SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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1. Name and Address of Reporting Person*
Stephens Caroline A.

(Last) (First) (Middle)
111 CENTER STREET

(Street)
LITTLE ROCK AR 72201

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
12/31/2012
3. Issuer Name and Ticker or Trading Symbol
CONNS INC [ CONN ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 472,594(1) I By voting trust
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Represents shares received from Grandchild's Trust #2.
Remarks:
Todd Ferguson, attorney in fact for reporting person 01/10/2013
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
POWER OF ATTORNEY

for Executing Forms 3, 4 and 5 and

Schedules 13G and 13D



KNOW ALL MEN BY THESE PRESENTS, that the undersigned

hereby constitutes and appoints David A. Knight,

William B. Keisler and Todd C. Ferguson the undersigned's

true and lawful attorneys-in-fact to:



(1) execute, for and on behalf of the undersigned, any

one or more Forms 3, 4, and 5 in accordance with

Section 16(a) of the Securities and Exchange Act of 1934,

as amended (the "34 Act"), and the rules thereunder; and

Schedules 13G and 13D, and amendments thereto, in accordance

with Section 13 of The 34 Act and the rules thereunder;



(2) do and perform any and all acts, for and on behalf

of the undersigned, that may be necessary or desirable

to complete the execution of any such Form 3, 4 or 5 or

Schedules 13G and 13D, and any amendments thereto, and

the timely filing of such forms and schedules with the

United States Securities and Exchange Commission and any

other authority; and



(3) provide instructions to the Voting Trustee of the Conns

Voting Trust on the undersigned's behalf with respect to

any shares of Conn's Inc. common stock which the

undersigned has deposited, or may in the future deposit,

in the Conns Voting Trust, and execute on the undersigned's

behalf any certificates, stock powers, or other documents

with respect to or in connection with the Conns Voting

Trust; and



(4) take any other action of any type whatsoever in

connection with the foregoing that, in the opinion of

any such attorney-in-fact, may be of benefit to, in the

best interest of, or legally required by, the undersigned,

it being understood that the documents executed by such

attorney-in-fact on behalf of the undersigned, pursuant to

this Power of Attorney shall be in such form and shall

contain such terms and conditions as such attorney-in-fact

may approve in his discretion.



The undersigned hereby grants to the foregoing attorneys-

in-fact full power and authority to do and perform all and

every act and thing whatsoever requisite, necessary, and

proper to be done in the exercise of any of the rights and

powers herein granted, as fully to all intents and

purposes as such attorneys-in-fact might or could do if

personally present, with full power of substitution or

revocation, hereby ratifying and confirming all that such

attorneys-in-fact, or their substitutes, shall lawfully do

or cause to be done by virtue of this Power of Attorney

and the rights and powers herein granted.  The undersigned

acknowledges that the foregoing attorneys-in-fact, in

serving in such capacity at the request of the undersigned,

are not assuming any of the undersigned's responsibilities

to comply with Sections 13 and 16 of the Securities and

Exchange Act of 1934, as amended, or other applicable

Securities laws or rules.



IN WITNESS WHEREOF, the undersigned has caused this Power

of Attorney to be executed as of this 28th day of

December, 2012.



/s/ Caroline Stephens

Caroline Stephens