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): ~~January~~ 28April 25, 2005

7-Eleven, Inc.

(Exact name of registrant as specified in its charter)

Texas

0-16626

75-1085131

State or other jurisdiction

of incorporation

Commission File Number

IRS Employer

Identification No.

2711 North Haskell Avenue

Dallas, Texas 75204-2906

(Address of principal executive offices)

Registrant'’s telephone number, including area code: (214) 828-7011

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.

AsOn ofApril ~~January 28~~25, 2005, 7-Eleven, Inc. (the "“Registrant"”) ~~has~~ entered into an employment ~~agreements~~agreement (the "“Employment ~~Agreements"~~Agreement”) with Edward W. Moneypenny, the ~~following~~Company’s ~~executive~~Senior ~~officers~~Vice ~~(the~~President ~~"Executive~~and ~~Officers")~~Chief ofFinancial ~~the~~Officer. ~~Registrant:~~

~~--James~~The W.Employment ~~Keyes,~~Agreement ~~President~~has an initial term of three years and ~~Chief~~automatically ~~Executive~~renews ~~Officer;~~for successive one-year terms unless either party gives notice of termination at least 90 days before the expiration of the then-current term.

~~--Gary~~The REmployment Agreement addresses Mr. ~~Rose~~Moneypenny’s rights to payments and other benefits following termination under certain circumstances. These benefits range from a Voluntary Termination—in which case the Employment Agreement provides Mr. Moneypenny no benefits beyond those provided to management employees generally—to an Involuntary Termination or Good Reason Termination, ~~Executive~~in ~~Vice~~which ~~President~~case Mr. Moneypenny will be entitled to continued base salary and ~~Chief~~targeted ~~Operating~~bonus ~~Officer;~~for a period of two years, and certain other benefits as specified in the Employment Agreement.

~~--Bryan~~The F.Employment ~~Smith,~~Agreement ~~Jr.,~~also ~~Executive~~contains ~~Vice~~noncompetition ~~President,~~and ~~General~~confidentiality ~~Counsel~~provisions and ~~Secretary;~~other ~~and~~provisions customarily found in executive employment agreements.

~~--David~~Item M2.02. ~~Podeschi,~~Results ~~Senior~~of ~~Vice~~Operations ~~President,~~and ~~Merchandising.~~Financial Condition

InOn ~~addition~~April 26, 2005, the Registrant's ~~Board~~issued ofan ~~Directors~~earnings release ~~has~~announcing ~~approved~~its afinancial ~~similar~~results ~~employment agreement~~ for the ~~Registrant's~~first ~~Senior~~quarter ~~Vice~~ended ~~President~~March ~~and~~31, ~~Chief~~2005. ~~Financial~~A ~~Officer,~~copy ~~Edward~~of W.the ~~Moneypenny. At~~earnings ~~the~~release ~~time~~is ofattached ~~this~~as ~~filing,~~Exhibit Mr99.1 ~~Moneypenny~~and ~~had~~is ~~not~~incorporated ~~yet~~herein ~~executed~~by ~~his agreement~~reference.

The ~~Employment~~release ~~Agreements~~includes ~~have~~references anto ~~initial~~“core ~~term~~earnings,” which is a non-GAAP financial measure. The Company believes that core earnings, which exclude non-operating items, are more indicative of ~~three~~the ~~years~~Company’s ~~and~~operating ~~automatically~~performance ~~renew~~than net earnings. With regard to the Company’s results for ~~successive~~the ~~one-year~~first ~~terms~~quarter ~~unless~~ended ~~either~~March ~~party~~31, ~~gives~~2005, ~~notice~~the ofearnings ~~termination~~release includes ata ~~least~~table 90that ~~days~~reconciles ~~before~~core earnings to net earnings, which the ~~expiration~~Company ofbelieves to be the ~~then-current~~most ~~term~~directly comparable GAAP financial measure.

~~The~~Item ~~Employment~~9.01. ~~Agreements~~Financial ~~address~~Statements ~~the rights of the Executive Officers to payments~~ and ~~other benefits following termination under certain circumstances~~Exhibits. ~~These~~ ~~benefits range from a Voluntary Termination~~

In addition, the Employment Agreement with Mr. Keyes requires the Registrant to make an additional payment to him if any payment under the Employment Agreement is treated under the Internal Revenue Code as contingent on a change of ownership or control of the Registrant or in the ownership of a substantial portion of the Registrant's assets. In that event, the Registrant must provide Mr. Keyes with an additional payment to cover any excise taxes that may be owed, including any taxes triggered by the additional payment.


(c)		Exhibits

99.1		Press Release dated April 26, 2005, including Condensed Consolidated Statements of Earnings and Financial Highlights

The Employment Agreements also contain noncompetition and confidentiality provisions and other provisions customarily found in executive employment agreements.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the ~~Registrant~~registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

7-ELEVEN, INC.


		7-ELEVEN, INC.

Date: April 26, 2005		/s/ EDWARD W. MONEYPENNY
		Edward W. Moneypenny
		Senior Vice President and Chief Financial Officer

~~Date: February~~EXHIBIT 3,INDEX ~~2005~~

/s/ BRYAN F. SMITH, JR.


Exhibit No.		Description
99.1		Earnings Release dated April 26, 2005, including Condensed Consolidated Statements of Earnings and Financial Highlights

Bryan F. Smith, Jr.

Executive Vice President, General Counsel

and Secretary

Filing Compare · 7 ELEVEN INC