SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549
                                 FORM 10-K/A
                              (Amendment No. 1)


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

              For the year ended December 31, 2003, 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 0-19133

                       FIRST CASH FINANCIAL SERVICES, INC.
            ------------------------------------------------------
            (Exact name of registrant as specified in its charter)


              Delaware                                75-2237318
   -------------------------------         ---------------------------------
   (state or other jurisdiction of         (IRS Employer Identification No.)
   incorporation or organization)


     690 East Lamar Blvd., Suite 400
             Arlington, Texas                            76011
 ----------------------------------------              ----------
 (Address of principal executive offices)              (Zip Code)


     Registrant's telephone number, including area code:  (817) 460-3947

         Securities registered pursuant to Section 12(b) of the Act:

                                     None

         Securities registered pursuant to Section 12(g) of the Act:
                    Common Stock, par value $.01 per share

      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   [   ]

      Indicate by check mark if disclosure  of delinquent filers pursuant  to
 Item 405  of  Regulation  S-K is  not  contained  herein, and  will  not  be
 contained, to the  best of registrant's  knowledge, in  definitive proxy  or
 information statements incorporated by  reference in Part  III of this  Form
 10-K or any amendment to this Form 10-K.  [   ]

      Indicate by check mark whether the  registrant is an accelerated  filer
 (as defined in Rule 12b-2 of the Securities Exchange Act). Yes [ X ] No [ ]

      The aggregate market value of the  voting stock held by  non-affiliates
 of the registrant, based  upon the last reported  sales price on the  Nasdaq
 National Market on June 30, 2003, the last trading date of registrant's most
 recently completed second fiscal quarter is $101,474,089.

      As of  March 8,  2004, there  were 10,499,887  shares of  Common  Stock
 outstanding.

                     DOCUMENTS INCORPORATED BY REFERENCE

      The Company's Proxy Statement in connection with its Annual Meeting  of
 Stockholders to be  held on June  15, 2004 is  incorporated by reference  in
 Part III, Items 10, 11, 12 and 13.

<PAGE>

                     FIRST CASH FINANCIAL SERVICES, INC.
                                 FORM 10-K/A
                              (Amendment No. 1)
                              -----------------

                     For the Year Ended December 31, 2003

                               EXPLANATORY NOTE
                               ----------------

      This Amendment  No. 1  on Form  10-K/A  (this "Amendment")  amends  the
 Annual Report on Form  10-K for the  year ended December  31, 2003 filed  on
 March 12, 2004 (the "Original Filing").  First Cash Financial Services, Inc.
 (the "Company") has filed  this Amendment to  correct the classification  of
 certain transactions  presented  in the  Statements  of Cash  Flows  in  the
 Original Filing.  The net effect of the corrections of these classifications
 in each year presented is to increase operating cash flows, while decreasing
 investing and financing cash  flows.  These  changes were identified  during
 the course of the  Company preparing its response  to a comment letter  from
 the U.S. Securities and Exchange Commission regarding the Original Filing.

      A description of  these reclassifications and  a summary showing  their
 effect  on  the restated  Statements  of  Cash Flows is  provided in Note 17
 to  the  Consolidated Financial Statements.  This  Amendment  also  includes
 corresponding  textual  changes  in  Item  7,  Management's  Discussion  and
 Analysis of Results of  Operations, Liquidity and  Capital Resources and  an
 addition to related information in Item 9a.,  Controls and Procedures.  This
 Amendment has no  effect on the  Balance Sheets, Statements  of  Income, and
 Statements of Changes in Stockholders'  Equity, and more specifically,  does
 not affect net income, earnings per share, total cash flows, current assets,
 total assets,  current  liabilities,  total stockholders'  equity  or  other
 information as presented in the Original Filing.

      Other information  contained herein  has not  been updated.  Therefore,
 this Amendment should be read together with other documents that the Company
 has filed  with the  Securities and  Exchange Commission  subsequent to  the
 filing of the  Original Filing.  Information in such  reports and  documents
 updates and supersedes certain information contained in this Amendment.  The
 filing of this Amendment shall not be deemed an admission that the  Original
 Filing, when made, included any known, untrue statement of material fact  or
 knowingly omitted to state a material fact necessary to make a statement not
 misleading.


<PAGE>

                              TABLE OF CONTENTS
                              -----------------

 PART I

 Item 1.    Business
 Item 2.    Properties
 Item 3.    Legal Proceedings
 Item 4.    Submission of Matters to a Vote of Security Holders


 PART II

 Item 5.    Market for Registrant's Common Equity and Related
              Stockholder Matters
 Item 6.    Selected Financial Data
 Item 7.    Management's Discussion and Analysis of Financial
              Condition and Results of Operations
 Item 7a.   Quantitative and Qualitative Disclosures About
              Market Risk
 Item 8.    Financial Statements and Supplementary Data
 Item 9.    Changes in and Disagreements with Accountants on
              Accounting and Financial Disclosure
 Item 9a.   Controls and Procedures


 PART III

 Item 10.   Directors and Executive Officers of the Registrant
 Item 11.   Executive Compensation
 Item 12.   Security Ownership of Certain Beneficial Owners and
              Management and Related Stockholder Matters
 Item 13.   Certain Relationships and Related Transactions
 Item 14.   Principal Accounting Fees and Services


 PART IV

 Item 15.   Exhibits, Financial Statement Schedules and Reports
              on Form 8-K


 SIGNATURES


<PAGE>

                                    PART I
                                    ------

 Forward Looking Information

      This annual  report may  contain forward-looking  statements about  the
 business,  financial  condition  and  prospects  of  First  Cash   Financial
 Services, Inc.  Forward-looking statements can  be identified by the use  of
 forward-looking  terminology  such  as  "believes,"  "projects,"  "expects,"
 "may," "estimates," "will," "should,"  "plans," "intends," or  "anticipates"
 or  the  negative  thereof,  or  other  variations  thereon,  or  comparable
 terminology, or by discussions of  strategy.  Forward-looking statements  in
 this annual  report  include, without  limitation,  the earnings  per  share
 discussion, the expectation of growth in  the Company's pawn and  short-term
 advance products and the expectation for  additional store openings.   These
 statements are made to  provide the public  with management's assessment  of
 the Company's business.  Although the Company believes that the expectations
 reflected in  forward-looking statements  are reasonable,  there can  be  no
 assurances  that  such expectations  will prove  to  be  accurate.  Security
 holders are cautioned that such forward-looking statements involve risks and
 uncertainties.   The forward-looking  statements  contained in  this  report
 speak only  as  of  the date  of  this  report, and  the  Company  expressly
 disclaims any obligation or undertaking to release any updates or  revisions
 to any such statement to reflect any change in the Company's expectations or
 any change in events, conditions or circumstance on which any such statement
 is based.  Certain factors may cause results to differ materially from those
 anticipated by some of the statements made in this report.  Such factors are
 difficult to predict and many are beyond the control of the Company, but may
 include changes in regional, national or international economic  conditions,
 the ability  to open  and  integrate new  stores,  the ability  to  maintain
 favorable  banking  relationships  as  it  relates  to  short-term   lending
 products,  changes  in  governmental  regulations,  unforeseen   litigation,
 changes in  interest  rates, changes  in  foreign currency  exchange  rates,
 changes in tax rates  or policies, changes in  gold prices, future  business
 decisions and other uncertainties.


 Item 1.  Business
 -----------------

 General

      First Cash  Financial  Services,  Inc. (the  "Company")  is  a  leading
 provider of  specialty  consumer finance  products.   The  Company  has  243
 locations in eleven U.S. states and Mexico and is the nation's third largest
 publicly traded pawnshop operator.  The Company's pawn stores engage in both
 consumer finance and retail sales activities and are a convenient source for
 small consumer  loans, advancing  money  against pledged  tangible  personal
 property such as  jewelry, electronic equipment,  tools, sporting goods  and
 musical equipment.  The pawn stores also retail previously owned merchandise
 acquired through collateral forfeitures and over-the-counter purchases  from
 customers.  Many of  the Company's pawn  stores offer short-term,  unsecured
 advances ("short-term advances"), which are also known as payday loans.

      The Company also operates stand-alone check cashing/short-term  advance
 stores in  several U.S.  states.   These  stores provide  a broad  range  of
 consumer financial services  products, including  check cashing,  short-term
 advances, money order sales, money transfers and bill payment services.   In
 addition, the Company is a 50% partner in  Cash & Go, Ltd., a Texas  limited
 partnership, which  currently owns  and operates  40 kiosks  located  inside
 convenience stores, which offer short-term advances and check cashing.

      For the  year ended  December 31,  2003,  the Company's  revenues  were
 derived  as  follows:   49%   from  pawn  and  short-term  advance   lending
 activities, 48% from merchandise sales, and 3% from other sources, primarily
 check cashing fees.

      The Company was formed as a Texas corporation in July 1988 and in April
 1991 the  Company  reincorporated as  a  Delaware  corporation.   Except  as
 otherwise  indicated,  the   term  "Company"  includes   its  wholly   owned
 subsidiaries, American  Loan &  Jewelry, Inc.,  WR Financial,  Inc.,  Famous
 Pawn, Inc., JB Pawn, Inc., Cash & Go, Inc., One Iron Ventures, Inc., Capital
 Pawnbrokers, Inc., Silver Hill Pawn, Inc., Elegant Floors, Inc., First Cash,
 S.A. de C.V.,  American Loan Employee  Services, S.A. de  C.V., First  Cash,
 Ltd., First Cash Corp, First Cash Management, LLC, and First Cash, Inc.

      The Company's principal executive offices are located at 690 East Lamar
 Blvd., Suite 400, Arlington, Texas 76011, and its telephone number is  (817)
 460-3947.

 Industry

      The pawnshop industry in the United States is an established  industry,
 with the  highest concentration  of pawnshops  being  in the  Southeast  and
 Southwest.  The operation of pawnshops is governed primarily by state  laws,
 and accordingly, states that maintain pawn laws most conducive to profitable
 operations have  historically seen  the greatest  development of  pawnshops.
 Management  believes  the  pawnshop  industry  is  highly  fragmented   with
 approximately 15,000 stores in the United States.  The three publicly traded
 pawnshop companies currently operate less than 1,000 of the pawnshops in the
 United States.  The Company believes that individuals operating one to three
 locations own the majority of pawnshops.   Management further believes  that
 the highly fragmented nature of the industry is  due in part to the lack  of
 qualified  management  personnel,  the  difficulty  of  developing  adequate
 financial  controls  and  reporting  systems,  and  the  lack  of  financial
 resources.

      The short-term advance industry  is a relatively  new industry that  is
 experiencing rapid growth. A leading  industry analyst estimates that  there
 are approximately 22,000 short-term advance locations throughout the  United
 States.  There are several privately held chains that operate from 100 to up
 approximately 2,000 stores each.  The  four largest publicly held  operators
 of  check cashing/short-term  advance  stores,  which  includes  First  Cash
 Financial Services, Inc.,  operate a combined  total of approximately  2,500
 stores.  Some states have enacted  formal check cashing laws which  regulate
 the amount of fees that operators may charge for cashing checks, and in some
 cases states  have regulated  the  amount of  service  charges that  may  be
 charged on  small consumer  advances, commonly  referred to  as  "short-term
 advances."

 Business Strategy

      The Company's  primary business  plan is  to significantly  expand  its
 operations by  opening new  pawnshops and  check cashing/short-term  advance
 stores.  In addition, it will  continue to remain focused on increasing  the
 revenues and operating profits in its existing stores.

 New Store Openings

      The  Company  has  opened  78  new   pawn  stores  and  54  new   check
 cashing/short-term advance stores since its inception and currently  intends
 to open both  additional pawn  stores and  check cashing/short-term  advance
 stores in locations where management  believes appropriate demand and  other
 favorable conditions exist.  During the years ended December 31, 2003,  2002
 and 2001, the Company opened 31, 25 and 4 new pawn stores, respectively, and
 over the  same three  years, the  Company opened  16, 13  and 14  new  check
 cashing/short-term advance stores, respectively.

      Management seeks to locate new stores where demographics are  favorable
 and competition is  limited.  It  is the Company's  experience that after  a
 suitable location has been identified and a lease and licenses are obtained,
 a  new  store can  be open  for business  within  six to  eight  weeks.  The
 investment required to open a new pawn store includes store operating  cash,
 inventory, funds available  for pawns loans,  leasehold improvements,  store
 fixtures,  security  systems,  computer   equipment  and  start-up   losses.
 Although the total investment  varies and is difficult  to predict for  each
 location, it has  been the Company's  experience that  between $200,000  and
 $300,000 is required to fund a  new pawn store for  the first six months  of
 operation.  The Company also estimates that between $200,000 and $300,000 is
 required to fund a new check cashing/short-term advance store for the  first
 six  months  of   operation,  which  includes   investments  for   leasehold
 improvements, security and  computer equipment, funds  available for  short-
 term advances, store operating cash, and start-up losses.

      The  Company currently  plans  to  continue its  expansion in  existing
 markets, with the  primary focus  being in Texas  and Mexico.   The  Company
 continues  to  evaluate   new  markets  in   other  states  with   favorable
 demographics and regulatory environments.  The Company has an organizational
 structure that it believes is capable of supporting a larger,  multi-country
 and multi-state store base.

 Enhance Productivity of Existing and Newly Opened Stores

      The primary  factors  affecting  the  profitability  of  the  Company's
 existing store base  are the  volume of retail  sales, the  gross profit  on
 retail sales, the level of pawn  loans outstanding, the level of  short-term
 advances outstanding,  the  volume  of  check  cashing  and  other  consumer
 financial services, and the  control of store  expenses, including bad  debt
 expenses related  to short-term  advances.   To increase  customer  traffic,
 which management believes  is a key  determinant to  increasing its  stores'
 profitability, the Company has taken several steps to distinguish its stores
 from traditional pawn  and check  cashing/short-term advance  stores and  to
 make customers  feel more  comfortable.   In  addition to  well-lit  parking
 facilities, typically  the  stores'  exteriors  display  an  attractive  and
 distinctive awning similar  to those  used by  contemporary convenience  and
 video rental  stores.   The Company  also has  upgraded or  refurbished  the
 interior of certain of its stores  and improved merchandise presentation  by
 categorizing items into departments,  improving the lighting and  installing
 better in-store signage.

      The  Company  has  implemented  an  employee training program  for both
 store  and  corporate-level  personnel  that  stresses   productivity    and
 professionalism.  The  Company utilizes a  proprietary computer  information
 system that provides fully integrated functionality to support point-of-sale
 retail operations, inventory management and loan processing.  Each store  is
 connected on a real-time basis to a secured off-site data center located  in
 Allen, Texas that houses the centralized database and operating system.  The
 system  provides  management  the  ability  to  continuously  monitor  store
 transactions and operating  results.  The  Company maintains a  well-trained
 internal audit staff that conducts regular  store visits to test  compliance
 with  financial  and  operational controls.  Management  believes  that  the
 current operating and financial  controls and systems  are adequate for  the
 Company's existing  store base  and can  accommodate reasonably  foreseeable
 growth in the near-term.

 Acquisitions

      Because of the highly fragmented nature  of both the pawn industry  and
 the check cashing/short-term advance industry,  as well as the  availability
 of "mom & pop"  sole proprietors willing to  sell their stores, the  Company
 believes that certain acquisition opportunities may arise from time to time.
 The timing  of any  future acquisitions  is  based on  identifying  suitable
 stores and purchasing  them on  terms that are  viewed as  favorable to  the
 Company.   Before  making an  acquisition,  management typically  studies  a
 demographic analysis of the surrounding area, considers the number and  size
 of competing stores, and researches regulatory issues.  Specific pawn  store
 acquisition criteria  include an  evaluation of  the volume  of annual  pawn
 transactions, outstanding receivable balances, historical redemption  rates,
 the quality and quantity of inventory on hand, and location and condition of
 the facility, including  lease terms.   Factors involved  in evaluating  the
 acquisition of check  cashing/short-term advance stores  include the  annual
 volume  of  transactions,  location  and  condition  of  facilities,  and  a
 demographic evaluation of  the surrounding area  to determine the  potential
 for the Company's short-term advance product.

 Pawn Lending Activities

      The  Company's  pawn  stores  advance  money against  the  security  of
 pledged goods.  The pledged goods are  tangible  personal property generally
 consisting of  jewelry,  electronic  equipment, tools,  sporting  goods  and
 musical equipment.  The  pledged  goods  provide the  only security  to  the
 Company for the repayment  of the pawn, as  pawns cannot result in  personal
 liability to the borrower.  Therefore, the Company does not investigate  the
 creditworthiness of the borrower, relying  instead on the marketability  and
 sale value of pledged goods as a basis for its credit decision.  Receivables
 from pawn  loans  at  December  31,  2003  and  2002  were  $20,037,000  and
 $16,624,000, respectively.

      At the time a pawn transaction is entered into, an agreement,  commonly
 referred to as  a pawn ticket,  is delivered to  the borrower for  signature
 that sets forth, among  other items, the name  and address of the  pawnshop,
 borrower's name,  borrower's  identification number  from  his/her  driver's
 license or other identification, date, identification and description of the
 pledged goods, including  applicable serial numbers,  amount financed,  pawn
 service charge, maturity date, total amount that must be paid to redeem  the
 pledged goods on the maturity date, and the annual percentage rate.

      Pledged property is held through the term of the pawn, which is 30 days
 in  Texas,  South  Carolina,  Missouri,  Virginia,  and  Oklahoma,  with  an
 automatic extension period of 15 to 60 days depending on state laws,  unless
 the pawn is  earlier paid  or renewed.   In Maryland,  Washington, D.C.  and
 Mexico, pledged property is  held for 30  days.  In  the event the  borrower
 does not pay or renew a pawn within 90 days in South Carolina and  Missouri,
 60 days in Texas and Oklahoma, 45 days in Virginia, and 30 days in Maryland,
 Washington, D.C. and Mexico, the unredeemed  collateral is forfeited to  the
 Company  and  becomes  inventory available  for  general liquidation or sale
 in one of  the  Company's stores.  If a  pawn is  not repaid  prior  to  the
 expiration of the automatic extension period, if applicable, the property is
 forfeited to the Company  and transferred to inventory  at a value equal  to
 the principal amount of the loan, exclusive of accrued interest.

      The amount the Company  is willing to finance  typically is based on  a
 percentage of the  estimated sale  value of the  collateral.   There are  no
 minimum or maximum pawn to fair market value restrictions in connection with
 the Company's lending activities.  The basis for the Company's determination
 of the  sale  value includes  such  sources  as catalogs,  blue  books,  and
 newspapers.  The Company also  utilizes its integrated computer  information
 system to recall  recent selling prices  of similar merchandise  in its  own
 stores.  These sources, together with  the employees' experience in  selling
 similar  items   of  merchandise   in  particular   stores,  influence   the
 determination of the estimated sale value  of such items.  The Company  does
 not utilize a  standard or mandated  percentage of estimated  sale value  in
 determining  the  amount  to be  financed.  Rather,  the  employee  has  the
 authority to set the percentage for  a particular item and to determine  the
 ratio of pawn amount to estimated  sale value with the expectation that,  if
 the item is forfeited  to the pawnshop, its  subsequent sale should yield  a
 gross profit margin consistent with the Company's historical experience.  It
 is the Company's  policy to  value merchandise  on a  conservative basis  to
 avoid  the  risks  associated  with  over-valuation.  The  recovery  of  the
 principal and realization of gross profit on sales of inventory is dependent
 on the Company's initial assessment of the property's estimated sale  value.
 Improper assessment  of the  sale value  of the  collateral in  the  lending
 function can result in reduced marketability of the property and sale of the
 property for an amount less than the principal amount pawned.

      The Company contracts for a pawn service charge in lieu of interest  to
 compensate it for the pawn loan.  The statutory service charges on pawns  at
 its Texas stores range from 12% to 240% on an annualized basis depending  on
 the size of the  pawn, and from 39%  to 240% on an  annualized basis at  the
 Company's Oklahoma stores.  Pawns made  in the Maryland stores bear  service
 charges of 144% to 240% on an annualized basis with a $6 minimum charge  per
 month, while pawns in Virginia earn 120% to 144% annually with a $5  minimum
 charge per month.  In Washington D.C., a flat $2 charge per month applies to
 all pawns up to $40, and an 18% to 60% annualized service charge applies  to
 pawns of greater  than  $40.  In Missouri, pawns  bear a  total service  and
 storage charge of 180% to 240% on  an annualized basis with a $2.50  minimum
 charge per month,  and South Carolina  rates range from  100% to  300%.   In
 Mexico, pawns bear an annualized rate of 240%.  As of December 31, 2003, the
 Company's  average  pawn per  pawn ticket  was  approximately  $61.  Service
 charge revenues for pawns during the  fiscal years ended December 31,  2003,
 2002 and 2001 were  $28,804,000, $21,723,000 and $19,714,000,  respectively,
 and accounted  for approximately  40%, 37%  and  37%, respectively,  of  the
 Company's total  service  charge  revenues.   For  the  fiscal  years  ended
 December 31, 2003, 2002 and 2001, the Company's annualized yields on average
 pawn balances were 157%, 143% and 141%, respectively.

 Short-term Advance Activities

      The Company's check cashing/short-term advance stores and pawn  stores,
 in  selected  markets,  make  unsecured,  short-term  advances  for  a  term
 of thirty days  or less.  To qualify  for a  short-term  advance,  customers
 generally must  have proof  of  steady income,  a  checking account  with  a
 minimum  of   returned  items   within  a   specified  period,   and   valid
 identification.  Upon completing an application and subsequent approval, the
 customer writes a check on their personal checking account for the amount of
 the advance, plus  applicable  fees.  At maturity, the  customer may  either
 return to the store  and pay off the  advance with cash,  in which case  the
 check is returned to the customer,  or the store can deposit the  customer's
 check into its checking account.  Receivables from short-term advances,  net
 of bad  debt  valuation allowances,  at  December  31, 2003  and  2002  were
 $13,759,000 and $10,690,000, respectively.

      Fees charged for short-term advances  are generally regulated by  state
 law and range  from 13.9%  to 40% of  the amount  advanced per  transaction.
 Service charge  revenues for  short-term advances  during the  fiscal  years
 ended December 31,  2003, 2002 and  2001 were  $42,939,000, $36,473,000  and
 $33,314,000, respectively, and accounted for approximately 60%, 63% and 63%,
 respectively, of the Company's total service charge revenues.

      The bank returns  a significant number  of customer short-term  advance
 checks deposited by the Company; however, the Company subsequently  collects
 a large percentage of these bad  debts.  The profitability of the  Company's
 short-term advance operations is dependent upon adequate collection of these
 returned  items.   The  bad  debt  valuation  allowances  were  $462,000  and
 $422,000 at December  31, 2003  and 2002, respectively.   The  net bad  debt
 expenses associated with short-term advances  during the fiscal years  ended
 December 31, 2003, 2002 and 2001 were $9,878,000, $8,669,000 and $8,684,000,
 respectively, which represented 23%, 24%  and 26%, respectively, of  service
 charge revenues from short-term advances.

 Merchandise Sales

      The Company's  merchandise  sales are  primarily  retail sales  to  the
 general public in its  pawn stores.  The  items retailed are primarily  used
 jewelry, consumer  electronics,  tools,  musical  instruments  and  sporting
 goods.  The Company also melts down limited quantities of scrap gold jewelry
 and sells  the gold  at market  commodity  prices. Total  merchandise  sales
 during the  years ended  December  31, 2003,  2002  and 2001  accounted  for
 approximately 48%,  48%  and  49%,  respectively,  of  the  Company's  total
 revenues for these periods.  For the years ended December 31, 2003, 2002 and
 2001 the Company realized gross profit margins on merchandise sales of  41%,
 42% and 36%, respectively.

      The Company acquires merchandise inventory primarily through  forfeited
 pawns and  purchases  of  used  goods  directly  from  the  general  public.
 Merchandise acquired by the  Company through defaulted  pawns is carried  in
 inventory at the amount of the  related pawn loan, exclusive of any  accrued
 service  charges.   Management  believes  that  this  practice  lessens  the
 likelihood that  the Company  will incur  significant, unexpected  inventory
 devaluations.

      The Company does not provide financing to purchasers of its merchandise
 nor does  it provide  the prospective  buyer warranties  on the  merchandise
 purchased.   Nevertheless,  the  Company  may,  at  its  discretion,  refund
 purchases if merchandise is returned because  it was damaged or not in  good
 working order when purchased.  The Company permits its customers to purchase
 inventory on a "layaway" plan.  Should the customer fail to make a  required
 payment, the  item  is  returned to  inventory  and  previous  payments  are
 forfeited to the Company.

 Operations and Locations

       As of March  8, 2004,  the Company  operated stores  in the  following
 markets:

                                               Check cashing/
                                       Pawn  Short-term advance     Total
                                      Stores       Stores           Stores
                                      ------------------------------------
           District of Columbia (1).     2            7                9
           Washington...............     -            3                3
           Oregon...................     -            4                4
           Illinois.................     -           10               10
           California...............     -           15               15
           Maryland.................    21            -               21
           Missouri.................     3            -                3
           Oklahoma (1).............     3            -                3
           South Carolina (1).......     8            -                8
           Texas (1)................    59           37               96
           Virginia.................     2            -                2
           Mexico (2)...............    69            -               69
                                      ------------------------------------
                               Total   167           76              243
                                      ====================================

           (1) Pawn stores in these states also offer the short-term  advance
               product.
           (2) See Note 15 of the Consolidated Financial Statements regarding
               geographic areas.

      In addition, at March 8, 2004,  the Company's 50% owned joint  venture,
 Cash & Go,  Ltd. operated a  total of 40  kiosks located inside  convenience
 stores in the state of Texas.

      The Company seeks to establish clusters of several stores in a specific
 geographic area in order to achieve  certain economies of scale relative  to
 supervision, purchasing and marketing.  In  Texas,  such clusters have  been
 established in the Dallas/Fort Worth metropolitan area, the greater  Houston
 metropolitan area, the Rio Grande Valley area, the Corpus Christi area,  the
 El Paso area, the  central Texas area (Austin,  San Antonio and  surrounding
 cities) and the west Texas area.  Store clusters have also been  established
 in the  St. Louis,  Missouri  area, the  Oklahoma  City, Oklahoma  area,  in
 Washington, D.C.  and  its  surrounding  Maryland  suburbs,  in   Baltimore,
 Maryland, in northern California,  in the Chicago,  Illinois area, in  South
 Carolina, in the Pacific Northwest, and in northern Mexico.

 Pawn Store Operations

      The typical Company pawn store is a freestanding building or part of  a
 small  retail  strip  shopping  center  with  adequate,  well-lit   parking.
 Management has established a standard  store design intended to  distinguish
 the Company's stores from the competition.   The design consists of a  well-
 illuminated exterior with  a distinctive awning  and a layout  similar to  a
 contemporary convenience store or video rental store.  The Company's  stores
 are typically open six to seven days a  week from 9:00 a.m. to between  6:00
 p.m. and 9:00 p.m.

      The Company's  computer system  permits a  store  manager or  clerk  to
 recall rapidly the cost of an item  in inventory, the date it was  purchased
 as well as the prior transaction history of a particular customer.  It  also
 facilitates the  timely valuation  of goods  by showing  values assigned  to
 similar goods in the past.  The  Company has networked its stores to  permit
 the  Company's  headquarters  to  more  efficiently  monitor  each   store's
 operations, including  merchandise  sales, service  charge  revenues,  pawns
 written and redeemed, and changes in inventory.

      The Company attempts to attract retail shoppers seeking bargain  prices
 through the  use  of  seasonal promotions,  special  discounts  for  regular
 customers, prominent display of impulse purchase  items such as jewelry  and
 tools, tent sales and  sidewalk sales, and a  layaway purchasing plan.   The
 Company  attempts  to  attract  and  retain  pawn  customers  by  lending  a
 competitive percentage of the  estimated sale value  of items presented  for
 pledge and by providing quick financing, renewal and redemption services  in
 an appealing atmosphere.

      Each pawnshop employs  a manager, one  or two  assistant managers,  and
 between one and eight sales personnel, depending upon the size, sales volume
 and location of the store.  The store manager is responsible for supervising
 personnel and assuring that the store is managed in accordance with  Company
 guidelines and established policies and procedures.  Each manager reports to
 an area  supervisor who  typically oversees  four to  seven store  managers.
 Each supervisor reports to one of three regional vice-presidents.

      The Company believes that profitability of its pawnshops is  dependent,
 among other factors, upon its employees' ability to make pawns that  achieve
 optimum redemption rates, to be effective sales people and to provide prompt
 and courteous service.  Therefore, the Company trains its employees  through
 direct instruction  and  on-the-job  pawn  and  sales  experience.  The  new
 employee is introduced to the business  through an orientation and  training
 program that includes  on-the-job training in  lending practices,  layaways,
 merchandise  valuation  and  general  administration  of  store  operations.
 Certain experienced employees  receive training and  an introduction to  the
 fundamentals of management to acquire the  skills necessary to advance  into
 management positions within the organization.  Management training typically
 involves exposure to income maximization, recruitment, inventory control and
 cost efficiency.   The  Company maintains  a performance-based  compensation
 plan for all store  employees, based, among other  factors, on sales,  gross
 profit and special promotional contests.

 Check Cashing/Short-term Advance Operations

      The Company's check cashing/short-term advance locations are  typically
 part of  a retail  strip shopping  center with  adequate, well-lit  parking.
 Management has established a standard  store design intended to  distinguish
 the Company's stores from the competition.   The design consists of a  well-
 illuminated exterior  with a  lighted  sign, and  distinctive,  conservative
 window signage.  The interiors typically  feature an ample lobby,  separated
 from employee work areas by floor-to-ceiling teller windows.  The  Company's
 stores are typically open six to seven days a week from 9:00 a.m. to between
 6:00 p.m. and 9:00 p.m.

      Computer operating systems  in the  Company's check  cashing/short-term
 advance stores allow  a store manager  or clerk to  recall rapidly  customer
 check cashing  histories,  short-term  advance histories,  and  other  vital
 information.  The  Company attempts to  attract customers primarily  through
 television advertisements and yellow page advertisements.

      Each check cashing/short-term loan store employs a manager, and between
 one and eight tellers, depending upon the size, sales volume and location of
 the store.  The store manager  is responsible for supervising personnel  and
 assuring that the store is managed in accordance with Company guidelines and
 established policies and procedures.  Each store manager reports to an  area
 manager who typically oversees two to five store managers.  Each  supervisor
 reports to one of two regional vice-presidents.

      The kiosks operated by  the Cash & Go,  Ltd. joint venture are  located
 inside convenience stores.  Each kiosk is a physically secured area with its
 own counter space  within the convenience  store.  Each  kiosk is  typically
 staffed by one or two employees at any point in time.

 Competition

      The Company encounters significant  competition in connection with  all
 aspects  of  its  business  operations.  These  competitive  conditions  may
 adversely affect  the  Company's  revenues,  profitability  and  ability  to
 expand.

      The Company  competes primarily  with other  pawn store  operators  and
 check cashing/short-term advance  operators.   There are  two publicly  held
 pawnshop operators and  one publicly held  check cashing/short-term  advance
 operator, all of  which have  more locations than  the Company.   There  are
 several privately held operators of check cashing/short-term advance stores,
 some of which are significantly larger  than the Company. In addition,  both
 the  pawnshop   and   check  cashing/short-term   advance   industries   are
 characterized by a large number of independent owner-operators, some of whom
 own and operate multiple locations.   The Company believes that the  primary
 elements of competition in these businesses are store location, the  ability
 to lend  competitive  amounts on  pawns  and short-term  advances,  customer
 service, and  management  of store  employees.   In  addition,  the  Company
 competes with financial  institutions, such as  consumer finance  companies,
 which generally lend on an unsecured as well  as on a secured basis.   Other
 lenders may and do lend money on terms more favorable than those offered  by
 the Company.   Many of these  competitors have  greater financial  resources
 than the Company.

      In its retail  operations, the Company's  competitors include  numerous
 retail and  wholesale  stores,  including jewelry  stores,  discount  retail
 stores,  consumer  electronics  stores  and  other  pawnshops.   Competitive
 factors in the Company's  retail operations include  the ability to  provide
 the customer with a variety of merchandise items at attractive prices.  Many
 retailers have significantly greater financial resources than the Company.

 Governmental Regulation

 General

      The Company is subject to extensive regulation in most jurisdictions in
 which it  operates,  including  jurisdictions that  regulate  pawn  lending,
 short-term advance and check cashing.  The Company's pawnshop and short-term
 advance operations in  the United  States are  subject to,  and must  comply
 with, extensive regulation, supervision and licensing from various  federal,
 state  and  local  statutes,  ordinances  and  regulations.  These  statutes
 prescribe, among  other things,  the  general terms  of  the loans  and  the
 service charges and/or interest rates that may be charged.  These regulatory
 agencies have broad discretionary authority.  The Company is also subject to
 federal and  state regulation  relating to  the reporting  and recording  of
 certain currency transactions.  The Company's pawnshop operations in  Mexico
 are also  subject  to, and  must  comply  with, general  business,  tax  and
 consumer protection  regulations  from  various  federal,  state  and  local
 governmental agencies in Mexico.  There can be no assurance that  additional
 state or federal  statutes or  regulations in  either the  United States  or
 Mexico will not be enacted or that existing laws and regulations will not be
 amended at some future date which  could inhibit the ability of the  Company
 to offer  pawn loans  and short-term  advances, significantly  decrease  the
 service charges for lending money, or prohibit or more stringently  regulate
 the sale of certain  goods, any of which  could cause a significant  adverse
 effect on the Company's future prospects.

 State and Local Regulations

      The Company operates  in seven states  that have  licensing and/or  fee
 regulations on pawns, including  Texas, Oklahoma, Maryland, Virginia,  South
 Carolina, Washington, D.C., and Missouri.   The Company is licensed in  each
 of the states in which a license is currently required for it to operate  as
 a pawnbroker.  The Company's fee  structures are at or below the  applicable
 rate ceilings adopted by each of these states.  In addition, the Company  is
 in compliance with the net asset requirements in states where it is required
 to maintain certain levels of liquid assets for each pawn store it  operates
 in the applicable state.

      Under some county  and municipal ordinances,  pawn stores must  provide
 local law  enforcement  agencies  with  copies  of  all  daily  transactions
 involving pawns  and over-the-counter  purchases.   These daily  transaction
 reports are designed to provide the local law enforcements officials with  a
 detailed description of  the goods  involved, including  serial numbers,  if
 any,  and  the  name  and  address  of  the  owner  obtained  from  a  valid
 identification card.   If these  ordinances are  applicable, a  copy of  the
 transaction ticket  is  provided  to  local  law  enforcement  agencies  for
 processing  by  the  National  Crime  Investigative  Computer  to  determine
 rightful ownership.  Goods held to secure pawns or goods purchased which are
 determined to  belong to  an owner  other than  the borrower  or seller  are
 subject to recovery by the rightful  owners.  Historically, the Company  has
 not found these  claims to have  a material adverse  effect upon results  of
 operations.  The Company does not  maintain insurance to cover the costs  of
 returning merchandise to its rightful owners.

      The Company also  operates in states  that have  licensing, and/or  fee
 regulations on check cashing and short-term advances, including  California,
 Washington, Oklahoma, South Carolina, Oregon, Illinois and Washington,  D.C.
 The Company  is  licensed in  each  of the  states  in which  a  license  is
 currently required for  it to operate  as a check  casher and/or  short-term
 lender.   In addition,  in some  jurisdictions, check  cashing companies  or
 money transmission agents are  required to meet  minimum bonding or  capital
 requirements and are subject to record-keeping requirements.

      In Texas,  which does  not have  favorable short-term  lending  service
 charge rates, the Company has entered into an agreement with County Bank  of
 Rehoboth Beach, Delaware,  a federally insured  state of Delaware  chartered
 financial institution, to act as a  loan servicer within the state of  Texas
 for County Bank.  The Company is licensed as a regulated servicing agent  by
 the State of Texas.  As compensation for the Company acting as County Bank's
 loan servicer, the Company  is entitled to purchase  a participation in  the
 loans made by County  Bank.  The Company's  ability to continue to  maintain
 its current relationship with County Bank and to continue to service  County
 Bank loans within the state of Texas is subject to County Bank's ability  to
 continue to export its loan product to the state of Texas.  There can be  no
 assurance that  County Bank  will be  able to  continue to  export its  loan
 product to the state of Texas, and the bank's failure to do so could have  a
 materially  adverse  impact  on  the  Company's  operations  and   financial
 condition.

 Federal Regulations

      The U.S.  Office  of  Comptroller of  the  Currency  has  significantly
 restricted the  ability  of  nationally  chartered  banks  to  establish  or
 maintain relationships with  loan servicers  in order  to make  out-of-state
 short-term advance loans. The Company does not currently maintain nor intend
 in the  future to  establish  loan-servicing relationships  with  nationally
 chartered  banks.   In  2003,  the  Federal  Deposit  Insurance  Corporation
 ("FDIC"), which regulates the ability of state chartered banks to enter into
 relationships with loan  servicers, issued examiner  guidelines under  which
 such arrangements  are permitted.   Texas  is the  only state  in which  the
 Company functions  as loan  servicer through  a  relationship with  a  state
 chartered bank, County Bank of Rehoboth Beach, Delaware, that is subject  to
 the FDIC examiner guidelines.   The ultimate effect  of the new  guidelines,
 which are still being implemented, on the Company's ability to offer  short-
 term advances in  Texas under its  current loan  servicing arrangement  with
 County Bank  is  unknown  at  this  time.   If  the  FDIC's  new  guidelines
 ultimately restrict the  ability of  state banks  to maintain  relationships
 with loans  servicers, it  could have  a materially  adverse impact  on  the
 Company's operations and financial condition.

      Under the Bank Secrecy  Act regulations of the  U.S. Department of  the
 Treasury (the "Treasury Department"), transactions involving currency in  an
 amount greater than $10,000 or the purchase of monetary instruments for cash
 in amounts  from $3,000  to $10,000  must be  recorded.   In general,  every
 financial institution,  including the  Company,  must report  each  deposit,
 withdrawal, exchange of currency or other  payment or transfer, whether  by,
 through or to the financial institution, that involves currency in an amount
 greater than $10,000.  In addition, multiple  currency transactions must  be
 treated as single  transactions if the  financial institution has  knowledge
 that the transactions  are by, or  on behalf of,  any person  and result  in
 either cash  in  or cash  out  totaling more  than  $10,000 during  any  one
 business day.

      The Money Laundering  Suppression Act of  1994 added a  section to  the
 Bank Secrecy Act requiring the registration of "money services  businesses,"
 like the Company,  that engage  in check cashing,  currency exchange,  money
 transmission, or  the issuance  or redemption  of money  orders,  traveler's
 checks, and  similar instruments.  The  purpose  of the  registration is  to
 enable governmental  authorities to  better enforce  laws prohibiting  money
 laundering and  other illegal  activities.   The regulations  require  money
 services businesses to  register with the  Treasury Department  by filing  a
 form, adopted by the  Financial Crimes Enforcement  Network of the  Treasury
 Department  ("FinCEN"),  and  to  re-register  at  least  every  two   years
 thereafter.  The  regulations also require  that a  money services  business
 maintain a list of names and addresses of, and other information about,  its
 agents and that the list be made available to any requesting law enforcement
 agency (through FinCEN).  The agent list must be updated annually.

      In March 2000, FinCEN adopted additional regulations, implementing  the
 Bank Secrecy Act that is also addressed to money services businesses.  These
 regulations require  money  services businesses,  such  as the  Company,  to
 report suspicious transactions  involving at least  $2,000 to  FinCEN.   The
 regulations  generally  describe  three  classes  of  reportable  suspicious
 transactions - one  or  more related  transactions that  the money  services
 business knows, suspects, or has reason to suspect (1) involve funds derived
 from illegal activity or  are intended to hide  or disguise such funds,  (2)
 are designed  to evade  the requirements  of the  Bank Secrecy  Act, or  (3)
 appear to serve no business or lawful purpose.

      Under the USA PATRIOT  Act passed by Congress  in 2001, the Company  is
 required  to  maintain  an anti-money  laundering  compliance  program.  The
 program must include  (1) the development  of internal policies,  procedures
 and controls; (2) the  designation of a compliance  officer; (3) an  ongoing
 employee training program; and (4) an independent audit function to test the
 program.  The  United States  Department of  Treasury is  expected to  issue
 regulations specifying the  appropriate features and  elements of the  anti-
 money laundering compliance  programs for the  pawnbrokering and  short-term
 advance industries.

      The Gramm-Leach-Bliley Act  requires the Company  to generally  protect
 the confidentiality of its customers' nonpublic personal information and  to
 disclose to its customers its privacy policy and practices, including  those
 regarding sharing the customers'  nonpublic personal information with  third
 parties.  Such disclosure must be made to customers at the time the customer
 relationship is established, at least annually thereafter, and if there is a
 change in the Company's privacy policy.

      With respect  to  firearms sales,  the  Company must  comply  with  the
 regulations promulgated by the Department of the Treasury-Bureau of Alcohol,
 Tobacco  and  Firearms,  which  requires  firearms  dealers  to  maintain  a
 permanent written record  of all firearms  that it receives  or sells.   The
 Company does not currently sell firearms to the public.

 Proposed Regulations

      Governmental action  to prohibit  or restrict  short-term advances  has
 been advocated over the  past few years by  consumer advocacy groups and  by
 media reports and stories.  The consumer groups and media stories  typically
 focus on the cost to a consumer  for that type of short-term advance,  which
 is higher than the  interest generally charged by  credit-card issuers to  a
 more creditworthy consumer.   The consumer  groups and  media stories  often
 characterize short-term  advance  activities as  abusive  toward  consumers.
 During the last  few years, legislation  has been introduced  in the  United
 States  Congress  and   in  certain  state   legislatures,  and   regulatory
 authorities have proposed or publicly addressed the possibility of proposing
 regulations, that would prohibit or restrict short-term advances.

      Legislation and  regulatory  action at  the  state level  that  affects
 consumer lending has recently  become effective in a  few states and may  be
 taken in other states.  The Company intends to continue, with others in  the
 short-term advance industry, to oppose legislative or regulatory action that
 would  prohibit  or  restrict  short-term advances.  But if  legislative  or
 regulatory action with  that effect were  taken on the  federal level or  in
 states such  as Texas,  in which  the Company  has a  significant number  of
 stores, that action could  have a material adverse  effect on the  Company's
 short-term  advance-related  activities  and  revenues.   There  can  be  no
 assurance that additional local, state, or  federal legislation will not  be
 enacted or that  existing laws and  regulations will not  be amended,  which
 would materially, adversely  impact the Company's  operations and  financial
 condition.

 Employees

      The Company  had approximately  1,531 employees  as of  March 8,  2004,
 including approximately 90 persons employed in executive, administrative and
 accounting functions.   In addition, Cash  & Go, Ltd.  had approximately  88
 employees as of March 8, 2004.  None of the Company's employees are  covered
 by collective bargaining  agreements.   The Company  considers its  employee
 relations to be satisfactory.

 First Cash Website

      The Company's  primary  website  is  at  http://www.firstcash.com.  The
 Company makes available, free of charge, at its corporate website its annual
 report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form
 8-K and amendments to those reports  filed or furnished pursuant to  Section
 13(a) or 15(d) of the  Securities and Exchange Act  of 1934, as amended,  as
 soon as reasonably practicable after they are electronically filed with  the
 SEC.

 Insurance

      The Company  maintains  fire,  casualty,  theft  and  public  liability
 insurance for each of its pawn  stores and check cashing/short-term  advance
 locations in  amounts  management  believes  to  be  adequate.  The  Company
 maintains workers' compensation insurance in Maryland, Missouri, California,
 Virginia, Washington, Oregon,  South Carolina,  Illinois, Washington,  D.C.,
 Oklahoma, as well  as excess employer's  indemnification insurance in  Texas
 and equivalent coverage in  Mexico.  The Company  is a non-subscriber  under
 the Texas Workers' Compensation Act.


 Item 2.  Properties
 -------------------

      The Company currently owns the real  estate and buildings for three  of
 its pawn  stores and  leases 257  pawn stores  and check  cashing/short-term
 advance locations that are currently open or are in the process of  opening.
 Leased facilities are generally leased for a term of two to eight years with
 one or more options to renew.  The Company's existing leases expire on dates
 ranging  between  2004  and  2016.  All  current store  leases  provide  for
 specified periodic rental payments ranging from approximately $800 to $9,100
 per month.

      Most leases require the  Company to maintain the  property and pay  the
 cost of insurance and property taxes.  The Company believes that termination
 of any particular  lease would  not have a  material adverse  effect on  the
 Company's operations.  The Company's strategy is generally to lease,  rather
 than purchase, space for its pawnshop and check cashing locations unless the
 Company finds  what it  believes is  a superior  location at  an  attractive
 price.  The Company believes that the facilities currently owned and  leased
 by it  as pawn  stores and  check cashing/short-term  advance locations  are
 suitable for such purpose.  The  Company considers its equipment,  furniture
 and fixtures to be in good condition.

      The Company  currently  leases  approximately  14,000  square  feet  in
 Arlington, Texas for its executive offices.  The lease, which expires  March
 31, 2005, currently  provides for monthly  rental payments of  approximately
 $24,000.  The Company's 50% owned joint venture, Cash & Go, Ltd. leases  its
 kiosk locations under operating leases generally with terms ranging from one
 to five  years, with  renewal  options for  certain  locations.   The  joint
 venture's existing leases  expire on dates  ranging between  2004 and  2008.
 All current leases  provide for specified  periodic rental payments  ranging
 from approximately $1,000 to $1,400 per month.


 Item 3.  Legal Proceedings
 --------------------------

      In May 2000, three  plaintiffs filed a  complaint against Famous  Pawn,
 Inc., a  wholly  owned subsidiary  of  the  Company, in  the  United  States
 District  Court  for  the District  of  Maryland  (Northern  Division).  The
 allegations consisted of five counts: (1)  violation of the federal Truth in
 Lending Act; (2) violation of the  federal Racketeer Influenced and  Corrupt
 Organizations Act; (3) violation of the Maryland Interest and Usury Statute;
 (4) violation of the  Maryland Consumer Loan Law;  and (5) violation of  the
 Maryland Consumer  Protection  Act.   In  February  2003,  the  Company  and
 plaintiffs reached a  settlement of  the complaint,  which was  subsequently
 approved by  the District  Court.   Under  the terms  of the  settlement  as
 approved by  the  District  Court, the  plaintiffs  agreed  to  dismiss  all
 allegations and monetary claims made against  the Company.  The Company,  in
 order to  expedite the  conclusion of  this matter  and avoid  the  expenses
 associated  with  a  trial,  agreed  to  pay  the  plaintiffs  approximately
 $1,100,000, including  the  plaintiffs'  legal fees,  and  forgive  all  the
 outstanding debt of such customers in the amount of approximately  $800,000.
 The Company had previously  reserved and expensed in  prior years an  amount
 equal to this settlement, and accordingly,  the settlement has no impact  on
 the Company's current  operating results. The  settlement was completed  and
 funded in January 2004.

      Additionally, the Company is from time  to time a defendant (actual  or
 threatened) in certain other lawsuits and arbitration claims encountered  in
 the ordinary course of its business, the resolution of which, in the opinion
 of management, should not  have a material adverse  effect on the  Company's
 financial position, results of operations, or cash flows.


 Item 4.  Submission of Matters to a Vote of Security Holders
 ------------------------------------------------------------

      No matter was  submitted to a  vote of the  Company's security  holders
 during the fourth quarter of fiscal 2003.

<PAGE>

                                   PART II
                                   -------


 Item 5. Market for Registrant's Common Equity and Related Stockholder Matters
 -----------------------------------------------------------------------------

      The Company's  Common Stock  is quoted  on the  Nasdaq National  Market
 under the symbol "FCFS".  The following table sets forth the quarterly  high
 and low closing sales prices per share for the Common Stock, as reported  by
 the Nasdaq National Market.

                                                          Common Stock
                                                           Price Range
                                                      ---------------------
                                                       High           Low
                                                      -------       -------
      Year Ended December 31, 2002:
           Quarter Ended March 31, 2002..........     $  8.30       $  7.10
           Quarter Ended June 30, 2002...........       10.60          8.00
           Quarter Ended September 30, 2002......        9.57          6.99
           Quarter Ended December 31, 2002.......       11.00          7.85

      Year Ended December 31, 2003:
           Quarter Ended March 31, 2003..........     $ 10.72       $  8.56
           Quarter Ended June 30, 2003...........       15.14          9.95
           Quarter Ended September 30, 2003......       23.99         14.10
           Quarter Ended December 31, 2003.......       27.05         20.04

      On March  8, 2004,  the closing  sales price  for the  Common Stock  as
 reported by the Nasdaq National  Market was $36.00 per  share.  On March  8,
 2004, there  were approximately  55 stockholders  of  record of  the  Common
 Stock.

      No cash dividends have  been paid by the  Company on its Common  Stock.
 The dividend and  earning retention policies  are reviewed by  the Board  of
 Directors of the Company from time to time in light of, among other  things,
 the Company's earnings, cash flows and financial position.


 Item 6.  Selected Financial Data
 --------------------------------

<TABLE>
      The information below should be  read in conjunction with  Management's
 Discussion and Analysis  of Financial  Condition and  Results of  Operations
 included in Item 7 and the  Company's Consolidated Financial Statements  and
 related notes thereto required by Item 8.


                                                  Year Ended December 31,
                                   ----------------------------------------------------
                                     2003       2002       2001       2000       1999
                                   --------   --------   --------   --------   --------
                     (in thousands, except per share amounts and certain operating data)
 <S>                              <C>        <C>        <C>         <C>        <C>
 Income Statement Data:
  Revenues:
    Merchandise sales             $  69,808  $  56,916  $  53,893  $  53,177  $  50,071
    Service charges                  71,743     58,196     53,028     46,597     40,630
    Check cashing fees                2,749      2,659      2,264      2,216      2,184
    Other                             1,168      1,022      1,242      1,737      1,158
                                   --------   --------   --------   --------   --------
                                    145,468    118,793    110,427    103,727     94,043
                                   --------   --------   --------   --------   --------
  Cost of goods sold and expenses:
    Cost of goods sold               41,110     32,890     34,619     34,366     35,157
    Operating expenses               61,926     54,090     48,661     44,836     37,199
    Interest expense                    472        939      2,307      3,749      2,905
    Interest income                    (595)      (645)      (912)      (890)      (303)
    Depreciation                      3,019      2,548      2,283      2,612      1,527
    Amortization                          -          -      1,530      1,694      1,475
    Administrative expenses          14,807     11,580      9,420      8,217      6,739
                                   --------   --------   --------   --------   --------
                                    120,739    101,402     97,908     94,584     84,699
                                   --------   --------   --------   --------   --------
  Income before income taxes         24,729     17,391     12,519      9,143      9,344
  Provision for income taxes          9,397      6,451      4,507      3,476      3,097
                                   --------   --------   --------   --------   --------
  Income from continuing operations  15,332     10,940      8,012      5,667      6,247
                                   --------   --------   --------   --------   --------
  Discontinued operations
    Income (loss) from discontinued
      operations, net of taxes            -          -         33       (765)       231
    Loss on sale of subsidiary,
      net of tax                          -          -       (175)         -          -
                                   --------   --------   --------   --------   --------
  Income (loss) from discontinued
    operations                            -          -       (142)      (765)       231
                                   --------   --------   --------   --------   --------
  Cumulative effect of change
    in accounting principle,
    net of taxes                       (357)         -          -     (2,287)         -
                                   --------   --------   --------   --------   --------
  Net income                      $  14,975  $  10,940  $   7,870  $   2,615  $   6,478
                                   ========   ========   ========   ========   ========
 Net income per share:
  Basic
    Income from continuing
      operations                  $    1.64  $    1.24  $    0.92  $    0.64  $    0.72
    Income (loss) from
      discontinued operations             -          -      (0.02)     (0.08)      0.03
    Cumulative effect of change
      in accounting principle         (0.03)         -          -      (0.26)         -
                                   --------   --------   --------   --------   --------
    Net income                    $    1.61  $    1.24  $    0.90  $    0.30  $    0.75
                                   ========   ========   ========   ========   ========
  Diluted
    Income from continuing
      operations                  $    1.46  $    1.14  $    0.87  $    0.63  $    0.67
    Income (loss) from
      discontinued operations             -          -      (0.02)     (0.08)      0.03
    Cumulative effect of change
      in accounting principle         (0.03)         -          -      (0.26)         -
                                   --------   --------   --------   --------   --------
    Net income                    $    1.43  $    1.14  $    0.85  $    0.29  $    0.70
                                   ========   ========   ========   ========   ========
 Unaudited pro forma amounts
   assuming retroactive
   application of change in
   accounting principle:
    Revenues from continuing
      operations                  $ 152,162  $ 125,886  $ 117,260  $ 107,239  $  89,439
    Income from continuing
      operations                     15,362     10,790      7,951      5,564      5,535
    Basic earnings per share
      from continuing operations       1.65       1.22       0.91       0.63       0.64
    Diluted earning per share
      from continuing operations       1.46       1.12       0.86       0.63       0.60

 Operating Data:
  Company operated stores:
  Locations in operation:
    Beginning of the year               190        158        148        147        133
    Acquisitions                          -          -          7          2          4
    Opened                               47         38         11          2         10
    Consolidated/closed                  (2)        (6)        (8)        (3)         -
                                   --------   --------   --------   --------   --------
    End of the year                     235        190        158        148        147
                                   ========   ========   ========   ========   ========
 End of year location counts:
  Pawn stores                           160        131        112        116        114
  Check cashing/short-term
    advance stores                       75         59         46         32         33

  Pawn receivables                $  20,037  $  16,624  $  13,849  $  14,142  $  18,326
  Average pawn receivables
    balance per pawn store        $     125  $     127  $     124  $     122  $     161
  Average inventory per
    pawn store                    $      97  $     104  $     113  $     148  $     183
  Annualized inventory turnover        2.8x       2.7x       2.3x       1.8x       1.8x
  Gross profit percentage on
    merchandise sales                 41.1%      42.2%      35.8%      35.4%      29.8%

  Short-term advance receivables
    in pawn stores                $   3,414  $   3,550  $   4,200  $   3,911  $   2,193
  Average short-term advance
    receivables in pawn stores
    offering short-term advances         47         51         57         51         29
  Short-term advance receivables
    in check cashing/short-term
    advance stores (excluding
    Cash & Go, Ltd.)              $   8,609  $   7,140  $   5,507  $   3,990  $   3,933
  Average short-term advance
    receivables in check
    cashing/short-term advance
    stores (excluding Cash &
    Go, Ltd.)                           115        121        120        125        119

 Cash & Go, Ltd. joint venture
 kiosks:
   End of year location counts           40         59         59         32         10
   Short-term advance receivables $   1,736  $   1,790  $   1,885  $   1,364  $     228
   Average receivables balance
     per location                 $      43  $      30  $      32  $      43  $      23                       -

 Balance Sheet Data:
   Working capital                $  60,840  $  47,187  $   8,540  $  41,835  $  54,333
   Total assets                     140,064    130,999    122,806    119,118    128,847
   Long-term liabilities             11,955     33,525      5,277     44,833     55,560
   Total liabilities                 22,841     44,479     48,703     53,464     62,324
   Stockholders' equity             117,223     86,520     74,103     65,654     66,523

</TABLE>
<PAGE>

 Item 7.   Management's Discussion and Analysis of Financial Condition and
 -------------------------------------------------------------------------
 Results of Operations
 ---------------------

 General

      The Company's pawn  store revenues are  derived primarily from  service
 charges on  pawns,  service  charges  from  short-term,  unsecured  advances
 ("short-term advances") and  the sale of  unredeemed goods, or  "merchandise
 sales."  Pledged property is held through the term of the pawn, which is  30
 days in Texas,  South Carolina, Missouri,  Virginia, and  Oklahoma, with  an
 automatic extension period of 15 to 60 days depending on state laws,  unless
 the pawn is  earlier paid  or renewed.   In Maryland,  Washington, D.C.  and
 Mexico, pledged property is  held for 30  days.  In  the event the  borrower
 does not pay or renew a pawn within 90 days in South Carolina and  Missouri,
 60 days in Texas and Oklahoma, 45 days in Virginia, and 30 days in Maryland,
 Washington, D.C. and Mexico, the unredeemed  collateral is forfeited to  the
 Company and becomes inventory available for  general liquidation or sale  in
 one of the Company's stores.  The statutory service charges on pawns at  its
 Texas stores range from 12% to 240% on an annualized basis depending on  the
 size of  the pawn,  and from  39% to  240%  on an  annualized basis  at  the
 Company's Oklahoma stores.  Pawns made  in the Maryland stores bear  service
 charges of 144% to 240% on an annualized basis with a $6 minimum charge  per
 month, while pawns in Virginia earn 120% to 144% annually with a $5  minimum
 charge per month.  In Washington D.C., a flat $2 charge per month applies to
 all pawns up to $40, and a, 18% to 60% annualized service charge applies  to
 pawns of greater  than $40.   In Missouri, pawns  bear a  total service  and
 storage charge of 180% to 240% on  an annualized basis with a $2.50  minimum
 charge per month,  and South Carolina  rates range from  100% to  300%.   In
 Mexico, pawns bear  an annualized rate  of 240%.   The Company accrues  pawn
 service charge revenue on a constant yield  basis over the life of the  pawn
 for all pawns  that the  Company deems collection  to be  probable based  on
 historical pawn redemption statistics.  If a pawn is not repaid prior to the
 expiration of the automatic extension period, if applicable, the property is
 forfeited to the Company  and transferred to inventory  at a value equal  to
 the principal amount of the loan, exclusive of accrued interest.

      The Company's check cashing and short-term advance revenues are derived
 primarily from check  cashing fees, fees  on short-term  advances, and  fees
 from the sale of money orders and wire transfers.  Short-term advances carry
 a 13.9% to 40% service charge, which vary by state and life of the  advance.
 The Company recognizes  service charge income  on short-term  advances on  a
 constant-yield basis over  the life of  the advance, which  is generally  30
 days or less.  The  net defaults on short-term  advances and changes in  the
 bad debt valuation reserve are charged to bad debt expense.

      Although the  Company has  had significant  increases in  revenues  due
 primarily to new store openings, the Company has also incurred increases  in
 operating expenses attributable to the  additional stores, and increases  in
 administrative expenses attributable to building  a management team and  the
 support personnel  required by  the Company's  growth.   Operating  expenses
 consist of all  items directly  related to  the operation  of the  Company's
 stores, including  salaries  and  related payroll  costs,  rent,  utilities,
 equipment depreciation,  advertising,  property taxes,  licenses,  supplies,
 security and bad  debt and collection  expenses for both  check cashing  and
 short-term advances.  Administrative expenses  consist of items relating  to
 the operation of the corporate office,  including the salaries of  corporate
 officers,  area   supervisors   and   other   management,   accounting   and
 administrative costs, liability  and casualty insurance,  outside legal  and
 accounting fees and stockholder-related expenses.


                                      Year Ended December 31,
                                     ------------------------
                                     2003      2002      2001
                                     ----      ----      ----
 Income statement items as a
   percent of total revenues:
   Revenues:
     Merchandise sales ..........    48.0%     47.9%     48.8%
     Service charges ............    49.3      49.0      48.0
     Check cashing fees .........     1.9       2.1       2.1
     Other ......................     0.8       1.0       1.1
   Expenses:
     Operating expenses .........    42.6      45.5      44.1
     Interest expense ...........     0.3       0.8       1.3
     Interest income ............    (0.4)     (0.6)     (0.1)
     Depreciation ...............     2.1       2.1       2.0
     Amortization ...............     -         -         1.4
     Administrative expenses ....    10.2       9.7       8.5
   Gross profit as a percent of
     merchandise sales ..........    41.1      42.2      35.8


 Critical Accounting Policies

      The preparation of financial  statements in conformity with  accounting
 principles generally  accepted  in the  United  States of  America  requires
 management to  make  estimates  and assumptions  that  affect  the  reported
 amounts of assets  and liabilities, and  related revenues  and expenses  and
 disclosure of  gain and  loss contingencies  at the  date of  the  financial
 statements.  Such estimates and assumptions are subject to a number of risks
 and uncertainties, which may cause actual results to differ materially  from
 the Company's  estimates.   The  significant  accounting policies  which  we
 believe are the most critical to  aid in fully understanding and  evaluating
 our reported financial results include the following:

      Principles of consolidation -  The accompanying consolidated  financial
 statements  of  the  Company  include  the  accounts  of  its   wholly owned
 subsidiaries.  All significant  intercompany accounts and transactions  have
 been eliminated.  In addition, effective December 31, 2003, the accompanying
 consolidated financial statements also  include the accounts  of Cash &  Go,
 Ltd., a  Texas limited  partnership, which  owns financial  services  kiosks
 inside convenience  stores.   The  Company  presently has  a  50%  ownership
 interest in the partnership, which it has historically accounted for by  the
 equity  method  of  accounting  as neither  partner  has  control.   Through
 December 31, 2003, the Company recorded  its 50% share of the  partnership's
 earnings  or  losses in  its consolidated  financial  statements.  Effective
 December 31, 2003, when the Company adopted FASB Interpretation No. 46(R)  -
 Consolidation of  Variable  Interest  Entities,  the  Company  included  the
 balance sheet accounts  of Cash &  Go, Ltd., in  its consolidated  financial
 statements. The  Company  recorded  a  non-recurring  change  in  accounting
 principle charge of $357,000 net of income tax benefit on December 31,  2003
 in order to reflect the other  partner's share of accumulated losses in  the
 partnership.

      Receivables and income recognition  -  Receivables on the balance sheet
 consist of pawn and short-term  advances.  Pawns are  made on the pledge  of
 tangible personal property.  The Company accrues pawn service charge revenue
 on a constant-yield basis over the life of  the pawn for all pawns that  the
 Company deems collection to be probable based on historical pawn  redemption
 statistics.  If the pawn is not repaid, the principal amount pawned  becomes
 the carrying value of  the forfeited collateral  (inventory), which is  held
 for  sale.   Short-term  advances are  made  for  thirty days  or less.  The
 Company recognizes the service  charges associated with short-term  advances
 on a constant-yield basis over the term of the short-term advance.

      Bad Debts - An  allowance is provided for  losses on active  short-term
 advances and service charges receivable  based upon expected default  rates,
 net of  estimated  future  recoveries  of  previously  defaulted  short-term
 advances and service charges receivable.   The Company considers  short-term
 advances to be in default if they are not repaid on the due date, and writes
 off the principal amount  and service charges receivable  as of the  default
 date, leaving only active  advances in the reported  balance.  Net  defaults
 and changes in  the short-term  advance allowance  are charged  to bad  debt
 expense, which is included in operating expenses.

      Inventories - Inventories represent merchandise purchased directly from
 the  public  and  merchandise acquired  from  forfeited  pawns.  Inventories
 purchased directly from customers  are recorded at  cost.  Inventories  from
 forfeited pawns are  recorded at  the amount of  the pawn  principal on  the
 unredeemed  goods.  The cost of  inventories is determined  on the  specific
 identification  method.  Inventories  are stated  at the  lower of  cost  or
 market; accordingly,  inventory valuation  allowances are  established  when
 inventory carrying values are in excess of estimated selling prices, net  of
 direct costs of disposal.  Management has evaluated inventory and determined
 that a valuation allowance is not necessary.

      Long-lived assets  -  Long-lived  assets  (i.e.,  property,  plant  and
 equipment and intangible assets) are reviewed for impairment whenever events
 or changes in circumstances  indicate that the net  book value of the  asset
 may not be recoverable.  An impairment loss is recognized if the sum of  the
 expected future cash flows (undiscounted and  before interest) from the  use
 of the asset is less than the net book  value of the asset.  Generally,  the
 amount of the impairment loss is measured as the difference between the  net
 book value of the assets and the estimated fair value of the related assets.
 Management does not believe  any assets have been  impaired at December  31,
 2003.

      Goodwill - Goodwill consists of the  excess of purchase price over  net
 assets acquired.   Excess  purchase  price  over  net  assets  acquired  was
 amortized on a straight-line  basis over an estimated  useful life of  forty
 years through December 31, 2001, in June 2001, the FASB issued Statement  of
 Financial  Accounting  Standards  ("SFAS")  No.  142,  Goodwill  and   Other
 Intangible Assets, which  is effective as  of January 1,  2002. The  Company
 adopted Statement  of  Financial  Accounting  Standards  ("SFAS")  No.  142,
 Goodwill and Other Intangible Assets, effective January 1, 2002.  Under SFAS
 No. 142,  goodwill  is no  longer  amortized, but  reviewed  for  impairment
 annually, or  more frequently  if certain  indicators  arise.   The  Company
 completed the transitional fair value impairment test and determined that no
 impairment of recorded goodwill existed at January 1, 2002.  The Company has
 also determined that no  impairment existed at December  31, 2002 and  2003.
 Subsequent impairment losses, if any will  be reflected in operating  income
 or loss in the consolidated statement of income for the period in which such
 loss is realized.


 Results of Operations

 Twelve Months  Ended  December 31,  2003  Compared to  Twelve  Months  Ended
 December 31, 2002

      Total revenues increased 22% to $145,468,000 for the fiscal year  ended
 December 31, 2003 ("Fiscal 2003") as compared to $118,793,000 for the fiscal
 year ended December 31, 2002 ("Fiscal  2002").  The change resulted from  an
 increase in  revenues of  $15,193,000 generated  by the  85 pawn  and  check
 cashing/short-term advance stores which were  opened during Fiscal 2002  and
 Fiscal 2003, an  increase of  $13,121,000 at the  150 stores  which were  in
 operation during all of Fiscal  2002 and Fiscal 2003,  net of a decrease  in
 revenues of  $1,639,000 from  the 8  stores  closed or  consolidated  during
 Fiscal 2002 and Fiscal 2003.  The Company attributes the increased  revenues
 in its existing stores to the maturation of 18 stores opened in 2001 and  to
 favorable economic  and demographic  trends that  increased demand  for  the
 Company's products  and services.   Of  the  $26,675,000 increase  in  total
 revenues, 48%,  or $12,892,000,  was attributable  to increased  merchandise
 sales, 51%, or  $13,547,000 was attributable  to a net  increase in  service
 charges on pawn and short-term advances,  the remaining 1%, or $236,000  was
 attributable to  increased check  cashing fees  and other  income.   Service
 charges from short-term advances increased  from $36,473,000 in Fiscal  2002
 to $42,939,000 in Fiscal  2003, while service  charges from pawns  increased
 from $21,723,000  in Fiscal  2002 to  $28,804,000 in  Fiscal 2003.   Of  the
 $13,547,000 net increase in service charges,  an increase of $6,466,000  was
 attributable to  short-term advance  service charges,  while $7,081,000  was
 attributable to an  increase in pawn  service charges.   As a percentage  of
 total revenues, merchandise  sales remained unchanged  at 48% during  Fiscal
 2003 and  Fiscal 2002,  service charges  remained  unchanged at  49%  during
 Fiscal 2003  and  Fiscal  2002, and  check cashing  fees  and  other  income
 remained unchanged at 3% during Fiscal 2003 and Fiscal 2002.

      The aggregate  receivables balance  increased 24%  from $27,314,000  at
 December 31, 2002 to  $33,796,000 at December 31,  2003.  Of the  $6,482,000
 increase, an increase of $1,736,000 was attributable to the consolidation of
 Cash &  Go, Ltd.,  the Company's  50% owned  joint venture,  an increase  of
 $1,803,000  was  attributable   to  growth  at   the  47   pawn  and   check
 cashing/short-term advance stores  opened since  December 31,  2002, and  an
 increase of $2,943,000  was attributable to  the 188 pawn  stores and  check
 cashing/short-term advance stores,  which were in  operation as of  December
 31, 2003 and 2002.  The aggregate receivables balance  at December 31,  2003
 was comprised of  $20,037,000 of pawn  loan receivables  and $13,759,000  of
 short-term  advance  receivables,  compared  to  $16,624,000  of  pawn  loan
 receivables and $10,690,000  of short-term advance  receivables at  December
 31, 2002. The annualized yield on the average pawn loan receivables  balance
 was  157%  during Fiscal  2003 compared  to  143% during  Fiscal  2002.  The
 annualized yield, net of bad debt expense, on the average short-term advance
 receivables balance  was 270%  during Fiscal  2003 compared  to 273%  during
 Fiscal 2002.

      Gross profit as a  percentage of merchandise  sales decreased from  42%
 during Fiscal 2002 to 41% during Fiscal 2003.  Sales of scrap jewelry had  a
 negative effect on gross profit margins during Fiscal 2002 and Fiscal  2003.
 Factoring out the negative impact of scrap jewelry sales, margins would have
 been 44% and 45% during Fiscal 2002 and Fiscal 2003, respectively.

      Operating expenses  increased 14%  to  $61,926,000 during  Fiscal  2003
 compared to $54,090,000 during Fiscal 2002, primarily as a result of the net
 addition of 45 pawn  stores and check  cashing/short-term advance stores  in
 Fiscal 2003, which is a 24% increase in store count.  The Company's net  bad
 debt expense relating  to short-term advances  increased from $8,669,000  in
 Fiscal 2002 to $9,878,000 in Fiscal 2003 as a result of the increased short-
 term advance  service  charges.  Administrative expenses  increased  28%  to
 $14,807,000 during Fiscal  2003 compared to  $11,580,000 during Fiscal  2002
 due primarily to additional employee costs  necessary to support the  growth
 in store  counts. Interest  expense decreased  to  $472,000 in  Fiscal  2003
 compared to $939,000 in Fiscal 2002 as a result of lower average outstanding
 debt balances and lower average interest rates during Fiscal 2003.  Interest
 income decreased to $595,000 in Fiscal 2003, compared to $645,000 in  Fiscal
 2002.

      For Fiscal 2003 and  2002, the Company's  effective federal income  tax
 rates of 38% and 37%, respectively, differed from the statutory tax rate  of
 approximately 34% primarily as a result  of state income taxes,  utilization
 of tax net operating loss carry forwards from acquisitions, and amortization
 of non-deductible intangible assets.

 Twelve Months  Ended  December 31,  2002  Compared to  Twelve  Months  Ended
 December 31, 2001

      Total revenues increased 8% to $118,793,000  for the fiscal year  ended
 December 31, 2002 ("Fiscal 2002") as compared to $110,427,000 for the fiscal
 year ended December 31, 2001 ("Fiscal  2001").  The change resulted from  an
 increase in  revenues of  $7,266,000  generated by  the  56 pawn  and  check
 cashing/short-term advance stores which were  opened during Fiscal 2001  and
 Fiscal 2002,  an increase  of $4,576,000  at the  134 stores  which were  in
 operation during all of Fiscal  2001 and Fiscal 2002,  net of a decrease  in
 revenues of  $3,476,000 from  the 14  stores closed  or consolidated  during
 Fiscal 2001 and Fiscal 2002.  The Company attributes the increased  revenues
 in its existing  stores to favorable  economic and  demographic trends  that
 increased demand for the Company's products and services.  Of the $8,366,000
 increase  in  total  revenues,  36%,  or  $3,023,000,  was  attributable  to
 increased merchandise sales, 62%,  or $5,168,000 was  attributable to a  net
 increase in service charges on pawn and short-term advances, 5%, or $395,000
 was attributable to increased check cashing fees, and the remaining decrease
 of $220,000, or 3%, was attributable to a decrease in other income.  Service
 charges from short-term advances increased  from $33,314,000 in Fiscal  2001
 to $36,473,000 in Fiscal  2002, while service  charges from pawns  increased
 from $19,714,000  in Fiscal  2001 to  $21,723,000 in  Fiscal 2002.   Of  the
 $5,168,000 net increase in  service charges, an  increase of $3,159,000  was
 attributable to  short-term advance  service charges,  while $2,009,000  was
 attributable to an  increase in pawn  service charges.   As a percentage  of
 total revenues, merchandise sales  decreased from 49%  to 48% during  Fiscal
 2002 as compared to Fiscal 2001, service charges increased from 48% to  49%,
 and check cashing  fees and  other income  remained unchanged  at 3%  during
 Fiscal 2002 and Fiscal 2001.

      The aggregate  receivables balance  increased 16%  from $23,556,000  at
 December 31, 2001 to  $27,314,000 at December 31,  2002.  Of the  $3,758,000
 increase, an increase  of $1,798,000 was  attributable to growth  at the  38
 pawn and check cashing/short-term advance  stores opened since December  31,
 2001, and an increase of $1,960,000 was attributable to the 152 pawn  stores
 and check cashing/short-term advance stores, which  were in operation as  of
 December 31, 2002 and  2001. The aggregate  receivables balance at  December
 31,  2002  was  comprised  of  $16,624,000  of  pawn  loan  receivables  and
 $10,690,000 of short-term  advance receivables, compared  to $13,849,000  of
 pawn loan receivables  and $9,707,000 of  short-term advance receivables  at
 December 31, 2001. The annualized yield on the average pawn loan receivables
 balance was 143%  during Fiscal 2002  compared to 141%  during Fiscal  2001.
 The annualized yield,  net of bad  debt expense, on  the average  short-term
 advance receivables balance  was 273% during  Fiscal 2002  compared to  280%
 during Fiscal 2001.

      Gross profit as a  percentage of merchandise  sales increased from  36%
 during Fiscal 2001 to 42% during Fiscal 2002.  Sales of scrap jewelry had  a
 negative effect on gross profit margins during Fiscal 2001 and Fiscal  2002.
 Factoring out the negative impact of scrap jewelry sales, margins would have
 been 41% and 44% during Fiscal 2001 and Fiscal 2002, respectively.

      Operating expenses  increased 11%  to  $54,090,000 during  Fiscal  2002
 compared to $48,661,000 during Fiscal 2001, primarily as a result of the net
 addition of 32 pawn  stores and check  cashing/short-term advance stores  in
 Fiscal 2002, which is a 20% increase in store count.  The Company's net  bad
 debt expense relating  to short-term advances  decreased from $8,684,000  in
 Fiscal 2001 to $8,669,000 in Fiscal 2002  as a result of increased focus  on
 collection efforts.  Administrative expenses  increased 23%  to  $11,580,000
 during Fiscal 2002 compared to $9,420,000  during Fiscal 2001 due  primarily
 to additional  employee  costs necessary  to  support the  growth  in  store
 counts. Interest expense decreased  to $939,000 in  Fiscal 2002 compared  to
 $2,307,000 in Fiscal  2001 as  a result  of lower  average outstanding  debt
 balances and  lower  average interest  rates  during Fiscal  2002.  Interest
 income decreased to $645,000 in Fiscal  2002 compared to $912,000 in  Fiscal
 2001.   Amortization expense  was not  recorded in  Fiscal 2002  due to  the
 January 1, 2002 implementation of a new accounting pronouncement, SFAS  142,
 which eliminated  the amortization  of goodwill.   Amortization  expense  in
 Fiscal 2001 was $1,530,000.

      For Fiscal 2002 and  2001, the Company's  effective federal income  tax
 rates of 37% and 36%, respectively, differed from the statutory tax rate  of
 approximately 34% primarily as a result  of state income taxes,  utilization
 of tax net operating loss carry forwards from acquisitions, and amortization
 of non-deductible intangible assets.

 Liquidity and Capital Resources

      The Company's  operations  and growth  have  been financed  with  funds
 generated from operations and bank borrowings.

      The Company  maintains a  combined long-term  line of  credit with  two
 commercial lenders (the "Credit Facility").  The Credit Facility provides  a
 $25,000,000 long-term line  of credit  that matures  on August  9, 2005  and
 bears interest at the prevailing LIBOR rate (which was approximately 1.1% at
 December 31, 2003)  plus an applicable  margin based on  a defined  leverage
 ratio for the Company. Based on  the Company's existing leverage ratio,  the
 margin is currently 1.375%, the most favorable rate provided under the terms
 of the agreement.  Amounts available  under the Credit Facility are  limited
 to  300%  of   the  Company's  earnings   before  income  taxes,   interest,
 depreciation and amortization for the trailing  twelve months.  At  December
 31, 2003, the Company had  $19,000,000 available for additional  borrowings.
 Under the terms of the Credit Facility, the Company is required to  maintain
 certain financial ratios and comply with  certain technical covenants.   The
 Company was in compliance with the requirements and covenants of the  Credit
 Facility as of December 31, 2003 and March 8, 2004.  The Company is required
 to pay an annual  commitment fee of  1/5 of 1%  on the average  daily-unused
 portion of the Credit  Facility commitment.   The Company's Credit  Facility
 contains provisions which will allow the Company to repurchase stock  and/or
 pay cash  dividends within  certain parameters.   Substantially  all of  the
 unencumbered assets of the Company have  been pledged as collateral  against
 indebtedness under the Credit Facility.

      Subsequent to December 31, 2003, the  Company renewed and extended  its
 long-term line of  credit.   The Credit Facility  now matures  on April  15,
 2006.  In  addition,  certain  terms in  the  agreement were  modified.  The
 interest rate margin added to the LIBOR rate is fixed at 1.375%.  The annual
 commitment of the average daily-unused portion of Credit Facility commitment
 is reduced to 1/8 of 1%.   As of March 8, 2004,  the Company had repaid  all
 amounts owed  under the  Credit Facility  and had  no interest-bearing  debt
 outstanding.

      As of December  31, 2003, the  Company's primary  sources of  liquidity
 were $15,847,000 in cash and cash equivalents, $3,918,000 in service charges
 receivable, $33,796,000  in  receivables,  $15,588,000  in  inventories  and
 $19,000,000 of  available  and  unused  funds  under  the  Company's  Credit
 Facility.   The Company  had working  capital  as of  December 31,  2003  of
 $60,840,000 and liabilities to equity ratio of 0.2 to 1.

      Certain transactions presented in the restated Statements of Cash Flows
 for the years  ended  December 31, 2003, 2002 and  2001, respectively,  have
 been reclassified between certain sections of the Statements of Cash  Flows.
 A summary of these  reclassifications showing their  effect on the  restated
 Statements of  Cash  Flows  is  provided in  Note  17  to  the  Consolidated
 Financial Statements.

      The Company utilized  positive cash flows  from operations  in 2003  to
 fund investing and  financing activities  primarily related  to opening  new
 stores, to fund  growth of receivables  and inventory  balances in  existing
 stores  and  to reduce  outstanding debt.  Net  cash provided  by  operating
 activities of  the  Company  during  the year  ended  December 31, 2003  was
 $32,606,000, consisting primarily  of income from  continuing operations  of
 $15,332,000 and adjusted  for non-cash depreciation  of $3,019,000, the  tax
 benefit from exercise of employee stock  options of $5,408,000  and the non-
 cash  short-term advance loss  provision of $9,878,000,  less an increase in
 accrued service charges  receivable, inventories, and  current and  deferred
 income taxes of $553,000, $718,000, and $472,000,  respectively, in addition
 to decreases  in prepaid  expenses, of  $167,000  and increases in  accounts
 payable of $545,000.  Net cash used for investing activities during the year
 ended December 31, 2003  was $16,312,000, which  was primarily comprised  of
 cash used to fund pawn receivables  of $4,635,000, cash used to fund  short-
 term advance receivables of $11,211,000, cash paid for fixed asset additions
 of $5,202,000,  net of  a decrease  in the  Cash &  Go, Ltd.  joint  venture
 receivable of $2,633,000 and the cash  from the consolidation  of Cash & Go,
 Ltd.  of  $2,103,000.  The opening  of  47 new  stores in  2003  contributed
 significantly to the increase in receivables  and the volume of fixed  asset
 additions.  Net cash used by financing activities was $13,182,000 during the
 year ended  December 31,  2003, which  consisted of  net repayments  of  the
 Company's debt of $23,502,000,  net of a decrease  in notes receivable  from
 officers of  $4,228,000 and  proceeds from  exercises of  stock options  and
 warrants of $6,092,000.  The non-recurring cash flows from the repayment  of
 the notes receivable from officers and the proceeds from exercises of  stock
 options and warrants were utilized to reduce the Company's debt.

      For  purposes  of  its  internal  liquidity  assessments,  the  Company
 considers net  cash  changes  in pawn  receivables  and  short-term  advance
 receivables to be closely related to  operating cash flows, although in  the
 Statements of Cash Flows these are classified  as investing cash flows.  For
 fiscal 2003, total  cash flows from  operations were  $32,606,000  while net
 cash outflows related to pawn receivables and short-term advance receivables
 were $4,635,000 and $11,211,000, respectively.  The combined net cash  flows
 from  operations  and  pawn  and  short-term  advance  receivables   totaled
 $16,760,000  for fiscal 2003.  For fiscal 2002,  cash flows from  operations
 were $23,333,000  and net  cash outflows  related  to pawn  receivables  and
 short-term advance receivables were $3,413,000 and $9,652,000, respectively.
 The combined net cash flows from operations and pawn and short-term  advance
 receivables totaled $10,268,000 for fiscal 2002. For fiscal 2001, cash flows
 from operations  were  $25,096,000  and  net  cash  flows  related  to  pawn
 receivables  and short-term advance receivables were a $3,753,000 source  of
 cash  and  $10,266,000  use  of  cash,  respectively.  The combined net cash
 flows from operations and pawn and short-term  advance  receivables  totaled
 $18,583,000 for fiscal 2001.

      The profitability  and liquidity  of the  Company  is affected  by  the
 amount of  pawn  loans outstanding,  which  is  controlled in  part  by  the
 Company's lending decisions.  The Company is able to influence the frequency
 of pawn redemption by increasing or decreasing the amount pawned in relation
 to the  resale value  of the  pledged property.   Tighter  credit  decisions
 generally result in smaller pawns in relation to the estimated resale  value
 of the pledged  property and can  thereby decrease  the Company's  aggregate
 pawn   balance   and,   consequently,   decrease   pawn   service   charges.
 Additionally, small advances in relation to the pledged property's estimated
 resale value tend  to increase pawn  redemptions and  improve the  Company's
 liquidity.  Conversely, providing larger pawns in relation to the  estimated
 resale value  of the  pledged property  can  result in  an increase  in  the
 Company's pawn service charge  income.  Also,  larger average pawn  balances
 can result in an increase in pawn forfeitures, which increases the  quantity
 of goods  on hand  and, unless  the  Company increases  inventory  turnover,
 reduces the  Company's  liquidity.   The  Company's  renewal  policy  allows
 customers to renew  pawns by repaying  all accrued interest  on such  pawns,
 effectively creating a new pawn transaction.

      The amount of short-term advances outstanding and related potential bad
 debt expense also affect the profitability and liquidity of the Company.  An
 allowance for losses is provided on  active short-term advances and  service
 charges receivable,  based upon  expected default  rates, net  of  estimated
 future recoveries of  previously defaulted short-term  advances and  service
 charges receivable.   The  Company considers  short-term advances  to be  in
 default if they are not repaid on the due date, and writes off the principal
 amount and service charges receivable as  of the default date, leaving  only
 active receivables in the  reported balances.  Net  defaults and changes  in
 the short-term advance allowance are charged  to bad debt expense, which  is
 included in operating expenses.

      In addition to these factors, merchandise  sales and the pace of  store
 expansions affect the  Company's liquidity.   Management  believes that  the
 Credit Facility and  cash generated from  operations will  be sufficient  to
 accommodate the Company's current operations for  fiscal 2004.  The  Company
 has  no  significant  capital commitments.  The  Company  currently  has  no
 written  commitments  for  additional  borrowings  or  future  acquisitions;
 however, the Company  intends to continue  to grow and  may seek  additional
 capital to facilitate expansion.  The Company will evaluate acquisitions, if
 any,  based  upon  opportunities,  acceptable  financing,  purchase   price,
 strategic fit and qualified management personnel.

      The Company  currently intends  to  continue to  engage  in a  plan  of
 expansion primarily through  new store openings.   During  fiscal 2004,  the
 Company currently  plans to  open 50  new stores,  comprised of  both  check
 cashing/short-term  advance  locations,  primarily  located  in  Texas,  and
 pawnshops, primarily in  Mexico.   The majority  of this  expansion will  be
 funded through operating cash flows.   Management believes that the  Company
 has the ability to obtain an increase to the Credit Facility if necessary to
 complete funding  of the  expansion plans.   While  the Company  continually
 looks for,  and  is presented  with  potential acquisition  candidates,  the
 Company has no definitive plans or commitments for further acquisitions.  If
 the Company encounters an  attractive opportunity to  acquire new stores  in
 the near future, the  Company will seek additional  financing, the terms  of
 which will be negotiated on a  case-by-case basis.  Between January 1,  2004
 and March 8, 2004, the Company opened 1 new check cashing/short-term advance
 location  and  9 pawnshops,  while  2 pawnshops  located  in the  U.S.  were
 closed.

  Contractual Commitments.

  A  tabular  disclosure of  contractual  obligations at  December  31,  2003
  including Cash & Go, Ltd. is as follows:

                                        Payments due by period
                           -----------------------------------------------
                                            (in thousands)
                                       Less                         More
                                       than 1   1 - 3     3 - 5    than 5
                            Total      year     years     years     years
                            ------    ------    ------    ------    ------
  Long-term debt ......... $ 6,000   $     -   $ 6,000   $     -   $     -
  Operating leases .......  39,752     9,652    22,044     5,601     2,455
                            ------    ------    ------    ------    ------
       Total               $45,752   $ 9,652   $28,044   $ 5,601   $ 2,455
                            ======    ======    ======    ======    ======

 Off-Balance Sheet Arrangements

     As  of  December  31,  2003,  the  Company  had  no  off-balance   sheet
 arrangements.

 Inflation

      The Company does not believe that  inflation has had a material  effect
 on the amount of pawns and short-term advances made or unredeemed goods sold
 by the Company or its results of operation.

 Seasonality

      The Company's retail business  is seasonal in  nature with its  highest
 volume of merchandise sales occurring during  the first and fourth  calendar
 quarters  of  each  year.  The  Company's  lending  and  short-term  advance
 activities are also seasonal,  with the highest  volume of lending  activity
 occurring during the third and fourth calendar quarters of each year.

 Recent Accounting Pronouncements

      In January 2003, the FASB issued  Interpretation No. 46(R) ("FIN  46"),
 Consolidation of Variable Interest Entities.  FIN 46 addresses consolidation
 by business  enterprises of  variable  interest entities  (formerly  special
 purpose entities).  In general, a variable interest entity is a corporation,
 partnership, trust or any other legal  structure used for business  purposes
 that either (a) does not have equity investors with voting rights or (b) has
 equity investors that do not provide sufficient financial resources for  the
 entity to  support  its activities.  The  objective  of  FIN  46 is  not  to
 restrict the use  of variable interest  entities, but  to improve  financial
 reporting by companies  involved with  variable interest  entities.  FIN  46
 requires a variable interest entity to be consolidated by a company if  that
 company is subject  to a  majority of  the risk  of loss  from the  variable
 interest entity's  activities  or entitled  to  receive a  majority  of  the
 entity's residual  returns  or  both.  The  consolidation  requirements  are
 effective for the first period that ends after March 15, 2004, however,  the
 Company has elected to adopt the requirements effective December 31, 2003.


 Item 7a.  Quantitative and Qualitative Disclosures About Market Risk
 --------------------------------------------------------------------

      Market risks relating to the Company's operations result primarily from
 changes in interest  rates, foreign exchange  rates, and gold  prices.   The
 Company does not engage in speculative  or leveraged transactions, nor  does
 it hold or issue financial instruments for trading purposes.

 Interest Rate Risk

      The Company is exposed to market risk in the form of interest rate risk
 in regards to its long-term line of credit. As of March 8, 2004 the line  of
 credit had no  balance outstanding,  therefore the  Company's interest  rate
 risk for 2004 is immaterial.

      The Company's cash and  cash equivalents are  invested in money  market
 accounts.  Accordingly, the Company is subject to changes in market interest
 rates.  However, the Company does not believe a change in these rates  would
 have a material adverse effect on the Company's operating results, financial
 condition, and cash flows.

 Foreign Currency Risk

      A majority  of  the  Company's  pawn  loans  in  Mexico  are  currently
 contracted and  settled in  U.S. dollars  and  therefore the  Company  bears
 limited exchange risk from its operations in Mexico.  The Company maintained
 certain Mexican peso denominated  pawn loan balances  at December 31,  2003,
 which converted  to a U.S. dollar equivalent of $879,000.  The Company  also
 maintained certain  peso denominated  bank balances  at December  31,  2003,
 which converted to a U.S. dollar equivalent of $122,000.  A 10% increase  in
 the peso to U.S. dollar exchange  rate would increase the Company's  foreign
 currency translation exposure by approximately $100,000.

 Gold Price Risk

      A significant  and  sustained  decline  in  the  price  of  gold  would
 negatively impact the value of jewelry  inventories held by the Company  and
 the value of jewelry pledged as collateral by pawn customers.  As a  result,
 the Company's  profit  margins  on existing  jewelry  inventories  would  be
 negatively impacted, as  would be the  potential profit  margins on  jewelry
 currently pledged  as  collateral by  pawn  customers  in the  event  it  is
 forfeited by the pawn customer.  In addition, a decline in gold prices could
 result in a  lower balance  of pawn loans  outstanding for  the Company,  as
 customers would receive lower loan amounts for individual pieces of jewelry.
 The Company believes that many customers would be willing to add  additional
 items of value to their pledge in  order to obtain the desired loan  amount,
 thus mitigating a portion of this risk.


 Item 8.  Financial Statements and Supplementary Data
 ----------------------------------------------------

      The financial statements prepared in accordance with Regulation S-X are
 included in a separate section of this  report.  See the index to  Financial
 Statements at Item 15(a)(1) and (2) of this report.


 Item 9.   Changes in and Disagreements with Accountants on Accounting and
 -------------------------------------------------------------------------
 Financial Disclosure
 --------------------

      There have  been  no  disagreements concerning  matters  of  accounting
 principles  or  financial  statement  disclosure  between  the  Company  and
 Deloitte & Touche LLP requiring disclosure hereunder.


 Item 9a.  Controls and Procedures
 ---------------------------------

      Subsequent to the filing  of the Company's original  Form 10-K for  the
 period ended December 31, 2003, the Company discovered certain errors in the
 classification of certain transaction types  presented in its Statements  of
 Cash Flows, which are described in  Note 17 to these Consolidated  Financial
 Statements.   As  a  result,  the  Company  determined  that  a  significant
 deficiency existed in its disclosure controls surrounding the preparation of
 the  Statements of Cash Flows.  The Company has  taken steps to improve  the
 control processes surrounding the preparation  and review of the  Statements
 of Cash  Flows.  Specifically,  key  personnel  involved  in  the  Company's
 financial reporting processes have undertaken research of both authoritative
 guidance and industry practices in order  to improve their understanding  of
 cash flow presentation issues relevant to the consumer finance industry.  In
 addition, the  Company  has  documented and  implemented  additional  review
 procedures related to the preparation of the Statements of Cash Flows. There
 were no other significant  deficiencies,  and therefore  there were no other
 corrective actions taken.

      The  Company  considered  the  impact  of  the  significant  deficiency
 described above  on  its  original evaluation  of  disclosure  controls  and
 procedures as of December 31, 2003, and in particular assessed the magnitude
 of  any  actual  or  potential  misstatement  resulting from the deficiency.
 The Company  determined  that the  magnitude  of  any  actual  or  potential
 misstatement was  limited  to  the classification  of  certain  transactions
 presented in the Statements of Cash  Flows and did not affect the  Company's
 general ledger account balances nor its prepared Balance Sheets,  Statements
 of Income, Statements  of Changes in  Stockholders' Equity or  Notes to  the
 Consolidated Financial Statements.  Accordingly,  based on their  evaluation
 as  of  December 31, 2003, the  Company's  principal executive  officer  and
 principal financial  officer have  concluded that  the Company's  disclosure
 controls and procedures (as defined in  Rules 13a-15(e) and 15d-15(e)  under
 the Exchange Act) are  effective to ensure that  information required to  be
 disclosed by  the Company  in reports  that it  files or  submits under  the
 Exchange Act is recorded, processed, summarized and reported within the time
 periods specified in  Securities and  Exchange Commission  rules and  forms.
 There has been no significant change in the Company's internal control  over
 financial reporting  that was  identified  in connection  with  management's
 evaluation,  as  described  above,  that  has  materially  affected,  or  is
 reasonably likely to materially affect, the Company's internal control  over
 financial reporting.


                                   PART III
                                   --------

 Item 10.  Directors and Executive Officers of the Registrant
 ------------------------------------------------------------

      The information required by  this item with  respect to the  directors,
 executive officers and compliance with Section 16(a) of the Exchange Act  is
 incorporated by reference from the  information provided under the  headings
 "Election of Directors," "Executive Officers" and "Section 16(a)  Beneficial
 Ownership Reporting Compliance,"  respectively, contained  in the  Company's
 Proxy Statement to be filed with  the Securities and Exchange Commission  in
 connection with the solicitation of proxies for the Company's Annual Meeting
 of Stockholders.


 Item 11.  Executive Compensation
 --------------------------------

      The information required by this item is incorporated by reference from
 the information provided under the  heading "Executive Compensation" of  the
 Company's Proxy Statement.


 Item 12.  Security Ownership of Certain Beneficial Owners and Management and
 ----------------------------------------------------------------------------
 Related Stockholder Matters
 ---------------------------

 Equity Compensation Plan Information

<TABLE>

      The following table gives information about the Company's common  stock
 that may be issued upon the exercise of options under its 1990 Stock  Option
 Plan (approved by the shareholders) and 1999 Stock Option Plan (approved  by
 the shareholders) as of December 31, 2003.  Additionally, the Company issues
 warrants to  purchase shares  of  common stock  to  certain key  members  of
 management, members of  the Board  of Directors  that are  not employees  or
 officers, and  to other  third parties.   The  issuance of  warrants is  not
 approved by shareholders, and each issuance is generally negotiated  between
 the Company  and such  recipients.   The  issuance  of warrants  to  outside
 consultants is accounted for using the  fair value method prescribed by  FAS
 No. 123.

                                                                          Number of securities
                                                                        remaining available for
                      Number of securities to     Weighted average       future issuance under
                      be issued upon exercise      exercise price      equity compensation plans
                      of outstanding options,  of outstanding options,   (excluding securities
                        warrants and rights      warrants and rights    reflected in column A)
 Plan Category                 (A)                     (B)                     (C)
 -------------                 ---                     ---                     ---
 <S>                        <C>                       <C>                    <C>
 Equity Compensation Plans
   Approved by Security
   Holders                    630,000                 $13.69                 1,088,000
 Equity Compensation Plans
   Not Approved by
   Security Holders         1,217,711                 $ 8.07                         -
                            ---------                                        ---------
     Total                  1,847,711                 $ 9.98                 1,088,000
                            =========                                        =========
</TABLE>

      Other information  required  by this  item  is incorporated  herein  by
 reference  from  the  information  provided  under  the  heading   "Security
 Ownership of  Certain Beneficial  Owners and  Management" of  the  Company's
 Proxy Statement.


 Item 13.  Certain Relationships and Related Transactions
 --------------------------------------------------------
    The information required by this item is incorporated herein by reference
 from the information provided in the Company's Proxy Statement.


 Item 14. Principal Accounting Fees and Services
 -----------------------------------------------
      The information required by this item is incorporated by reference from
 the  information  provided  in  the  Company's  proxy  Statement  under  the
 discussion of  the Company  Audit Committee  and  under the  item  regarding
 shareholder ratification of the Company's independent accountants.



                                   PART IV
                                   -------


 Item 15.  Exhibits, Financial Statement Schedules and Reports on Form 8-K
 -------------------------------------------------------------------------
      (a)  The following documents are filed as a part of this report:

       (1) Consolidated Financial Statements:                   Page
           Report of Independent Registered Public
             Accounting Firm..................................   F-1
           Consolidated Balance Sheets........................   F-2
           Consolidated Statements of Income..................   F-3
           Consolidated Statements of Cash Flows (as restated)   F-4
           Consolidated Statements of Changes in Stockholders'
             Equity...........................................   F-5
           Notes to Consolidated Financial Statements.........   F-6

      (b)  Reports on Form 8-K.
           October 22, 2003   Item 12. Results of Operations and
                                       Financial Condition.  The
                                       Company reported its financial
                                       results for its quarter ended
                                       September 30, 2003.

      (c)  Exhibits:
           3.1(4)     Amended Certificate of Incorporation
           3.2(5)     Amended Bylaws
           4.1(2)     Common Stock Specimen
           10.1(1)    First Cash, Inc. 1990 Stock Option Plan
           10.2(7)    Employment Agreement -- Rick Powell
           10.3(7)    Employment Agreement -- Rick L. Wessel
           10.4(11)   Employment Agreement -- Alan Barron
           10.5(3)    Acquisition Agreement -- Miraglia, Inc.
           10.6(4)    Acquisition Agreement for Twelve Pawnshops
                      in South Carolina
           10.7(4)    Acquisition Agreement for One Iron Ventures, Inc.
           10.8(4)    First Cash Financial Services, Inc. 1999 Stock
                      Option Plan
           10.9(8)    First Addendum to Executive Employment
                      Agreement - Rick Powell
           10.10(8)   First Addendum to Executive Employment
                      Agreement - Rick Wessel
           10.11(9)   Second Addendum to Executive Employment
                      Agreement - Rick Powell
           10.12(9)   Second Addendum to Executive Employment
                      Agreement - Rick Wessel
           10.13(11)  Third Addendum to Executive Employment
                      Agreement - Rick Powell
           10.14(11)  Third Addendum to Executive Employment
                      Agreement - Rick Wessel
           10.15(11)  First Addendum to Executive Employment
                      Agreement - Alan Barron
           10.16(10)  Executive Incentive Compensation Plan
           14.1(11)   Code of Ethics
           21.1(11)   Subsidiaries
           23.1(11)   Consent of Independent Registered Public Accounting
                      Firm, Deloitte & Touche LLP
           31.1(11)   Certification of Chief Executive Officer Pursuant to
                      Section 302 of the Sarbanes-Oxley Act of 2002.
           31.2(11)   Certification of Chief Financial Officer Pursuant to
                      Section 302 of the Sarbanes-Oxley Act of 2002.
           32.1(11)   Certification of Chief Executive Officer Pursuant to
                      18 U.S.C. Section 1350 as adopted Pursuant to Section
                      906 of the Sarbanes-Oxley Act of 2002
           32.2(11)   Certification of Chief Financial Officer Pursuant to
                      18 U.S.C. Section 1350 as adopted Pursuant to Section
                      906 of the Sarbanes-Oxley Act of 2002

 (1)  Filed as an exhibit to the Company's Registration Statement on
      Form S-18 (No. 33-37760-FW) and incorporated herein by reference.
 (2)  Filed as an exhibit to the Company's Registration Statement on
      Form S-1 (No. 33-48436) and incorporated herein by reference.
 (3)  Filed as an exhibit to the Annual Report on Form 10-K for the fiscal
      year ended July 31, 1998 (File No. 0 - 19133) and incorporated herein
      by reference.
 (4)  Filed as an exhibit to the Company's Registration Statement on Form S-3
      dated January 22, 1999 (File No. 333-71077) and incorporated herein by
      reference.
 (5)  Filed as an exhibit to the Annual Report on Form 10-K for the year
      ended December 31, 1999 (File No. 0 - 19133) and incorporated herein
      by reference.
 (6)  Filed as an exhibit to the quarterly report on Form 10-Q for the
      quarter ended March 31, 2000 (File No. 0 - 19133) and incorporated
      herein by reference.
 (7)  Filed as an exhibit to the Annual Report on Form 10-K for the year
      ended December 31, 2000 (File No. 0 - 19133) and incorporated herein
      by reference.
 (8)  Filed as an exhibit to the Annual Report on Form 10-K for the year
      ended December 31, 2001 (File No. 0 - 19133) and incorporated herein
      by reference.
 (9)  Filed as an exhibit to the Annual Report on Form 10-K for the year
      ended December 31, 2002 (File No. 0 - 19133) and incorporated herein
      by reference.
 (10) Filed as Exhibit A to the Company's Definitive Proxy Statement filed
      on April 30, 2003.
 (11) Filed herewith.

      (d)  All schedules are omitted because they are not applicable or the
           required information is shown in the financial statements or notes
           thereto.

<PAGE>

                                  SIGNATURES
                                  ----------

      Pursuant to the requirements of Section  13 or 15(d) 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.

                               FIRST CASH FINANCIAL SERVICES, INC.

                               /s/PHILLIP E. POWELL
                               --------------------------------------------
                               Phillip E. Powell, Chief Executive Officer
                               October 8, 2004

                               /s/R. DOUGLAS ORR
                               --------------------------------------------
                               R. Douglas Orr, Principal Accounting Officer
                               October 8, 2004

      Pursuant to the requirements  of the Securities  Exchange Act of  1934,
 this report has been signed below by the following persons on behalf of  the
 registrant and in the capacities and on the dates indicated.


          Signature                 Capacity                     Date
          ---------                 --------                     ----

    /s/PHILLIP E. POWELL       Chairman of the Board and     October 8, 2004
    ---------------------      Chief Executive Officer
    Phillip E. Powell

    /s/RICK L. WESSEL          Director, President,          October 8, 2004
    ---------------------      Secretary and Treasurer
    Rick L. Wessel


    /s/JOE R. LOVE             Director                      October 8, 2004
    ---------------------
    Joe R. Love


    /s/RICHARD T. BURKE        Director                      October 8, 2004
    ---------------------
    Richard T. Burke


    /s/TARA SCHUCHMANN         Director                      October 8, 2004
    ---------------------
    Tara Schuchmann

<PAGE>

           REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 To the Board of Directors and Stockholders of
     First Cash Financial Services, Inc.

 We have audited the accompanying consolidated balance sheets of First Cash
 Financial Services,  Inc. and  subsidiaries as  of December  31, 2003  and
 2002, and  the related  consolidated statements  of income,  stockholders'
 equity, and cash flows  for each of  the three years  in the period  ended
 December 31, 2003.  These financial  statements are the responsibility  of
 the Company's management.  Our responsibility is to express  an opinion on
 these financial statements based on our audits.

 We conducted our audits in accordance with standards of the Public Company
 Accounting Oversight Board (United States).  Those standards require  that
 we plan and perform the audit to obtain reasonable assurance about whether
 the financial  statements are  free of  material  misstatement.  An  audit
 includes examining, on a test basis,  evidence supporting the amounts  and
 disclosures in the financial statements.  An audit also includes assessing
 the  accounting  principles  used   and  significant  estimates  made   by
 management,  as  well  as  evaluating  the  overall  financial   statement
 presentation.  We believe that our  audits provide a reasonable basis  for
 our opinion.

 In our opinion, such consolidated financial statements present fairly,  in
 all material respects, the consolidated  financial position of First  Cash
 Financial Services, Inc. and subsidiaries at  December 31, 2003 and  2002,
 and the consolidated results of its operations and its cash flows for each
 of the three  years in the  period ended December  31, 2003 in  conformity
 with accounting  principles generally  accepted in  the United  States  of
 America.

 As described in Note 2, effective January 1, 2002, in connection with  the
 adoption of Statement of Financial  Accounting Standards No. 142  Goodwill
 and Other Intangible Assets, the Company ceased amortization of  goodwill.
 As described in Note  3, effective December 31,  2003, in connection  with
 the  adoption  of  Financial  Accounting  Standards  Board  Interpretation
 No.  46(R)  Consolidation  of  Variable  Interest  Entities,  the  Company
 consolidated into its  financial statements its  50%  owned joint venture,
 Cash & Go, Ltd.

 As described in Note 17, the statements of cash flows for the  years ended
 December 31, 2003, 2002 and 2001 have been restated.


 DELOITTE & TOUCHE LLP
 Fort Worth, Texas
 March 8, 2004 (October 8, 2004 as to the effects of the restatement
 described in Note 17)

<PAGE>

                     FIRST CASH FINANCIAL SERVICES, INC.
                         CONSOLIDATED BALANCE SHEETS

                                                 December 31,   December 31,
                                                     2003           2002
                                                    -------        -------
                                             (in thousands, except share data)
                    ASSETS

 Cash and cash equivalents.....................    $ 15,847       $ 12,735
 Service charges receivable....................       3,918          3,174
 Receivables...................................      33,796         27,314
 Inventories...................................      15,588         13,648
 Prepaid expenses and other current assets.....         964          1,161
 Income taxes receivable.......................       1,613            109
                                                    -------        -------
  Total current assets ........................      71,726         58,141
 Property and equipment, net...................      14,418         11,750
 Goodwill......................................      53,237         53,194
 Receivable from Cash & Go, Ltd................           -          7,351
 Other.........................................         683            563
                                                    -------        -------
                                                   $140,064       $130,999
                                                    =======        =======
     LIABILITIES AND STOCKHOLDERS' EQUITY

 Current portion of long-term debt.............    $      -       $    900
 Accounts payable .............................       1,054          1,104
 Accrued expenses..............................       9,832          8,950
                                                    -------        -------
  Total current liabilities ...................      10,886         10,954
 Revolving credit facility.....................       6,000         28,000
 Long-term debt, net of current portion........           -            602
 Deferred income taxes.........................       5,955          4,923
                                                    -------        -------
                                                     22,841         44,479
                                                    -------        -------
 Commitments and contingencies (see Note 11)

 Stockholders' equity:
  Preferred stock; $.01 par value; 10,000,000
    shares authorized; no shares issued or
    outstanding................................           -              -
  Common stock; $.01 par value; 20,000,000
    shares authorized; 10,765,568 and 9,525,368
    shares issued, respectively; 10,111,387 and
    8,871,187 shares outstanding, respectively          109             96
  Additional paid-in capital ..................      63,395         51,908
  Retained earnings ...........................      56,734         41,759
  Notes receivable from officers ..............           -         (4,228)
  Common stock held in treasury, at cost,
    654,181 shares ............................      (3,015)        (3,015)
                                                    -------        -------
                                                    117,223         86,520
                                                    -------        -------
                                                   $140,064       $130,999
                                                    =======        =======

                        The accompanying notes are an
          integral part of these consolidated financial statements.

<PAGE>
                     FIRST CASH FINANCIAL SERVICES, INC.
                      CONSOLIDATED STATEMENTS OF INCOME

                                                  Year Ended December 31,
                                               -----------------------------
                                                2003       2002       2001
                                               -------    -------    -------
                                       (in thousands, except per share amounts)

 Revenues:
    Merchandise sales .....................   $ 69,808   $ 56,916   $ 53,893
    Service charges .......................     71,743     58,196     53,028
    Check cashing fees ....................      2,749      2,659      2,264
    Other .................................      1,168      1,022      1,242
                                               -------    -------    -------
                                               145,468    118,793    110,427
                                               -------    -------    -------
 Cost of goods sold and expenses:
    Cost of goods sold ....................     41,110     32,890     34,619
    Operating expenses ....................     61,926     54,090     48,661
    Interest expense ......................        472        939      2,307
    Interest income .......................       (595)      (645)      (912)
    Depreciation ..........................      3,019      2,548      2,283
    Amortization ..........................          -          -      1,530
    Administrative expenses ...............     14,807     11,580      9,420
                                               -------    -------    -------
                                               120,739    101,402     97,908
                                               -------    -------    -------
 Income before income taxes ...............     24,729     17,391     12,519
 Provision for income taxes ...............      9,397      6,451      4,507
                                               -------    -------    -------
 Income from continuing operations.........     15,332     10,940      8,012
                                               -------    -------    -------
 Discontinued operations (see Note 14):
    Income from discontinued operations,
      net of tax...........................          -          -         33
    Loss on sale of subsidiary, net of tax.          -          -       (175)
                                               -------    -------    -------
    Loss from discontinued operations,
      net of tax ..........................          -          -       (142)
                                               -------    -------    -------
 Cumulative effect of change in accounting
   principle, net of tax (see Note 3) .....       (357)         -          -
                                               -------    -------    -------
 Net income ...............................   $ 14,975   $ 10,940   $  7,870
                                               =======    =======    =======
 Net income per share:
    Basic
      Income from continuing operations....   $   1.64   $   1.24   $   0.92
      Loss from discontinued operations....          -          -      (0.02)
      Cumulative effect of change
        in accounting principle ...........      (0.03)         -          -
                                               -------    -------    -------
      Net income...........................   $   1.61   $   1.24   $   0.90
                                               =======    =======    =======
    Diluted
      Income from continuing operations....   $   1.46   $   1.14   $   0.87
      Loss from discontinued operations....          -          -      (0.02)
      Cumulative effect of change
        in accounting principle ...........      (0.03)         -          -
                                               -------    -------    -------
      Net income...........................   $   1.43   $   1.14   $   0.85
                                               =======    =======    =======

                        The accompanying notes are an
          integral part of these consolidated financial statements.

<PAGE>

                     FIRST CASH FINANCIAL SERVICES, INC.
                    CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                  Year Ended December 31,
                                               -----------------------------
                                                2003       2002       2001
                                               -------    -------    -------
                                                       (in thousands)
                                                (as restated, see Note 17)
 Cash flows from operating activities:
  Income before discontinued operations and
    change in accounting principle .......... $ 15,332   $ 10,940   $  8,012
   Adjustments to reconcile net income to
    net cash flows from operating activities:
      Depreciation and amortization .........    3,019      2,548      3,813
      Short-term advance loss provision .....    9,878      8,669      8,684
      Tax benefit from exercise of employee
        stock options .......................    5,408        229         22
      Income from discontinued operations ...        -          -        592

  Changes in operating assets and
    liabilities, net of effect of Cash & Go,
    Ltd., consolidation and acquisition:
      Service charges receivable ............     (553)      (357)       (89)
      Inventories ...........................     (718)      (329)     1,406
      Prepaid expenses and other assets .....      167         41       (746)
      Accounts payable and accrued expenses..      545         13      3,509
      Current and deferred income taxes .....     (472)     1,579       (107)
                                               -------    -------    -------
    Net cash flows from operating activities    32,606     23,333     25,096
                                               -------    -------    -------
 Cash flows from investing activities:
   Pawn receivables, net ....................   (4,635)    (3,413)     3,753
   Short-term advance receivables, net.......  (11,211)    (9,652)   (10,266)
   Purchases of property and equipment.......   (5,202)    (4,264)    (1,891)
   Acquisition of existing operations........        -          -     (1,394)
   Cash from consolidation of Cash & Go, Ltd.    2,103          -          -
   Proceeds from sale of discontinued
     operations..............................        -          -        230
   (Increase) decrease in receivable from
     Cash & Go, Ltd..........................    2,633       (278)    (2,775)
                                               -------    -------    -------
   Net cash flows from investing activities..  (16,312)   (17,607)   (12,343)
                                               -------    -------    -------
 Cash flows from financing activities:
   Proceeds from debt .......................        -      7,000     14,200
   Repayments of debt .......................  (23,502)   (12,491)   (22,869)
   Notes receivable from officers ...........    4,228        823        775
   Purchase of treasury stock ...............        -          -       (500)
   Proceeds from exercise of options and
     warrants................................    6,092        425        282
                                               -------    -------    -------
   Net cash flows from financing activities    (13,182)    (4,243)    (8,112)
                                               -------    -------    -------
 Change in cash and cash equivalents.........    3,112      1,483      4,641
 Cash and cash equivalents at beginning
   of the year...............................   12,735     11,252      6,611
                                               -------    -------    -------
 Cash and cash equivalents at end of the year $ 15,847   $ 12,735   $ 11,252
                                               =======    =======    =======
 Supplemental disclosure of
   cash flow information:
   Cash paid during the year for:
    Interest ................................ $    498   $    964   $  2,394
                                               =======    =======    =======
    Income taxes ............................ $  4,256   $  4,907   $  4,533
                                               =======    =======    =======
<PAGE>

                     FIRST CASH FINANCIAL SERVICES, INC.
              CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)

                                                  Year Ended December 31,
                                               -----------------------------
                                                2003       2002       2001
                                               -------    -------    -------
                                                       (in thousands)
                                                (as restated, see Note 17)

 Supplemental disclosure of non-cash
  investing and financing activities:
   Non-cash transactions in connection with
    acquisition:
      Fair market value of assets acquired
        and goodwill......................... $      -   $      -   $  2,302
        Less assumption of liabilities and
          costs of acquisition...............        -          -       (908)
                                               -------    -------    -------
      Net cash paid.......................... $      -   $      -   $  1,394
                                               =======    =======    =======
   Non-cash transactions in connection with
    consolidation of Cash & Go, Ltd.:
     Fair market value of assets consolidated $  4,648   $      -   $      -
       Less assumption of liabilities from
         consolidation.......................   (5,791)         -          -
                                               -------    -------    -------
 Net liabilities resulting from consolidation $ (1,143)  $      -   $      -
                                               =======    =======    =======
   Non-cash transactions in connection
    with pawn receivables settled through
    forfeitures of collateral transferred
    to inventories .......................... $ 27,112   $ 22,346   $ 20,952
                                               =======    =======    =======

  The accompanying notes are an integral part of these consolidated financial
                                  statements.

<PAGE>
<TABLE>

                                 FIRST CASH FINANCIAL SERVICES, INC.
                     CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY


                                                                                           Notes
                                  Common Stock  Additional  Preferred Stock             Receivable   Treasury Stock
                                 --------------   Paid-in   ---------------   Retained     From      --------------
                                 Shares  Amount   Capital   Shares   Amount   Earnings   Officers    Shares  Amount     Total
                                 ------  ------   -------   ------   ------   --------   --------    ------  ------    -------
                                                             (in thousands)
 <S>                             <C>     <C>     <C>        <C>      <C>     <C>        <C>          <C>    <C>       <C>
 Balance at December 31, 2000     9,321  $   93  $ 50,953        -        -  $  22,949  $  (5,826)      525 $(2,515)  $ 65,654
   Exercise of stock options
     and warrants, including
     income tax benefit of $22       97       2       302        -        -          -          -         -       -        304
   Notes receivable from
     officers                         -       -         -        -        -          -        775         -       -        775
   Purchase of treasury stock         -       -         -        -        -          -          -       129    (500)      (500)
   Net income                         -       -         -        -        -      7,870          -         -       -      7,870
                                 ------  ------   -------   ------   ------   --------   --------    ------  ------    -------
 Balance at December 31, 2001     9,418      95    51,255        -        -     30,819     (5,051)      654  (3,015)    74,103
   Exercise of stock options
     and warrants, including
     income tax benefit of $229     107       1       653        -        -          -          -         -       -        654
   Notes receivable from
     officers                         -       -         -        -        -          -        823         -       -        823
   Net income                         -       -         -        -        -     10,940          -         -       -     10,940
                                 ------  ------   -------   ------   ------   --------   --------    ------  ------    -------
 Balance at December 31, 2002     9,525      96    51,908        -        -     41,759     (4,228)      654  (3,015)    86,520
  Exercise of stock options
    and warrants, including
    income tax benefit of $5,408  1,241      13    11,487        -        -          -          -         -       -     11,500
   Notes receivable from
     officers                         -       -         -        -        -          -      4,228         -       -      4,228
   Net income                         -       -         -        -        -     14,975          -         -       -     14,975
                                 ------  ------   -------   ------   ------   --------   --------    ------  ------    -------
 Balance at December 31, 2003    10,766 $   109  $ 63,395        -        -  $  56,734  $       -       654 $(3,015)  $117,223
                                 ======  ======   =======   ======   ======   ========   ========    ======  ======    =======

                      The accompanying notes are an
        integral part of these consolidated financial statements.

</TABLE>
<PAGE>

                       FIRST CASH FINANCIAL SERVICES, INC.
                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


 NOTE 1 - ORGANIZATION AND NATURE OF THE COMPANY

      First Cash Financial Services, Inc. (the "Company") was incorporated in
 Texas on July 5, 1988 and was reincorporated in Delaware in April 1991.  The
 Company is engaged in the operation of  pawn stores which lend money on  the
 collateral of pledged personal  property, and which retail  previously-owned
 merchandise acquired through pawn forfeitures.  In addition to making short-
 term secured  pawns, most  of the  Company's  pawn stores  offer  short-term
 unsecured advances ("short-term advances").  The Company also operates check
 cashing/short-term advance stores  that provide  short-term advances,  check
 cashing services, and other related financial services.  As of December  31,
 2003,  the  Company  owned  and  operated  160  pawn  stores  and  75  check
 cashing/short-term advance stores.  In addition  the Company is a 50%  owner
 of Cash & Go, Ltd.,  a Texas limited partnership  that owns and operates  40
 financial services kiosks inside convenience stores.


 NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

      The following is a summary of significant accounting policies  followed
 in the preparation of these financial statements.

      Principles of  consolidation - The accompanying consolidated  financial
 statements  of  the  Company  include  the  accounts  of  its  wholly  owned
 subsidiaries.  In  addition, effective December  31, 2003, the  accompanying
 consolidated financial statements also include the balance sheet accounts of
 Cash & Go, Ltd., a Texas limited partnership, which owns financial  services
 kiosks inside convenience stores.  The operating results of the  partnership
 will be included in the consolidated financial statements effective  January
 1, 2004.  All significant intercompany  accounts and transactions have  been
 eliminated (See Note 3).

      Cash and cash  equivalents - The  Company considers  any highly  liquid
 investments with an  original maturity of  three months or  less at date  of
 acquisition to be cash equivalents.

      Receivables and income  recognition - Receivables  on the  accompanying
 balance sheet consist of  pawn and short-term advances.   Pawns are made  on
 the pledge of tangible personal property.  The Company accrues pawn  service
 charge revenue on a constant-yield basis over  the life of the pawn for  all
 pawns that the Company deems collection  to be probable based on  historical
 pawn redemption statistics.  If the pawn is not repaid, the principal amount
 pawned becomes the carrying value of the forfeited collateral ("inventory"),
 which is recovered through  sale.  Short-term advances  are made for  thirty
 days or less.  The Company recognizes  the  service charges associated  with
 short-term advances on a  constant-yield basis over  the term of the  short-
 term advance.

      Bad Debts - An allowance is provided on current short-term advances and
 service charges  receivable,  based  upon expected  default  rates,  net  of
 estimated future recoveries of previously defaulted short-term advances  and
 service charges receivable.  The Company considers short-term advances to be
 in default  if they  are not  repaid on  the due  date, and  writes off  the
 principal amount and service charges receivable as of the default date.  Net
 defaults and changes in the short-term advance allowance are charged to  bad
 debt expense, which is included in operating expenses.  Bad debt expense for
 the years ended December 31, 2003, 2002 and 2001 was $9,878,000,  $8,669,000
 and $8,684,000, respectively.

      Operating expenses - Costs  incurred in operating  the pawn stores  and
 check cashing/short-term advance stores  have been  classified as  operating
 expenses.  Operating expenses  include salary and  benefit expense of  store
 employees, rent  and  other occupancy  costs,  bank charges,  security,  net
 returned checks, utilities, cash shortages and  other costs incurred by  the
 stores.

      Layaway and  deferred  revenue -  Interim  payments from  customers  on
 layaway sales are credited to deferred revenue and subsequently recorded  as
 income during the period in which final payment is received.

      Inventories - Inventories represent merchandise purchased directly from
 the  public  and  merchandise acquired  from  forfeited  pawns.  Inventories
 purchased directly from customers  are recorded at  cost.  Inventories  from
 forfeited pawns are  recorded at  the amount of  the pawn  principal on  the
 unredeemed goods.   The cost of  inventories is determined  on the  specific
 identification  method.  Inventories  are stated  at the  lower of  cost  or
 market; accordingly,  inventory valuation  allowances are  established  when
 inventory carrying values are in excess of estimated selling prices, net  of
 direct costs of disposal.  Management has evaluated inventory and determined
 that a valuation allowance is not necessary.

      Property and equipment - Property and  equipment are recorded at  cost.
 Depreciation is determined  on the straight-line  method based on  estimated
 useful lives of thirty-one years for  buildings and three to five years  for
 equipment.  The costs  of improvements on leased  stores are capitalized  as
 leasehold improvements and  are amortized on  the straight-line method  over
 the applicable lease period, or useful life if shorter.

      Maintenance and repairs  are charged to  expense as incurred;  renewals
 and betterments  are  charged  to the  appropriate  property  and  equipment
 accounts.  Upon sale  or  retirement  of depreciable  assets, the  cost  and
 related accumulated  depreciation  is removed  from  the accounts,  and  the
 resulting gain  or loss  is included  in the  results of  operations in  the
 period retired.

      Goodwill - Goodwill consists of the  excess of purchase price over  net
 assets  acquired.  Excess  purchase price  over  net  assets  acquired  was
 amortized on a straight-line  basis over an estimated  useful life of  forty
 years through December 31, 2001.  In June 2001, the FASB issued Statement of
 Financial  Accounting  Standards  ("SFAS")  No.  142,  Goodwill  and   Other
 Intangible Assets, which was  effective as of January  1, 2002. The  Company
 adopted Statement  of  Financial  Accounting  Standards  ("SFAS")  No.  142,
 Goodwill and Other Intangible Assets, effective January 1, 2002.  Under SFAS
 No. 142,  goodwill  is no  longer  amortized, but  reviewed  for  impairment
 annually, or  more frequently  if certain  indicators  arise.   The  Company
 completed the transitional fair value impairment test and determined that no
 impairment of recorded goodwill existed at January 1, 2002.  The Company has
 also determined that no  impairment existed at December  31, 2002 and  2003.
 Subsequent impairment losses, if any, will be reflected in operating  income
 or loss in the consolidated statement of income for the period in which such
 loss is realized.  Had the Company  been accounting for  its goodwill  under
 SFAS No. 142  for the  years ended  December 31,  2003, 2002  and 2001,  the
 Company's net income would  have been as follows  (in thousands, except  per
 share data):

                                                  Year Ended December 31,
                                               -----------------------------
                                                2003       2002       2001
                                               -------    -------    -------
 Reported net income                          $ 14,975   $ 10,940   $  7,870
 Add: amortization of costs in excess
   of net assets acquired, net of tax                -          -        979
                                               -------    -------    -------
    Adjusted net income                       $ 14,975   $ 10,940   $  8,849
                                               =======    =======    =======
 Basic earnings per share:
    Reported net income                       $   1.61   $   1.24   $   0.90
    Adjusted net income                       $   1.61   $   1.24   $   1.01

 Diluted earnings per share:
    Reported net income                       $   1.43   $   1.14   $   0.85
    Adjusted net income                       $   1.43   $   1.14   $   0.96


      Long-lived assets  -  Long-lived  assets  (i.e.,  property,  plant  and
 equipment and  intangible  assets  with definite  lives)  are  reviewed  for
 impairment whenever events or changes in circumstances indicate that the net
 book value of  the asset  may not  be recoverable.   An  impairment loss  is
 recognized if the sum  of the expected future  cash flows (undiscounted  and
 before interest) from the use of the asset  is less than the net book  value
 of the asset.  Generally, the amount  of the impairment loss is measured  as
 the difference between the  net book value of  the assets and the  estimated
 fair value of  the related  assets.  Management  does not  believe that  any
 impairments exist at December 31, 2003.

      Fair value  of financial  instruments -  The  fair value  of  financial
 instruments is  determined by  reference to  various market  data and  other
 valuation techniques, as appropriate.  Unless otherwise disclosed, the  fair
 values of  financial  instruments  approximate their  recorded  values,  due
 primarily to their short-term nature.

      Income taxes  - The  Company uses  the  liability method  of  computing
 deferred  income  taxes on  all material  temporary differences.   Temporary
 differences are the differences between the  reported amounts of assets  and
 liabilities and their tax bases.

      Advertising - The Company expenses the  costs of advertising the  first
 time the advertising takes place.  Advertising expense for the fiscal  years
 ended December  31, 2003,  2002 and  2001,  was $1,567,000,  $1,332,000  and
 $1,070,000, respectively.

      Stock-Based  Compensation   -   The  Company's   stock-based   employee
 compensation plan is  described in  Note 12.   The  expense recognition  and
 measurement principles of APB 25, Accounting for Stock Issued to  Employees,
 and related interpretations are  followed in accounting for  this plan.   No
 stock-based employee compensation has been  charged to earnings because  the
 exercise prices of all stock options granted under this plan have been equal
 to the market value of the Company's common stock at the date of the  grant.
 The following presents information about net  income and earnings per  share
 as  if  the  Company  had  applied   the  fair  value  expense   recognition
 requirements of Statement  of Financial Accounting  Standards ("SFAS")  123,
 Accounting for  Stock-Based  Compensation,  to all  employee  stock  options
 granted under the plan (in thousands, except per share data).

                                                  Year Ended December 31,
                                               -----------------------------
                                                2003       2002       2001
                                               -------    -------    -------
      Net income, as reported................ $ 14,975   $ 10,940   $  7,870
      Less: Stock-based employee compensation
        determined under the fair value
        requirements of SFAS 123, net of
        income tax benefits..................    2,261      1,252        899
                                               -------    -------    -------
      Pro forma net income................... $ 12,714   $  9,688   $  6,971
                                               =======    =======    =======
      Earnings per share:
        Basic, as reported................... $   1.61   $   1.24   $   0.90
        Basic, pro forma..................... $   1.36   $   1.10   $   0.80

        Diluted, as reported................. $   1.43   $   1.14   $   0.85
        Diluted, pro forma................... $   1.21   $   1.01   $   0.75


      Pursuant to the  requirements of  SFAS 123,  the weighted-average  fair
 value of the individual employee stock  options and warrants granted  during
 2003, 2002  and  2001  have  been  estimated  as  $8.89,  $4.66  and  $2.90,
 respectively, on the  date of the  grant.  The  fair values were  determined
 using a Black-Scholes option-pricing model using the following assumptions:


                                                  Year Ended December 31,
                                               -----------------------------
                                                2003       2002       2001
                                               -------    -------    -------
      Dividend yield..............                   -          -          -
      Volatility..................                54.0%     58.0%      55.0%
      Risk-free interest rate.....                 3.5%      3.5%       3.8%
      Expected life...............              7 years   7 years    7 years


      Earnings per share - Basic net income per share is computed by dividing
 net income by the weighted average  number of shares outstanding during  the
 year.  Diluted net income  per share is calculated  by giving effect to  the
 potential dilution  that could  occur if  securities or  other contracts  to
 issue common shares were exercised and  converted into common shares  during
 the year.

 The following table sets forth the computation of basic and diluted earnings
 per share (in thousands, except per share data):

                                                  Year Ended December 31,
                                               -----------------------------
                                                2003       2002       2001
                                               -------    -------    -------
    Numerator:
     Net income for calculating
       basic and diluted earnings per share   $ 14,975   $ 10,940   $  7,870
                                               =======    =======    =======
    Denominator:
     Weighted-average common shares for
       calculating basic earnings per share      9,324      8,833      8,699
     Effect of dilutive stock options
       and warrants                              1,180        794        569
                                               -------    -------    -------
     Weighted-average common shares for
       calculating diluted earnings per share   10,504      9,627      9,268
                                               =======    =======    =======

    Basic earnings per share                  $   1.61   $   1.24   $   0.90
    Diluted earnings per share                $   1.43   $   1.14   $   0.85


      Pervasiveness of estimates - The preparation of financial statements in
 conformity with  accounting  principles  generally accepted  in  the  United
 States of America requires management to make estimates and assumptions that
 affect the reported amounts of assets and liabilities, and related  revenues
 and expenses and disclosure  of gain and loss  contingencies at the date  of
 the financial statements.  Such estimates  and assumptions are subject to  a
 number of risks and uncertainties, which may cause actual results to  differ
 materially from the Company's estimates.

      Reclassification - Certain amounts for the year ended December 31, 2002
 have been reclassified in order to conform to the 2003 presentation.


 NOTE 3 - CHANGE IN ACCOUNTING PRINCIPLE

      In December 2003, the FASB issued Interpretation No. 46(R) ("FIN  46"),
 Consolidation of Variable Interest Entities.  FIN 46 addresses consolidation
 by business  enterprises of  variable  interest entities  (formerly  special
 purpose entities).  In general, a variable interest entity is a corporation,
 partnership, trust or any other legal  structure used for business  purposes
 that either (a) does not have equity investors with voting rights or (b) has
 equity investors that do not provide sufficient financial resources for  the
 entity to  support its  activities.   FIN 46  requires a  variable  interest
 entity to be  consolidated by  a company  if that  company is  subject to  a
 majority of the risk of loss from the variable interest entity's  activities
 or entitled to receive a majority of the entity's residual returns or both.

      The Company has a 50% ownership interest in a joint venture, Cash & Go,
 Ltd., a  Texas  limited  partnership,  which  owns  and  operates  40  check
 cashing/short-term advance kiosks  inside convenience stores.   The  Company
 has historically accounted for  its share of  the joint venture's  operating
 results using  the equity  method of  accounting, as  neither joint  venture
 partner has control.  Through December 31, 2003 the Company has recorded its
 50% share  of  the partnership's  earnings  or losses  in  its  consolidated
 financial statements.   As defined  in FIN  46, Cash  & Go,  Ltd. meets  the
 requirements of a variable interest entity that must be consolidated by  the
 Company.  The Company implemented FIN 46 on December 31, 2003 at which  time
 it recorded a  change in  accounting principle  charge of  $357,000, net  of
 income tax benefit, which was necessary to recognize the other joint venture
 partner's share of  the Cash &  Go, Ltd.'s accumulated  operating losses  as
 part of the initial consolidation accounting.  As of December 31, 2003,  the
 Company's consolidated balance sheet includes the assets and liabilities  of
 Cash & Go, Ltd., net of intercompany accounts, including the loan  described
 below, which have been eliminated.  The operating results of Cash & Go, Ltd.
 will be included in the  Company's consolidated operating results  effective
 for accounting periods beginning January 1, 2004.

      The Company funds substantially all of the working capital requirements
 of Cash & Go, Ltd. in the form of a loan to the joint venture.  This loan is
 callable at any time by the Company,  bears interest at the prime rate  plus
 5%, and  is  secured by  substantially  all of  Cash  & Go,  Ltd.'s  assets.
 Summarized financial information for Cash & Go, Ltd. as of December 31, 2003
 and 2002 and for  the years ended December  31, 2003, 2002  and 2001 are  as
 follows:

                                                  December 31,  December 31,
                                                      2003          2002
                                                    -------       -------
                                                        (in thousands)
      Current assets ..........................    $  4,120      $  6,191
      Non-current assets  .....................         528           950
      Current note payable to First Cash
        Financial Services, Inc................      (5,504)       (7,972)
      Other current liabilities ...............        (287)         (411)
                                                    -------       -------
          Net liabilities .....................    $ (1,143)     $ (1,242)
                                                    =======       =======

    Company's net receivable from Cash & Go, Ltd.:
          Note receivable from Cash & Go, Ltd..    $  5,504      $  7,972
          Company's share of net liabilities ..        (572)         (621)
                                                    -------       -------
                                                   $  4,932      $  7,351
                                                    =======       =======


                                                  Year Ended December 31,
                                               -----------------------------
                                                2003       2002       2001
                                               -------    -------    -------
                                                       (in thousands)

      Revenues .....................          $  6,694   $  7,093    $ 6,788
      Expenses .....................             6,596      7,571      6,979
                                               -------    -------    -------
          Income (loss) before taxes          $     98   $   (478)   $  (191)
                                               =======    =======    =======
      Company's share of income (loss),
      as accounted for using the equity
      method through December 31, 2003        $     49   $   (239)   $   (96)
                                               =======    =======    =======


 Had the Company been accounting for its investment in Cash & Go, Ltd.  under
 FIN 46 for the years ended December  31, 2003, 2002 and 2001, the  Company's
 net income would have been as follows (in thousands, except per share data):

                                                  Year Ended December 31,
                                               -----------------------------
                                                2003       2002       2001
                                               -------    -------    -------

      Reported net income                     $ 14,975   $ 10,940   $  7,870
      Additional net income (loss) related
        to consolidation of Cash & Go,
        Ltd., net of tax                           387       (150)       (61)
                                               -------    -------    -------
         Adjusted net income                  $ 15,362   $ 10,790   $  7,809
                                               =======    =======    =======
      Basic earnings per share:
         Reported net income                  $   1.61   $   1.24   $   0.90
         Adjusted net income                  $   1.65   $   1.22   $   0.90

      Diluted earnings per share:
         Reported net income                  $   1.43   $   1.14   $   0.85
         Adjusted net income                  $   1.46   $   1.12   $   0.84


 NOTE 4 - BUSINESS ACQUISITIONS

      In December 2001, the Company acquired  100% of the outstanding  common
 stock of WR  Financial, Inc., which  operated seven stores  in Texas, for  a
 total purchase  price of  $1,394,000, paid  in  cash. The  Company  financed
 substantially all of the  cash purchase price  for this acquisition  through
 its Credit Facility.  The purchase price for this acquisition was determined
 based upon the  volume of annual  pawn and  sales transactions,  outstanding
 receivable balances,  inventory  on  hand, location  and  condition  of  the
 facilities, and projected future operating results.

      Acquisitions have  been  accounted for  using  the purchase  method  of
 accounting.  Accordingly,  the purchase price  was allocated  to assets  and
 liabilities acquired based upon  their estimated fair  market values at  the
 dates of acquisition.  The excess purchase price over the fair market  value
 of the net tangible assets acquired  and identifiable intangible assets  has
 been recorded  as  goodwill.   Goodwill,  net of  accumulated  amortization,
 resulting from acquisitions was $53,237,000  and $53,194,000 as of  December
 31, 2003 and 2002, respectively.  The results of operations of the  acquired
 companies are included in the  consolidated financial statements from  their
 respective dates of acquisition.


 NOTE 5 - RELATED PARTY TRANSACTIONS

      As of December 31, 2002, the  Company had notes receivable  outstanding
 from certain of its officers totaling $4,228,000.  Repayment of these  notes
 was completed during Fiscal 2003.  The notes bore interest at 3%.


 NOTE 6 - PROPERTY AND EQUIPMENT

      Property and equipment consist of the following (in thousands):

                                                  December 31,  December 31,
                                                      2003          2002
                                                    -------       -------
        Land ............................          $    672      $    672
        Buildings .......................             1,002         1,002
        Leasehold improvements ..........             1,792         1,794
        Furniture, fixtures and equipment            26,405        20,109
                                                    -------       -------
                                                     29,871        23,577
        Less:  accumulated depreciation..           (15,453)      (11,827)
                                                    -------       -------
                                                   $ 14,418      $ 11,750
                                                    =======       =======

 NOTE 7 - ACCRUED EXPENSES

      Accrued expenses consist of the following (in thousands):

                                                  December 31,  December 31,
                                                      2003          2002
                                                    -------       -------
        Money orders and wire transfers payable    $    726      $    791
        Accrued compensation ..................       2,979         2,692
        Layaway deposits ......................       1,655         1,382
        Sales and property taxes payable.......       1,144           959
        Lending activity settlements payable          1,462         1,123
        Other .................................       1,866         2,003
                                                    -------       -------
                                                   $  9,832      $  8,950
                                                    =======       =======


 NOTE 8 - REVOLVING CREDIT FACILITY

      The Company  maintains a  combined long-term  line of  credit with  two
 commercial lenders (the "Credit Facility").  The Credit Facility provides  a
 $25,000,000 long-term line  of credit  that matures  on August  9, 2005  and
 bears interest at the prevailing LIBOR rate (which was approximately 1.1% at
 December 31, 2003)  plus an applicable  margin based on  a defined  leverage
 ratio for the Company. Based on  the Company's existing leverage ratio,  the
 margin is currently 1.375%, the most favorable rate provided under the terms
 of the agreement.  Amounts available  under the Credit Facility are  limited
 to  300%  of   the  Company's  earnings   before  income  taxes,   interest,
 depreciation and amortization for the trailing  twelve months.  At  December
 31, 2003, the Company had  $19,000,000 available for additional  borrowings.
 Under the terms of the Credit Facility, the Company is required to  maintain
 certain financial ratios and comply with  certain technical covenants.   The
 Company was in compliance with the requirements and covenants of the  Credit
 Facility as of December 31, 2003 and March 8, 2004.  The Company is required
 to pay an annual commitment fee of  1/5th of 1% on the average  daily-unused
 portion of the Credit  Facility commitment.  The Company's  Credit  Facility
 contains provisions which will allow the Company to repurchase stock  and/or
 pay cash  dividends within  certain parameters.   Substantially  all of  the
 unencumbered assets of the Company have  been pledged as collateral  against
 indebtedness under the Credit Facility.

      Subsequent to December 31, 2003, the  Company renewed and extended  its
 long-term line of  credit.   The Credit Facility  now matures  on April  15,
 2006.   In addition,  certain  terms in  the  agreement were  modified.  The
 interest rate margin added to the LIBOR rate is fixed at 1.375%.  The annual
 commitment fee  on   the average  daily unused  portion of  Credit  Facility
 commitment is reduced to 1/8th of 1%.


 NOTE 9 - LONG-TERM DEBT

 Long-term debt  consists  of the  following  (in thousands,  except  payment
 information):

                                                  December 31,  December 31,
                                                      2003          2002
                                                    -------       -------
  Note payable to a bank; bearing interest at
    LIBOR plus 2%; monthly principal and interest
    payments of $5,257; retired in June 2003       $      -      $    392
  Note payable to a bank; bearing interest at
    LIBOR plus 2%; monthly principal and interest
    payments of $5,518; retired in June 2003              -           310
  Notes payable to five former shareholders of
    Miraglia, Inc.; bearing interest at 7%;
    quarterly principal payments of $300,000
    and quarterly interest payments based upon
    the unpaid balance; retired in July 2003.             -           800
                                                    -------       -------
                                                          -         1,502
      Less: current portion                               -          (900)
                                                    -------       -------
                                                   $      -      $    602
                                                    =======       =======
 NOTE 10 - INCOME TAXES

      Components of the provision for income  taxes consist of the  following
 (in thousands):

                                                  Year Ended December 31,
                                               -----------------------------
                                                2003       2002       2001
                                               -------    -------    -------
       Current:
          Federal ...................         $  7,495   $  4,437   $  2,609
          State and foreign .........              870        760      1,042
                                               -------    -------    -------
                                                 8,365      5,197      3,651
       Deferred .....................            1,032      1,254        856
                                               -------    -------    -------
                                              $  9,397   $  6,451   $  4,507
                                               =======    =======    =======


      The principal current and non-current deferred tax liabilities  consist
 of the following at December 31, 2003 and 2002 (in thousands):

                                                  December 31,  December 31,
                                                      2003          2002
                                                    -------       -------
       Deferred tax assets:
         Inventory tax-basis difference ...       $   1,520      $  1,288
         Legal accruals ...................             430           430
                                                    -------       -------
                                                      1,950         1,718
                                                    -------       -------
       Deferred tax liabilities:
         Intangible asset amortization ....           6,120         4,951
         Depreciation .....................           1,248         1,181
         State income tax effect of
           deferred tax items..............             329           272
         Other ............................             208           237
                                                    -------       -------
                                                      7,905         6,641
                                                    -------       -------
       Net deferred tax liability .........        $  5,955      $  4,923
       Reported as:                                 =======       =======
         Non-current liabilities - deferred
           income taxes                            $  5,955      $  4,923
                                                    =======       =======


 The provision  for  income taxes  differs  from the  amounts  determined  by
 applying the expected federal statutory tax  rate to income from  continuing
 operations before income taxes.  The  following is a reconciliation of  such
 differences (in thousands):

                                                  Year Ended December 31,
                                               -----------------------------
                                                2003       2002       2001
                                               -------    -------    -------
       Tax at the federal statutory rate      $  8,408   $  5,913   $  4,256

       State and foreign income taxes,
         net of federal tax benefit                558        400        646
       Other, net                                  431        138       (395)
                                               -------    -------    -------
                                              $  9,397   $  6,451   $  4,507
                                               =======    =======    =======

 NOTE 11 - COMMITMENTS AND CONTINGENCIES

      The Company  leases  certain  of its  facilities  and  equipment  under
 operating leases with terms generally ranging from three to ten years.  Most
 facility leases contain renewal and/or  purchase options.  Remaining  future
 minimum rentals due under non-cancelable operating leases are as follows (in
 thousands):

                 Fiscal
                 ------
                  2004  ...............   $  9,652
                  2005 ................      8,668
                  2006 ................      7,389
                  2007 ................      5,987
                  2008 ................      3,577
                  Thereafter ..........      4,479
                                           -------
                                          $ 39,752
                                           =======

      Rent  expense  under  such   leases  was  $8,664,000,  $7,251,000   and
 $6,515,000  for  the  years  ended  December   31,  2003,  2002  and   2001,
 respectively.

      In May 2000, three  plaintiffs filed a  complaint against Famous  Pawn,
 Inc., a  wholly  owned subsidiary  of  the  Company, in  the  United  States
 District Court  for  the  District  of  Maryland  (Northern  Division).  The
 allegations consisted of five counts: (1) violation of the federal Truth  in
 Lending Act; (2) violation of the  federal Racketeer Influenced and  Corrupt
 Organizations Act; (3) violation of the Maryland Interest and Usury Statute;
 (4) violation of the  Maryland Consumer Loan Law;  and (5) violation of  the
 Maryland  Consumer  Protection  Act.  In  February  2003,  the  Company  and
 plaintiffs reached a  settlement of  the complaint,  which was  subsequently
 approved by the  District Court.   Under the  terms of  the settlement,  the
 plaintiffs agreed  to  dismiss  all allegations  and  monetary  claims  made
 against the Company.   The Company, in order  to expedite the conclusion  of
 this matter and avoid  the expenses associated with  a trial, agreed to  pay
 the plaintiffs  approximately $1,100,000,  including the  plaintiffs'  legal
 fees, and forgive all the outstanding  debt of such customers in the  amount
 of approximately $800,000. The Company had previously reserved and  expensed
 in prior years  an amount  equal to  this settlement,  and accordingly,  the
 settlement has  no  impact on  the  Company's 2003  operating  results.  The
 settlement was completed and funded in January 2004.

      Additionally, the Company is from time  to time a defendant (actual  or
 threatened) in certain other lawsuits and arbitration claims encountered  in
 the ordinary course of its business, the resolution of which, in the opinion
 of management, should not  have a material adverse  effect on the  Company's
 financial position, results of operations, or cash flows.


 NOTE 12 - EMPLOYEE STOCK OPTION PLAN AND OUTSTANDING WARRANTS

      On October 30, 1990, the Company's Board of Directors adopted the  1990
 Stock Option  Plan  (the "1990  Plan").   The  1990  Plan provides  for  the
 issuance of incentive stock options and  non-qualified stock options to  key
 employees and  directors of  the Company.   The  total number  of shares  of
 Common Stock authorized  and reserved for  issuance under the  1990 Plan  is
 250,000 shares.  The exercise price for each stock option granted under  the
 1990 Plan may not be less than the fair market value of the Common Stock  on
 the date of the grant, unless, in  the case of incentive stock options,  the
 optionee owns greater  than 10% of  the total combined  voting power of  all
 classes of capital stock  of the Company, in  which case the exercise  price
 may not be less than 110%  of the fair market value  of the Common Stock  on
 the date of the  grant.  Unless otherwise  determined by the Board,  options
 granted under the 1990 Plan have a  maximum duration of five years and  vest
 in up to four equal installments, commencing on the first anniversary of the
 date of grant.  As of  December 31, 2003, no  options to purchase shares  of
 Common Stock  were available  for grant  under the  1990 Plan.   Options  to
 purchase 1,000 shares were vested at December 31, 2003.

      On January 14, 1999, the Company's shareholders adopted the 1999  Stock
 Option Plan (the "1999 Plan").  The  1999 Plan provides for the issuance  of
 incentive stock options and non-qualified stock options to key employees and
 directors of  the Company.   The  total  number of  shares of  Common  Stock
 authorized and  reserved  for issuance  under  the 1999  Plan  is  2,500,000
 shares.  The  exercise price for  each stock option  granted under the  1999
 Plan may not be less than the fair market  value of the Common Stock on  the
 date of  the grant,  unless, in  the case  of incentive  stock options,  the
 optionee owns greater  than 10% of  the total combined  voting power of  all
 classes of capital stock  of the Company, in  which case the exercise  price
 may not be less than 110%  of the fair market value  of the Common Stock  on
 the date of the  grant.  Unless otherwise  determined by the Board,  options
 granted under the 1999 Plan have a maximum duration of ten years unless,  in
 the case of incentive stock options, the  optionee owns at least 10% of  the
 total combined voting power of all classes of capital stock of the  Company,
 in which case the maximum duration is five years.  As of December 31,  2003,
 options to  purchase 1,088,000  shares of  Common Stock  were available  for
 grant under the  1999 Plan.   Options to purchase  478,000 shares of  common
 stock under the 1999 Plan were vested as of December 31, 2003.

      The Company also issues warrants to purchase shares of Common Stock  to
 certain key members of management, to members of the Board of Directors  who
 are not employees or officers of the Company and to outside consultants  and
 advisors  in  connection  with  various  acquisitions,  debt  offerings  and
 consulting engagements.  In accordance with  the provisions of FAS 123,  the
 issuance of warrants to  outside consultants and  advisors is accounted  for
 using the fair  value method  prescribed by FAS  123.   Warrants granted  to
 outside consultants and advisors  prior to December  15, 1995 are  accounted
 for using methods prescribed by APB 25.

      Stock option and  warrant activity for  fiscal 2001, 2002  and 2003  is
 summarized in the accompanying chart (in thousands, except exercise price).

                                                             Exercisable
                                                          -----------------
                                                                  Weighted
                                             Weighted             Average
                                             Average              Exercise
                       Options Warrants  Exercise Price  Number    Price
                       ------- --------  --------------  ------    -----
  December 31, 2000     1,051    1,261       $ 6.92       1,816   $ 6.28
    Granted               270       65         4.48
    Exercised             (84)     (13)        3.12
    Cancelled             (57)    (310)       11.24
                        -----    -----
  December 31, 2001     1,180    1,003         5.99       1,689     5.30
    Granted               130      522         8.00
    Exercised             (62)     (45)        4.13
    Cancelled            (137)     (90)       10.56
                        -----    -----
  December 31, 2002     1,111    1,390         6.18       2,186     6.01
    Granted               335      270        15.27
    Exercised            (798)    (442)        4.91
    Cancelled             (18)       -         8.00
                        -----    -----
  December 31, 2003       630    1,218       $ 9.98       1,642   $ 9.67
                        =====    =====

      Options and warrants outstanding as of December 31, 2003 are as follows
 (in thousands, except exercise price and life):

                           Total Warrants
                 Exercise       and         Remaining     Currently
                  Price       Options         Life       Exercisable
                  -----       -------         ----       -----------
                  $2.00          14            2.4            14
                   2.00          50            7.0            50
                   4.00           9            2.4             9
                   4.00           5            7.1             -
                   4.63          17            2.4            17
                   4.63         202            7.1           202
                   8.00          14            1.3            14
                   8.00          16            4.2            16
                   8.00         436            8.3           340
                   8.00          10            8.8             -
                   8.00         260            9.2           260
                  10.00          14            2.4            14
                  10.00         195            5.3           195
                  10.00          40            9.1            20
                  10.00         230            9.3           230
                  12.00          11            2.4            11
                  13.00          40            9.4            40
                  20.05         285            9.8           210
                              -----                        -----
                              1,848                        1,642
                              =====                        =====


 NOTE 13 - FIRST CASH 401(k) PLAN

      The First Cash 401(k) Plan (the "Plan") is provided by the Company  for
 all full-time employees  who have  been employed  with the  Company for  one
 year.  Under the Plan, a participant  may contribute up to 15% of  earnings,
 with the Company matching the first 3% at a  rate of 50%.  The employee  and
 company contributions  are  paid to  a  corporate trustee  and  invested  in
 various funds.   Contributions made to  participants' accounts become  fully
 vested upon completion of five years of service.  The total Company matching
 contributions to the Plan were $213,000, $220,000 and $162,000 for the years
 ended December 31, 2003, 2002 and 2001, respectively.


 NOTE 14 - DISCONTINUED OPERATIONS INFORMATION

      On November 30, 2001, the Company sold  all of its common stock of  its
 subsidiary,  Miraglia,  Inc.  to  a  former  employee  of  the  Company  for
 approximately $230,000  in cash.   The  sale resulted  in a  pretax loss  of
 $273,000.   The  disposal of  the  software company  and,  accordingly,  its
 operating results are segregated and reported as discontinued operations  in
 the accompanying Consolidated Statements of Income.

      The condensed  statements of  operations relating  to the  discontinued
 software operations for the year ended December 31, 2001 is presented below:


       Revenues                      $ 1,897
       Costs and expenses              1,846
                                      ------
       Income before income taxes         51
       Income tax expense                 18
                                      ------
       Net income                    $    33
                                      ======



 NOTE 15 - GEOGRAPHIC AREAS

 The Company manages its business on the basis of one reportable segment. See
 Note 1 for a brief description of the Company's business.  Long-lived assets
 include all non-current assets except goodwill.

 The following table shows revenues and long-lived assets by geographic  area
 (in thousands):

                                     Year Ended December 31,
                                   -----------------------------
                                    2003       2002       2001
                                   -------    -------    -------
      Revenues:
       United States ..........   $126,707   $112,720   $107,400
       Mexico .................     18,761      6,073      3,027
                                   -------    -------    -------
       Total ..................   $145,468   $118,793   $110,427
                                   =======    =======    =======
      Long-lived assets:
       United States ..........   $ 11,391   $ 16,706   $ 17,432
       Mexico .................      3,710      2,958        214
                                   -------    -------    -------
       Total ..................   $ 15,101   $ 19,664   $ 17,646
                                   =======    =======    =======


 NOTE 16 - QUARTERLY FINANCIAL DATA (UNAUDITED)

 Summarized quarterly financial  data (in thousands,  except per share  data)
 for the fiscal years ended  December 31, 2003 and 2002 are set  forth below.
 The Company's operations are subject to seasonal fluctuations.


                                      First     Second      Third     Fourth
                                     Quarter    Quarter    Quarter    Quarter
                                     -------    -------    -------    -------
 2003
 ----
  Total revenues                    $ 34,244   $ 33,418   $ 37,241   $ 40,565
  Total expenses                      28,653     28,511     30,760     32,815
  Income before change in
    accounting principle               3,498      3,001      4,016      4,817
  Cumulative effect of change
    in accounting principle                -          -          -       (357)
  Net income                           3,498      3,001      4,016      4,460
  Diluted earnings per share
    from continuing operations          0.36       0.30       0.37       0.43
  Diluted earnings per share from
    cumulative effect of change
    in accounting principle                -          -          -      (0.03)
  Diluted earnings per share
    from net income                     0.36       0.30       0.37       0.40
  Diluted weighted average shares      9,789     10,106     10,905     11,182

 2002
 ----
  Total revenues                    $ 28,451   $ 26,867   $ 29,755   $ 33,720
  Total expenses                      24,086     23,337     25,727     28,252
  Net income                           2,794      2,259      2,578      3,309
  Diluted earnings per share
    from net income                     0.30       0.23       0.27       0.34
  Diluted weighted average shares      9,457      9,742      9,570      9,741


 NOTE 17 - RESTATEMENT OF THE STATEMENTS OF CASH FLOWS

      The Statements of  Cash Flows for  the years  ended  December 31, 2003,
 2002 and 2001 have  been restated to correct  the classification of  certain
 transactions between sections of the Statements of Cash Flows.  The  Company
 determined that it had  incorrectly classified cash  flows arising from  tax
 benefits associated with the  exercise  of stock options  and warrants.  The
 effect of the  adjustment to correct  the misclassification  is to  increase
 cash flows  from  operating  activities and  to  decrease  cash  flows  from
 financing activities in the amounts of $5,408,000, $229,000 and $22,000  for
 years ended December  31, 2003, 2002  and 2001,  respectively.  The  Company
 also determined that  it had incorrectly  classified the short-term  advance
 loss provision as an investing activity  rather than an operating  activity.
 The effect of the adjustment to correct the misclassification is to increase
 cash flows  from  operating  activities and  to  decrease  cash  flows  from
 investing activities in the amounts of $9,878,000, $8,669,000 and $8,684,000
 for  the  years  ended December 31, 2003, 2002  and 2001,  respectively.  In
 addition, the Company has reviewed its recording and classification of  cash
 flows arising from the forfeiture and subsequent sale of pawn collateral and
 determined  that  investing  cash  flows  representing  a  return  of   pawn
 receivables were incorrectly recorded on the dates of forfeiture rather than
 on  the  dates  that the  forfeited collateral was  sold.  Accordingly,  the
 previously  reported  cash  flows  related  to  forfeited  collateral   have
 been corrected  to  remove the  non-cash impact of increases  and  decreases
 in  on-hand  inventories.  The effect  of  the  adjustment  to  correct  the
 misclassification is to increase cash flows from operating activities and to
 decrease cash flows from investing activities  in the amounts of  $1,222,000
 and $638,000 for the years ended  December 31, 2003 and 2002,  respectively,
 and to decrease cash  flows from operating activities  and to increase  cash
 flows from investing  activities in the  amount of $3,281,000  for the  year
 ended December 31, 2001.

        A summary of the effects of these corrections are as follows:

                                              Year Ended December 31, 2003
                                            ---------------------------------
                                                As
                                            Previously                  As
                                             Reported   Adjustments  Restated
                                             --------   -----------  --------
                                                      (in thousands)
 Net cash flows from operating activities    $ 16,098    $ 16,508    $ 32,606
 Net cash flows from investing activities      (5,212)    (11,100)    (16,312)
 Net cash flows from financing activities      (7,774)     (5,408)    (13,182)
                                             --------   -----------  --------
 Change in cash and cash equivalents            3,112           -       3,112
 Cash and cash equivalents at beginning
   of the year                                 12,735           -      12,735
                                             --------   -----------  --------
 Cash and cash equivalents at end
   of the year                               $ 15,847    $      -    $ 15,847
                                             ========   ===========  ========


                                              Year Ended December 31, 2002
                                            ---------------------------------
                                                As
                                            Previously                  As
                                             Reported   Adjustments  Restated
                                             --------   -----------  --------
                                                      (in thousands)
 Net cash flows from operating activities    $ 13,797    $  9,536    $ 23,333
 Net cash flows from investing activities      (8,300)     (9,307)    (17,607)
 Net cash flows form financing activities      (4,014)       (229)     (4,243)
                                             --------   -----------  --------
 Change in cash and cash equivalents            1,483           -       1,483
 Cash and cash equivalents at beginning
   of the year                                 11,252           -      11,252
                                             --------   -----------  --------
 Cash and cash equivalents at end
   of the year                               $ 12,735    $      -    $ 12,735
                                             ========   ===========  ========


                                              Year Ended December 31, 2001
                                            ---------------------------------
                                                As
                                            Previously                  As
                                             Reported   Adjustments  Restated
                                             --------   -----------  --------
                                                      (in thousands)
 Net cash flows from operating activities    $ 19,671    $  5,425    $ 25,096
 Net cash flows from investing activities      (6,940)     (5,403)    (12,343)
 Net cash flows form financing activities      (8,090)        (22)     (8,112)
                                             --------   -----------  --------
 Change in cash and cash equivalents            4,641           -       4,641
 Cash and cash equivalents at beginning
   of the year                                  6,611           -       6,611
                                             --------   -----------  --------
 Cash and cash equivalents at end
   of the year                               $ 11,252    $      -    $ 11,252
                                             ========   ===========  ========