UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                             Washington, DC 20549

                                  FORM 10-Q

                QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF
                     THE SECURITIES EXCHANGE ACT OF 1934

        For the Quarter Ended                 Commission File Number:
         September 30, 2005                          0-19133


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


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


      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 whether the  registrant is an accelerated  filer
 (as defined in Rule 12b-2 of the Securities Exchange Act).  Yes  X  No ___

      Indicate by check mark  whether the registrant is  a shell company  (as
 defined in Rule 12b-2 of the Securities Exchange Act).  Yes ___  No  X

      As  of October 26, 2005 there  were 15,617,811 shares  of Common  Stock
 outstanding.

<PAGE>
                        PART I.  FINANCIAL INFORMATION

 ITEM 1.  FINANCIAL STATEMENTS

                     FIRST CASH FINANCIAL SERVICES, INC.
                    CONDENSED CONSOLIDATED BALANCE SHEETS

                                                September 30,      December 31,
                                             --------------------  ------------
                                               2005        2004        2004
                                              -------     -------     -------
                                                  (unaudited)
                                             (in thousands, except share data)
                     ASSETS
 Cash and cash equivalents................   $ 29,657    $ 12,288    $ 26,232
 Service fees receivable..................      4,227       4,527       4,512
 Pawn receivables.........................     29,152      24,859      23,429
 Short-term advance receivables, net of
   allowance of $246, $499 and $552,
   respectively...........................      6,598      14,014      15,465
 Inventories..............................     21,461      18,074      17,644
 Prepaid expenses and other current assets      1,812       1,303       1,378
 Income taxes receivable..................        789         598         867
                                              -------     -------     -------
   Total current assets ..................     93,696      75,663      89,527
 Property and equipment, net..............     22,396      16,767      17,376
 Goodwill.................................     53,237      53,237      53,237
 Other....................................        938         772         799
                                              -------     -------     -------
                                             $170,267    $146,439    $160,939
                                              =======     =======     =======
      LIABILITIES AND STOCKHOLDERS' EQUITY
 Accounts payable.........................   $    945    $    604    $    856
 Accrued expenses.........................      9,242       6,776       8,686
                                              -------     -------     -------
   Total current liabilities .............     10,187       7,380       9,542
 Revolving credit facility................          -       2,000           -
 Deferred income taxes payable............      7,165       6,855       7,351
                                              -------     -------     -------
                                               17,352      16,235      16,893
                                              -------     -------     -------
 Stockholders' equity:
   Preferred stock; $.01 par value;
     10,000,000 shares authorized ........          -           -           -
   Common stock; $.01 par value;
     90,000,000 shares authorized ........        168         161         166
   Additional paid-in capital ............     81,165      70,811      78,556
   Retained earnings .....................     95,102      71,348      77,440
   Common stock held in treasury .........    (23,520)    (12,116)    (12,116)
                                              -------     -------     -------
                                              152,915     130,204     144,046
                                              -------     -------     -------
                                             $170,267    $146,439    $160,939
                                              =======     =======     =======

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

<PAGE>

                     FIRST CASH FINANCIAL SERVICES, INC.
                 CONDENSED CONSOLIDATED STATEMENTS OF INCOME


                                  Three Months Ended       Nine Months Ended
                                     September 30,           September 30,
                                 ---------------------   --------------------
                                    2005        2004        2005       2004
                                   -------     -------     -------    -------
                             (unaudited, in thousands, except per share amounts)
 Revenues:
   Merchandise sales              $ 25,441    $ 22,006    $ 72,222   $ 61,103
   Pawn service fees ...........    10,732       8,998      29,255     25,176
   Short-term advance and
     credit services fees.......    17,200      14,545      43,131     39,187
   Check cashing fees ..........       671         683       2,188      2,316
   Other .......................       263         312         838        930
                                   -------     -------     -------    -------
                                    54,307      46,544     147,634    128,712
                                   -------     -------     -------    -------
 Cost of revenues:
   Cost of goods sold...........    15,635      13,603      43,605     36,330
   Short-term advance and credit
     services loss provision....     4,257       4,007       8,856      8,413
   Check cashing returned
     items expense..............        72          50         206        179
                                   -------     -------     -------    -------
                                    19,964      17,660      52,667     44,922
                                   -------     -------     -------    -------
 Gross profit...................    34,343      28,884      94,967     83,790
                                   -------     -------     -------    -------
 Expenses:
   Store operating expenses.....    17,574      15,353      49,499     44,723
   Administrative expenses......     5,251       4,208      13,676     12,870
   Depreciation.................     1,533       1,073       4,195      2,982
   Interest expense ............         -          17           -         60
   Interest income..............       (46)        (10)       (217)       (42)
                                   -------     -------     -------    -------
                                    24,312      20,641      67,153     60,593
                                   -------     -------     -------    -------
 Income before income taxes.....    10,031       8,243      27,814     23,197
 Provision for income taxes.....     3,661       3,053      10,152      8,583
                                   -------     -------     -------    -------
 Net income.....................  $  6,370    $  5,190    $ 17,662   $ 14,614
                                   =======     =======     =======    =======
 Net income per share:
      Basic.....................  $   0.41    $   0.33     $  1.12   $   0.93
                                   =======     =======     =======    =======
      Diluted...................  $   0.39    $   0.31     $  1.06   $   0.86
                                   =======     =======     =======    =======

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

<PAGE>

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

                                                       Nine Months Ended
                                                         September 30,
                                                     --------------------
                                                       2005        2004
                                                     --------    --------
                                                   (unaudited, in thousands)
 Cash flows from operating activities:
  Net income ...................................    $  17,662   $  14,614
  Adjustments to reconcile net income to net
    cash flows from operating activities:
    Depreciation  ..............................        4,195       2,982
    Short-term advance loss provision ..........        6,462       8,413
    Stock option and warrant income tax benefit         1,147       5,859
  Changes in operating assets and liabilities:
    Service fees receivable ....................          285        (609)
    Inventories ................................       (1,412)       (895)
    Prepaid expenses and other assets ..........         (573)       (428)
    Accounts payable and accrued expenses ......          645      (3,506)
    Current and deferred income taxes  .........         (108)      1,915
                                                     --------    --------
      Net cash flows from operating activities .       28,303      28,345
                                                     --------    --------
 Cash flows from investing activities:
  Pawn receivables, net ........................       (8,128)     (6,413)
  Short-term advance receivables, net ..........        2,405      (8,668)
  Purchases of property and equipment ..........       (9,215)     (5,331)
                                                     --------    --------
      Net cash flows from investing activities .      (14,938)    (20,412)
                                                     --------    --------
 Cash flows from financing activities:
  Proceeds from debt ...........................            -      10,000
  Repayments of debt ...........................            -     (14,000)
  Purchases of treasury stock ..................      (11,404)    (13,463)
  Proceeds from exercise of stock options
    and warrants................................        1,464       5,971
                                                     --------    --------
      Net cash flows from financing activities .       (9,940)    (11,492)
                                                     --------    --------

 Change in cash and cash equivalents............        3,425      (3,559)
 Cash and cash equivalents at beginning
   of the period................................       26,232      15,847
                                                     --------    --------
 Cash and cash equivalents at end of the period.    $  29,657   $  12,288
                                                     ========    ========
 Supplemental disclosure of cash flow information:
  Cash paid during the period for:
    Interest ...................................    $       -   $      68
                                                     ========    ========
    Income taxes ...............................    $   9,513   $     808
                                                     ========    ========

 Supplemental disclosure of non-cash investing activity:
  Non-cash transactions in connection with pawn
    receivables settled through forfeitures of
    collateral transferred to inventories           $  29,876   $  24,842
                                                     ========    ========

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

<PAGE>

                     FIRST CASH FINANCIAL SERVICES, INC.
             NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                 (UNAUDITED)

 Note 1 - Basis of Presentation

      The accompanying unaudited condensed consolidated financial statements,
 including the notes thereto,  include the accounts  of First Cash  Financial
 Services,  Inc.  (the  "Company"),  and  its  wholly-owned subsidiaries.  In
 addition, the  accompanying consolidated  financial statements  include  the
 accounts of  Cash &  Go, Ltd.,  a Texas  limited partnership  that  operates
 financial services kiosks  inside convenience stores,  in which the  Company
 has a 50%  ownership interest.   All significant  intercompany accounts  and
 transactions have been eliminated.

      Such unaudited consolidated financial  statements are condensed and  do
 not include all  disclosures and  footnotes required  by generally  accepted
 accounting principles in the United States of America for complete financial
 statements.   Such interim  period financial  statements should  be read  in
 conjunction with the Company's consolidated financial statements,  which are
 included in the Company's December 31, 2004 Annual Report on Form 10-K.  The
 condensed consolidated financial  statements as of  September 30, 2005,  and
 for the three and nine-month periods ended  September 30, 2005 and 2004, are
 unaudited, but in management's opinion, include all adjustments  (consisting
 of only normal recurring adjustments) considered necessary to present fairly
 the financial  position,  results of  operations  and cash  flows  for  such
 interim periods.  Operating results for the periods ended September 30, 2005
 are not necessarily indicative of the  results that may be expected for  the
 full fiscal year.

      Certain amounts  in  prior  year comparative  presentations  have  been
 reclassified in order to conform to the 2005 presentation.


 Note 2 - Revolving Credit Facility

      The Company maintains a  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 April 15, 2007, and bears  interest
 at the prevailing LIBOR rate (which was approximately 3.9% at September  30,
 2005) plus a fixed interest rate margin of 1.375%.  Amounts available  under
 the Credit Facility  are limited to  300% of the  Company's earnings  before
 income taxes, interest, and depreciation for the trailing twelve months.  At
 September 30,  2005,  the  Company had  no  amounts  outstanding  under  the
 facility and $25,000,000 available for 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
 September 30, 2005, and October 26, 2005.  The Company is required to pay an
 annual commitment fee of 1/8  of 1% on the  average daily unused portion  of
 the Credit  Facility commitment.   The  Company's Credit  Facility  contains
 provisions that  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.


 Note 3 - Earnings Per Share

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

                                         Three Months Ended   Nine Months Ended
                                             September 30,     September 30,
                                         ------------------- -------------------
                                             2005     2004     2005     2004
                                            ------   ------   ------   ------
 Numerator:
      Net income for calculating basic
       and diluted earnings per share      $ 6,370  $ 5,190  $17,662  $14,614
                                            ======   ======   ======   ======
 Denominator:
      Weighted-average common shares
        for calculating basic earnings
        per share                           15,571   15,750   15,771   15,738
      Effect of dilutive securities:
      Stock options and warrants               862    1,080      850    1,330
                                            ------   ------   ------   ------
      Weighted-average common
       shares for calculating diluted
       earnings per share                   16,433   16,830   16,621   17,068
                                            ======   ======   ======   ======
   Basic earnings per share                $  0.41  $  0.33  $  1.12  $  0.93
                                            ======   ======   ======   ======
   Diluted earnings per share              $  0.39  $  0.31  $  1.06  $  0.86
                                            ======   ======   ======   ======


 Note 4 - Employee Stock Incentive Plans

      The Company  accounts  for its  employee  stock incentive  plans  under
 Accounting Principles  Board  (APB) Opinion  No.  25, Accounting  for  Stock
 Issued  to  Employees,  and  the  related  interpretations  under  Financial
 Accounting Standards  Board (FASB)  Interpretation  No. 44,  Accounting  for
 Certain Transactions Involving Stock  Compensation.  Accordingly, no  stock-
 based employee compensation cost is reflected  in net income as all  options
 and warrants granted  had an  exercise price greater  than or  equal to  the
 market  value  of  the  underlying common  stock on  the date  of grant.  In
 accordance with  SFAS No.  148, Accounting  for Stock-Based  Compensation  -
 Transition and Disclosure, the following table illustrates the effect on net
 income and earnings per share as if  the Company had applied the fair  value
 recognition  provisions  of  SFAS   No.  123,  Accounting  for   Stock-Based
 Compensation, to stock-based employee compensation:

                                         Three Months Ended   Nine Months Ended
                                             September 30,     September 30,
                                         ------------------- -------------------
                                             2005     2004     2005     2004
                                            ------   ------   ------   ------
   Net income, as reported                 $ 6,370  $ 5,190  $17,662  $14,614

   Less:  Stock-based employee
     compensation determined under the
     fair value requirements of SFAS 123,
     net of income tax benefits                 46       55    7,485    2,466
                                            ------   ------   ------   ------
   Adjusted net income                     $ 6,324  $ 5,135  $10,177  $12,148
                                            ======   ======   ======   ======
   Earnings per share:
       Basic, as reported                  $  0.41  $  0.33  $  1.12  $  0.93
       Basic, adjusted                     $  0.41  $  0.33  $  0.65  $  0.77

       Diluted, as reported                $  0.39  $  0.31  $  1.06  $  0.86
       Diluted, adjusted                   $  0.38  $  0.31  $  0.61  $  0.71


    The fair  values were  determined  using a  Black-Scholes  option-pricing
 model using the following assumptions:

                                    Three Months Ended    Nine Months Ended
                                       September 30,         September 30,
                                    -------------------  -------------------
                                      2005       2004       2005       2004
                                     ------     ------     ------     ------
       Dividend yield                   -          -          -          -
       Volatility                    45.0%      52.7%      45.0%      52.7%
       Risk-free interest rate        3.5%       3.5%       3.5%       3.5%
       Expected life                5.0 years  5.5 years  5.0 years  5.5 years

      In December 2004,  the FASB issued  Statement No.  123(R), Share  Based
 Payments  ("FAS  123(R)").  This  pronouncement,  which  will  be  effective
 for the  Company  beginning  in  2006,  requires  that  companies  recognize
 compensation expense  equal to  the fair  value of  stock options  or  other
 share-based  payments.  In  January 2005,  the  Company  issued  options  to
 purchase 2,076,000 shares of common stock to certain employees and directors
 under its existing stock option plans.  These options were issued  in  seven
 equal layers to each  recipient with exercise prices  for the layers set  at
 $25.00, $30.00, $35.00, $40.00, $45.00, $50.00 and $55.00.  The options were
 fully-vested as of the date of grant, and accordingly, the Company will  not
 record share-based compensation  expense related to  these options when  FAS
 123(R) is adopted.

      During the period from January 1, 2005, through September 30, 2005, the
 Company issued 203,000 shares  of common stock relating  to the exercise  of
 outstanding stock options and  warrants for an  aggregate exercise price  of
 $2,612,000, including income tax benefit.


 Note 5 - Credit Services Operations

      Effective July 1, 2005, First Cash Credit, Ltd. ("FCC"), a wholly-owned
 subsidiary of  the  Company,  began offering  a  fee-based  credit  services
 program ("CSO  program")  to  assist  consumers  in  its  Texas  markets  in
 obtaining credit.  Under the CSO program, FCC assists customers in  applying
 for a  short-term  loan  from an  independent,  non-bank,  consumer  lending
 company (the  "Independent  Lender") and  issues  the Independent  Lender  a
 letter of credit to guarantee the repayment  of the loan. The loans made  by
 the Independent Lender to credit services  customers of FCC range in  amount
 from $100 to $1,000, have terms of 7 to 31 days and bear interest at a  rate
 of less than 10% on an annualized basis.  At September 30, 2005, the  credit
 services customers of FCC had total  loans outstanding with the  Independent
 Lender of $10.0 million.

      In accordance  with  the  provisions of  FASB  Interpretation  No.  45,
 Guarantor's Accounting and Disclosure Requirements for Guarantees, lncluding
 Indirect Guarantees of Indebtedness of Others, the letters of credit  issued
 by FCC to the  Independent Lender as  part of the  CSO program constitute  a
 guarantee for which the Company is  required to recognize, at the  inception
 of the  guarantee,  a  liability  for  the  fair  value  of  the  obligation
 undertaken by  issuing the  letters of  credit.   Each letter  of credit  is
 issued at the time that  a FCC credit services  customer enters into a  loan
 agreement with the Independent Lender.   The Independent Lender may  present
 the letter of credit to FCC for payment  if the customer fails to repay  the
 full amount of the loan and accrued interest after the due date of the loan.
 Each letter  of credit  expires within  60 days  from the  inception of  the
 associated lending transaction.   FCC's maximum loss  exposure under all  of
 the outstanding letters of credit issued  on behalf of its customers to  the
 Independent Lender  as of  September 30,  2005 was  $11.1 million.   FCC  is
 entitled to seek recovery  directly from its customers  for amounts it  pays
 the Independent  Lender in  performing under  the  letters  of  credit.  The
 estimated carrying amount of the liability under the letters of credit,  net
 of anticipated recoveries from customers, is $425,000, which is included  as
 a component of the  Company's accrued expenses  on its consolidated  balance
 sheets.  This estimate is based upon the Company's historical credit  losses
 for the payday advance product, which the Company considers to be a  similar
 credit  risk.  In  addition,  the Company records a liability for collected,
 but  unearned, credit  services  fees  received  from  its  customers.  Such
 fees,  which  include a premium for providing the letter  of  credit  to the
 Independent  Lender,  are  recognized  over the life of the loan made by the
 Independent Lender.


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

 GENERAL

      First Cash  Financial  Services, Inc.  (the  "Company"), is  a  leading
 provider of  specialty consumer  finance products.   The  Company's  primary
 business is the  operation of  pawn stores,  which engage  in both  consumer
 finance and retail sales activities.   The pawn stores offer small  consumer
 loans ("pawns"), which  are secured  by 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 pawn collateral forfeitures and over-the-counter  purchases
 from customers.

      The  Company  provides  short-term  advances,  also  known  as   payday
 advances, in its stand-alone payday advance  stores and in many of its  pawn
 stores.  In addition,  the Company began offering  in July 2005 a  fee-based
 credit services  program  to  assist  consumers  in  its  Texas  markets  in
 obtaining  credit,  which  includes  access  to a short-term  loan funded by
 an  independent,  non-bank,  consumer  finance  lender.   This  product  has
 substantially replaced the Company's  bank-funded payday advance product  in
 Texas, and effective October 1, 2005,  the Company ceased writing new  bank-
 funded payday advances in Texas.   The Company's payday advance stores  also
 provide other  financial services  products including  check cashing,  money
 orders, money transfers and prepaid card  products in selected markets.   In
 addition, the Company is a 50% partner in  Cash & Go, Ltd., a Texas  limited
 partnership, which  owns  and  operates kiosks  located  inside  convenience
 stores that offer the credit services program and check cashing.


 OPERATIONS AND LOCATIONS

      As of September 30, 2005, the Company had 313 locations in eleven  U.S.
 states and six states in  Mexico.  Included in  this total, the Company  has
 219 pawn shops of which 96  are located in the U.S.  and 123 are located  in
 Mexico.  In addition, the Company has 94 payday advance stores, all of which
 are located in the U.S.  Approximately 69 of the U.S. pawn stores also offer
 the payday advance  product or the  credit services product  in addition  to
 pawn loans and retail sales.   The following table details store counts  for
 the three and nine-month periods ended September 30, 2005:

                                 Three Months Ended      Nine Months Ended
                                 September 30, 2005      September 30, 2005
                               ----------------------  ----------------------
                                       Payday                  Payday
                                Pawn   Advance  Total   Pawn   Advance  Total
                               Stores  Stores  Stores  Stores  Stores  Stores
                               ------  ------  ------  ------  ------  ------

  Beginning of period count      214      93     307     197      87     284

  New stores opened                8       1       9      27       7      34

  Stores closed or consolidated   (3)      -      (3)     (5)      -      (5)
                               ------  ------  ------  ------  ------  ------
  End of period count            219      94     313     219      94     313
                               ======  ======  ======  ======  ======  ======

      For the nine-month period ended September  30, 2005, 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, which are not included  in
 the above table.   No kiosks were  opened or closed  during the Nine  Months
 ended September 30, 2005.

      While the Company has had significant increases in revenues due to  new
 store  openings  in 2004  and  2005, the Company has also incurred increases
 in operating  expenses  attributable  to the  additional  stores.  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,  advertising,  property  taxes,  licenses,   supplies
 and security.  Administrative  expenses  consist  of items  relating  to the
 operation of the  corporate office, including  the compensation and  benefit
 costs  of  corporate  management,  area  supervisors  and  other  operations
 management  personnel,  accounting  and  administrative  costs,  information
 technology costs,  liability  and  casualty  insurance,  outside  legal  and
 accounting fees and stockholder-related expenses.

      Stores included in the same-store revenue calculations are those stores
 that were opened prior to the beginning of the prior year comparative fiscal
 period and are  still open.   Also included are  stores that were  relocated
 during the year within a specified  distance serving the same market,  where
 there is not a  significant change in store  size and where  there is not  a
 significant overlap or gap  in timing between the  opening of the new  store
 and the closing  of the existing  store.  During  the periods reported,  the
 Company has not had store expansions  that involved a significant  change in
 the  size  of  retail  showrooms,  and  accordingly, no expanded stores have
 been excluded from the same-store calculations.  Non-retail sales  of  scrap
 jewelry are included in same-store revenue calculations.


 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, 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.   Both the  significant accounting  policies  that
 management believes are the most critical to aid in fully understanding  and
 evaluating  the  reported  financial  results  and  the  effects  of  recent
 accounting pronouncements have  been reported in  the Company's 2004  Annual
 Report on Form 10-K.

      In December 2004,  the FASB issued  Statement No.  123(R), Share  Based
 Payments ("FAS 123(R)").   This statement, which will  be effective for  the
 Company beginning in  2006, requires that  companies recognize  compensation
 expense equal  to the  fair  value of  stock  options or  other  share-based
 payments.  In January 2005, the Company issued options to purchase 2,076,000
 shares of common stock to certain employees and directors under its existing
 stock option plans.  These options were issued in seven equal layers to each
 recipient with exercise prices for the layers set at $25.00, $30.00, $35.00,
 $40.00, $45.00, $50.00 and $55.00.  The options were fully-vested as of  the
 date of  grant, and  accordingly, the  Company will  not record  share-based
 compensation expense related to  these options when  FAS 123(R) is  adopted.
 The Company designed  the terms  and conditions of  this option  grant in  a
 manner so as  to provide meaningful  long-term performance-based  incentives
 for the  management  team and  to  reduce future  share  based  compensation
 expense under FAS 123(R).  In June 2005,  858,000  of the options issued  in
 January 2005  and  still  outstanding  were  canceled.   These  options  had
 exercise prices ranging from $45.00 to $55.00.  The Company anticipates that
 it will record  share-based compensation expense,  net of  income taxes,  in
 2006 of approximately $300,000  related to the  vesting of other  previously
 issued options.

      Effective July 1, 2005, First Cash Credit, Ltd. ("FCC"), a wholly-owned
 subsidiary of  the  Company,  began offering  a  fee-based  credit  services
 program ("CSO  program")  to  assist  consumers  in  its  Texas  markets  in
 obtaining credit.  Under the CSO program, FCC assists customers in  applying
 for a  short-term  loan  from an  independent,  non-bank,  consumer  lending
 company (the  "Independent  Lender") and  issues  the Independent  Lender  a
 letter of credit to guarantee the repayment  of the loan.  The loans made by
 the Independent Lender to credit services  customers of FCC range in  amount
 from $100 to $1,000, have terms of 7 to 31 days and bear interest at a  rate
 of less than 10% on an annualized basis.

      In accordance  with  the  provisions of  FASB  Interpretation  No.  45,
 Guarantor's Accounting and Disclosure Requirements for Guarantees, lncluding
 Indirect Guarantees of  Indebtedness of Others,  the Company has  determined
 that the letters of credit issued by  FCC to the Independent Lender as  part
 of the CSO program constitute a guarantee for which the Company is  required
 to recognize, at the  inception of the guarantee,  a liability for the  fair
 value of the obligation undertaken by  issuing the letters of credit.   Each
 letter of credit is issued at the  time that a FCC credit services  customer
 enters into a loan agreement with  the Independent Lender.  The  Independent
 Lender may present the letter of credit  to FCC for payment if the  customer
 fails to repay the full  amount of the loan  and accrued interest after  the
 due date of the loan.  Each letter of credit expires within 60 days from the
 inception of the associated  lending transaction.  FCC  is entitled to  seek
 recovery directly from  its customers for  amounts it  pays the  Independent
 Lender in performing under the letters of credit.  The carrying value of the
 liability under the letters  of credit, net  of anticipated recoveries  from
 customers, is included as a component of the Company's accrued expenses.


 RESULTS OF OPERATIONS

 Three months ended September  30, 2005, compared to  the three months  ended
 September 30, 2004

      The following table (amounts shown in thousands) details the components
 of revenues  for the  three  months ended  September  30, 2005  ("the  Third
 Quarter of 2005"), as compared to the three months ended September 30,  2004
 ("the Third Quarter of 2004"):

                                         Three Months Ended September 30,
                                      --------------------------------------
                                        2005       2004    Increase/Decrease
                                      --------   --------  -----------------
   Domestic revenues:
     Merchandise sales               $  13,371  $  12,943   $    428      3%
     Scrap jewelry sales                 2,128      2,529       (401)   (16%)
     Pawn service fees                   6,551      6,121        430      7%
     Short-term advance and
       credit services fees             17,200     14,545      2,655     18%
     Check cashing fees                    671        683        (12)    (2%)
     Other                                 263        312        (49)   (16%)
                                      --------   --------    -------
                                        40,184     37,133      3,051      8%
                                      --------   --------    -------
   Foreign revenues:
     Merchandise sales                   5,874      3,706      2,168     58%
     Scrap jewelry sales                 4,068      2,828      1,240     44%
     Pawn service fees                   4,181      2,877      1,304     45%
                                      --------   --------    -------
                                        14,123      9,411      4,712     50%
                                      --------   --------    -------
   Total revenues:
     Merchandise sales                  19,245     16,649      2,596     16%
     Scrap jewelry sales                 6,196      5,357        839     16%
     Pawn service fees                  10,732      8,998      1,734     19%
     Short-term advance and
       credit services fees             17,200     14,545      2,655     18%
     Check cashing fees                    671        683        (12)    (2%)
     Other                                 263        312        (49)   (16%)
                                      --------   --------    -------
                                     $  54,307  $  46,544   $  7,763     17%
                                      ========   ========    =======

      The Company  introduced  its  credit  services  program  in  its  Texas
 locations in  July  2005.   Credit  services  fees, which  are  included  in
 reported short-term advance and credit services fees, totaled $7,361,000 for
 the  Third  Quarter  of  2005.  Same-store  revenues (stores  that  were  in
 operation during all of the Third  Quarter of both 2004 and 2005)  increased
 10% or $4,543,000  for the Third  Quarter of 2005  as compared  to the  same
 quarter  last  year.  Revenues  generated  by  the  59 new  pawn and  payday
 advance stores that have opened since July 1, 2004 increased by  $3,572,000,
 compared to the same quarter last year.

      The following table (amounts shown in  thousands) details the pawn  and
 short-term advance receivable balances as of September 30, 2005, as compared
 to September 30, 2004:

                                               Balance at September 30,
                                          ----------------------------------
                                           2005     2004   Increase/Decrease
                                          ------   ------  -----------------
  Domestic receivables:
     Pawn receivables                    $18,894  $17,050   $ 1,844     11%
     Short-term advance receivables        6,598   14,014    (7,416)   (53%)
                                          ------   ------    ------
                                          25,492   31,064    (5,572)   (18%)
                                          ------   ------    ------
  Foreign receivables:
     Pawn receivables                     10,258    7,809     2,449     31%
                                          ------   ------    ------
  Total receivables:
     Pawn receivables                     29,152   24,859     4,293     17%
     Short-term advance receivables        6,598   14,014    (7,416)   (53%)
                                          ------   ------    ------
                                         $35,750  $38,873   $(3,123)    (8%)
                                          ======   ======    ======

      Of the $4,293,000  total increase in  pawn receivables, $2,697,000  was
 attributable to  the growth  at the  stores  that were  in operation  as  of
 September 30, 2005 and 2004, and  $1,596,000 was attributable to the 46  new
 stores opened since September 30, 2004.  The decrease in short-term  advance
 receivables was due  primarily to the  introduction of  the credit  services
 program in the Company's Texas locations,  which resulted in a reduction  of
 short-term advance receivables during the Third Quarter of 2005.  Short-term
 advance receivables in the Company's Texas  locations, including the Cash  &
 Go, Ltd, joint venture  kiosks, decreased from  $8,009,000 at September  30,
 2004, to $319,000 at September 30, 2005.   Short-term advance receivables in
 the Company's non-Texas locations increased from $6,005,000 at September 30,
 2004, to $6,279,000  at  September 30, 2005.  The Company's loss reserve  on
 short-term  advance  receivables  decreased from  $499,000  at September 30,
 2004,  to  $246,000 at  September 30, 2005  as  a result of  the decrease in
 outstanding short-term advance receivables.

      Gross profit margins  on total merchandise  sales were  39% during  the
 Third Quarter of  2005 compared  to 38% during  the Third  Quarter of  2004.
 Retail merchandise  margins, which  exclude scrap  jewelry sales,  were  45%
 during the  Third  Quarter  of  2005  and  the Third  Quarter  of 2004.  The
 Company's payday advance and credit  services loss provision decreased  from
 28% of short-term advance and credit services fee revenues during the  Third
 Quarter of 2004 to 25% during the Third Quarter of 2005.  During the  Second
 Quarter of 2005,  the Company initiated  a program to  sell selected  payday
 advance receivables which  have been previously  written off.   The  Company
 realized approximately $941,000 from such sales during the Third Quarter  of
 2005.  This  amount was recorded  as a reduction  to the short-term  advance
 and  credit services loss provision.  It is anticipated  that such sales  of
 selected  written-off  receivables,  along with the  implementation of other
 collection  improvement  initiatives, will continue into  future periods for
 the purpose of ongoing reduction of the payday advance  and  credit services
 loss provision.

      Store operating expenses increased 14% to $17,574,000 during the  Third
 Quarter of 2005 compared  to $15,353,000 during the  Third Quarter of  2004,
 primarily  as  a  result  of  the   net  addition  of  53  pawn  and   check
 cashing/short-term advance  stores  since  July 1,  2004,  which  is  a  20%
 increase  in  the  store  count.  Administrative expenses  increased 25%  to
 $5,251,000 during the Third  Quarter of 2005  compared to $4,208,000  during
 the Third  Quarter of  2004, which  is primarily  attributable to  increased
 costs related to  variable management and  supervisory compensation  expense
 and increased  legal and  accounting  fees.   The  Company had  no  interest
 expense during the Third Quarter of  2005 as it has had no  interest-bearing
 debt outstanding during the quarter.  Interest income increased from $10,000
 in the Third Quarter of 2004  to $46,000 in the  Third Quarter of 2005,  due
 primarily to interest income earned on increased levels of invested cash and
 cash equivalents.

      For the Third Quarter of 2005 and 2004, the Company's effective federal
 income tax  rate  of  36.5%  and  37.0%,  respectively,  differed  from  the
 statutory tax rate of approximately 35% and 34%, respectively, primarily  as
 a result of state income taxes.

 Nine Months ended  September 30,  2005, compared  to the  nine months  ended
 September 30, 2004

      The following table (amounts shown in thousands) details the components
 of revenues for the  Nine Months ended September  30, 2005 ("the  Nine-Month
 2005 Period"), as compared to the Nine Months ended September 30, 2004 ("the
 Nine-Month 2004 Period"):

                                          Nine Months Ended September 30,
                                      --------------------------------------
                                        2005       2004    Increase/Decrease
                                      --------   --------  -----------------
   Domestic revenues:
     Merchandise sales               $  41,113  $  39,892   $  1,221      3%
     Scrap jewelry sales                 5,320      5,825       (505)    (9%)
     Pawn service fees                  18,599     17,723        876      5%
     Short-term advance and
       credit services fees             43,131     39,187      3,944     10%
     Check cashing fees                  2,188      2,316       (128)    (6%)
     Other                                 838        930        (92)   (10%)
                                      --------   --------    -------
                                       111,189    105,873      5,316      5%
                                      --------   --------    -------
   Foreign revenues:
     Merchandise sales                  15,677      9,432      6,245     66%
     Scrap jewelry sales                10,112      5,954      4,158     70%
     Pawn service fees                  10,656      7,453      3,203     43%
                                      --------   --------    -------
                                        36,445     22,839     13,606     60%
                                      --------   --------    -------
   Total revenues:
     Merchandise sales                  56,790     49,324      7,466     15%
     Scrap jewelry sales                15,432     11,779      3,653     31%
     Pawn service fees                  29,255     25,176      4,079     16%
     Short-term advance and
       credit services fees             43,131     39,187      3,944     10%
     Check cashing fees                  2,188      2,316       (128)    (6%)
     Other                                 838        930        (92)   (10%)
                                      --------   --------    -------
                                     $ 147,634  $ 128,712   $ 18,922     15%
                                      ========   ========    =======

      The Company  introduced  its  credit  services  program  in  its  Texas
 locations  in  July  2005.  Credit  services  fees, which  are  included  in
 reported short-term advance and credit services fees, totaled $7,361,000 for
 the  Nine-Month  2005  Period.  Same-store  revenues (stores  that  were  in
 operation during all of the first nine months of 2004 and 2005) increased 6%
 or $7,238,000 for the Nine-Month 2005 Period as compared to the same  period
 last year.  Revenues generated by the 86 new pawn and payday advance  stores
 that have opened since January 1, 2004 increased by $12,390,000, compared to
 the same period last year.

      Gross profit margins  on total merchandise  sales were  40% during  the
 Nine-Month 2005 Period compared  to 41% during  the Nine-Month 2004  Period.
 Retail merchandise  margins, which  exclude scrap  jewelry sales,  were  44%
 during the Nine-Month 2005 Period compared to 45% during the Nine-Month 2004
 Period.  The  Company's payday advance  and credit  services loss  provision
 remained the  same at  21% of  short-term advance  and credit  services  fee
 revenues during  both the  Nine-Month 2004  Period and  the Nine-Month  2005
 Period.  During the Second Quarter of 2005, the Company initiated a  program
 to  sell selected  payday advance  receivables  which have  been  previously
 written  off.   Year-to-date,   the   Company  has  realized   approximately
 $1,386,000  from  such  sales and this  amount was  recorded as  a reduction
 to  the  short-term  advance  and  credit  services loss  provision.  It  is
 anticipated that such sales of selected written-off  receivables, along with
 the  implementation  of  other  collection  improvement  initiatives,   will
 continue  into  future periods for the purpose  of ongoing reduction  of the
 payday advance and credit services loss provision.

      Store operating expenses increased 11% to $49,499,000 during the  Nine-
 Month 2005 Period compared to $44,723,000 during the Nine-Month 2004 Period,
 primarily  as  a  result  of  the   net  addition  of  78  pawn  and   check
 cashing/short-term  advance  stores since  January 1, 2004, which  is a  33%
 increase  in  the  store  count.  Administrative  expenses increased  6%  to
 $13,676,000 during the Nine-Month 2005 Period compared to $12,870,000 during
 the Nine-Month 2004 Period, which is attributable to increased costs related
 to variable management  and supervisory compensation  expense and  increased
 legal and accounting fees.  The  Company had no interest expense during  the
 Nine-Month 2005 Period as  it has had  no interest-bearing debt  outstanding
 during  the current  year.  Interest income  increased from  $42,000 in  the
 Nine-Month 2004  Period  to $217,000  in  the Nine-Month  2005  Period,  due
 primarily to interest income earned on increased levels of invested cash and
 cash equivalents.

      For the Nine-Month  Period of 2005  and 2004,  the Company's  effective
 federal income tax rate of 36.5% and 37.0%, respectively, differed from  the
 statutory tax rate of approximately 35% and 34%, respectively, primarily  as
 a result of state income taxes.


 LIQUIDITY AND CAPITAL RESOURCES

      As of September 30,  2005, the Company's  primary sources of  liquidity
 were $29,657,000 in cash and  cash equivalents, $39,977,000 in  receivables,
 $21,461,000 in inventories  and  $25,000,000  of available and unused  funds
 under the Company's  Credit Facility.  The  Company had  working capital  of
 $83,509,000  as  of  September 30, 2005,  and total  equity  exceeded  total
 liabilities by  a ratio  of 9  to 1.   The  Company's operations  and  store
 openings have been financed with funds generated primarily from operations.

      The Company maintains a  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 April 15, 2007, and bears  interest
 at the prevailing LIBOR rate (which was approximately 3.9% at  September 30,
 2005)  plus  a  fixed  interest  rate  margin  of 1.375%.  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 September 30, 2005, the  Company  had no amounts
 outstanding under  the facility  and $25,000,000  available for  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 September  30, 2005, and  October 26, 2005.   The Company  is
 required to pay an annual commitment fee of  1/8 of 1% on the average  daily
 unused portion  of the  Credit Facility  commitment.   The Company's  Credit
 Facility contains  provisions that  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.

      Net cash provided  by operating activities  of the  Company during  the
 Nine Months ended September 30, 2005, was $28,303,000, consisting  primarily
 of net income of $17,662,000 plus non-cash adjustments for depreciation, the
 short-term advance and credit services loss provision,  and  the tax benefit
 from the exercise of employee  stock options  of $4,195,000, $6,462,000, and
 $1,147,000,  respectively.  Net changes  in operating assets and liabilities
 reduced  cash  provided by operating activities in the amount of $1,163,000.
 Net cash used by investing activities during the Nine Months ended September
 30, 2005,  was  $14,938,000,  which  was  primarily  comprised  of net  cash
 outflows from pawn receivables activity of $8,128,000, net cash inflows from
 short-term  advance  receivables  activity  of $2,405,000, and cash paid for
 fixed  asset  additions  of $9,215,000.  Net inflows from short-term advance
 activity were due to the reduction in outstanding short-term advances in the
 Company's  Texas  locations  resulting from  the introduction of  the credit
 services  program.  The  opening  of  34  new  stores  and the purchases  of
 corporate  fixed  assets  during  the  Nine-Month  2005  Period  contributed
 significantly to the volume of  fixed asset  additions.  Net  cash  used  by
 financing  activities  was $9,940,000 during the Nine Months ended September
 30, 2005, which  consisted  of purchases  of treasury stock in the amount of
 $11,404,000, net of proceeds from exercises of stock options and warrants of
 $1,464,000.

      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.   For the  Nine-
 Month 2005 Period, net  cash flows from  operations were $28,303,000,  while
 net cash outflows related  to pawn receivables  activity was $8,128,000  and
 the net cash inflows related to short-term advance receivables activity  was
 $2,405,000.  The combined net cash flows from operations and pawn and short-
 term advance receivables totaled $22,580,000 for the Nine-Month 2005 Period.
 For the comparable Nine-Month  2004 Period, net  cash flows from  operations
 were $28,345,000,  and net  cash outflows  related to  pawn receivables  and
 short-term advance receivables were $6,413,000 and $8,668,000, respectively.
 The combined net cash flows from operations and pawn and short-term  advance
 receivables totaled $13,264,000 for the Nine-Month 2004 Period.

      The profitability  and liquidity  of the  Company  is affected  by  the
 amount of pawn receivables outstanding, which  is controlled in part by  the
 Company's pawn lending  decisions.   The Company  is able  to influence  the
 frequency of  pawn  redemptions  by  increasing  or  decreasing  the  amount
 advanced in relation to  the resale value of  the pawned property.   Tighter
 credit decisions generally result  in smaller pawn  advances in relation  to
 the estimated resale value of the pledged property and can thereby  decrease
 the Company's aggregate pawn receivables balance and, consequently, decrease
 pawn service fees.  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 the  related  loss
 provision also affect the  profitability and liquidity of  the Company.   An
 allowance for losses is provided on  active short-term advances and  service
 fees receivable, based upon expected default rates, net of estimated  future
 recoveries of  previously defaulted  short-term  advances and  service  fees
 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 fees  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  the  short-term  advance and
 credit services loss provision.

      In addition to these factors, merchandise  sales and the pace of  store
 expansions  affect the  Company's liquidity.  Management believes that  cash
 generated from operations should be sufficient to accommodate the  Company's
 current operations for Fiscal 2005.  The Company has no significant  capital
 commitments.

      While  the  Company  continually  looks  for,  and  is  presented  with
 potential acquisition opportunities, the Company currently has no definitive
 plans or commitments for acquisitions.  The Company will evaluate  potential
 acquisitions, if any, based upon growth potential, purchase price, strategic
 fit  and  quality of  management  personnel, among  other  factors.  If  the
 Company encounters an attractive  opportunity to acquire  new stores in  the
 near future, the Company may seek  additional financing, the terms of  which
 will be negotiated on a case-by-case basis.

      Earnings  before   interest,  taxes,   depreciation  and   amortization
 ("EBITDA") for the  trailing twelve month  period ended  September 30,  2005
 totaled $42,641,000,  an increase  of 23%  compared  to $34,721,000  to  the
 trailing twelve month period ended September  30, 2004.  The EBITDA  margin,
 which is EBITDA as a percentage  of revenues, for the trailing twelve  month
 period  ended  September 30, 2005  was  21.5%,  compared to  20.5%  for  the
 comparable prior year period.

      EBITDA is commonly  used by investors  to assess  a company's  leverage
 capacity, liquidity and financial performance.   EBITDA is not considered  a
 measure of financial  performance under U.S.  generally accepted  accounting
 principles ("GAAP"),  and the  items excluded  from EBITDA  are  significant
 components  in   understanding  and   assessing  the   Company's   financial
 performance.  Since EBITDA  is not a measure  determined in accordance  with
 GAAP and is thus susceptible to varying calculations, EBITDA, as  presented,
 may not be comparable to other similarly titled measures of other companies.
 EBITDA should not be considered as an alternative to net income, cash  flows
 provided by or used in operating, investing or financing activities or other
 financial statement data presented  in the Company's consolidated  financial
 statements as an indicator  of financial performance or liquidity.  Non-GAAP
 measures should be evaluated in conjunction  with, and are not a  substitute
 for, GAAP financial measures.  The following table provides a reconciliation
 of net income from continuing operations to EBITDA (amounts in thousands):

                                                 Trailing Twelve Months Ended
                                                          September 30,
                                                     ----------------------
                                                       2005          2004
                                                     --------      --------
      Net income from continuing operations         $  23,754     $  19,431

      Adjustments:
        Interest income, net of interest expense         (229)          (50)
        Depreciation                                    5,386         3,825
        Income taxes                                   13,730        11,515
        Amortization                                        -             -
                                                     --------      --------
      Earnings before interest, income taxes,
        depreciation and amortization               $  42,641     $  34,721
                                                     ========      ========


 CAUTIONARY STATEMENT REGARDING RISKS AND UNCERTAINTIES THAT MAY AFFECT
 FUTURE RESULTS

 Forward-Looking Information

      This quarterly 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," "should," "plans," "intends," "could," or "anticipates,"
 or  the  negative  thereof,  or  other  variations  thereon,  or  comparable
 terminology,  or  by  discussions  of  strategy.  Forward-looking statements
 in  this  quarterly  report  include,  without  limitation,  the   Company's
 expectations of future liquidity, cash flows and its expectations for future
 recoveries of written-off short-term advance receivables.  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 quarterly report speak only  as
 of the  date of  this statement,  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 circumstances 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 quarterly report.   Such
 factors are difficult  to predict  and many are  beyond the  control of  the
 Company and  may  include changes  in  regional, national  or  international
 economic conditions, changes in consumer borrowing and repayment  behaviors,
 changes or  increases  in  competition, the  ability  to  locate,  open  and
 integrate new  stores,  the ability  to  integrate and  operate  the  credit
 services program in Texas, the ability to successfully refer credit services
 customers  to  an  independent  lender  who  can  provide  credit  to  these
 customers, new  legislative  and  governmental  regulations  or  changes  to
 existing regulations,  unforeseen  litigation, changes  in  interest  rates,
 changes in tax rates or policies, changes in gold prices, changes in foreign
 currency exchange rates, future business decisions, and other uncertainties.
 These and other risks and uncertainties are indicated in the Company's  2004
 Annual Report on Form 10-K.

 Regulatory Developments

      The pawn and payday advance industries in the United States are subject
 to legislative initiatives and regulatory actions at the federal, state  and
 local levels.  Recent regulatory initiatives have been primarily focused  on
 the payday advance industry  at the state level  and on certain  bank-funded
 payday  advance  activity  at  the  federal  level.  The  Company  currently
 provides payday advances  under applicable state  laws in seven  state-level
 jurisdictions,  including  California,   District  of  Columbia,   Illinois,
 Oklahoma, Oregon, South Carolina and Washington.  In the State of Texas, the
 Company formerly  had  an agreement  with  County Bank  of  Rehoboth  Beach,
 Delaware ("County Bank"),  a federally insured  State of Delaware  chartered
 financial institution, to act as a loan servicer within the state for County
 Bank.  This agreement  was  terminated effective September 30, 2005.  As  of
 October 1, 2005, the Company  does not function as  a loan servicer for  any
 out of state bank, and accordingly, it is not subject to federal regulations
 over bank-funded payday advances.  If  regulatory actions that had  negative
 effects on  the pawn  and payday  advance industries  were taken  at a  U.S.
 federal level or in  U.S. states or municipalities  where the Company has  a
 significant number of stores, those actions could have a materially  adverse
 effect on the Company's lending and  retail activities and revenues.   There
 can be no assurance that additional  federal, state or local legislation  in
 the U.S. will not be enacted, or that existing laws and regulations will not
 be amended, which would  have a materially adverse  impact on the  Company's
 operations and financial condition.

      The pawnshop industry in Mexico is currently subject to various general
 business regulations  in  the areas  of  tax compliance,  customs  laws  and
 consumer protections,  among others,  by various  federal, state  and  local
 governmental agencies  in  Mexico.  In  addition,  there are  currently  two
 states in which the Company operates  that have regulations specific to  the
 pawn industry.  In general, these  regulations provide for the  registration
 of pawnshops operating in the state  and impose certain consumer  protection
 standards upon pawnshop operators.  Legislation to specifically regulate the
 pawn industry  at a  federal level  and/or  in other  states has  been,  and
 continues to  be,  proposed  from time  to time.  The  Company monitors  the
 status of any such proposed legislation  on a regular basis.  If  regulatory
 actions that  had negative  effects on  the pawn  industry were  taken at  a
 federal level in Mexico,  or in Mexican states  or municipalities where  the
 Company has  a significant  number of  stores, those  actions could  have  a
 materially adverse effect on the Company's lending and retail activities and
 revenues.  There can be no assurance that additional federal, state or local
 statutes or regulations in Mexico will not be enacted, or that existing laws
 and regulations will not be amended,  which would have a materially  adverse
 impact on the Company's operations and financial condition.


 ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

      Market risks relating to the Company's operations result primarily from
 changes in interest rates, gold prices  and foreign currency exchange  rates
 and are described in detail in the Company's 2004 Annual Report on Form  10-
 K.  The Company  does not engage in  speculative or leveraged  transactions,
 nor does  it  hold or  issue  financial instruments  for  trading  purposes.
 There have been  no material  changes to  the Company's  exposure to  market
 risks since December 31, 2004.


 ITEM 4.   CONTROLS AND PROCEDURES

      (a) Evaluation of Disclosure Controls and Procedures

           The Company's Chief Executive Officer and Chief Financial  Officer
        have  evaluated  the   effectiveness  of  the  Company's   disclosure
        controls and  procedures (as defined in  Rule 13a-15(e) or Rule  15d-
        15(e) under  the Exchange  Act) as  of the  end of  our third  fiscal
        quarter  of 2005.    Based on  such  evaluation, such  officers  have
        concluded that the  Company's disclosure controls and procedures  are
        effective.

      (b) Changes in Internal Control Over Financial Reporting

           There has been  no significant  change in  the Company's  internal
        control over  financial reporting that  was identified in  connection
        with  our evaluation  that occurred  during our  last fiscal  quarter
        ended  September  30,  2005, that  has  materially  affected,  or  is
        reasonably  likely  to  materially  affect,  the  Company's  internal
        control over financial reporting.


                         PART II.  OTHER INFORMATION

 ITEM 1.  LEGAL PROCEEDINGS

      There have been no material  developments in the litigation  previously
 reported in the Company's 2004 Annual Report on Form 10-K.


 ITEM 2.  CHANGES IN SECURITIES

      During the period from January 1, 2005, through September 30, 2005, the
 Company issued 52,000  shares of common  stock relating to  the exercise  of
 outstanding stock  options  for  an aggregate  exercise  price  of  $781,000
 (including income  tax benefit).  During the  period  from  January 1, 2005,
 through  September 30, 2005,  the Company  issued 151,000  shares of  common
 stock relating  to  the  exercise  of  outstanding  stock  warrants  for  an
 aggregate exercise price of $1,830,000 (including income tax effect).

      The transactions  set  forth in  the  above paragraphs  were  completed
 pursuant to  either  Section 4(2)  of  the Securities  Act  or Rule  506  of
 Regulation D of the Securities Act.  With respect to issuances made pursuant
 to Section 4(2) of the Securities Act, the transactions did not involve  any
 public offering and were sold to a limited group of persons.  Each recipient
 either received  adequate  information  about the  Company  or  had  access,
 through employment  or other  relationships, to  such information,  and  the
 Company determined that each recipient had such knowledge and experience  in
 financial and business matters  that they were able  to evaluate the  merits
 and risks of an investment in the  Company.  With respect to issuances  made
 pursuant to Rule  506 of  Regulation D of  the Securities  Act, the  Company
 determined that each purchaser  was an "accredited  investor" as defined  in
 Rule 501(a) under the Securities Act.  All sales of the Company's securities
 were  made  by  officers  of  the  Company  who  received  no  commission or
 other remuneration for the solicitation  of any  person  in connection  with
 the respective  sales  of  securities  described  above.  The  recipients of
 securities  represented  their  intention  to  acquire  the  securities  for
 investment only and not with a  view to or for  sale in connection  with any
 distribution thereof  and  appropriate legends  were  affixed to  the  share
 certificates and other instruments issued in such transactions.

      In January 2005,  the  Company  issued  options to  purchase  2,076,000
 shares of common stock to certain employees and directors under its existing
 stock option plans.  These options were issued in seven equal layers to each
 recipient with exercise prices for the layers set at $25.00, $30.00, $35.00,
 $40.00, $45.00, $50.00  and  $55.00.  In June 2005,  858,000 of the  options
 issued in January  2005 were canceled.  These  options  had exercise  prices
 ranging from $45.00 to $55.00.

      On July 15, 2004, the Board  of Directors authorized the repurchase  of
 up to 1,600,000 shares of common stock.   During the period  from January 1,
 2005, through October 26,  2005, the Company  repurchased 576,000 shares  of
 common stock  at  an average  price  of $19.74  per  share under  the  stock
 repurchase program approved by the Board of Directors.

      The following table provides the information with respect to  purchases
 made by the Company of shares of its common stock during each month that the
 program was in effect during 2005:

                       Total     Average    Total Number of     Maximum Number
                      Number     Price   Shares Purchased as  Of Shares that May
                     Of Shares  Paid Per    Part of Publicly    Yet Be Purchased
                     Purchased   Share      Announced Plan      Under the Plan
                     ---------   -----      --------------      --------------
 January 1 through
   January 31, 2005        -    $    -                -              977,285
 February 1 through
   February 28, 2005       -         -                -              977,285
 March 1 through
   March 31, 2005          -         -                -              977,285
 April 1 through
   April 30, 2005    576,479     19.74          576,479              400,806
 May 1 through
   May 31, 2005            -         -                -              400,806
 June 1 through
   June 30, 2005           -         -                -              400,806
 July 1 through
   July 31, 2005           -         -                -              400,806
 August 1 through
   August 31, 2005         -         -                -              400,806
 September 1 through
   September 30, 2005      -         -                -              400,806
 October 1 through
   October 26, 2005        -         -                -              400,806
                     -------                    -------
    Total            576,479    $19.74          576,479
                     =======                    =======


 ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

    Not Applicable


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

    None


 ITEM 5.  OTHER INFORMATION

    None


 ITEM 6.  EXHIBITS

         Exhibits:

          31.1  Certification Pursuant to Section 302 of the Sarbanes-Oxley
                Act provided by J. Alan Barron, Chief Executive Officer

          31.2  Certification Pursuant to Section 302 of the Sarbanes-Oxley
                Act provided by R. Douglas Orr, Chief Financial Officer

          32.1  Certification Pursuant to 18 U.S.C. Section 1350, as Adopted
                Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
                provided by J. Alan Barron, Chief Executive Officer and
                R. Douglas Orr, Chief Financial Officer



                                  SIGNATURES


 Pursuant to the  requirements of the  Securities Exchange Act  of 1934,  the
 registrant has duly caused  this report to  be signed on  its behalf by  the
 undersigned thereunto duly authorized.


 Dated:  October 26, 2005      FIRST CASH FINANCIAL SERVICES, INC.
                               ----------------------------------
                               (Registrant)

                               /s/ J. ALAN BARRON
                               -----------------------
                               J. Alan Barron
                               Chief Executive Officer

                               /s/ R. DOUGLAS ORR
                               -----------------------
                               R. Douglas Orr
                               Chief Financial Officer
                               (Principal Accounting Officer)


<PAGE>

                              INDEX TO EXHIBITS


  EXHIBIT
  NUMBER                   DESCRIPTION
  ------                   -----------
   31.1    Certification Pursuant to Section 302 of the Sarbanes-Oxley Act
           provided by J. Alan Barron, Chief Executive Officer

   31.2    Certification Pursuant to Section 302 of the Sarbanes-Oxley Act
           provided by R. Douglas Orr, Chief Financial Officer

   32.1    Certification Pursuant to 18 U.S.C. Section 1350, as Adopted
           Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 provided
           by J. Alan Barron, Chief Executive Officer and R. Douglas Orr,
           Chief Financial Officer