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): November 15, 2001


                            THE PROFIT RECOVERY GROUP
                               INTERNATIONAL, INC.
               (Exact name of registrant as specified in charter)

                        Commission File Number 000-28000

               Georgia                                    58-221380
  (State or other jurisdiction of             (IRS Employer Identification No.)
            incorporation)




       2300 Windy Ridge Parkway
            Suite 100 North
           Atlanta, Georgia                               30339-8426
(Address of principal executive offices)                  (Zip Code)



        Registrant's telephone number including area code (770) 779-3900





          (Former name or former address, if changed since last report)
                                       N/A












Item 5.  Other Events.

     On November 15, 2001, The Profit Recovery Group International, Inc. ("PRG")
issued a press release  announcing its proposed  private offering of convertible
subordinated  notes. PRG hereby incorporates by reference herein the information
set forth in its Press  Release  dated  November  15,  2001,  a copy of which is
attached hereto as Exhibit 99.1

Item 7.  Financial Statements and Exhibits.

        (a)      Financial Statements.

                 Not applicable.

        (b)      Pro Forma Financial Information.

                 Not applicable.

        (c)      Exhibits.


                 Exhibit Number          Description
                 --------------          -----------

                   99.1          --      Press Release dated November 15, 2001





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                                    SIGNATURE


     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.

                               THE PROFIT RECOVERY GROUP
                               INTERNATIONAL, INC.



Date:  November 15, 2001       By: /s/ Clinton McKellar, Jr.
                                   --------------------------------------
                                   Clinton McKellar, Jr., Senior
                                   Vice President, General Counsel and Secretary








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