2

                              
             SECURITIES AND EXCHANGE COMMISSION
                    WASHINGTON, DC  20549
                          FORM 10-Q
                              
(Mark One)
          [x]QUARTERLY  REPORT PURSUANT  TO  SECTION  13  OR
          15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 1998

                             OR

          [   ]TRANSITION REPORT PURSUANT TO SECTION  13  OR
          15(d)  OF THE SECURITIES EXCHANGE ACT OF 1934  [NO
          FEE REQUIRED]

For   the   transition   period   from   ______________   to
_____________

               Commission File Number 0-19424
               _______________________________
                        EZCORP, INC.
   (Exact name of registrant as specified in its charter)
                              
                Delaware                        74-2540145
    (State or other jurisdiction of           (IRS Employer
     incorporation or organization)         Identification No.)

                    1901 Capital Parkway
                    Austin, Texas  78746
          (Address of principal executive offices)
                         (Zip Code)
                              
                       (512) 314-3400
    (Registrant's telephone number, including area code)

      Indicate by check mark whether the registrant (1)  has
filed  all  reports required to be filed by  Section  13  or
15(d)  of  the  Securities Exchange Act of 1934  during  the
preceding  12  months (or for such shorter period  that  the
registrant was required to file such reports), and  (2)  has
been  subject to such filing requirements for  the  past  90
days.  Yes X No__

      The  only class of voting securities of the registrant
issued  and outstanding is the Class B Voting Common  Stock,
par  value  $.01 per share, 100% of which is  owned  by  one
record holder who is an affiliate of the registrant.   There
is no trading market for the Class B Voting Common Stock.

      As  of  March  31,  1998,  10,811,541  shares  of  the
registrant's Class A Non-Voting Common Stock, par value $.01
per  share and 1,190,057 shares of the registrant's Class  B
Voting   Common  Stock,  par  value  $.01  per  share   were
outstanding.

                        EZCORP, INC.
                     INDEX TO FORM 10-Q
                              
                                                               Page

PART I.  FINANCIAL INFORMATION

     Item 1. Financial Statements (Unaudited)

       Condensed Consolidated Balance Sheets -
       March 31, 1998 and September 30, 1997                     1

       Condensed Consolidated Statements of Operations -
       Three and Six Months Ended March 31, 1998 and 1997        2

       Condensed Consolidated Statements of Cash Flows -
       Six Months Ended March 31, 1998 and 1997                  3

       Notes to Interim Condensed Consolidated Financial
       Statements                                                4

       Item 2. Management's Discussion and Analysis
       of Financial Condition and Results of Operations          8

PART II.  OTHER INFORMATION                                     13

SIGNATURE                                                       14

                             PART I
Item 1.  Financial Statements (Unaudited)

                  EZCORP, Inc. and Subsidiaries
        Condensed Consolidated Balance Sheets (Unaudited)
                     (Dollars in thousands)
                                         March 31,   September 30,
                                         1998           1997
                                                ---------   -------------
                                                      
ASSETS:
     Current assets:
       Cash and cash equivalents              $       974    $     829
       Pawn loans receivable                       34,475       42,837
       Service charge receivable                   10,161       13,130
       Inventories (net)                           36,638       39,258
       Deferred tax asset                           1,364        1,889
       Other                                        2,946        1,965
                                                ---------     --------
          Total current assets                     86,558       99,908

     Investment in unconsolidated affiliate        10,362            -
     Property and equipment, net                   34,333       32,586

     Other assets:
       Deferred tax asset                           1,730        1,730
       Other assets, net                           18,341       16,827
                                                 --------     --------
          Total assets                          $ 151,324    $ 151,051
                                                 ========     ========
LIABILITIES AND STOCKHOLDERS' EQUITY:
     Current liabilities:
      Current maturities of long-term debt      $       9    $       9
       Accounts payable and accrued expenses        5,939        7,715
       Other                                        2,259        2,733
                                                 --------     --------
          Total current liabilities                 8,207       10,457

     Long-term debt less current maturities        17,128       19,133
     Other long-term liabilities                      172            -
                                                 --------     --------
          Total long-term liabilities              17,300       19,133

     Stockholders' equity:
       Preferred stock, par value $.01 a share          -            -
          Authorized 5,000,000 shares; none 
          issued and outstanding
       Class A Non-voting Common Stock, par value 
          $.01 a share                                108          105
          Authorized 40,000,000 shares; 10,820,574 
          shares issued and 10,811,541 shares 
          outstanding at March 31, 1998 (10,524,563
          issued and 10,515,530 outstanding at 
          September 30, 1997)
       Class B Voting Common Stock, par value $.01 
          a share                                      12           15
          Authorized 1,198,990 shares; 1,190,057 
          shares issued and outstanding at March 31, 
          1998 (1,480,301 shares issued and 
          outstanding at September 30, 1997)
       Additional paid-in capital                 114,398      114,338
       Retained earnings                           12,063        7,767
       Other                                         (764)        (764)
                                                 --------     --------
          Total stockholders' equity              125,817      121,461
                                                 --------     --------
          Total liabilities and stockholders' 
          equity                                $ 151,324    $ 151,051
                                                 ========     ========

See Notes to Interim Condensed Consolidated Financial Statements
(unaudited).

                  EZCORP, Inc. and Subsidiaries
   Condensed Consolidated Statements of Operations (Unaudited)
        (Dollars in thousands, except per share amounts)

                               Three Months Ended    Six Months Ended
                                  March 31,            March 31,
                                     1998        1997       1998       1997
                                   --------    --------   --------  --------   
                                                         
Revenues:
     Sales                         $ 30,674    $ 28,108   $ 61,630   $ 55,209
     Pawn service charges            19,006      18,188     39,994     36,929
                                    -------     -------    -------    -------   
       Total revenues                49,680      46,296    101,624     92,138

Cost of goods sold                   25,369      23,018     51,449     45,531
                                    -------     -------    -------    -------
     Net revenues                    24,311      23,278     50,175     46,607

Operating expenses:
     Operations                      15,818      15,433     32,507     30,446
     Administrative                   3,143       2,990      6,497      6,184
     Depreciation and amortization    1,824       1,828      3,622      3,716
                                    -------     -------    -------    -------
       Total operating expenses      20,785      20,251     42,626     40,346
                                    -------     -------    -------    -------
Operating income                      3,526       3,027      7,549      6,261

Interest expense                        241         232        621        522
                                    -------     -------    -------    -------
Income before income taxes            3,285       2,795      6,928      5,739

Income tax expense                    1,248       1,026      2,632      2,067
                                    -------     -------   --------    -------
Net income                         $  2,037    $  1,769  $   4,296   $  3,672
                                    =======     =======   ========    =======
Basic and diluted earnings per 
share                              $   0.17    $   0.15  $    0.36   $   0.31
                                    =======     =======   ========    =======
Weighted average shares outstanding
     Basic                       11,997,817  11,995,831 11,996,813 11,994,262
                                 ==========  ========== ========== ==========
     Diluted                     12,011,217  12,000,340 12,011,446 11,998,452
                                 ==========  ========== ========== ==========
See Notes to Interim Condensed Consolidated Financial
Statements (unaudited).

                  EZCORP, Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows (Unaudited)
                      (Dollars in thousands)
                                              Six Months Ended
                                                March 31,
                                                    1998          1997
                                                       
OPERATING ACTIVITIES:
     Net income                                  $ 4,296       $ 3,672
     Adjustments to reconcile net income to net
       cash provided by operating activities:
       Depreciation and amortization               3,622         3,716
       Deferred income taxes                         525          (103)
       Gain on sale of assets                       (106)            -
       Changes in operating assets and liabilities:
          Decrease in service charge receivable    3,092           323
          Decrease in inventories                  2,787         5,074
          (Increase)/decrease in prepaid expenses 
          and other assets                        (1,025)          525
          Decrease in accounts payable and accrued 
          expenses                                (1,719)       (1,360)
          Increase in customer layaway deposits      336            27
          Increase in other long-term liabilities    172             -
          Decrease in income taxes payable          (819)         (180)
                                                  ------        ------
            Net cash provided by operating 
            activities                            11,161        11,694

INVESTING ACTIVITIES:
     Pawn loans forfeited and transferred 
     to inventories                               30,395        24,475
     Pawn loans made                             (80,400)      (78,801)
     Pawn loans repaid                            58,787        55,474
                                                  ------        ------
          Net decrease in loans                    8,782         1,148

     Additions to property, plant, 
     and equipment                                (5,082)       (2,669)
     Acquisitions, net of cash acquired           (2,552)            -
     Investment in unconsolidated affiliate      (10,362)            -
     Sale of assets                                  203             -
                                                  ------        ------
            Net cash used in investing activities (9,011)       (1,521)

FINANCING ACTIVITIES:
     Proceeds from bank borrowings                17,000         3,000
     Payments on borrowings                      (19,005)      (11,271)
                                                  ------        ------
          Net cash used by financing activities   (2,005)       (8,271)
                                                  ------        ------
Increase in cash and cash equivalents                145         1,902

Cash and cash equivalents at beginning of period     829         1,419
                                                  ------        ------
     Cash and cash equivalents at end of period  $   974       $ 3,321
                                                  ======        ======
NON-CASH INVESTING AND FINANCING ACTIVITIES:
     Issuance of common stock to 401(k) Plan     $    60       $    37
                                          ======        ======
See Notes to Interim Condensed Consolidated Financial Statements
(unaudited).

              EZCORP, Inc. and Subsidiaries
Notes to Interim Condensed Consolidated Financial Statements (Unaudited)
                     March 31, 1998

Note  A  -  Basis  of  Presentation  The  accompanying  unaudited
condensed consolidated financial statements have been prepared in
accordance  with  generally  accepted accounting  principles  for
interim  financial information and with the instructions to  Form
10-Q and Article 10 of Regulation S-X.  Accordingly, they do  not
include  all  of  the  information  and  footnotes  required   by
generally  accepted accounting principles for complete  financial
statements.   In  the  opinion  of  management,  all  adjustments
(consisting of normal recurring entries) considered necessary for
a   fair  presentation  have  been  included.   The  accompanying
financial   statements  should  be  read  with   the   Notes   to
Consolidated  Financial  Statements  included  in  the  Company's
Annual Report on Form 10-K for the year ended September 30, 1997.

      The  Company's business is subject to seasonal  variations,
and  operating results for the three- and six-month periods ended
March  31, 1998 are not necessarily indicative of the results  of
operations for the full fiscal year.

Note B - Accounting Principles and Practices

      The  provision for federal income taxes has been calculated
based on the Company's estimate of its effective tax rate for the
full fiscal year.

      The  Company provides inventory reserves for shrinkage  and
cost  in  excess  of  market value. The Company  estimates  these
reserves  using analysis of sales trends, inventory aging,  sales
margins  and  shrinkage  on inventory.  As  of  March  31,  1998,
inventory reserves were $7.0 million.

       Property   and  equipment  is  shown  net  of  accumulated
depreciation of $25,986,000 and $22,767,000 at March 31, 1998 and
September 30, 1997, respectively.

Note C - Statement of Cash Flows

      The amounts for March 31, 1997 in the investing section for
pawn  loans made, pawn loans repaid and pawn loans forfeited  and
transferred  to  inventories  have been  reclassified.   The  net
increase/(decrease) in loans and the net cash  provided  by/(used
in) investing activities are unchanged.

Note D - Earnings Per Share

      In  1997,  the Financial Accounting Standards Board  issued
Statement of Financial Accounting Standards No. 128, Earnings Per
Share.   Statement  128 replaces the previously reported  primary
and  fully  diluted  earnings per share with  basic  and  diluted
earnings  per  share.  Unlike primary earnings per  share,  basic
earnings  per  share  excludes any dilutive effects  of  options,
warrants and convertible securities.  Diluted earnings per  share
is very similar to the previously reported fully diluted earnings
per  share.  All earnings per share amounts for all periods  have
been  presented, and where necessary, restated to conform to  the
Statement 128 requirements.

              EZCORP, Inc. and Subsidiaries
Notes to Interim Condensed Consolidated Financial Statements (Unaudited)
                      March 31, 1998
                                
The following table sets forth the computation of basic and
diluted earnings per share:

                           Three Months Ended    Six Months Ended
                                         March 31,            March 31,
                                    1998         1997      1998      1997
                                  -------      -------   -------   -------
                                      (In thousands)       (In thousands)
                                                       
  Numerator
     Numerator for basic and 
     diluted earnings per share - 
        net income                $ 2,037     $ 1,769   $ 4,296    $ 3,672
                                   ======      ======    ======     ======      
  Denominator
     Denominator for basic earnings 
     per share - weighted average 
     shares                        11,998      11,996    11,997     11,994
     Effect of dilutive securities:
          Employee stock options        2           -         3          -
          Warrants                     11           4        11          4
                                   ------      ------    ------     ------
      Dilutive potential common 
      shares                           13           4        14          4
                                   ------      ------    ------     ------
     Denominator for diluted earnings 
     per share - adjusted weighted  
     average  shares and assumed 
     conversions                   12,011      12,000    12,011     11,998
                                   ======      ======    ======     ======
     Basic earnings per share      $ 0.17      $ 0.15    $ 0.36     $ 0.31
                                   ======      ======    ======     ======
     Diluted earnings per share    $ 0.17      $ 0.15    $ 0.36     $ 0.31
                           ======      ======    ======     ======

      For  the  three  months ended March 31,  1998,  options  to
purchase  629,519 weighted average shares of common stock  at  an
average price of $13.35 per share were outstanding.  For the  six
months ended March 31, 1998, options to purchase 592,088 weighted
average shares of common stock at an average price of $13.46  per
share  were outstanding.  These options were not included in  the
computation  of diluted earnings per share because  the  options'
exercise price was greater than the average market price  of  the
common shares and, therefore, the effect would be anti-dilutive.

      For  the  three  months ended March 31,  1997,  options  to
purchase  639,519 weighted average shares of common stock  at  an
average price of $13.16 per share were outstanding.  For the  six
months ended March 31, 1997, options to purchase 636,393 weighted
average shares of common stock at an average price of $13.19  per
share  were outstanding.  These options were not included in  the
computation  of diluted earnings per share because  the  options'
exercise  price  was  greater than the average  market  price  of
common shares and, therefore, the effect would be anti-dilutive.

Note E - Changes in Capital Structure

      In  1997,  the Financial Accounting Standards Board  issued
Statement of Financial Accounting Standard No. 129, Disclosure of
Information  about  Capital Structure.  Statement  129  requires,
among  other things, an entity to disclose changes in its capital
structure since the date of the most recent annual balance sheet.

      As of February 4, 1998, 285,417 of the remaining shares  of
Class  B  Voting  Common Stock held by the former  President  and
Chief  Executive Officer, Courtland L. Logue, Jr., were converted
to publicly traded Class A Non-Voting Common Stock as a result of
an  out  of court settlement reached between the Company and  Mr.
Logue.   The  majority holder of the Class B Voting Common  Stock
previously  had  approved and implemented the conversion  of  Mr.
Logue's  other 682,325 shares from Class B to Class A during  the
Company's Fiscal Year ended September 30, 1996 and the first half
of  Fiscal  year  ended September 30, 1997. The Company  received
10,000 shares from Mr. Logue.

              EZCORP, Inc. and Subsidiaries
Notes to Interim Condensed Consolidated Financial Statements (Unaudited)
                    March 31, 1998

The  Company  accounted for the receipt  of  these  shares  as  a
capital transaction and has excluded this from the calculation of
net income.  Please refer to Note H for additional information.

     On March 2, 1998, the Company issued 5,767 shares of Class A
Non-Voting Common Stock as a matching contribution to its  401(k)
Plan.

      On  March 20, 1998, the sole shareholder of Class B  Voting
Common  Stock  approved and implemented the conversion  of  4,827
shares from Class B into the same number of shares of Class A Non-
voting Common Stock.
                                
Note F - Litigation

      The  Company is involved in litigation relating  to  claims
that  arise  from  time to time from normal business  operations.
Currently, the Company is a defendant in several lawsuits.   Some
of  these lawsuits involve claims for substantial amounts.  While
the  ultimate  outcome  of these lawsuits involving  the  Company
cannot  be  ascertained, after consultation with counsel,  it  is
management's opinion that the resolution of these suits will  not
have  a  material  adverse  effect  on  the  Company's  financial
condition  or results of operations.  However, there  can  be  no
assurance as to the ultimate outcome of these matters.

     The Company is the nominal defendant in a lawsuit filed July
18,  1997 by a holder of thirty-nine (39) shares of Company stock
styled  for the benefit of the Company against certain  directors
of  the  Company  in the Castle County Court of Chancery  in  the
State  of  Delaware.   The suit alleges the  defendants  breached
their  fiduciary  duties  to  the Company  in  approving  certain
management incentive compensation arrangements and an affiliate's
financial advisory services contract with the Company.  The  suit
seeks recision of the subject agreements, unspecified damages and
expenses,  including  plaintiff's legal fees.     The  defendants
have filed a motion to dismiss which is pending before the court.

Note G - Investment in Unconsolidated Affiliate

      On  March 24, 1998, the Company announced that it acquired,
in  a  private  transaction, just under 30%  of  the  outstanding
shares  of  Albemarle  & Bond Holdings plc  ("A&B"),  a  publicly
traded  company headquartered in Bristol, England.  The Company's
investment  totaled  approximately $10.3 million  for  11,380,000
shares.   A&B  currently  operates 25  pawnshops  in  the  United
Kingdom.   The  acquisition is accounted  for  using  the  equity
method of accounting for investments in common stock.

Note H - Other Events

      Pursuant to a settlement agreement dated February 4,  1998,
the  Company  and  its  founder and former  President  and  Chief
Executive  Officer, Courtland L. Logue, Jr., reached  an  out  of
court  settlement to the lawsuit styled EZCORP, Inc. v. Courtland
L.  Logue,  Jr.,  in the 201st District Court of  Travis  County,
Texas.   Under the terms of the settlement, which closed February
18,  1998,  both the Company and Mr. Logue released their  claims
against  each  other,  including all  claims  under  Mr.  Logue's
employment  agreement, and neither party admitted  any  liability
nor paid any cash consideration to the other.

      The Company agreed to accelerate the release of contractual
restrictions  on  the transfer of Mr. Logue's 967,742  shares  of
common  stock,  which  converted, as of  February  18,  1998,  to
publicly  traded Class A Non-Voting Common Stock.   In  exchange,
Mr.  Logue  agreed to assign 10,000 shares of his  stock  to  the
Company.

              EZCORP, Inc. and Subsidiaries
Notes to Interim Condensed Consolidated Financial Statements (Unaudited)
                    March 31, 1998

      The  settlement released 191,548 shares immediately, and  a
like  amount will be released on October 29, 1998.  An additional
95,774  shares  will  be released from restrictions  on  each  of
October 29, 1999 and October 29, 2000, with the remaining 40%  of
the shares to be released in July, 2001, as originally scheduled.
The Company and Mr. Logue also clarified the scope of Mr. Logue's
continuing  non-competition agreement,  negotiated  a  five  year
limitation  on  Mr.  Logue's financial investments  in  competing
pawnshop  businesses and negotiated renewal options with  respect
to certain existing real estate leases for store locations.

Item 2.Management's Discussion and Analysis of Financial
     Condition and Results of Operations

      The discussion in this section of this report contains
forward-looking   statements   that   involve   risks    and
uncertainties.   The Company's actual results  could  differ
materially from those discussed herein.  Factors that  could
cause or contribute to such differences include, but are not
limited  to,  those  discussed in  this  section  and  those
discussed elsewhere in this report.

Second Quarter Ended March 31, 1998 vs. Second Quarter Ended
March 31, 1997

      The  following  table sets forth selected,  unaudited,
consolidated financial data with respect to the Company  for
the three months ended March 31, 1998 and 1997.

                                       Three Months Ended     % or
                                         March 31,(a)      Point
                                              1998          1997   Change(b)
                                            --------     -------   --------
                                                          
Net Revenues:
     Sales                                  $30,674      $28,108     9.1%
     Pawn service charges                    19,006       18,188     4.5%
                                             ------       ------
       Total revenues                        49,680       46,296     7.3%
     Cost goods sold                         25,369       23,018    10.2%
                                             ------       ------
       Net revenues                         $24,311      $23,278     4.4%
                                             ======       ======
Other Data:
     Gross profit as a percent of sales       17.3%        18.1%  (0.8) pt.
     Average annual inventory turnover         2.6x         2.8x     (0.2)x
     Average inventory balance per location 
     as of the end of the quarter              $140         $125      12.0%
     Average loan balance per location 
     as of the end of the quarter              $132         $136     (2.9)%
     Average yield on loan portfolio           211%         212%  (1.0) pt.
     Redemption rate                            79%          80%  (1.0) pt.

Expenses as a Percent of Total Revenues:
     Operating                                31.8%        33.3% (1.5) pts.
     Administrative                            6.3%         6.5%  (0.2) pt.
     Depreciation and amortization             3.7%         3.9%  (0.2) pt.
     Interest, net                             0.5%         0.5%   0.0 pts.

Locations in Operation:
     Beginning of period                        250         248
     Acquired                                     1           -
     Established                                 11           1
     Sold, combined or closed                     -          (2)
                                              -----       -----
     End of period                              262         247
Average locations in operation during the     =====       =====
period(c)                                     256.0       247.5
                                      =====       =====
- ------------------------------------------
a    In  thousands,  except percentages, inventory  turnover
     and store count.
b    In  comparing  the  period differences  between  dollar
     amounts  or store counts, a percentage change is  used.
     In   comparing  the  period  differences  between   two
     percentages, a percentage point (pt.) change is used.
c    Average  locations in operation during  the  period  is
     calculated based on the average of the stores operating
     at the beginning and end of such period.

Six  Months Ended March 31, 1998 vs. Six Months Ended  March
31, 1997
      The  following  table sets forth selected,  unaudited,
consolidated financial data with respect to the Company  for
the six months ended March 31, 1998 and 1997.

                                        Six Months Ended       % or
                                        March 31,(a)        Point
                                              1998          1997    Change(b)
                                          ---------    ---------    ---------
                                                           
Net Revenues:
     Sales                                $ 61,630      $ 55,209     11.6%
     Pawn service charges                   39,994        36,929      8.3%
                                           -------       -------
       Total revenues                      101,624        92,138     10.3%
     Cost of goods sold                     51,449        45,531     13.0%
                                           -------       -------   
       Net revenues                       $ 50,175      $ 46,607      7.7%
                                           =======       =======
Other Data:
     Gross profit as a percent of sales      16.5%         17.5%   (1.0) pt.
     Average annual inventory turnover        2.6x          2.6x        0.0x
     Average inventory balance per location 
     as of the end of the quarter             $140          $125       12.0%
     Average loan balance per location 
     as of the end of the quarter             $132          $136      (2.9)%
     Average yield on loan portfolio          208%          214%  (6.0) pts.
     Redemption rate                           77%           79%  (2.0) pts.

Expenses as a Percent of Total Revenues:
     Operating                               32.0%         33.0%   (1.0) pt.
     Administrative                           6.4%          6.7%   (0.3) pt.
     Depreciation and amortization            3.6%          4.0%   (0.4) pt.
     Interest, net                            0.6%          0.6%    0.0 pts.

Locations in Operation:
     Beginning of period                       249           246
     Acquired                                    2             -
     Established                                12             3
     Sold, combined or closed                   (1)           (2)
                                             -----         -----
     End of period                             262           247
Average locations in operation during the    =====         =====
period(c)                                    255.5         246.5
                                     =====         =====
- -----------------------------------------
a    In  thousands,  except percentages, inventory  turnover
     and store count.
b    In  comparing  the  period differences  between  dollar
     amounts  or store counts, a percentage change is  used.
     In   comparing  the  period  differences  between   two
     percentages, a percentage point (pt.) change is used.
c    Average  locations in operation during  the  period  is
     calculated based on the average of the stores operating
     at the beginning and end of such period.

Results  of  Operations

      The following discussion compares results for the three- and 
six-month periods  ended  March  31,  1998 ("Fiscal 1998 Periods") 
to the three- and six-month periods ended March 31, 1997  ("Fiscal 
1997 Periods").  The discussion should be read in conjunction with 
the accompanying financial  statements and related notes.

      During  the  three-month Fiscal 1998  Period,  the  Company
opened eleven (11) newly established stores and acquired one  (1)
store.   During the twelve (12) months ended March 31, 1998,  the
Company  opened fourteen (14) newly established stores,  acquired
two  (2) stores and closed one (1) store.  At March 31, 1998, the
Company operated 262 stores in thirteen (13) states.

      The Company's primary activity is the making of small, non-
recourse loans secured by tangible personal property.  The income
earned on this activity is pawn service charge revenue.  For  the
three-month  Fiscal  1998  Period, pawn  service  charge  revenue
increased $0.8 million from the three-month Fiscal 1997 Period to
$19.0 million.  This resulted from an increase in same store pawn
service charge revenue ($0.4 million) and the pawn service charge
revenue  from  new  stores not open the full  three-month  period
($0.4  million).  The annualized yield on the average  pawn  loan
balance  decreased  one percentage point  from  the  Fiscal  1997
Period  to  211%.   Average same store  loan  balances  were  two
percent above the three month Fiscal 1997 Period.

      For  the six-month Fiscal 1998 Period, pawn service  charge
revenue  increased  $3.1 million from the six-month  Fiscal  1997
Period to $40.0 million.  This resulted from an increase in  same
store  pawn  service charge revenue ($2.4 million) and  the  pawn
service  charge revenue from new stores not open  the  full  six-
month  period  ($0.7 million).  At March 31, 1998,  average  same
store  pawn loan balances were nine percent above March 31, 1997.
The  annualized yield on the average pawn loan balance  decreased
six  percentage points from the Fiscal 1997 Period to 208%.  This
decrease  was primarily due to a shift in pawn loan  balances  to
states  with lower pawn service charge rates since the  six-month
Fiscal 1997 Period.

      A  secondary, but related, activity of the Company  is  the
sale  of  merchandise, primarily collateral  forfeited  from  its
lending activity.  For the three-month Fiscal 1998 Period,  sales
increased approximately $2.6 million from the three-month  Fiscal
1997  Period to approximately $30.7 million.  This resulted  from
an  increase in same store merchandise sales ($2.5 million),  new
store  sales  ($0.7 million), offset by lower scrapping  activity
($0.5  million), and by closed store sales ($0.1 million).   Same
store sales for the three-month Fiscal 1998 Period increased nine
percent from the three-month Fiscal 1997 Period.

      For  the  six-month  Fiscal 1998  Period,  sales  increased
approximately $6.4 million from the six-month Fiscal 1997  Period
to  approximately $61.6 million.  This resulted from an  increase
in  same store merchandise sales ($5.8 million), new store  sales
($1.2   million),  offset  by  lower  scrapping  activity   ($0.4
million),  and by closed store sales ($0.2 million).  Same  store
sales  for  the  six-month  Fiscal 1998 Period  increased  eleven
percent from the six-month Fiscal 1997 Period.  Inventory  levels
per store were twelve percent higher than the prior period due to
higher  average loan balances during the preceding months in  the
six-month Fiscal 1998 Period (approximately $140,000 in the  six-
month Fiscal 1998 Period as compared to $125,000 in the six-month
Fiscal  1997  Period).  Inventory turnover,  at  2.6  times,  was
unchanged in the six-month Fiscal 1998 Period compared to the six-
month Fiscal 1997 Period.

      The  Company's  gross  margin  level  (gross  profit  as  a
percentage  of  merchandise  sales)  results  from,  among  other
factors,  the composition, quality and age of its inventory.   At
March  31, 1998 and 1997, respectively, the Company's inventories
consisted  of  approximately 66 and  65  percent  jewelry  (e.g.,
ladies' and men's rings, chains, bracelets, etc.) and 34  and  35
percent  general  merchandise (e.g.,  televisions,  VCRs,  tools,
sporting  goods, musical instruments, firearms, etc.).  At  March
31,  1998 and 1997, respectively, 87% and 80% of the jewelry  was
less  than  twelve  months old based on  the  Company's  date  of
acquisition  (date  of  forfeiture  for  collateral  or  date  of
purchase)  as  was  approximately 95%  and  90%  of  the  general
merchandise inventory for each period.

      For the three-month Fiscal 1998 Period, gross profits as  a
percentage  of  merchandise sales decreased 0.8 percentage  point
from  the  three-month Fiscal 1997 Period to 17.3 percent.   This
decrease results from lower

gross margins on merchandise sales (1.6 percentage points) offset
by  a  reduction  in  inventory  shrinkage  when  measured  as  a
percentage  of  merchandise sales (down 0.2 percentage  point  to
approximately 1.2 percentage points) and higher gross  profit  on
wholesale and scrap jewelry sales (0.6 percentage point).

      For  the six-month Fiscal 1998 Period, gross profits  as  a
percentage  of  merchandise sales decreased 1.0 percentage  point
from  the  six-month  Fiscal 1997 Period to 16.5  percent.   This
decrease  results  from lower margins on merchandise  sales  (1.0
percentage point) and lower gross profit on wholesale  and  scrap
jewelry sales (0.2 percentage point) and offset by a reduction in
inventory shrinkage when measured as a percentage of  merchandise
sales  (down 0.2 percentage point to approximately 1.2 percentage
points).

     In the three-month Fiscal 1998 Period, operating expenses as
a  percentage  of total revenues decreased 1.5 percentage  points
from the three-month Fiscal 1997 Period to 31.8%.  Administrative
expenses decreased 0.2 percentage point in the three-month Fiscal
1998  Period  to  6.3%.  These decreases result from  the  higher
level  of  revenues relative to these expenses in the three-month
Fiscal 1998 Period.

     In the six-month Fiscal 1998 Period, operating expenses as a
percentage of total revenues decreased 1.0 percentage point  from
the six-month Fiscal 1997 Period to 32%.  Administrative expenses
decreased  0.3  percentage  point in the  six-month  Fiscal  1998
Period  to 6.4%.  These decreases result largely from the  higher
level of revenues in the six-month Fiscal 1998 Period.

Liquidity and Capital Resources

      Net cash provided by operating activities for the six-month
Fiscal 1998 Period was $11.2 million as compared to $11.7 million
provided in the six-month Fiscal 1997 Period.  Improved operating
results and lower pawn service charge revenue offset by increases
in  inventory and prepaid expenses were the main factors for  the
reduced cash provided by operating activities.  Net cash used  in
investing  activities was $9.0 million for the  six-month  Fiscal
1998 Period compared to $1.5 million used in the six-month Fiscal
1997  period.   The  change  is due to  decreases  in  pawn  loan
balances   offset   by  the  investment  in  the   unconsolidated
affiliate, Albemarle & Bond Holdings plc, and by higher levels of
capital  expenditures and acquisitions for the  six-month  Fiscal
1998 Period.

       In   the   Fiscal   1998  Period,  the  Company   invested
approximately $7.6 million to open twelve (12) newly  established
stores, to acquire two (2) stores, to upgrade or replace existing
equipment and computer systems, and for improvements at  existing
stores.  The Company funded these expenditures largely from  cash
flow provided by operating activities.  The Company plans to open
approximately  50  stores  during  fiscal  1998,  including   the
thirteen net stores already opened.  The Company anticipates that
cash  flow from operations and funds available under its existing
bank  line  of  credit should be adequate to fund  these  capital
expenditures  and  expected pawn loan growth  during  the  coming
year.   There  can be no assurance, however, that  the  Company's
cash  flow  and  line of credit will provide adequate  funds  for
these capital expenditures.

     The Company's current revolving line of credit agreement was
amended  on  May  9,  1997 and matures January  30,  2000.   That
agreement  requires, among other things, that  the  Company  meet
certain  financial  covenants.  Borrowings  under  the  line  are
unsecured  and bear interest at the bank's Eurodollar  rate  plus
1.0%.  The  amount which the Company can borrow  is  based  on  a
percentage  of  its  inventory levels and outstanding  pawn  loan
balance, up to $50.0 million.  At March 31, 1998, the Company had
approximately $17 million outstanding on the credit facility  and
additional borrowing capacity of approximately $24 million.

Seasonality

      Historically, pawn service charge revenues are  highest  in
the  fourth  fiscal quarter (July, August and September)  due  to
higher loan demand during the summer months and merchandise sales
are  highest  in  the first and second fiscal  quarters  (October
through March) due to the holiday season and tax refunds.

Year 2000

     The Company, like many companies, faces the Year 2000 Issue.
This  is  a  result of computer programs being written using  two
digits  rather than four (for example, "98" for 1998)  to  define
the  applicable  year.  Any of the Company's programs  that  have
time-sensitive software may recognize a date using  "00"  as  the
year 1900 rather than the year 2000.  In some cases, the new date
will  cause  computers to stop operating, while in  other  cases,
incorrect  output may result.  Since the Company is currently  in
the  process of replacing and upgrading its computer hardware and
software  systems,  the Company believes  that  there  is  little
business risk attributable to the Year 2000 issue.

Forward-Looking Information

     This Quarterly Report on Form 10-Q includes "forward-looking
statements"  within the meaning of Section 27A of the  Securities
Act  of  1933,  as  amended, and Section 21E  of  the  Securities
Exchange  Act  of  1934, as amended.  All statements  other  than
statement of historical information provided herein are  forward-
looking  and  may  contain information about  financial  results,
economic conditions, trends and known uncertainties.  The Company
cautions  the reader that actual results could differ  materially
from  those  expected by the Company depending on the outcome  of
certain factors, including without limitation (i) fluctuations in
the  Company's  inventory and loan balances, inventory  turnover,
average  yield  on  loan portfolio, redemption rates,  labor  and
employment matters, competition, operating risk, acquisition  and
expansion risk, liquidity and capital requirements and the effect
of  government  and environmental regulations  and  (ii)  adverse
changes  in  the market for the Company's services.  Readers  are
cautioned  not  to place undue reliance on these  forward-looking
statements, which speak only as of the date hereof.  The  Company
undertakes no obligations to release publicly the results of  any
revisions to these forward-looking statements which may  be  made
to  reflect  events  or  circumstances  after  the  date  hereon,
including  without limitation, changes in the Company's  business
strategy  or  planned capital expenditures,  or  to  reflect  the
occurrence of unanticipated events.

                             PART II
Item 1. Legal Proceedings

     The Company is the nominal defendant in a lawsuit filed July
18,  1997 by a holder of thirty-nine (39) shares of Company stock
styled  for the benefit of the Company against certain  directors
of  the  Company  in the Castle County Court of Chancery  in  the
State  of  Delaware.   The suit alleges the  defendants  breached
their  fiduciary  duties  to  the Company  in  approving  certain
management incentive compensation arrangements and an affiliate's
financial advisory services contract with the Company.  The  suit
seeks recision of the subject agreements, unspecified damages and
expenses,  including  plaintiff's legal fees.     The  defendants
have filed a motion to dismiss which is pending before the court.

Item 2. Changes in Securities

     Not Applicable

Item 3. Defaults Upon Senior Securities

     Not Applicable

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

      On  March  12, 1998, the sole shareholder of  the  Class  B
Voting  Common Stock approved Ernst & Young LLP to serve  as  the
Company's auditors for the ensuing year and elected the following
persons as directors of the Company:

       Sterling B. Brinkley          Mark C. Pickup
       Vincent A. Lambiase           Richard D. Sage
       Dan N. Tonissen               John E. Cay, III
       J. Jefferson Dean

     The Company's Class B Voting Common Stock was the only class
entitled  to vote on these matters. The sole shareholder  of  the
Company holds all 1,190,057 shares of outstanding Class B  Voting
Common Stock.

Item 5. Other Information

     Not Applicable

Item 6. Exhibits and Reports on Form 8-K

       (a)  Exhibits                                  Incorporated by
            Number            Description               Reference to
            -----------  ---------------------------  ---------------
            Exhibit 3.6  Certificate of Amendment to
                         Certificate of Incorporation 
                         of EZCORP, Inc.               Filed herewith

            Exhibit 27   Financial Data Schedule       Filed herewith

       (b)  Reports on Form 8-K
            The Company has not filed any reports on Form 8-K for the 
            quarter ended March 31, 1998.

                            SIGNATURE

      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.

                                        EZCORP, INC.
                                  --------------------------
                                        (Registrant)

Date:   May 14, 1998          By:     /s/ DAN N. TONISSEN
                                  --------------------------
                                           (Signature)

                              Dan N. Tonissen
                              Senior Vice President and
                              Chief Financial Officer

  

 5
 1,000

                   6-MOS
                          SEP-30-1998
                               MAR-31-1998
                                             974
                                         0
                                   44,636
                                         0
                                     36,638
                                86,558
                                          60,319
                                  25,986
                                 151,324
                            8,207
                                              0
                                0
                                          0
                                           120
                                     125,697
                   151,324
                                         61,630
                               101,624
                                           51,449
                                   94,075
                                     0
                                     0
                                 621
                                  6,928
                                     2,632
                              4,296
                                       0
                                      0
                                            0
                                     4,296
                                     0.36
                                     0.36

1

                           Exhibit 3.6
                                
                    CERTIFICATE OF AMENDMENT
                               TO
                  CERTIFICATE OF INCORPORATION
                               OF
                          EZCORP, INC.

     It is hereby certified that:

    I.      The  name  of the corporation (the "Corporation")  is
EZCORP, Inc.
     
   II.     The Certificate of Incorporation of the Corporation is
hereby  amended  by striking out the first paragraph  of  Article
FOURTH and by substituting in lieu thereof the following:
     
               "FOURTH:  The total number of shares of stock
     which the Corporation shall have authority to issue  is
     forty-six  million  one  hundred ninety-eight  thousand
     nine  hundred  ninety (46,198,990)  shares  of  capital
     stock,  classified  as  (i)  five  million  (5,000,000)
     shares  of  preferred stock, par value $.01  per  share
     ("Preferred  Stock"),  (ii) forty million  (40,000,000)
     shares  of  Class A Non-Voting Common Stock, par  value
     $.01 per share ("Class A Non-Voting Common Stock"), and
     (iii)  one  million one hundred ninety  eight  thousand
     nine  hundred  ninety (1,198,990)  shares  of  Class  B
     Voting Common Stock, par value $.01 per share ("Class B
     Voting Common Stock")."
     
  III.      The  amendment  to the Certificate  of  Incorporation
herein  certified  has  been duly approved by  the  Corporation's
Board of Directors and was duly adopted by written consent of the
stockholders  in accordance with the provisions of  Sections  228
and 242 of the General Corporation Law of the State of Delaware.

       EXECUTED this 13th day of March, 1998.

                                 EZCORP, INC.

                                 By:    /s/ VINCENT A. LAMBIASE
                                     -----------------------------
                                     Vincent A. Lambiase, President 
                                     and Chief Executive Officer