Form 10-Q

        UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C.  20549


          (Mark One)
          [  X  ]     QUARTERLY REPORT PURSUANT TO SECTION 13  OR
          15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

          For the quarterly period ended May 1, 1999

                               OR

          [    ]     TRANSITION REPORT PURSUANT TO SECTION 13  OR
          15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

          For the transition period from                 to

                Commission file number 333-10843


               SRI RECEIVABLES PURCHASE CO., INC.
         (Exact name of registrant as specified in its charter)


          DELAWARE                                51-349276
      (State  or  other  jurisdiction of        (I.R.S.  Employer
       Identification No.)
     incorporation or organization)

     10201 Main Street, Houston, Texas            77025
    (Address of principal executive offices)     (Zip Code)

                         (713) 667-5601
       Registrant's telephone number, including area code


Indicate  by check mark whether the registrant (1) has filed  all
reports  required  to be filed by Section  13  or  15(d)  of  the
Securities  Exchange Act of 1934 during the preceding  12  months
(or  for such shorter period that the registrant was required  to
file  such  reports),  and (2) has been subject  to  such  filing
requirements for the past 90 days.  Yes  X   No

The  number of shares of common stock outstanding as of  June  4,
1999  was  1,000  shares which were held by Specialty  Retailers,
Inc., a wholly owned subsidiary of Stage Stores, Inc.

THE   REGISTRANT  MEETS  THE  CONDITIONS  SET  FORTH  IN  GENERAL
INSTRUCTION H(1)(a) AND (b) OF FORM 10-Q AND IS THEREFORE  FILING
THIS FORM WITH THE REDUCED DISCLOSURE FORMAT.



               PART  I   -  FINANCIAL INFORMATION

Item 1.  FINANCIAL STATEMENTS


               SRI Receivables Purchase Co., Inc.
  (An indirect, wholly-owned subsidiary of Stage Stores, Inc.)
                    Condensed Balance Sheet
                (in thousands, except par value)
                          (unaudited)

                                             May 1, 1999    January 30, 1999
                 ASSETS
   Retained Certificates in Trust              $ 78,978         $ 83,044
   Restricted cash                                6,259            5,926
   Prepaid expenses                                 986              899
   Debt issue cost                                1,071            1,231
   Other                                          1,205            3,171
                                               $ 88,499         $ 94,271

  LIABILITIES AND STOCKHOLDER'S EQUITY
   Accrued expenses and other liabilities      $  1,662         $    709
   Payable to SRI                                17,051           23,497
   Deferred income taxes                          2,179            2,179
   Long-term debt                                30,000           30,000
   Total liabilities                             50,892           56,385


   Common stock, par value $0.01, 1 share
     authorized, issued and outstanding             --               --
   Additional paid-in capital                    32,664           32,130
   Retained earnings                              4,943            5,756
     Stockholder's equity                        37,607           37,886
   Commitments and contingencies                    --               --
                                               $ 88,499         $ 94,271


 The accompanying notes are an integral part of this statement.


                       SRI Receivables Purchase Co., Inc.
          (An indirect, wholly-owned subsidiary of Stage Stores, Inc.)
                       Condensed Statement of Operations
                               (in thousands)
                                (unaudited)

                                                    Three Months Ended
                                              May 1, 1999        May 2, 1998

 Gain associated with Retained Certificates  $    1,709          $     490
 Interest income on receivable from SRI             --               1,724
 Interest income                                     44                 57
 Interest expense                                   935                935
 Amortization of debt issue costs                   160                161
 General and administrative expenses                 34                174
 Operating income                                   624              1,001

 Income tax expense                                 231                371

 Income before cumulative effect of a
   change in accounting principle                   393                630

 Cumulative effect of a change in accounting
   principle, net of tax - reporting costs
   of start-up activities                        (1,206)               --

 Net income (loss)                            $    (813)         $     630


 The accompanying notes are an integral part of this statement.


                SRI Receivables Purchase Co., Inc.
   (An indirect, wholly-owned subsidiary of Stage Stores, Inc.)
                 Condensed Statement of Cash Flows
                          (in thousands)
                            (unaudited)

                                                       Three Months Ended
                                                    May 1, 1999   May 2, 1998

Cash flows from operating activities:
   Net income (loss)                                 $   (813)     $    630
   Adjustments to reconcile net income (loss)
    to net cash used in operating activities:
     Amortization of debt issue costs and
      other assets                                        224           356
     Cumulative effect of a change in
      accounting principle                              1,206           --
     Change in working capital                         (4,873)       (5,697)
     Total adjustments                                 (3,443)       (5,341)

   Net cash used in operating activities               (4,256)       (4,711)

Cash flows from investing activities:
   Decrease (increase) in restricted cash                (333)           70
   Purchases of accounts receivable from SRI         (122,809)     (126,281)
   Transfer of accounts receivable to the Trust       127,398       131,929
     Net cash provided by investing activities          4,256         5,718

Cash flows from financing activities:
   Dividends paid to SRI                                  --         (1,007)
     Net cash used in investing activities                --         (1,007)

     Net change in cash and cash equivalents              --            --

 Cash and cash equivalents:
   Beginning of period                                    --            --
   End of period                                      $   --        $   --

Supplemental disclosure of cash flow information:

   Interest paid                                      $   --        $   --

Supplemental schedule of non-cash
  investing and financing activities:

   Contribution of ineligible accounts receivable     $   523       $   933

   Contribution of other assets                        $   11       $    74


 The accompanying notes are an integral part of this statement.



                SRI Receivables Purchase Co., Inc.
   (An indirect, wholly-owned subsidiary of Stage Stores, Inc.)
            Condensed Statement of Stockholder's Equity
                          (in thousands)
                            (unaudited)

                               Common Stock
                                               Additional
                              Shares    Amount   Paid-in   Retained    Total
                           Outstanding           Capital   Earnings

Balance, January 30, 1999       1       $ --    $ 32,130    $ 5,756   $ 37,886

Net loss                       --         --         --        (813)      (813)
Contribution of ineligible
 accounts receivable           --         --         523        --         523
Contribution of other assets   --         --          11        --          11

Balance, May 1, 1999            1       $ --     $ 32,664   $ 4,943   $ 37,607


 The accompanying notes are an integral part of this statement.



               SRI Receivables Purchase Co., Inc.
  (An indirect, wholly owned subsidiary of Stage Stores, Inc.)
        Notes to Unaudited Condensed Financial Statements


     1. The accompanying unaudited condensed financial statements
of  SRI  Receivables Purchase Co., Inc. (the "Company" or "SRPC")
have been prepared in accordance with Rule 10-01 of Regulation S-
X  and  do not include all the information and footnotes required
by   generally   accepted  accounting  principles  for   complete
financial  statements.  Those  adjustments,  which  include  only
normal   recurring  adjustments  that  are  in  the  opinion   of
management  necessary for a fair presentation of the  results  of
the  interim  periods, have been made. The results of  operations
for  such  interim  periods  are not  necessarily  indicative  of
results  of  operations for a full year. The unaudited  financial
statements  should  be  read  in  conjunction  with  the  audited
financial statements and notes thereto for the year ended January
30,  1999 filed with SRPC's Annual Report on Form 10-K.   Certain
reclassifications have been made to prior year amounts to conform
with  the  current year presentation.  The fiscal years discussed
herein end on the Saturday nearest to January 31 in the following
calendar year. For example, references to "1999" mean the  fiscal
year ended January 29, 2000.

      2.  SRPC  is a wholly owned, special-purpose subsidiary  of
Specialty Retailers, Inc. ("SRI").  The Company's ultimate parent
is  Stage Stores, Inc. ("Stage Stores").  The Company, which  was
incorporated  in  1993, was established to acquire  substantially
all  of  the  trade accounts receivable generated by  holders  of
SRI's  private  label credit card accounts and to  transfer  such
accounts  receivable  to the SRI Receivables  Master  Trust  (the
"Trust")  under  the terms of a pooling and servicing  agreement.
The  Company is a separate and distinct entity from Stage  Stores
and  its other affiliates.  The Company was established with  the
intent  that, in the event of a liquidation, its creditors  would
be  entitled  to  satisfy their claims from the Company's  assets
prior  to  any  distribution  to  Stage  Stores  or  any  of  its
subsidiaries.  The Trust has issued certain certificates to third
parties representing undivided interests in the Trust. SRPC  owns
an  undivided interest in the accounts receivable not  supporting
the  certificates  issued  to third parties  by  the  Trust  (the
"Retained Interest").

     3.   During  the first quarter of 1999, the Company  adopted
the  Accounting  Standards  Executive  Committee's  Statement  of
Position  98-5,  "Reporting on the Costs of Start-Up  Activities"
("SOP  98-5")  which  requires costs of start-up  activities  and
organization costs be expensed as incurred. The initial  adoption
of SOP 98-5 during the quarter, reported as the cumulative effect
of  a  change in accounting principle, resulted in an  after  tax
charge of $1.2 million.


     ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS  OF  FINANCIAL
      CONDITION AND RESULTS OF  OPERATIONS

"Safe Harbor" Statement under the Private Securities Litigation
Reform Act of 1995.

      Certain items discussed or incorporated by reference herein
contain   forward-looking  statements  that  involve  risks   and
uncertainties  including, but not limited to, the seasonality  of
demand  for  apparel which can be affected by  weather  patterns,
levels of competition, competitors' marketing strategies, changes
in  fashion trends and availability of product on normal  payment
terms  and the failure of SRI to achieve the expected results  of
merchandising  and  marketing plans or store opening  or  closing
plans.  The occurrence of any of the above could have a  material
adverse  impact  on the amount or quality of accounts  receivable
transferred  to  SRPC, which in turn could affect  the  operating
results  of  SRPC.  Additionally, changes in economic  conditions
(including interest rates and payment patterns of the holders  of
SRI  private label credit card accounts) could negatively  impact
SRPC's results of operations. Certain information herein contains
estimates, which represent management's best judgment as  of  the
date  hereof  based on information currently available;  however,
SRPC  does  not  intend  to update this  information  to  reflect
developments  or information obtained after the date  hereof  and
disclaims any legal obligation to the contrary.


Results of Operations

      Management's Discussion and Analysis of Financial Condition
and Results of Operations is limited to an analysis of results of
operations  between the three months ended May 1,  1999  and  the
three months ended May 2, 1998, pursuant to General Instruction H
of Form 10-Q.


     The  gain associated with the Retained Certificates for  the
three  months  ended May 1, 1999 increased to $1.7  million  from
$0.5  million  in  the same period in 1998 primarily  due  to  an
increase  in the amount of service charge and late fee income  as
well as a decrease in premium payments to SRI for the purchase of
accounts  receivable partially offset by an increase in bad  debt
expense.  Beginning  in  fiscal 1999,  the  Company  discontinued
charging interest on intercompany balances between SRPC and  SRI.
Interest expense remained the same at  $0.9 million for the three
months ended May 1, 1999 and May 2, 1998. In connection with  the
adoption of SOP 98-5, the Company recorded a cumulative effect of
a  change  in  accounting principle, net of tax  charge  of  $1.2
million.  The  charge  was  related  to  the  write-off  of   the
unamortized  organization costs associated with  the  Trust.  The
decrease  in general and administrative expenses is  due  to  the
reduction   in   amortization   expense   associated   with   the
organization costs which were written off.


         ITEM 3.   QUANTITATIVE AND QUALITATIVE  DISCLOSURES  ABOUT
           MARKET RISK

      This item omitted pursuant to General Instruction H of Form
10-Q.



                  PART II  -  OTHER INFORMATION


ITEM 1.     LEGAL PROCEEDINGS

     None.


ITEM 2.     CHANGES IN SECURITIES AND USE OF PROCEEDS

      This item is omitted pursuant to General Instruction  H  of
Form 10-Q.


ITEM 3.     DEFAULTS UPON SENIOR SECURITIES

      This item is omitted pursuant to General Instruction  H  of
Form 10-Q.


ITEM 4.     SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

     This  item is omitted pursuant to General Instruction  H  of
     Form 10-Q.


ITEM 5.     OTHER INFORMATION

     None.


ITEM 6.     EXHIBITS AND REPORTS ON FORM 8-K


  (a)  Exhibits


     27.1        Financial Data Schedule.



                           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.

                                         SRI Receivables Purchase Co., Inc.



June 14, 1999                           /s/ Carl E. Tooker
(Date)                                  Carl E. Tooker
                                        Chairman, Chief Executive
                                        Officer and President
                                        (principal executive officer)


June 14, 1999                           /s/ James A. Marcum
(Date)                                  James A. Marcum
                                        Vice Chairman and
                                        Chief Financial Officer
                                        (principal financial and
                                         accounting officer)