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 July 31, 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 September
8,  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)

                                        July 31, 1999   January 30, 1999
                 ASSETS
   Retained Certificates in Trust          $ 78,300         $ 83,044
   Restricted cash                            5,048            5,926
   Prepaid expenses                             702              899
   Debt issue cost                              910            1,231
   Trust organization costs                   1,141            3,171
                                           $ 86,101         $ 94,271

  LIABILITIES AND STOCKHOLDER'S EQUITY
   Accrued expenses and other
      liabilities                          $    570         $    709
   Payable to SRI                            14,878           23,497
   Deferred income taxes                      2,179            2,179
   Long-term debt                            30,000           30,000
      Total liabilities                      47,627           56,385


   Common stock, par value $0.01, 1 share
      authorized, issued and
      outstanding                               --               --
   Additional paid-in capital                33,166           32,130
   Retained earnings                          5,308            5,756
         Stockholder's equity                38,474           37,886
   Commitments and contingencies                --               --
                                           $ 86,101         $ 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               Six Months Ended
                  July 31, 1999  August 1, 1998   July 31, 1999  August 1, 1998

Gain associated
 with Retained
 Certificates       $  1,660       $    306         $  3,369          $    796
Interest income on
 receivable from SRI     --           1,924              --              3,648
Interest income           52             50               96               107
Interest expense         935            935            1,870             1,870
Amortization of debt
 issue costs             161            160              321               321
General and
 administrative
 expenses                 37            182               71               356
Operating income         579          1,003            1,203             2,004

Income tax expense       214            372              445               743

Income before
 cumulative effect
 of a change in
 accounting principle    365            631              758             1,261

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

Net income (loss)   $    365       $    631         $   (448)         $  1,261



 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)

                                                   Six Months Ended
                                             July 31, 1999   August 1, 1998

Cash flows from operating activities:
   Net income (loss)                           $    (448)       $   1,261
   Adjustments to reconcile net income
    (loss) to net cash used in operating
    activities:
     Amortization of trust organization
      and debt issue costs                           449              713
     Cumulative effect of a change in
      accounting principle                         1,206              --
     Change in working capital                    (7,854)          (7,607)
     Total adjustments                            (6,199)          (6,894)

   Net cash used in operating activities          (6,647)          (5,633)

 Cash flows from investing activities:
     Decrease in restricted cash                     878            2,485
     Purchases of accounts receivable
      from SRI                                  (217,698)        (264,450)
     Transfer of accounts receivable to
      the Trust                                  223,467          268,605
       Net cash provided by investing
        activities                                 6,647            6,640

 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                             $   1,875        $   1,875

Supplemental schedule of non-cash
 investing and financing activities:

     Contribution of ineligible accounts
      receivable                               $   1,025        $   1,789

     Contribution of trust organization
      costs                                    $      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              Paid-in    Retained
                           Outstanding  Amount   Capital    Earnings   Total


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

Net loss                       --         --          --        (448)     (448)
Contribution of ineligible
 accounts receivable           --         --        1,025        --      1,025
Contribution of trust
 organization costs            --         --           11        --         11

Balance, July 31, 1999          1       $ --     $ 33,166   $  5,308  $ 38,474


 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 resulted in an after tax charge of
$1.2 million.


     Item2.   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  ability  to
obtain financing on terms reasonably satisfactory to SRPC and 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. See additional risk factors
discussed   in   Stage  Stores  Annual  Report  on   Form   10-K.
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 six months ended July 31, 1999 and the six
months ended August 1, 1998, pursuant to General Instruction H of
Form 10-Q.


     The  gain associated with the Retained Certificates for  the
six  months  ended July 31, 1999 increased to $3.4  million  from
$0.8  million  in  the same period in 1998 primarily  due  to  an
increase  in  the  amount of service charge and late  fee  income
partially  offset  by  an increase in bad  debt  expense  and  an
increase  in premium payments to SRI for the purchase of accounts
receivable.  Beginning in fiscal 1999, the  Company  discontinued
charging interest on intercompany balances between SRPC and  SRI.
Interest  expense remained the same at $1.9 million for  the  six
months  ended July 31, 1999 and August 1, 1998. During the  first
quarter  of 1999, the Company recorded a cumulative effect  of  a
change in accounting principle, net of tax charge of $1.2 million
in  connection  with  the adoption of SOP 98-5.  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.



September 10, 1999                      /s/ Carl E. Tooker
(Date)                                  Carl E. Tooker
                                        Chairman, Chief Executive Officer
                                        and President
                                        (principal executive officer)


September 10, 1999                      /s/ James A. Marcum
(Date)                                  James A. Marcum
                                        Vice Chairman and
                                        Chief Financial Officer
                                        (principal financial and
                                        accounting officer)