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 June 30, 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  June  30,  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 -
       June 30, 1998 and September 30, 1997                1

       Condensed Consolidated Statements of Operations -
       Three and Nine Months Ended June 30, 1998 and 1997  2

       Condensed Consolidated Statements of Cash Flows -
       Nine Months Ended June 30, 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)

                                               June 30,    September 30,
                                                 1998           1997
                                        ---------   -------------

ASSETS:
     Current assets:
       Cash and cash equivalents               $     1,624  $       829
       Pawn loans receivable                        43,057       42,837
       Service charge receivable                    12,523       13,130
       Inventories (net)                            37,457       39,258
       Deferred tax asset                            1,364        1,889
       Other                                         2,851        1,965
                                                  --------     --------
          Total current assets                      98,876       99,908

     Investment in unconsolidated affiliate         10,583            -
     Property and equipment, net                    37,752       32,586

     Other assets:
       Deferred tax asset                            1,730        1,730
       Other assets, net                            18,365       16,827
                                                  --------     --------
          Total assets                           $ 167,306    $ 151,051
                                                  ========     ========
LIABILITIES AND STOCKHOLDERS' EQUITY:
     Current liabilities:
       Current maturities of long-term debt      $       9     $      9
       Accounts payable and accrued expenses         6,055        7,715
       Other                                         1,982        2,733
                                                  --------      -------
          Total current liabilities                  8,046       10,457

     Long-term debt less current maturities         31,126       19,133
     Other long-term liabilities                       165            -
                                                  --------      -------
          Total long-term liabilities               31,291       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 June 30, 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 June 30, 
       1998 (1,480,301 shares issued and outstanding 
       at September 30, 1997)
       Additional paid-in capital                  114,398      114,338
       Retained earnings                            14,215        7,767
       Other                                          (764)        (764)
                                                  --------     --------
          Total stockholders' equity               127,969      121,461
          Total liabilities and stockholders'     --------     -------- 
          equity                                 $ 167,306    $ 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      Nine Months Ended
                                        June 30,               June 30,
                                   ------------------      -----------------
                                      1998       1997        1998       1997
                            --------  --------    --------  ---------

Revenues:
     Sales                        $  24,942  $ 22,938    $ 86,572  $ 78,147
     Pawn service charges            20,268    19,467      60,263    56,396
                                   --------   -------     -------   -------
       Total revenues                45,210    42,405     146,835   134,543

Cost of goods sold                   20,231    18,578      71,680    64,109
                                   --------   -------     -------   -------
     Net revenues                    24,979    23,827      75,155    70,434

Operating expenses:
     Operations                      16,314    15,178      48,822    45,624
     Administrative                   2,903     3,391       9,400     9,575
     Depreciation and amortization    1,930     1,902       5,553     5,618
                                   --------   -------     -------   -------
       Total operating expenses      21,147    20,471      63,775    60,817
                                   --------   -------     -------   -------
Operating income                      3,832     3,356      11,380     9,617

Interest expense                        358       153         979       675
                                   --------   -------     -------   -------
Income before income taxes            3,474     3,203      10,401     8,942

Income tax expense                    1,320     1,153       3,952     3,220
                                    -------   -------     -------    ------
Net income                         $  2,154  $  2,050    $  6,449   $ 5,722
                                    =======   =======     =======    ======
Basic and diluted 
earnings per share                 $   0.18  $   0.17    $   0.54   $  0.48
                                    =======   =======     =======    ======
Weighted average shares 
outstanding
     Basic                     12,001,598  11,995,832  11,998,408 11,994,786
                               ==========  ==========  ========== ==========
     Diluted                   12,017,688  12,003,459  12,014,366 12,000,272
                               ==========  ==========  ========== ==========

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

                  EZCORP, Inc. and Subsidiaries
   Condensed Consolidated Statements of Cash Flows (Unaudited)
                     (Dollars in thousands)
                                                Nine Months Ended
                                                     June 30,
                                                ------------------
                                                  1998      1997
                                         --------- --------

OPERATING ACTIVITIES:
     Net income                              $  6,449     $  5,722
     Adjustments to reconcile net income 
     to net cash provided by operating 
     activities:
       Provision for store closings                 -          493
       Depreciation and amortization            5,553        5,618
       Deferred income taxes                      525         (103)
       Gain on sale of assets                    (106)           -
       Changes in operating assets and 
       liabilities:
          (Increase)/decrease in service 
          charge receivable                       730       (1,692)
          Decrease in inventories               1,967        3,266
          (Increase)/decrease in prepaid 
          expenses and other assets            (1,253)         446
          Decrease in accounts payable and 
          accrued expenses                     (1,604)        (413)
          Increase/(decrease) in customer 
          layaway deposits                         59         (193)
          Increase in other long-term 
          liabilities                             165            -
          Decrease in income taxes payable       (821)         (90)
                                              -------      -------
            Net cash provided by operating 
            activities                         11,664       13,054

INVESTING ACTIVITIES:
     Pawn loans forfeited and transferred 
     to inventories                            42,653       36,720
     Pawn loans made                         (127,722)    (123,936)
     Pawn loans repaid                         85,268       81,159
                                              -------      -------
          Net (increase)/decrease in loans        199       (6,057)

     Additions to property, plant, and 
     equipment                                (10,254)      (3,904)
     Acquisition(s), net of cash acquired      (2,427)           -
     Investment in unconsolidated affiliate   (10,583)           -
     Sale of assets                               203            -
                                              -------      -------
            Net cash used in investing 
            activities                        (22,862)      (9,961)

FINANCING ACTIVITIES:
     Proceeds from bank borrowings             31,000        9,000
     Payments on borrowings                   (19,007)     (12,271)
                                              -------      -------
          Net cash provided by/(used in)
          financing activities                 11,993       (3,271)
                                              -------      -------
Increase/(decrease) in cash and cash 
equivalents                                       795         (178)
              
Cash and cash equivalents at beginning 
of period                                         829        1,419
     Cash and cash equivalents at end          ------       ------
     of period                                $ 1,624      $ 1,241
                                               ======       ======
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)
                          June 30, 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 nine-month periods ended
June  30,  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  June  30,  1998,
inventory reserves were $6.6 million.

       Property   and  equipment  is  shown  net  of  accumulated
depreciation of $27.7 million and $22.8 million at June 30,  1998
and September 30, 1997, respectively.

Note C - 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)
                          June 30, 1998
                                
The following table sets forth the computation of basic and
diluted earnings per share:

                                      Three Months Ended   Nine Months Ended
                                            June 30,            June 30,
                                      ------------------   -----------------
                                      1998         1997    1998        1997
                                      --------- --------   -------- --------
                                         (In thousands)      (In thousands)
                                                        
  Numerator
     Numerator for basic and 
     diluted earnings per share
       -  net  income                $ 2,154   $ 2,050   $ 6,449    $ 5,722
  Denominator                         ======    ======    ======     ======
     Denominator for basic 
     earnings per share - weighted
     average shares                   12,002    11,996    11,998     11,995
     Effect of dilutive securities:
          Employee stock options           4         -         4          -
           Warrants                       12         7        12          5
                                      ------    ------    ------     ------
     Dilutive potential common shares     16         7        16          5
                                      ------    ------    ------     ------
     Denominator for diluted earnings 
     per share - adjusted weighted  
     average  shares and assumed 
     conversions                      12,018   12,003     12,014     12,000
                                      ======   ======     ======     ======
     Basic earnings per share        $  0.18  $  0.17    $  0.54    $  0.48
                                      ======   ======     ======     ======
     Diluted earnings per share      $  0.18  $  0.17    $  0.54    $  0.48
                              ======   ======     ======     ======
      For  the  three  months ended June  30,  1998,  options  to
purchase  626,451 weighted average shares of common stock  at  an
average price of $13.35 per share were outstanding.  For the nine
months  ended June 30, 1998, options to purchase 603,542 weighted
average shares of common stock at an average price of $13.42  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 June  30,  1997,  options  to
purchase  559,417 weighted average shares of common stock  at  an
average price of $13.62 per share were outstanding.  For the nine
months  ended June 30, 1997, options to purchase 567,246 weighted
average shares of common stock at an average price of $13.67  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 D - 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 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.   As
part  of such settlement, the Company received 10,000 shares from
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

                  EZCORP, Inc. and Subsidiaries
  Notes to Interim Condensed Consolidated Financial Statements
                           (Unaudited)
                          June 30, 1998
                                
half  of  Fiscal  year ended September 30, 1997. Certain  of  the
shares  that have been converted to publicly-traded  Class  A  as
discussed   in  this  paragraph  remain  subject  to  contractual
restrictions on their transfer.  The schedule for the release  of
such  restrictions is discussed in Note G.  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 G 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.  The conversion of these shares will  occur
during the fourth fiscal quarter.
                                
Note E - 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 F - 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 $10.6 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 G - 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)
                          June 30, 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.

Note H - Subsequent Events

      On July 27, 1998, the Board of Directors declared an annual
$0.05  per  share  cash  dividend payable quarterly.   The  first
quarterly  dividend  of  $0.0125  per  share  will  be  paid   to
shareholders  of record on August 11, 1998 and will  be  paid  by
August 25, 1998.

      On  July  27,  1998,  the Board of Directors  approved  the
repurchase of up to 2,000,000 shares of the Company's Class A Non-
voting Common Stock in open market transactions over the next  12
months.

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.

Third  Quarter  Ended June 30, 1998 vs. Third Quarter  Ended
June 30, 1997

      The  following  table sets forth selected,  unaudited,
consolidated financial data with respect to the Company  for
the three months ended June 30, 1998 and 1997.

                                        Three Months Ended        % or
                                             June 30,(a)         Point
                                           1998     1997        Change(b)
                                        -------------------     ---------
                                                        
Net Revenues:
     Sales                              $ 24,942  $ 22,938          8.7%
     Pawn service charges                 20,268    19,467          4.1%
                                         -------   -------
       Total revenues                     45,210    42,405          6.6%
     Cost goods sold                      20,231    18,578          8.9%
                                         -------   -------
       Net revenues                     $ 24,979  $ 23,827          4.8%
                                         =======   =======
Other Data:
     Gross profit as a percent of sales    18.9%     19.0%      (0.1) pt.
     Average annual inventory turnover      2.2x      2.4x         (0.2)x
     Average inventory balance per 
       location as of the
       end of the quarter                   $136      $131           3.8%
     Average loan balance per 
       location as of the end
       of the quarter                       $157      $164         (4.3%)
     Average yield on loan portfolio        211%      212%      (1.0) pt.
     Redemption rate                         81%       80%        1.0 pt.

Expenses as a Percent of Total Revenues:
     Operating                             36.1%     35.8%        0.3 pt.
     Administrative                         6.4%      8.0%     (1.6) pts.
     Depreciation and amortization          4.3%      4.5%      (0.2) pt.
     Interest, net                          0.8%      0.4%        0.4 pt.

Locations in Operation:
     Beginning of period                     262       247
     Acquired                                  -         -
     Established                              13         1
     Sold, combined or closed                  -        -
                                           -----     -----
     End of period                           275       248
                                           =====     =====
Average locations in operation during 
the period(c)                              268.5     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.

Nine  Months Ended June 30, 1998 vs. Nine Months Ended  June
30, 1997
      The  following  table sets forth selected,  unaudited,
consolidated financial data with respect to the Company  for
the nine months ended June 30, 1998 and 1997.

                                         Nine Months Ended        % or
                                            June 30,(a)          Point
                                           1998      1997      Change(b)
                                        -------------------    ---------
                                                       
Net Revenues:
     Sales                              $ 86,572    $ 78,147        10.8%
     Pawn service charges                 60,263      56,396         6.9%
                                         -------     -------
       Total revenues                    146,835     134,543         9.1%
     Cost of goods sold                   71,680      64,109        11.8%
                                         -------     -------
       Net revenues                     $ 75,155    $ 70,434         6.7%
                                         =======     =======
Other Data:
     Gross profit as a percent of sales     17.2%      18.0%     (0.8) pt.
     Average annual inventory turnover       2.4x       2.5x        (0.1)x
     Average inventory balance 
       per location as of the
       end of the quarter                    $136       $131         3.8%
     Average loan balance per 
       location as of the end
       of the quarter                        $157       $164       (4.3%)
     Average yield on loan portfolio          207%      211%   (4.0) pts.
     Redemption rate                           78%       79%    (1.0) pt.

Expenses as a Percent of Total Revenues:
     Operating                               33.2%     33.9%    (0.7) pt.
     Administrative                           6.4%      7.1%    (0.7) pt.
     Depreciation and amortization            3.8%      4.2%    (0.4) pt.
     Interest, net                            0.7%      0.5%      0.2 pt.

Locations in Operation:
     Beginning of period                      249        246
     Acquired                                   1          -
     Established                               26          4
     Sold, combined or closed                  (1)       (2)
                                            -----      -----
     End of period                            275        248
Average locations in operation              =====      =====
during the period(c)                        262.0      247.0
                                    =====      =====
_______________________________________
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
nine-month periods ended June 30, 1998 ("Fiscal 1998 Periods") to
the  three-  and nine-month periods ended June 30, 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  thirteen (13) newly established stores.  During the  nine
months  ended  June 30, 1998, the Company opened twenty-six  (26)
newly  established stores, acquired one (1) store and closed  one
(1) store.  At June 30, 1998, the Company operated 275 stores  in
fourteen (14) 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
$20.3 million.  This resulted from an increase in same store pawn
service charge revenue ($0.2 million) and the pawn service charge
revenue  from  new  stores not open the full  three-month  period
($0.6  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  one
percent above the three month Fiscal 1997 Period.

      For  the nine-month Fiscal 1998 Period, pawn service charge
revenue  increased $3.9 million from the nine-month  Fiscal  1997
Period to $60.3 million.  This resulted from an increase in  same
store  pawn  service charge revenue ($2.6 million) and  the  pawn
service  charge revenue from new stores not open the  full  nine-
month  period  ($1.3  million).  At June 30, 1998,  average  same
store  pawn loan balances were seven percent above June 30, 1997.
The  annualized yield on the average pawn loan balance  decreased
four percentage points from the Fiscal 1997 Period to 207%.  This
decrease  was primarily due to a shift in pawn loan  balances  to
states  with lower pawn service charge rates since the nine-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 $2.0 million from the three-month  Fiscal
1997  Period to approximately $25.0 million.  This resulted  from
an  increase  in same store merchandise sales ($1.4 million)  and
new  store  sales  ($1.0  million),  offset  by  lower  scrapping
activity  ($0.4  million).  Same store sales for the  three-month
Fiscal  1998  Period increased six percent from  the  three-month
Fiscal 1997 Period.

      For  the  nine-month  Fiscal 1998 Period,  sales  increased
approximately $8.4 million from the nine-month Fiscal 1997 Period
to  approximately $86.6 million.  This resulted from an  increase
in  same store merchandise sales ($7.2 million), new store  sales
($2.2   million),  offset  by  lower  scrapping  activity   ($0.8
million),  and by closed store sales ($0.2 million).  Same  store
sales for the nine-month Fiscal 1998 Period increased ten percent
from  the  nine-month Fiscal 1997 Period.  Inventory  levels  per
store  were  four  percent higher than the prior  period  due  to
higher average loan balances during the preceding months.   These
higher  inventory  levels contributed to  the  same  store  sales
growth experienced for the 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
June  30,  1998 and 1997, respectively, the Company's inventories
consisted of approximately 65% and 64% jewelry (e.g., ladies' and
men's  rings,  chains, bracelets, etc.) and 35% and  36%  general
merchandise  (e.g.,  televisions, VCRs,  tools,  sporting  goods,
musical instruments, firearms, etc.).  At June 30, 1998 and 1997,
respectively,  87% and 83% 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 92% of the general merchandise  inventory
for each period.

      For the three-month Fiscal 1998 Period, gross profits as  a
percentage  of  merchandise sales decreased 0.1 percentage  point
from  the  three-month Fiscal 1997 Period to 18.9 percent.   This
decrease results from lower

gross margins on merchandise sales (1.3 percentage points) offset
by  a  reduction  in  inventory  shrinkage  when  measured  as  a
percentage  of  merchandise sales (down 0.2 percentage  point  to
approximately 1.3 percentage points) and higher gross  profit  on
wholesale and scrap jewelry sales (1.0 percentage point).

      For  the nine-month Fiscal 1998 Period, gross profits as  a
percentage  of  merchandise sales decreased 0.8 percentage  point
from  the  nine-month Fiscal 1997 Period to 17.2  percent.   This
decrease  results  from lower margins on merchandise  sales  (1.1
percentage point) offset by higher gross profit on wholesale  and
scrap  jewelry  sales (0.1 percentage point) and 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 increased 0.3 percentage  point
from  the three-month Fiscal 1997 Period to 36.1%.  This increase
results  largely from the thirteen (13) new store openings  which
occurred  in  the three-month Fiscal 1998 Period.  Administrative
expenses  decreased  1.6  percentage points  in  the  three-month
Fiscal  1998  Period  to 6.4%.  This decrease  results  from  the
higher  level of revenues relative to expenses in the three-month
Fiscal 1998 Period.

      In the nine-month Fiscal 1998 Period, operating expenses as
a  percentage  of  total revenues decreased 0.7 percentage  point
from  the nine-month Fiscal 1997 Period to 33.2%.  Administrative
expenses decreased 0.7 percentage point in the nine-month  Fiscal
1998  Period  to 6.4%.  These decreases result largely  from  the
higher level of revenues in the nine-month Fiscal 1998 Period.

Liquidity and Capital Resources

     Net cash provided by operating activities for the nine-month
Fiscal 1998 Period was $11.7 million as compared to $13.1 million
provided   in  the  nine-month  Fiscal  1997  Period.    Improved
operating  results  and  lower pawn  service  charge  receivable,
offset by increases in prepaid expenses and decreases in accounts
payable  and  accrued  expenses, were the main  factors  for  the
reduced cash provided by operating activities.  Net cash used  in
investing activities was $22.9 million for the nine-month  Fiscal
1998  Period  compared  to $9.9 million used  in  the  nine-month
Fiscal   1997  period.   The  investment  in  the  unconsolidated
affiliate, Albemarle & Bond Holdings plc was partially offset  by
a  lower level of investment in pawn loans outstanding and higher
levels  of capital expenditures and acquisition(s) for the  nine-
month Fiscal 1998 Period.

      In  the nine-month Fiscal 1998 Period, the Company invested
approximately  $12.7  million  to  open  twenty-six  (26)   newly
established  stores,  to acquire one (1)  store,  to  upgrade  or
replace   existing  equipment  and  computer  systems,  and   for
improvements  at  existing  stores.   The  Company  funded  these
expenditures from cash flow provided by operating activities  and
additional   bank  borrowings.   The  Company   plans   to   open
approximately 40 stores during fiscal 1998, including the twenty-
six 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.

      On July 27, 1998, the Board of Directors declared an annual
$0.05  per  share  cash  dividend payable quarterly.   The  first
quarterly  dividend  of  $0.0125  per  share  will  be  paid   to
shareholders  of record on August 11, 1998 and will  be  paid  on
August  25,  1998.  Also at this meeting, the Board of  Directors
approved  the  repurchase  of  up  to  2,000,000  shares  of  the
Company's  Class  A  Non-voting  Common  Stock  in  open   market
transactions  over  the next 12 months.  The Company  anticipates
that  cash  flow  from operations and funds available  under  its
existing  bank  line  of credit should be adequate  to  fund  the
payment  of dividends and the stock repurchase during the  coming
year.

     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, outstanding pawn loan balance
and  service charge receivable, up to $50.0 million.  At June 30,
1998, the Company had approximately $31.0 million outstanding  on
the   credit  facility  and  additional  borrowing  capacity   of
approximately $17.0 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.  The Company is currently  in  the
process  of  replacing  and upgrading its computer  hardware  and
software  systems; however, such conversions may not be completed
before  the  year  2000  impact.  As a  result,  the  Company  is
modifying  some  of its current systems and the  Company  expects
they  will  function properly with respect to dates in  the  year
2000 and thereafter.  The project is estimated to be completed by
March  1999,  and the costs, which will be expensed as  incurred,
are  expected  to not be material with respect to  the  financial
results.

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

        Not Applicable

Item 5. Other Information

        Not Applicable

Item 6. Exhibits and Reports on Form 8-K

            Exhibits                                          Incorporated by
            Number            Description                      Reference to
            ----------------  ------------------------        ---------------
       (a)  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 June 30, 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:   August 14, 1998       By:     /s/ DAN N. TONISSEN
                                 ------------------------------
                                           (Signature)

                              Dan N. Tonissen
                              Senior Vice President and
                              Chief Financial Officer

  

 5
 1000

                   9-MOS
                          SEP-30-1998
                               JUN-30-1998
                                           1,624
                                         0
                                   55,580
                                         0
                                     37,457
                                98,876
                                          65,196
                                  27,739
                                 167,306
                            8,046
                                              0
                                0
                                          0
                                           120
                                     127,849
                   167,306
                                         86,572
                               146,835
                                           71,680
                                  135,455
                                     0
                                     0
                                 979
                                 10,401
                                     3,952
                              6,449
                                       0
                                      0
                                            0
                                     6,449
                                     0.54
                                     0.54