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, 2004                          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 ___

      As of November 4, 2004  there were  15,665,490  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,
                                             -------------------- -------------
                                               2004        2003        2003
                                              -------     -------     -------
                                                  (unaudited)
                                             (in thousands, except share data)
                     ASSETS
 Cash and cash equivalents................   $ 12,288    $ 13,665    $ 15,847
 Service charges receivable...............      4,527       3,615       3,918
 Pawn receivables.........................     24,859      20,457      20,037
 Short-term advance receivables, net of
   allowance of $499, $405 and $497,
   respectively...........................     14,014      10,532      13,759
 Inventories..............................     18,074      15,011      15,588
 Prepaid expenses and other current assets      1,303       1,239         964
 Income taxes receivable..................        598       2,043       1,613
                                              -------     -------     -------
    Total current assets .................     75,663      66,562      71,726
 Property and equipment, net..............     16,767      12,926      14,418
 Goodwill.................................     53,237      53,194      53,237
 Receivable from Cash & Go, Ltd...........          -       4,943           -
 Other....................................        772         612         683
                                              -------     -------     -------
                                             $146,439    $138,237    $140,064
                                              =======     =======     =======

      LIABILITIES AND STOCKHOLDERS' EQUITY

 Accounts payable.........................   $    604    $    801    $  1,054
 Accrued expenses.........................      6,776      10,974       9,832
                                              -------     -------     -------
    Total current liabilities ............      7,380      11,775      10,886
 Revolving credit facility................      2,000      11,000       6,000
 Deferred income taxes payable............      6,855       5,824       5,955
                                              -------     -------     -------
                                               16,235      28,599      22,841
                                              -------     -------     -------
 Stockholders' equity:
   Preferred stock; $.01 par value;
     10,000,000 shares authorized ........          -           -           -
   Common stock; $.01 par value;
     90,000,000 shares authorized ........        161         106         109
   Additional paid-in capital ............     70,811      60,273      63,395
   Retained earnings .....................     71,348      52,274      56,734
   Common stock held in treasury, at cost     (12,116)     (3,015)     (3,015)
                                              -------     -------     -------
                                              130,204     109,638     117,223
                                              -------     -------     -------
                                             $146,439    $138,237    $140,064
                                              =======     =======     =======

                    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
                                 ---------------------   ---------------------
                                 Sept. 30,   Sept. 30,   Sept. 30,   Sept. 30,
                                    2004        2003        2004        2003
                                   -------     -------     -------    -------
                             (unaudited, in thousands, except per share amounts)
 Revenues:
   Merchandise sales..........    $ 22,006    $ 17,283    $ 61,103   $ 49,986
   Pawn service charges.......       8,998       7,634      25,176     20,796
   Short-term advance service
     charges..................      14,545      11,362      39,187     31,136
   Check cashing fees.........         683         670       2,316      2,109
   Other......................         312         292         930        876
                                   -------     -------     -------    -------
                                    46,544      37,241     128,712    104,903
                                   -------     -------     -------    -------
 Cost of revenues:
   Cost of goods sold.........      13,603      10,245      36,330     29,570
   Short-term advance loss
     provision................       4,007       3,009       8,413      7,137
   Check cashing returned
     items expense............          50          59         179        151
                                   -------     -------     -------    -------
                                    17,660      13,313      44,922     36,858
                                   -------     -------     -------    -------
 Gross profit.................      28,884      23,928      83,790     68,045
                                   -------     -------     -------    -------
 Expenses:
   Operating expenses.........      15,353      13,534      44,723     38,089
   Interest expense...........          17         108          60        412
   Interest income............         (10)       (133)        (42)      (467)
   Depreciation ..............       1,073         828       2,982      2,176
   Administrative expenses....       4,208       3,110      12,870     10,855
                                   -------     -------     -------    -------
                                    20,641      17,447      60,593     51,065
                                   -------     -------     -------    -------
 Income before income taxes...       8,243       6,481      23,197     16,980
 Provision for income taxes...       3,053       2,465       8,583      6,465
                                   -------     -------     -------    -------
 Net income...................    $  5,190    $  4,016    $ 14,614   $ 10,515
                                   =======     =======     =======    =======
 Net income per share:
   Basic .....................    $   0.33    $   0.28    $   0.93   $   0.77
                                   =======     =======     =======    =======
   Diluted ...................    $   0.31    $   0.25    $   0.86   $   0.68
                                   =======     =======     =======    =======


     Earnings per share and outstanding share amounts reflect the Company's
                 three-for-two stock split on April 6, 2004.

                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
                                                     --------------------
                                                     Sept. 30,   Sept. 30,
                                                       2004        2003
                                                     --------    --------
                                                   (unaudited, in thousands)
 Cash flows from operating activities:
  Net income ...................................    $  14,614   $  10,515
  Adjustments to reconcile net income to net
    cash flows from operating activities:
    Depreciation  ..............................        2,982       2,176
    Short-term advance loss provision ..........        8,413       7,137
    Stock option and warrant income tax benefit         5,859       3,298
  Changes in operating assets and liabilities:
    Service charges receivable .................         (609)       (441)
    Inventories ................................         (895)       (518)
    Prepaid expenses and other assets ..........         (428)       (127)
    Accounts payable and accrued expenses ......       (3,506)      1,721
    Current and deferred income taxes  .........        1,915      (1,033)
                                                     --------    --------
      Net cash flows from operating activities .       28,345      22,728
                                                     --------    --------
 Cash flows from investing activities:
  Pawn receivables, net ........................       (6,413)     (4,678)
  Short-term advance receivables, net ..........       (8,668)     (6,979)
  Purchases of property and equipment ..........       (5,331)     (3,352)
  Receivable from Cash & Go, Ltd ...............            -       2,408
                                                     --------    --------
      Net cash flows from investing activities .      (20,412)    (12,601)
                                                     --------    --------
 Cash flows from financing activities:
  Proceeds from debt ...........................       10,000           -
  Repayments of debt ...........................      (14,000)    (18,502)
  Decrease in notes receivable from officers ...            -       4,228
  Purchase of treasury stock ...................      (13,463)          -
  Proceeds from exercise of stock options
    and warrants ...............................        5,971       5,077
                                                     --------    --------
      Net cash flows from financing activities .      (11,492)     (9,197)
                                                     --------    --------
 Change in cash and cash equivalents............       (3,559)        930
 Cash and cash equivalents at beginning
   of the period................................       15,847      12,735
                                                     --------    --------
 Cash and cash equivalents at end of the period.    $  12,288   $  13,665
                                                     ========    ========
 Supplemental disclosure of cash flow information:
  Cash paid during the period for:
    Interest ...................................    $      68   $     471
                                                     ========    ========
    Income taxes ...............................    $     808   $   4,215
                                                     ========    ========

 Supplemental disclosure of non-cash investing activity:
  Non-cash transactions in connection with pawn
    receivables settled through forfeitures of
    collateral transferred to inventories ......    $  24,842   $  19,488
                                                     ========    ========

                 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,  which  owns
 financial services kiosks inside convenience stores.  The Company has a  50%
 ownership interest in the partnership,  which it has historically  accounted
 for by the equity  method of accounting. Effective  December 31, 2003,  when
 the  Company   adopted   Financial   Accounting   Standards   Board   (FASB)
 Interpretation No. 46(R) - Consolidation of Variable Interest Entities,  the
 Company's consolidated balance sheet includes the assets and liabilities  of
 Cash & Go, Ltd.  The  operating results of Cash &  Go, Ltd. are included  in
 the  Company's  consolidated  operating  results  effective  for  accounting
 periods beginning January 1, 2004. 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,  2003 Annual Report on Form 10-K  and
 as amended on  Form 10-K/A.   The  consolidated financial  statements as  of
 September 30, 2004 and for the periods ended September 30, 2004 and 2003 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 period ended September 30,  2004
 are not necessarily indicative of the  results that may be expected for  the
 full fiscal year.

      Certain amounts  in  the prior  year  comparative presentation  in  the
 Condensed Consolidated  Statements  of  Cash Flows  have  been  reclassified
 between sections of the Condensed Consolidated  Statements of Cash Flows  in
 order to be  consistent with the  presentation utilized  for the  nine-month
 period ended September 30, 2004.  For the nine-month period ended  September
 30, 2003,  the Company  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  reclassification is to increase  cash
 flows from operating activities  and to decrease  cash flows from  investing
 activities in  the amount  of $7,137,000  for  the nine-month  period  ended
 September 30, 2003. 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  reported  cash  flows  for  the  nine-month  period  ended
 September 30, 2003 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 reclassification is  to increase cash  flows
 from  operating  activities  and  to  decrease  cash  flows  from  investing
 activities in  the  amount  of $845,000  for  the  nine-month  period  ended
 September 30, 2003.

      Certain other amounts in prior year comparative presentations have been
 reclassified in  order to  conform  to the  2004  presentation.   All  share
 amounts  and  earnings  per  share  amounts  included  in  these   financial
 statements reflect a three-for-two stock split effective April 6, 2004.


 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, 2006 and bears  interest
 at the prevailing LIBOR rate (which was approximately 1.8% at September  30,
 2004) 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, 2004, the Company had $23,000,000 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 September 30,  2004
 and November 4, 2004.  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
                                         ------------------- -------------------
                                         Sept. 30, Sept. 30, Sept. 30, Sept. 30,
                                             2004     2003     2004     2003
                                            ------   ------   ------   ------
 Numerator:
      Net income for calculating basic
        and diluted earnings per share     $ 5,190  $ 4,016  $14,614  $10,515
                                            ======   ======   ======   ======
 Denominator:
      Weighted-average common shares
        for calculating basic earnings
        per share                           15,750   14,300   15,738   13,658
      Effect of dilutive securities:
      Stock options and warrants             1,080    2,058    1,330    1,759
                                            ------   ------   ------   ------
      Weighted-average common
        shares for calculating diluted
        earnings per share                  16,830   16,358   17,068   15,417
                                            ======   ======   ======   ======
 Basic earnings per share                  $  0.33  $  0.28  $  0.93  $  0.77
                                            ======   ======   ======   ======
 Diluted earnings per share                $  0.31  $  0.25  $  0.86  $  0.68
                                            ======   ======   ======   ======

       Earnings per share and outstanding share amounts adjusted to reflect
                   a three-for-two stock split on April 6, 2004.


 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 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
                                         ------------------- -------------------
                                         Sept. 30, Sept. 30, Sept. 30, Sept. 30,
                                             2004     2003     2004     2003
                                            ------   ------   ------   ------
   Net income, as reported                 $ 5,190  $ 4,016   $14,614 $10,515
   Less:  Stock-based employee
    compensation determined under the
    fair value requirements of SFAS 123,
    net of income tax benefits                  55       40    2,466      951
                                            ------   ------   ------   ------
   Adjusted net income                     $ 5,135  $ 3,976  $12,148  $ 9,564
                                            ======   ======   ======   ======
   Earnings per share:
       Basic, as reported                  $  0.33  $  0.28  $  0.93  $  0.77
       Basic, adjusted                     $  0.33  $  0.28  $  0.77  $  0.70

       Diluted, as reported                $  0.31  $  0.25  $  0.86  $  0.68
       Diluted, adjusted                   $  0.31  $  0.24  $  0.71  $  0.62


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

                                         Three Months Ended   Nine Months Ended
                                         ------------------- -------------------
                                         Sept. 30, Sept. 30, Sept. 30, Sept. 30,
                                             2004     2003     2004     2003
                                            ------   ------   ------   ------
             Dividend yield                      -        -        -        -
             Volatility                       52.7%    55.1%    52.7%    54.5%
             Risk-free interest rate           3.5%     3.5%     3.5%     3.5%
             Expected life                 5.5 years  7 years 5.5 years  7 years


      During the period from January 1, 2004 through September 30, 2004,  the
 Company issued 1,056,992 shares of common stock relating to the exercise  of
 outstanding stock options and  warrants for an  aggregate exercise price  of
 $11,830,000, including income tax benefit.


 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 currently  has
 278 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 advances ("pawns"),  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  collateral forfeitures  and  over-the-counter
 purchases from customers.   Many  of the  Company's U.S.  pawn stores  offer
 short-term, unsecured advances ("short-term advances"), which are also known
 as payday advances.

      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 short-term advances,  check
 cashing, money  orders,  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.


 OPERATIONS AND LOCATIONS

      The following table details store openings  and closings for the  three
 and nine-month periods ended September 30, 2004:

                                 Three Months Ended       Nine Months Ended
                                   Sept.  30, 2004         Sept. 30, 2004
                               ----------------------  ----------------------
                                   Check Cashing/          Check Cashing/
                                     Short-term              Short-term
                                Pawn   Advance  Total   Pawn   Advance  Total
                               Stores  Stores  Stores  Stores  Stores  Stores
                               ------  ------  ------  ------  ------  ------
 Beginning of period count       180       80     260     160      75     235

 New stores opened                10        3      13      32       8      40

 Closed stores                     -        -       -      (2)      -      (2)
                               ------  ------  ------  ------  ------  ------
 Store count at Sept. 30, 2004   190       83     273     190      83     273
                               ======  ======  ======  ======  ======  ======

      The Company's business plan is to continue to expand its operations  by
 opening both new check cashing/short-term advance stores and new pawn stores
 in selected geographic markets.  For the three-month and nine-month  periods
 ended September 30, 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, which are not included in  the above chart.  No kiosks  were
 opened or closed during the nine months ended September 30, 2004.

      For the quarter ended September 30, 2004,  the Company's revenues  were
 derived 47% from merchandise sales, 19% from service charges on pawn  loans,
 31% from service charges on short-term advances, and 3% from other  sources,
 primarily check cashing fees.

      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.   Sales  of scrap  jewelry  are
 included in same-store revenue  calculations. Revenues from  the Cash &  Go,
 Ltd. kiosks are  not included  in same-store  calculations for  2004 as  the
 revenues from the kiosks were not included in the consolidated revenues  for
 fiscal 2003.

      Although the Company has had significant  increases in revenues due  to
 new store openings in 2003 and 2004 and the consolidation of Cash & Go, Ltd.
 effective December  31, 2003,  the Company  has also  incurred increases  in
 operating expenses attributable to  the additional stores, consolidation  of
 Cash & Go,  Ltd. and increases  in administrative  expenses attributable  to
 additions to the management team and  hiring the support personnel  required
 for 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  and security.  Administrative  expenses
 consist of  items  relating  to  the  operation  of  the  corporate  office,
 including the compensation  and benefit  costs of  corporate officers,  area
 supervisors and other operations  management, accounting and  administrative
 costs, information  technology  costs,  liability  and  casualty  insurance,
 outside legal and accounting fees and stockholder-related expenses.


 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.   Both  the significant  accounting policies  which
 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 2003  Annual
 Report on Form 10-K.


 RESULTS OF OPERATIONS

 Three months ended  September 30, 2004  compared to the  three months  ended
 September 30, 2003

      Total revenues increased 25% to $46,544,000 for the three months  ended
 September 30, 2004 ("the Third Quarter of 2004") as compared to  $37,241,000
 for the three months ended September 30, 2003 ("the Third Quarter of 2003").
 The change was comprised of an increase in revenues of $3,107,000  generated
 by the 65 new  pawn and check cashing/short-term  advance stores which  were
 opened since July 1, 2003, a same-store increase totaling $5,115,000 at  the
 208 stores which were in operation during  all of the Third Quarter of  2003
 and the Third  Quarter of  2004, an increase  of $1,385,000  related to  the
 consolidation of  the 40  Cash &  Go,  Ltd. kiosks,  net  of a  decrease  in
 revenues of $304,000 from the four stores closed since July 1, 2003.   Same-
 store revenues increased 14%  primarily due to  the continued maturation  of
 newer stores  opened in  the first  half of  2003 and  fiscal 2002.  Of  the
 $9,303,000 increase in total revenues, 51%, or $4,723,000, was  attributable
 to increased merchandise sales,  15%, or $1,364,000  was attributable to  an
 increase in pawn service charges, 34%, or $3,183,000 was attributable to  an
 increase in short-term advance service charges, and less than 1% or  $33,000
 was attributable to other income, comprised primarily of check cashing fees.
 A significant component of the increase in merchandise sales was  non-retail
 bulk sales of scrap jewelry merchandise, which increased from $2,982,000  in
 the Third Quarter of 2003 to $5,357,000 in  the Third Quarter of 2004. As  a
 percentage of total revenues,  merchandise sales increased  from 46% to  47%
 during the Third Quarter of 2003 as  compared to the Third Quarter of  2004,
 pawn service charges decreased from 20%  to 19%, short-term advance  service
 fees remained unchanged at 31%, and check cashing fees and other income as a
 percentage of  total revenues  remained unchanged  at  3% during  the  Third
 Quarter of 2003 and the Third Quarter of 2004.

      The  pawn  receivables  balance  increased  22%  from  $20,457,000   at
 September 30, 2003 to $24,859,000 at September 30, 2004.  Of the  $4,402,000
 increase, an increase of $2,217,000 was attributable to the growth in  same-
 store pawn receivable balances at the  stores which were in operation as  of
 September 30, 2004 and 2003, and an increase of $2,380,000 was  attributable
 to the new  stores opened since  September 30, 2003,  net of  a decrease  of
 $195,000 at the stores closed since September 30, 2003.  The net  short-term
 advance receivables balance increased 33% from $10,532,000 at September  30,
 2003 to $14,014,000 at  September 30, 2004.   Of the $3,482,000 increase,  a
 same-store increase of $1,296,000 was attributable  to the growth in  short-
 term advance receivable balances at the stores which were in operation as of
 September 30, 2004 and 2003, an increase of $794,000 was attributable to the
 new stores opened since  September 30, 2003, an  increase of $1,429,000  was
 attributable to the consolidation of the 40 Cash & Go, Ltd. kiosks, net of a
 decrease of  $37,000 at  the stores  closed since  September 30,  2003.  The
 Company's loss provision reserve on short-term advance receivables increased
 from $405,000 at September 30, 2003 to $499,000 at September 30, 2004.

      Gross profit margins  on total merchandise  sales were  38% during  the
 Third Quarter of  2004 compared  to 41% during  the Third  Quarter of  2003.
 This decrease was primarily  the result of the  increased mix of  non-retail
 bulk sales  of  scrap jewelry,  which  is  typically sold  at  lower  profit
 margins. Retail merchandise margins, which exclude bulk scrap jewelry sales,
 remained unchanged  at  45%  over  the  same  periods.  The  Company's  loss
 provision relating to short-term advances  increased from $3,009,000 in  the
 Third Quarter of  2003 to $4,007,000  in the Third  Quarter of 2004.   As  a
 percentage of short-term advance service charge revenues, the loss provision
 increased from 26% during the Third Quarter of 2003 to 28% during the  Third
 Quarter of  2004.   Management  considers this  increase  to be  within  the
 expected range of variability.

      Operating expenses  increased  13%  to  $15,353,000  during  the  Third
 Quarter of 2004 compared  to $13,534,000 during the  Third Quarter of  2003,
 primarily as a result  of the consolidation of  Cash & Go, Ltd.'s  operating
 results and the net addition of 61 pawn and check cashing/short-term advance
 stores since  July  1,  2003,  which  is a  29%  increase  in  store  count.
 Administrative expenses increased 35% to $4,208,000 during the Third Quarter
 of 2004 compared to $3,110,000 during the Third Quarter of 2003 primarily as
 a result of  the consolidation of  Cash & Go,  Ltd.'s operating results  and
 increased costs related to  additional administrative personnel,  accounting
 and legal fees, and other expenses necessary to support the Company's growth
 strategy and increase in store counts. Interest expense decreased to $17,000
 in the Third Quarter of 2004 compared to interest expense of $108,000 in the
 Third Quarter of 2003 as a result of lower average outstanding debt balances
 during the Third Quarter of 2004. Interest income decreased from $133,000 in
 the Third Quarter  of 2003  to $10,000  in the  Third Quarter  of 2004,  due
 primarily  to  the  elimination  of  interest  income  associated  with  the
 consolidation of Cash & Go, Ltd.

      For the Third Quarter of 2004 and 2003, the Company's effective federal
 income tax rates of 37% and  38%, respectively, differed from the  statutory
 tax rate of  approximately 34% primarily  as a result  of state and  foreign
 income taxes.


 Nine months ended September 30, 2004 compared to the nine months ended
 September 30, 2003

      Total revenues increased 23% to $128,712,000 for the nine months  ended
 September  30,  2004   ("the  Nine-Month  2004   Period")  as  compared   to
 $104,903,000 for the nine months ended  September 30, 2003 ("the  Nine-Month
 2003 Period").   The  change was  comprised of  an increase  in revenues  of
 $10,320,000 generated  by  the  87 new  pawn  and  check  cashing/short-term
 advance stores  which  were  opened since  January  1,  2003,  a  same-store
 increase of $10,235,000 at the 186 stores which were in operation during all
 of the  first half  of 2003  and the  first  half of  2004, an  increase  of
 $4,259,000 related to the  consolidation of the 40  Cash & Go, Ltd.  kiosks,
 net of a  decrease in  revenues of $1,005,000  from the  four stores  closed
 since January 1, 2003.  Same  store revenues increased 10% primarily due  to
 increased demand  for short-term  consumer  finance products  and  continued
 maturation of stores opened in fiscal  2002. Of the $23,809,000 increase  in
 total  revenues,  47%,  or   $11,117,000,  was  attributable  to   increased
 merchandise sales, 18%,  or $4,380,000 was  attributable to  an increase  in
 pawn service charges, 34%, or $8,051,000 was attributable to an increase  in
 short-term advance service charges, and 1%  or $261,000 was attributable  to
 an increase in other  income, primarily check cashing  fees.  A  significant
 component of the increase in merchandise sales was non-retail bulk sales  of
 scrap jewelry merchandise, which increased from $7,541,000 in the Nine-Month
 2003 Period to $11,779,000 in the  Nine-Month 2004 Period.  During both  the
 Nine-Month 2004 Period and the Nine-Month 2003 Period merchandise sales as a
 percentage of total revenues was 48%,  pawn service charges as a  percentage
 of total revenues were 20%, short-term advance service fees as a  percentage
 of total revenues were  30%, and check  cashing fees and  other income as  a
 percentage of total revenues were 2%.

      The  pawn  receivables  balance  increased  22%  from  $20,457,000   at
 September 30, 2003 to $24,859,000 at September 30, 2004.  Of the  $4,402,000
 increase, an increase of $2,217,000 was attributable to the growth in  same-
 store pawn receivable balances at the  stores which were in operation as  of
 September 30, 2004 and 2003, and an increase of $2,380,000 was  attributable
 to the new  stores opened since  September 30, 2003,  net of  a decrease  of
 $195,000 at the stores closed since September 30, 2003.  The net  short-term
 advance receivables balance increased 33% from $10,532,000 at September  30,
 2003 to $14,014,000 at  September 30, 2004.   Of the $3,482,000 increase,  a
 same-store increase of $1,296,000 was attributable  to the growth in  short-
 term advance receivable balances at the stores which were in operation as of
 September 30, 2004 and 2003, an increase of $794,000 was attributable to the
 new stores opened since  September 30, 2003, an  increase of $1,429,000  was
 attributable to the consolidation of the 40 Cash & Go, Ltd. kiosks, net of a
 decrease of  $37,000 at  the stores  closed since  September 30,  2003.  The
 Company's loss provision reserve on short-term advance receivables increased
 from $405,000 at September 30, 2003 to $499,000 at September 30, 2004.

      Gross profit margins on  total merchandise sales  were 41% during  both
 the  Nine-Month  2004  Period  and  the  Nine-Month  2003   Period.   Retail
 merchandise margins, which exclude bulk scrap  jewelry sales, were 45%  over
 the same  periods.  The  Company's loss  provision  relating  to  short-term
 advances  increased  from  $7,137,000  in  the  Nine-Month  2003  Period  to
 $8,413,000 in  the Nine-Month  2004 Period.  As a  percentage of  short-term
 advance service  charge  revenues, the  loss  provision decreased  from  23%
 during the Nine-Month 2003 Period to 22% during the Nine-Month 2004 Period.

      Operating expenses increased 17%  to $44,723,000 during the  Nine-Month
 2004 Period  compared  to $38,089,000  during  the Nine-Month  2003  Period,
 primarily as a result  of the consolidation of  Cash & Go, Ltd.'s  operating
 results and the net addition of 83 pawn and check cashing/short-term advance
 stores since  January 1,  2003, which  is  a 44%  increase in  store  count.
 Administrative expenses increased 19%  to $12,870,000 during the  Nine-Month
 2004 Period  compared  to  $10,855,000 during  the  Nine-Month  2003  Period
 primarily as a result  of the consolidation of  Cash & Go, Ltd.'s  operating
 results, and increased costs related to additional administrative personnel,
 accounting and  legal fees,  and other  expenses  necessary to  support  the
 Company's growth strategy  and increase  in store  counts. Interest  expense
 decreased to  $60,000 in  the Nine-Month  2004 Period  compared to  interest
 expense of  $412,000 in  the Nine-Month  2003 Period  as a  result of  lower
 average  outstanding  debt  balances  during  the  Nine-Month  2004  Period.
 Interest income decreased  from $467,000 in  the Nine-Month  2003 Period  to
 $42,000 in the Nine-Month 2004 Period,  due primarily to the elimination  of
 interest income associated with the consolidation of Cash & Go, Ltd.

      For the Nine-Month  Period of 2004  and 2003,  the Company's  effective
 federal income tax  rates of 37%  and 38%, respectively,  differed from  the
 statutory tax rate of approximately 34%  primarily as a result of state  and
 foreign income taxes.


 LIQUIDITY AND CAPITAL RESOURCES

      The Company's operations  and store  openings have  been financed  with
 funds generated from operations, bank and other borrowings, and the issuance
 of the Company's securities.

      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, 2006 and bears  interest
 at the prevailing LIBOR rate (which was approximately 1.8% at September  30,
 2004) 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, 2004, the Company had $23,000,000 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 September 30,  2004
 and November 4, 2004.  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.

      As of September 30,  2004, the Company's  primary sources of  liquidity
 were $12,288,000 in cash and  cash equivalents, $43,400,000 in  receivables,
 $18,074,000 in inventories  and $23,000,000  of available  and unused  funds
 under the Company's  Credit Facility.   The Company had  working capital  of
 $68,283,000 as  of  September 30,  2004,  and total  equity  exceeded  total
 liabilities by a ratio of 8 to 1.

      The Company utilized positive cash flows  from operations in the  Nine-
 Month 2004  Period  to fund  investing  and financing  activities  primarily
 related to opening new stores and the reduction of debt.  Net cash  provided
 by operating  activities  of  the  Company  during  the  nine  months  ended
 September 30, 2004 was  $28,345,000, consisting primarily  of net income  of
 $14,614,000 plus non-cash adjustments  for depreciation, short-term  advance
 loss  provision  and  stock  option  and  warrant  income  tax  benefit   of
 $2,982,000, $8,413,000 and  $5,859,000 respectively, net  of an increase  in
 service charge  receivables,  inventory  and  prepaid  assets  of  $609,000,
 $895,000 and  $428,000  respectively, a  decrease  in accounts  payable  and
 accrued expenses  of  $3,506,000,  net  of  a  change  in  tax  balances  of
 $1,915,000. Net cash  used by investing  activities during  the nine  months
 ended September 30, 2004 was $20,412,000,  which was primarily comprised  of
 net cash  outflows from  pawn receivable  activity of  $6,413,000, net  cash
 outflows from short-term advance receivable activity of $8,668,000, and cash
 paid for fixed asset additions of  $5,331,000. The opening of 40 new  stores
 during  the Nine-Month  2004  period contributed significantly to the volume
 of fixed  asset  additions.  Net  cash  used  by  financing  activities  was
 $11,492,000 during the nine months ended September 30, 2004, which primarily
 consisted of a net decrease in  the Company's debt of $4,000,000,  purchases
 of treasury  stock  in the  amount  of  $13,463,000, net  of  proceeds  from
 exercises of stock options and warrants of $5,971,000.

      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 2004 Period  the total cash  flows from  operations were  $28,345,000,
 while net cash outflows related to  pawn receivable activity and  short-term
 advance receivable activity  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.   For  the
 comparable  Nine-Month  2003  Period,   cash  flows  from  operations   were
 $22,728,000 and net cash outflows related to pawn receivables and short-term
 advance receivables  were  $4,678,000  and  $6,979,000,  respectively.   The
 combined net  cash flows  from operations  and pawn  and short-term  advance
 receivables totaled $11,071,000 for the Nine-Month 2003 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 receivable 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 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
 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 the short-term advance  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  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.

      While  the  Company  continually  looks  for,  and  is  presented  with
 potential  acquisition  candidates,  the  Company  has  no  definitive plans
 or commitments  for  further  acquisitions.   The   Company  will   evaluate
 acquisitions,  if  any,  based  upon  opportunities,  acceptable  financing,
 purchase price, strategic  fit and  qualified management  personnel. If  the
 Company encounters an attractive opportunity  to acquire or open  additional
 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.


 CAUTIONARY STATEMENT  REGARDING  RISKS  AND UNCERTAINTIES  THAT  MAY  AFFECT
 FUTURE RESULTS

 Forward-Looking Statements

      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," 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  earnings per share discussion,  the
 expectation for  additional store  openings, the  expected impact  of  stock
 repurchases and the expectation for future operating cash flows necessary to
 fund 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 release 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  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 release. 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 tax rates  or
 policies, changes  in  gold prices,  changes  in foreign  currency  exchange
 rates, future business decisions, and other uncertainties.

 Regulatory Changes

      The Company is subject to extensive regulation in most jurisdictions in
 which it  operates,  including  jurisdictions that  regulate  pawn  lending,
 short-term advance activities 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.   The
 overall regulatory environment is described more fully in the Company's 2003
 Annual Report on Form 10-K.  Additional  information related to federal  and
 state regulation of short-term advances is provided below.

      The  U.S.  Office  of  Comptroller  of  the  Currency  has  effectively
 eliminated 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.  The Federal Deposit Insurance Corporation, ("FDIC"), which
 regulates the ability of state chartered  banks to enter into  relationships
 with loan  servicers, enacted  new examiner  guidelines in  July 2003  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  new  FDIC  examiner  guidelines.  The ultimate  effect  of  the  new
 guidelines, which are currently 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 implementation
 of the FDIC's new guidelines were to ultimately restrict the ability of  all
 or certain  state banks  to maintain  relationships with  loan servicers  or
 restrict the  ability of  the Company  to attract  or retain  customers  for
 County Bank, it  could have  a materially  adverse impact  on the  Company's
 operations and financial results.

      Legislation and regulatory  developments at a  state level continue  to
 affect consumer-lending activities.  While some states have recently enacted
 legislation that is favorable to short-term advance providers, other  states
 are restricting,  or  attempting  to restrict,  short-term  advance  lending
 activities. 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.   If legislative  or  regulatory
 action with that  effect were taken  at the state  level 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.

 Other

      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,
 changes  in  competition  from  various  sources  including  both  financial
 services entities  and  retail  businesses, the  ability  to  integrate  new
 stores, changes in governmental regulations, unforeseen litigation,  changes
 in capital  markets, changes  in interest  rates, changes  in tax  rates  or
 policies, the ability to maintain a loan servicing relationship with an out-
 of-state bank necessary to generate service charges from short-term advances
 in the  Texas market,  future business  decisions, changes  in gold  prices,
 changes in foreign  currency exchange rates,  other risks  indicated in  the
 Company's 2003 Annual Report to Stockholders and other uncertainties.


 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 2003 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, 2003.


 ITEM 4.   CONTROLS AND PROCEDURES

      (a)  Evaluation of Disclosure Controls and Procedures

           Management  is  responsible   for  establishing  and   maintaining
        adequate internal control  over financial reporting for the  Company.
        Accordingly, under the supervision and with the participation of  the
        Company's  Chief  Executive  Officer  and  Chief  Financial  Officer,
        management  of the  Company has  evaluated the  effectiveness of  the
        design  and  operation  of  the  Company's  disclosure  controls  and
        procedures (as  defined in Rules  13a-15(e) and  15d-15(e) under  the
        Securities Exchange  Act of 1934)  as of September  30, 2004.   Based
        upon  that  evaluation,   the  Chief  Executive  Officer  and   Chief
        Financial  Officer concluded  that, as  of  September 30,  2004,  the
        Company's disclosure controls and procedures are effective in  timely
        alerting them  to the material  information relating  to the  Company
        required to be included  in its periodic filings with the  Securities
        and Exchange Commission.


      (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   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 II.  OTHER INFORMATION

 ITEM 1.  LEGAL PROCEEDINGS

      There have been no material developments in the litigation and
 arbitration "previously reported" in the Company's 2003 Annual Report to
 Stockholders filed on Form 10-K.


 ITEM 2.  CHANGES IN SECURITIES

      During the period from  January 1, 2004 through  November 4, 2004,  the
 Company issued 719,367 shares  of common stock relating  to the exercise  of
 outstanding stock warrants  for an  aggregate exercise  price of  $7,500,000
 (including income  tax  effect). During  the  period from  January  1,  2004
 through November 4, 2004, the Company issued 499,500 shares of common  stock
 relating to  the exercise  of outstanding  stock  options for  an  aggregate
 exercise price  of  $7,046,000  (including income  tax  effect)  and  issued
 options to purchase 454,500  shares of common stock  at an average  exercise
 price of $19.33, expiring in ten years.

      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.

      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 July 16,  2004
 through November 4, 2004, the Company  repurchased 623,000 shares of  common
 stock at an  average price of  $19.46 per share  under the stock  repurchase
 program approved by the Board of Directors.


 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 AND REPORTS ON FORM 8-K

      (1) Exhibits:

           3    Amended and Restated Certificate of Incorporation to
                Increase the Number of Authorized Shares of Common Stock
                from 20,000,000 to 90,000,000

          31.1  Certification Pursuant to Section 302 of the Sarbanes-Oxley
                Act provided by Phillip E. Powell, 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 Phillip E. Powell, Chief Executive Officer and
                R. Douglas Orr, Chief Financial Officer


      (2) Reports on Form 8-K:

           July 15, 2004   Issuance of Press Release Announcing Operating
                           Results for the Quarter Ended June 30, 2004

                           Item 7. Financial Statements and Exhibits

                           Item 9. Regulation FD Disclosure

                           Item 12. Results of Operations and Financial
                                    Condition


          July 15, 2004    Issuance of Press Release Announcing Stock
                           Repurchase Program

                           Item 5. Other Events and Regulation FD Disclosure

                           Item 7. Financial Statements and Exhibits

<PAGE>

                                  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:  November 4, 2004      FIRST CASH FINANCIAL SERVICES, INC.
                               ----------------------------------
                               (Registrant)

                               /s/ PHILLIP E. POWELL
                               -----------------------
                               Phillip E. Powell
                               Chief Executive Officer

                               /s/ R. DOUGLAS ORR
                               -----------------------
                               R. Douglas Orr
                               Chief Financial Officer

<PAGE>

                              INDEX TO EXHIBITS


  EXHIBIT
  NUMBER                   DESCRIPTION
  ------                   -----------
    3      Amended and Restated Certificate of Incorporation to Increase
           the Number of Authorized Shares of Common Stock from 20,000,000
           to 90,000,000

   31.1    Certification Pursuant to Section 302 of the Sarbanes-Oxley Act
           provided by Phillip E. Powell, 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 Phillip E. Powell, Chief Executive Officer and R. Douglas Orr,
           Chief Financial Officer