRCRAFT OR RELATED  PRODUCTS  AND  SERVICES  DELIVERED  OR RENDERED
HEREUNDER OR OTHERWISE.

4.2  SELLER  SHALL  NOT BE  LIABLE  FOR ANY  INDIRECT,  CONSEQUENTIAL,  SPECIAL,
INCIDENTAL AND/OR PUNITIVE DAMAGES OF ANY KIND OR NATURE UNDER ANY CIRCUMSTANCES
OR, WITHOUT LIMITING THE FOREGOING,  FOR ANY LOST PROFITS OR ANY OTHER LOSSES OR
DAMAGES  FOR OR  ARISING  OUT OF ANY  LACK OR LOSS OF USE OF ANY  AIRCRAFT,  ANY
EQUIPMENT, ANY ACCESSORY OR ANY SPARE PART FOR ANY REASON.

4.3 THE PARTIES HERETO HEREBY  ACKNOWLEDGE AND AGREE THAT THE LIMITED WARRANTIES
AND  THE  LIMITATION  OF  LIABILITY  PROVISIONS  CONTAINED  HEREIN  AND  IN  THE
SPECIFICATION  HAVE BEEN EXPRESSLY  AGREED TO IN  CONSIDERATION  OF THE PURCHASE
PRICE AND OTHER PROVISIONS OF THIS AGREEMENT.  TO THE EXTENT  APPLICABLE LAWS DO
NOT ALLOW THE LIMITATIONS SET OUT IN THIS SECTION 4, SUCH LIMITATIONS  SHALL NOT
BE APPLIED OR INVOKED.

4.4 This Agreement  shall be governed by and  interpreted in accordance with the
internal  laws of the State of Kansas,  U.S.A.,  excluding  any conflicts of law
provisions  thereof.  The courts of Kansas shall have exclusive  jurisdiction to
hear and  determine  all  claims,  disputes,  actions  or suits  which may arise
hereunder.

4.5 Seller and Buyer  acknowledge  and agree by execution of this Agreement that
the Terms and  Conditions  on the reverse side and the  Specification  have been
expressly brought to Buyer's  attention and agreed upon by the parties. 
Buyer's Initials ________ Seller's Initials ________


                                                        

LEARJET INC.                                               PRE-PAID LEGAL SERVICES, INC.
1 Learjet Way, M/S 21                                      1 Pre-Paid Way
Wichita, Kansas  67209                                     Ada, Oklahoma 74820
U.S.A.
Telephone:  (316) 946-7973                                 Telephone:  (580) 436-1234
Facsimile:  (316)  946-7967                                Facsimile:

BY:                                                        BY:  /s/  Harland C. Stonecipher

------------------------------------------------------     ----------------------------------------------------

TITLE:                                                     TITLE:  Chairman, Chief Executive Officer and President

------------------------------------------------------     ----------------------------------------------------

DATE:                                                      DATE:  August 19, 2005
------------------------------------------------------     ----------------------------------------------------








                              TERMS AND CONDITIONS
ARTICLE 5.   DELIVERY AND INSPECTION
5.1 Seller shall give Buyer reasonable  notice of the date on which the Aircraft
will be ready for Buyer's inspection and acceptance flight test of not more than
3 hours  duration.  Within 10 days of such date,  Buyer  agrees to perform  such
inspection  and, if no defect or  discrepancy  is  revealed,  Buyer shall accept
delivery of the  Aircraft  before the end of such 10 day period (the time of the
acceptance of delivery of the Aircraft being the "Delivery Time").

5.2 Any defect or discrepancy  revealed by Buyer's  inspection and/or acceptance
flight test shall be corrected at no cost to Buyer before or after Delivery Time
depending  on the  nature of the defect or  discrepancy  and time  required  for
correction.  If such correction  requires an additional flight test, it shall be
conducted in  accordance  with Article 5.1.  Buyer shall accept  delivery of the
Aircraft within 3 days after any defect or discrepancy has been corrected.

5.3 Buyer  shall  accept  delivery  of the  Aircraft  by  signing a receipt  for
delivery in the form of  Schedule  "B",  attached  hereto.  Upon  receipt of all
payments due at Delivery Time,  Seller shall deliver to Buyer a bill of sale and
title to the  Aircraft  shall pass to Buyer free and clear of all rights,  prior
claims,  liens,  charges and  encumbrances  (hereinafter  "Liens"),  and risk of
damage to or loss of the Aircraft shall pass to Buyer.

ARTICLE 6.   PAYMENT AND TAXES
6.1 Seller shall remain  exclusive  owner of the Aircraft  free and clear of all
Liens until such time as all payments due for the Purchase  Price have been made
and Buyer has accepted the Aircraft in accordance with Article 5.

6.2 Buyer shall make all payments due under this  Agreement by wire  transfer in
US dollars and shall pay interest on any late  payments at the rate equal to the
one year LIBOR rate as published in the "Money Rates" section of The Wall Street
Journal commencing on the date the late payment was first due.

6.3 Buyer  shall be  responsible  for the  payment of any sales,  use,  personal
property,  excise,  goods  and  services,  value  added,  consumption,   luxury,
withholding  or other  similar  taxes,  duties or  assessments  and any  related
penalties  and interest  which may be levied,  assessed,  or imposed on Buyer or
Seller or otherwise by any governmental authority or agency as a result of or in
connection with this Agreement.

ARTICLE 7.   LOSS OR DESTRUCTION
7.1 If the Aircraft is lost,  destroyed or damaged beyond economic repair before
Delivery Time, this Agreement shall  automatically  terminate upon Seller giving
written  notice  of such  occurrence  to Buyer.  Seller's  sole  obligation  and
liability shall then be to promptly return to Buyer all amounts  previously paid
to Seller under this Agreement.

ARTICLE 8.   EXCUSABLE DELAY
8.1 Seller  shall not be liable for any  failure to deliver or delay in delivery
of the Aircraft or delay in  performance of any of its other  obligations  under
this  Agreement,  due  directly or  indirectly  to force  majeure,  acts of God,
violence,  fire,  explosion,  action of the elements or weather  conditions,  or
other  catastrophe or accident,  any  legislation,  act,  order,  directive,  or
regulation of any government or  governmental  body,  labour  trouble,  delay or
failure of  carriers,  subcontractors  or  suppliers,  or any other cause beyond
Seller's reasonable control or without Seller's negligence ("Excusable Delay").

8.2 In the event of any Excusable  Delay,  the time required for the performance
of any obligation in this Agreement  shall be extended for a period equal to the
period during which any such cause and the effects thereof persist.  If delivery
of the Aircraft is delayed by reason of Excusable  Delay for more than 6 months,
either Buyer or Seller may terminate  this  Agreement upon giving written notice
to the other  party,  which  notice  shall be given  within 15 days  immediately
following  such  period  of 6  months.  Upon  such  termination,  Seller's  sole
obligation  and  liability  shall be to  promptly  return to Buyer  all  amounts
previously paid to Seller under this Agreement.

ARTICLE 9.   TERMINATION
9.1 Either party may terminate  this Agreement  before  Delivery Time by written
notice of  termination  to the other  party  upon the  occurrence  of any of the
following  events:  (i) the other party makes an  assignment  for the benefit of
creditors,  or admits in writing its inability to pay its debts; (ii) a receiver
or trustee is  appointed  for the other party or for  substantially  all of such
party's assets and, if appointed without such party's consent,  such appointment
is not  discharged or stayed  within 30 days;  (iii)  proceedings  under any law
relating to bankruptcy,  insolvency or the  reorganization  or relief of debtors
are  instituted  by or against the other party and, if  contested by such party,
are not  dismissed or stayed  within 30 days;  or (iv) any writ of attachment or
execution or any similar  process is issued or levied against the other party or
any  significant  part of its property and is not  released,  stayed,  bonded or
vacated within 30 days after its issue or levy.

9.2 Buyer may  terminate  this  Agreement  before  Delivery Time if Seller is in
default or breach of any material  term or condition of this  Agreement and does
not act to cure such default or breach  within 10 days after  receipt of written
notice  from Buyer  specifying  such  default  or breach  and does not  continue
thereafter to diligently correct or cure the alleged default or breach.

9.3 Upon  termination  of this  Agreement by Buyer pursuant to and in accordance
with this  Article 9, all amounts  received by Seller on account of the Purchase
Price  shall  promptly  be  reimbursed  to Buyer  and such  reimbursement  shall
constitute  Buyer's sole right,  remedy and recourse against Seller and Seller's
sole obligation and liability to Buyer.

9.4 Seller may terminate this Agreement  before  Delivery Time if Buyer: a) does
not accept  delivery  of the  Aircraft  in  accordance  with  Article 5 or is in
default or breach of any material  term or condition of this  Agreement  (except
for payment  obligations  that are  covered by Article  9.5) and does not act to
cure such default or breach within 10 days after receipt of written  notice from
Seller  specifying  such default or breach and does not continue  thereafter  to
diligently  correct or cure the alleged default or breach, or b) is named on any
list published by a governmental  body which would prohibit Seller from engaging
in transactions with Buyer or the transaction is otherwise prohibited by law, or
if  Seller  determines  as a result  of due  diligence  that it may not sell the
Aircraft to Buyer without substantial risk of violating the law. In the event of
termination under this Article 9.4(b), Seller's termination obligations shall be
subject to all applicable governmental legal requirements.

9.5 Upon  termination of this Agreement by Seller  pursuant to and in accordance
with this Article 9 or if Buyer fails to make any of the  payments  provided for
in Article 2 on or before the  stipulated  date, all rights which Buyer may have
or may have had in or to this Agreement or the Aircraft  shall be  extinguished;
and  Seller  shall be  entitled  to retain an  amount  equivalent  to 10% of the
Purchase  Price,  as  liquidated  damages  for  default  and the  parties  shall
thereafter be released from all further  obligations to each other. Buyer agrees
that such  liquidated  damages do not  constitute a penalty and are a reasonable
and agreed amount of the anticipated or actual harm or damages to be suffered by
Seller as a result of or in connection with Buyer's  default.  All other amounts
received by Seller on account of the Purchase  Price shall be promptly  returned
to Buyer.

ARTICLE 10.   MISCELLANEOUS
10.1 Neither this  Agreement nor any of the rights of Buyer  hereunder  shall be
assignable by Buyer.  Notwithstanding  the foregoing,  this  Agreement  shall be
assignable  by  Buyer  in  whole  or in part  to a  wholly-owned  subsidiary  or
affiliate of Buyer or any financial  institution which is providing financing to
Buyer in connection with Buyer's acquisition of the Aircraft provided that Buyer
shall remain  jointly and severally  liable with the assignee for the fulfilment
of all the obligations  under this  Agreement.  Buyer hereby  acknowledges  that
Seller  shall  have the right,  without  Buyer's  consent,  to create a security
interest or hypothec  with  respect to this  Agreement  or to assign or transfer
this Agreement or any of its rights hereunder to any financial institution or to
a wholly  owned  subsidiary  or  affiliate  of Seller,  provided  that  Seller's
assignment  to a financial  institution  or  creation of a security  interest or
hypothec shall be solely for the purpose of securing financing.

10.2 Any notice to be given  hereunder  shall be sent by registered or certified
mail, courier or facsimile  transmission to the party to which said notice is to
be given at its  address or  facsimile  number as shown on page 1 hereof  unless
such  address  is  changed  by  notice  given to the other  party in  accordance
herewith. A notice shall be deemed given when received.

10.3 This  Agreement  shall inure to the benefit of and be binding  upon each of
Seller and Buyer and their respective successors and permitted assigns.

10.4 This  Agreement and the matters  referred to herein  constitute  the entire
agreement   between  Seller  and  Buyer  and  supersede  and  cancel  all  prior
representations,   alleged   warranties,   statements,   negotiations,   drafts,
undertakings, letters, acceptances,  agreements,  understandings,  contracts and
communications,  whether oral or written,  with respect to or in connection with
the subject  matter  hereof.  This Agreement may only be amended or changed by a
written instrument signed by both parties.  In the event of any  inconsistencies
between this Agreement, any addendum, the Specification,  the Schedules or other
annexes stated to be part of this Agreement,  the order of precedence  shall be:
any addendum, this Agreement, the Specification and other Schedules or annexes.

10.5 If any of the provisions of this  Agreement are for any reason  declared by
judgement  of  a  court  of  competent   jurisdiction  to  be  unenforceable  or
ineffective,   those  provisions  shall  be  deemed  severable  from  the  other
provisions of this Agreement and the remainder of this Agreement shall remain in
full force and effect.

ARTICLE 11.1   CONFIDENTIALITY
11.1 This Agreement is confidential  between the parties and shall not,  without
the prior  written  consent of the other party,  be disclosed by either party in
whole or in part to anyone except to assignees or transferees per the provisions
of  Article  10.1 or as may be  necessary  for  either  party to  carry  out its
obligations under this Agreem








                                                                 Schedule "B" to
                                                     Aircraft Purchase Agreement




                                  LEARJET INC.

                               RECEIPT OF AIRCRAFT




______________________________ HEREBY ACKNOWLEDGES TO HAVE RECEIVED FROM LEARJET
INC., AT WICHITA, KANSAS, ON THE _____ DAY OF ______________, ONE (1) LEARJET __
MODEL  AIRCRAFT  BEARING SERIAL NUMBER  ___________________,  INCLUDING WITH THE
AIRCRAFT THE PRATT & WHITNEY CANADA 305A TURBOFAN ENGINES BEARING MANUFACTURER'S
SERIAL NUMBERS ________ AND __________, COMPLETED IN ACCORDANCE WITH SCHEDULES A
AND  A-1  TO  THE  AIRCRAFT   PURCHASE   AGREEMENT   BETWEEN  LEARJET  INC.  AND
______________________ DATED _____________________.






                          ------------------------------------------------------
                          NAME



                          ------------------------------------------------------
                          TITLE








                                  ADDENDUM ONE
               TO THE LEARJET 60 PURCHASE AGREEMENT NO. L60-05-025
             BETWEEN PRE-PAID LEGAL SERVICES, INC. AND LEARJET INC.

I.       AMEND THE PURCHASE AGREEMENT AS FOLLOWS:

ARTICLE 5.        DELIVERY AND INSPECTION

5.1 In the third line of this Article 5.1,  replace the words "3 hours duration"
with the words "5 hours duration".

II.      ADD THE FOLLOWING NEW ARTICLES TO THE AGREEMENT:

ARTICLE 12.                TRADE-IN AGREEMENT

12.1 Seller agrees to credit  $1,260,000.00  USD (the "Trade  Value") toward the
     Purchase Price due Seller under the Agreement at Delivery Time and upon the
     delivery  to Seller of title to and  possession  of a  certain  Diamond  1A
     aircraft  bearing  serial  number 24 and  registration  number  N674AC (the
     "Trade-In Aircraft"). Seller's agreement to accept delivery of the Trade-In
     Aircraft as mentioned in this Article 12.1 is conditional  upon and subject
     to the  conditions  specified  in 12.2 below.  This  Trade-In  Agreement is
     non-transferable and shall be binding on both parties upon the execution of
     the Purchase Agreement,  wherein Seller will have the exclusive  world-wide
     rights to market and sell the Trade-In Aircraft.

12.2 Seller's agreement to accept title to and delivery of the Trade-In Aircraft
     at  Delivery  Time  is  conditional  upon  and  subject  to  the  following
     conditions being satisfied:

     a)   Seller  shall take  delivery  of the  Trade-In  Aircraft at a mutually
          agreeable  Raytheon  service center located in the continental  United
          States.

     b)   Buyer hereby  warrants that at,  Delivery Time,  Buyer is the owner of
          the Trade-In Aircraft and the Trade-In Aircraft shall:

          i)   have  a  current,   valid  and  continuing  FAA   Certificate  of
               Airworthiness or Certificate of  Airworthiness  for Export to the
               U.S.A.;

          ii)  be in compliance with all applicable  airworthiness directives of
               the  FAA  and  all  applicable   recommended  and  alert  service
               bulletins,   orders   or  other   notifications   issued  by  the
               manufacturer of the Trade-In Aircraft;

          iii) be free and clear of all rights, prior claims, liens, charges and
               encumbrances of any kind;

          iv)  have been  maintained at all times in accordance with all product
               support  publications  applicable  to the Trade-In  Aircraft and,
               specifically,   be  current  on  the  manufacturers   Recommended
               Maintenance   Program   as   approved   by  the  FAA   under  FAR
               91.409(f)(3).  All items required by this Recommended Maintenance
               Program must be fully complied with and completed;

          v)   be  enrolled  on a  computerized  aircraft  maintenance  tracking
               system,  with all items on the applicable  maintenance list fully
               complied with and completed;


          vi)  not have any  damage  history  and  shall not have  suffered  any
               damage of the kind  requiring the use of an FAA form 337,  except
               for the damage  sustained  to the right flap and wheel well area,
               which both parties acknowledge;

          vii) not have exceeded 5,215 hours as of Delivery Time;

          viii)be free of any  hazardous  or otherwise  unacceptable  materials,
               contaminants  or substances  (e.g.  asbestos),  as defined by the
               FAA;

          ix)  have complied with all major  inspections  due at or prior to the
               Delivery Time,  including hot section inspections on both engines
               and a fresh A/B inspection; and

          x)   have  complete  originals  of  all  logs,   manuals,   data,  and
               inspection,  modification  and  overhaul  records in the  English
               language  required to comply with FAA regulations with respect to
               the Trade-In  Aircraft with all entries  therein being  complete,
               correct and current,  together with all engineering documents and
               drawings relating to modifications made to, and Supplemental Type
               Certificates incorporated in, the Trade-In Aircraft.

     c)   Buyer shall, at Delivery Time, provide the documentation  described in
          sub-paragraph x) above.

     e)   Buyer hereby agrees to arrange for the assignment of any  computerized
          aircraft maintenance tracking system subscription to Seller.

     f)   To the extent reasonably  practical,  Seller shall be entitled 14 days
          prior to Delivery Time to subject the Trade-In  Aircraft to a standard
          pre-purchase  inspection  applicable  to the Trade-In  Aircraft  type,
          together  with a flight test to determine  that the Trade-In  Aircraft
          and all of its parts,  components,  systems  and  records  are,  as of
          Delivery Time, in compliance with the foregoing  conditions set out in
          paragraph  (b)  above  and  all  applicable  FAA  standards,  properly
          operational, airworthy and within the specified limits as published by
          the  manufacturer.  Such  inspection  shall be  completed  at a Seller
          designated  and  approved   facility  and  shall   include,   but  not
          necessarily  be limited to (i) a corrosion  inspection  (ii) larascope
          inspection of  windshields  and cabin windows (iii) engine target runs
          (iv)  engine  boroscope   inspections  (v)  inspection  of  horizontal
          stabilizer  pivot  castings and (vi) shear web beam  inspection.  Such
          pre-purchase  inspection and flight test shall be at Seller's expense.
          Buyer  shall  cause  all  deficiencies  to be  corrected  so that  the
          Trade-In Aircraft complies with the conditions set out in this Article
          and shall assume all costs,  expenses  and fees  necessary to make the
          Aircraft compliant with the conditions set out in this Article.

     g)   In the event Seller does not have the opportunity to fully inspect the
          Trade-In  Aircraft prior to Delivery Time, for any reason  whatsoever,
          the  Trade-In  Value shall be subject to a holdback of $250,000 USD to
          be applied, as applicable,  to Buyer's  obligations  contained in this
          Article  12.  Any  portion  of  the  holdback   remaining   after  the
          fulfillment  of  Buyer's  obligations  with  regard  to  the  Trade-In
          Aircraft will be returned to Buyer.

12.3 If Buyer does not deliver the Trade-In  Aircraft in the condition  required
     by Article 12.2, Seller may, in its sole discretion: 

          (i)  accept delivery of the Trade-In Aircraft and make (or cause to be
               made) any repairs  necessary to restore the Trade-In  Aircraft to
               the required  condition,  in which event the Trade-In Value shall
               be reduced by the amount of all costs,  expenses and fees related
               to such  restoration  in an amount  pre-approved  by both parties
               before Seller makes any such repairs; or

          (ii) accept  delivery of the Trade-In  Aircraft  provided  Buyer shall
               compensate  Seller by a reduction of the  Trade-In  Value for the
               diminished value of the Trade-In  Aircraft (such diminished value
               to be established  as set forth below in this Article)  resulting
               from  Buyer's  failure to return  the  Trade-In  Aircraft  in the
               required condition.

     In the event Buyer does not deliver the Trade-In  Aircraft in the condition
     required by Article 12.2 and if the parties cannot resolve the matter under
     sub-paragraphs  (i) or (ii)  above,  Seller,  in its sole  discretion,  may
     decline to take  delivery  of the  Trade-In  Aircraft,  in which  event the
     Purchase  Price of the Aircraft  shall not be reduced by the Trade-In Value
     and  Seller  shall  have no  further  responsibility  with  respect to this
     Article 12 which shall then be null and void and of no force and effect.

     If there is a situation that falls within  Articles  12.3(ii) or 12.4 (ii),
     the parties agree to work together to reach an agreement on the  diminished
     value of the  Aircraft.  If the parties  cannot  reach an  agreement on the
     diminished value within fifteen (15) days thereof,  then both parties shall
     each appoint an independent appraiser. The diminished value of the Trade-In
     Aircraft  shall  be  determined  by  calculating  the  average  of the  two
     appraisals made by such appraisers, unless the lower of such values is less
     than 95% of the higher of such values,  in which case,  the two  appraisers
     shall jointly  appoint a third appraiser and the average of the two closest
     appraisals  shall be used.  Each appraisal  shall be rendered within thirty
     (30) days following the  expiration of the above 15-day period.  Each party
     shall bear the costs of its appointed  appraiser and the costs of the third
     appraiser shall be equally shared between Buyer and Seller.

12.4 In the event Seller has accepted the Trade-In  Aircraft pursuant to Article
     12.2 g) without  having had the  opportunity  to fully inspect the Trade-In
     Aircraft  prior to Delivery  Time and the  Trade-In  Aircraft is not in the
     condition  required by Article  12.2,  Seller may,  within  twenty one (21)
     days,in its sole discretion:

          (i)  initiate any repairs  necessary to restore the Trade-In  Aircraft
               to the required condition,  in which event Buyer shall compensate
               Seller,  promptly upon request, for all costs,  expenses and fees
               related to such restoration; or

          (ii) require Buyer to compensate  Seller,  promptly upon request,  for
               the diminished  value of the Trade-In  Aircraft (such  diminished
               value to be established  pursuant to Article 12.3) resulting from
               Buyer's  failure to return the Trade-In  Aircraft in the required
               condition.

     In the event Buyer does not deliver the Trade-In  Aircraft in the condition
     required by Article 12.2 and if the parties cannot resolve the matter under
     sub-paragraphs (i) or (ii) above, Seller may, in its sole discretion, elect
     to reject the Trade-In Aircraft, in which event the Trade-In Value shall be
     immediately  reimbursed  to  Seller  and Buyer  agrees  that  Seller  shall
     transfer  title to the  Trade-In  Aircraft  back to Buyer in exchange for a
     standard  form  Bill of Sale in favor of  Seller  from  Buyer at a date and
     location to be mutually agreed. In no event shall such reverse  transaction
     occur later than ten (10)  business  days from Buyer's  receipt of Seller's
     written notification to reject the Trade-In Aircraft.

ARTICLE 13.   PURCHASE OF DEMONSTRATOR AIRCRAFT

13.1 Buyer  acknowledges  (i) that prior to Delivery  Time, the Aircraft will be
     used by Seller for demonstration  purposes and therefore the inspection and
     acceptance  of the  Aircraft  by Buyer at  Delivery  Time  shall  allow for
     reasonable wear and tear discrepancies,  (ii) that such reasonable wear and
     tear discrepancies shall not be a cause for rejection of the Aircraft,  and
     (iii) that the  Aircraft  will have  additional  flight  hours  logged as a
     result of its use for demonstration  services.  In consideration of Buyer's
     agreement to the  forgoing,  at Delivery Time Seller will credit to Buyer's
     final  payment  due  pursuant  to Article  2.1 (iii) by an amount  equal to
     $1,000 USD per flight  hour for each  flight  hour  logged in the  Aircraft
     Flight Logbook between the date the Aircraft was placed into  demonstration
     service and the Delivery  Time.  Buyer further  acknowledges  that no other
     benefit, credit or other considerations,  financial or otherwise,  shall be
     forthcoming  from the  Seller  to the Buyer  for the  Aircraft's  usage and
     flight hours logged on the Aircraft for Seller's demonstration purposes.



13.2 Prior to Delivery Time, Seller will at no additional cost to Buyer:
     a.   Comply with all scheduled maintenance inspections;
     b.   Incorporate all applicable Airworthiness Directives;
     c.   Remove any demonstration consignment equipment;
     d.   Remove  any  logos or  other  markings  of  Seller  or its  affiliates
          suggesting  the Aircraft is in use or has been used as a  demonstrator
          aircraft;
     e.   Replace the special  demonstration tail and winglet paint with a color
          to match the existing  Aircraft  exterior base coat;
     f.   Replacement of Seller's  demonstration exterior paint stripes with two
          (2) standard exterior paint stripes as defined by Buyer;
     g.   Remove  Seller's  FAA  registration  number and replace  with  Buyer's
          selected  aircraft   registration   number; 
     h.   Remove demonstration exterior locks and replace with new locks;
     i.   Perform an exterior paint touchup and cleaning; and
     j.   Perform a general interior material touchup and cleaning.

13.3 Both parties understand and acknowledge that in the event that the Aircraft
     is not put into demonstration service by Seller prior to the Delivery Time,
     then this  Article 13 and the changes to Section 18 of Schedule A set forth
     below in this  Addendum  shall be  amended  in  order to  reflect  that the
     Aircraft was not used as a demonstration aircraft.

13.4 Buyer agrees to accept delivery of the Aircraft  regardless of the exterior
     paint  scheme in order to ensure the  delivery of the Aircraft on or before
     the  November  28th  delivery  commitment  set forth in Article  2.2 of the
     Agreement. For avoidance of doubt, failure of the Aircraft to be painted in
     accordance  with Buyer's  paint  scheme on or before the delivery  date set
     forth in Article 2.2 will not be  considered a breach or default under this
     Agreement,  nor will it serve as a reason for Buyer to reject  delivery  of
     the  Aircraft.  If, on the  delivery  date,  the Aircraft is not painted in
     accordance with Buyer's paint scheme, Buyer's paint scheme shall be applied
     to the Aircraft at a mutually agreeable time within 12 months following the
     Delivery Time, and at a mutually  agreeable  Bombardier  Aircraft  Services
     factory owned service center.


II.      AMEND SCHEDULE A TO THE AGREEMENT AS FOLLOWS:


SECTION 17.0 CUSTOMER SUPPORT SERVICES

         TRAINING
          In the first  bullet-point  of the portion of this Section 17.0 titled
          "Training",  replace the words  "training  program  for two  qualified
          pilots" with the words "training program for three qualified pilots".

          Delete the second  bullet-point of the portion of this Section 17.0 in
          its entirety.

         SECTION 18.0      WARRANTY

18.1 In the first line of this  Section  18.1,  replace the words  "warrants  to
     Buyer that at Delivery  Time," with the words "warrants to Buyer that as of
     the date the Aircraft is placed into demonstration service".


18.2 Delete  Section 18.2 of the Warranty  section of Schedule A in its entirety
     and replace it with the following:



"18.2 The Warranty in respect to the Aircraft shall be for:
               i)   60  months  from  the  date  the  Aircraft  is  placed  into
                    demonstration  service on all Learjet  manufacture parts and
                    components.
               ii)  24 months from  Delivery Time on standard  Collins  avionics
                    components.
               iii) 60 months from Delivery Time on standard  Universal avionics
                    components.
               iv)  24  months  from  the  date  the  Aircraft  is  placed  into
                    demonstration service on interior completion items (with the
                    exception  of  normal   deterioration   of   soft-trim   and
                    appearance items, such as paint,  upholstery and rubber-like
                    items,  due  to  wear  and  exposure)  and  exterior  paint.
                    Interior  completion  items are  hereby  defined  as (i) all
                    interior parts, including but not limited to those installed
                    in the  aircraft  from  the  cockpit  door  back  to the aft
                    baggage bay wall,  and (ii) all vendor  supplied  parts that
                    support the aforementioned parts.
               v)   24  months  from  Delivery  Time  on  any  Vendor   Supplied
                    Components.  A Vendor  Supplied  Component is defined as any
                    part installed on the Aircraft that is not  manufactured  by
                    Seller, with the exception of interior completion items that
                    are covered by section 18.2(iv) above."


IN WITNESS HEREOF, the parties hereto have caused this Addendum to be duly
executed by authorized representatives as of the day and year indicated below.


LEARJET INC.                                      PRE-PAID LEGAL SERVICES, INC.
SELLER                                            BUYER

By:                                               By: /s/ Harland C. Stonecipher
   _______________________                            __________________________

Name:                                             Name: Harland C. Stonecipher
   _______________________                             ________________________

Date:                                             Date: August 19,2 005
     _____________________                              ________________________





*Schedules  A  (Description  and  Customer  Support  Services  Manual)  and  A-1
(Options) are omitted as permitted by Regulation S-K; Item 601(b)(2).  A copy of
these  omitted  Schedules  will  be  provided  to the  Securities  and  Exchange
Commission supplementally upon request.