SECURITIES AND EXCHANGE COMMISSION
                    WASHINGTON, DC  20549
                         FORM 10-Q/A
                        AMENDMENT #1
(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, 1997

                             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)
                              
                             NA
    (Former name, former address and former fiscal year,
                if changed since last report)
                              
      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__

            APPLICABLE ONLY TO CORPORATE ISSUERS:

      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  two
record holders.  There is no trading market for the Class  B
Voting Common Stock.

       As  of  June  30,  1997,  10,515,530  shares  of  the
registrant's Class A Non-Voting Common Stock, par value $.01
per  share and 1,480,301 shares of the registrant's Class  B
Voting   Common  Stock,  par  value  $.01  per  share   were
outstanding.

                        EZCORP, INC.
                    INDEX TO FORM 10-Q/A
                        AMENDMENT #1

REGISTRANT IS FILING THIS AMENDED FORM 10-Q FOR THE  PURPOSE
OF  REVISING  THE CONDENSED CONSOLIDATED STATEMENT  OF  CASH
FLOWS  ON PAGE THREE AND THE LANGUAGE IN THE THIRD PARAGRAPH
ON  PAGE FIVE AND THE SECOND PARAGRAPH ON PAGE ELEVEN.   THE
CHANGES  TO  THE  CONDENSED CONSOLIDATED STATEMENT  OF  CASH
FLOWS APPEAR IN THE INVESTING ACTIVITIES SECTION AND CHANGES
THE  PAWN  LOANS  FORFEITED AND TRANSFERRED TO  INVENTORIES,
PAWN  LOANS  MADE AND PAWN LOANS REPAID FOR  THE  1997  NINE
MONTH PERIOD.

PART I.  FINANCIAL INFORMATION                          Page

     Item 1. Financial Statements (Unaudited)

       Condensed Consolidated Balance Sheets -
       June 30, 1997 and September 30, 1996                1

       Condensed Consolidated Statements of Operations -
       Three and Nine Months Ended June 30, 1997 and 1996  2

       Condensed Consolidated Statements of Cash Flows -
       Nine Months Ended June 30, 1997 and 1996            3

       Notes to Interim Condensed Consolidated Financial
       Statements                                          4

       Item 2. Management's Discussion and Analysis
       of Financial Condition and Results of Operations    6

PART II.  OTHER INFORMATION                               11

SIGNATURE                                                 13

                             PART I
Item 1.  Financial Statements (Unaudited)

                  EZCORP, Inc. and Subsidiaries
        Condensed Consolidated Balance Sheets (Unaudited)
                     (Dollars in thousands)

                              June 30,    September 30,
                              1997          1996
                                     ---------   -------------
                                             
ASSETS:                             
     Current assets:
       Cash and cash equivalents      $  1,241     $  1,419
       Pawn loans receivable            40,693       34,636
       Service charge receivable        11,954       10,262
       Inventories (net)                32,568       35,834
       Other                             4,738        5,138
                                       -------      -------
          Total current assets          91,194       87,289

     Property and equipment, net        32,785       34,266

     Other assets:
       Excess purchase price over 
       net assets acquired              12,650       13,099
       Other                             5,490        5,712
                                       -------      ------- 
          Total assets                $142,119     $140,366
                                       =======      =======

LIABILITIES AND STOCKHOLDERS' EQUITY:
     Current liabilities:
       Current maturities of 
       long-term debt                 $      9     $    172
       Accounts payable and accrued 
       expenses                          7,733        8,183
       Other                             2,491        2,776
                                       -------      -------
          Total current liabilities     10,233       11,131

     Long-term debt less current 
     maturities                         13,136       16,244

     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 -
       Authorized 40,000,000 shares; 
       10,524,563 shares issued
       and 10,515,530 shares outstanding 
       at June 30, 1997 (9,728,904
       issued and 9,719,871 outstanding 
       at September 30, 1996)              105           97
       Class B Voting Common stock, 
       par value $.01 a share -
       Authorized 2,274,969 shares; 
       1,480,301 shares issued and
       outstanding at June 30, 1997 
       (2,270,863 shares issued and
       outstanding at September 30, 1996)   15           23
       Additional paid-in capital      114,338      114,301
       Retained earnings                 5,056        (666)
                                       -------      -------
                                       119,514      113,755
       Other                             (764)        (764)
                                       -------      -------
          Total stockholders' equity   118,750      112,991
                                       -------      -------
          Total liabilities and 
          stockholders' equity        $142,119     $140,366
                                       =======      =======

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,
                                  ------------------    -----------------
                                    1997       1996       1997      1996
                                  --------   -------    --------  --------
                                                      
Revenues:
     Sales                        $ 22,938  $ 22,238    $ 78,147  $ 83,076
     Pawn service charges           19,467    15,891      56,396    52,004
                                   -------   -------     -------   -------
       Total revenues               42,405    38,129     134,543   135,080

Cost of goods sold                  18,578    18,578      64,109    71,410
                                   -------   -------     -------   -------
     Net revenues                   23,827    19,551      70,434    63,670

Operating expenses:
     Operations                     15,178    13,463      45,624    45,232
     Administrative                  3,391     2,234       9,575     7,907
     Depreciation and amortization   1,902     1,945       5,618     5,688
                                   -------   -------     -------   -------
       Total operating expenses     20,471    17,642      60,817    58,827
                                   -------   -------     -------   -------
Operating income                     3,356     1,909       9,617     4,843

Interest expense                       153       319         675     1,602
                                   -------   -------     -------   -------
Income before income taxes           3,203     1,590       8,942     3,241

Income tax expense                   1,153       563       3,220     1,171
                                   -------   -------     -------   -------
Net income                        $  2,050  $  1,027    $  5,722  $  2,070
                                   =======   =======     =======   =======
Earnings per share
     Primary                      $   0.17  $   0.09    $   0.48  $   0.17
                                   =======   =======     =======   =======
     Fully diluted                $   0.17  $   0.09    $   0.48  $   0.17
                                   =======   =======     =======   =======
Weighted average shares outstanding
     Primary                    11,995,832 11,990,734 11,994,786 11,987,393
                                ========== ========== ========== ==========
     Fully diluted              12,003,692 11,990,734 12,002,842 11,987,393
                                ========== ========== ========== ==========

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,
                                                    -----------------
                                                     1997       1996
                                                    --------  --------
                                                        
OPERATING ACTIVITIES:
     Net income                                     $  5,722  $ 2,070
     Adjustments to reconcile net 
     income to net cash provided by
       operating activities:
       Provision for store closings                      493        -
       Depreciation and amortization                   5,618    5,688
       Deferred income taxes                           (103)        -
       Gain on sale of assets                              -    (262)
       Changes in operating assets and 
       liabilities:
          (Increase)/decrease in service 
          charge receivable                          (1,692)    2,153
          Decrease in inventories                      3,266    7,739
          Decrease in accounts payable and 
          accrued expenses                             (413)  (2,283)
          Increase/(decrease) in customer 
          layaway deposits                             (193)      250
          Decrease in income taxes payable              (90)        -
          Decrease in income taxes recoverable             -    4,236
          Other                                          446    1,033
                                                    -------- --------
          Net cash provided by operating activities   13,054   20,624

INVESTING ACTIVITIES:
     Pawn loans forfeited and transferred 
     to inventories                                   36,720   38,749
     Pawn loans made                               (123,936)(111,689)
     Pawn loans repaid                                81,159   80,789
                                                    -------- --------
          Net (increase)/decrease in loans           (6,057)    7,849

     Additions to property, plant, and equipment     (3,904)  (4,650)
     Sale of assets                                        -    2,143
                                                    -------- --------
          Net cash provided/(used) in 
          investing activities                       (9,961)    5,342

FINANCING ACTIVITIES:
     Proceeds from bank borrowings                     9,000    3,000
     Payments on borrowings                         (12,271) (29,628)
                                                    -------- --------
          Net cash used by financing activities      (3,271) (26,628)
                                                    -------- --------
Decrease in cash and cash equivalents                  (178)    (662)

Cash and cash equivalents at beginning of period       1,419    4,593
                                                    -------- --------
     Cash and cash equivalents at end of period    $   1,241 $  3,931
                                                    ========  =======
NONCASH INVESTING AND FINANCING ACTIVITIES:
     Issuance of common stock to 401(k) Plan       $      37 $     65

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

              EZCORP, Inc. and Subsidiaries
Notes to Interim Condensed Consolidated Financial Statements
                      (Unaudited)
                     June 30, 1997

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, 1996.

       The   Company's  business  is  subject  to   seasonal
variations, and operating results for the three-  and  nine-
month  periods  ended  June  30, 1997  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, 1997, inventory reserves were $6.9 million.

      In  October  1995, the Financial Accounting  Standards
Board  issued Statement No. 123, "Accounting for Stock Based
Compensation"  which  prescribes  accounting  and  reporting
standards  for  all  stock-based  compensation  plans.   The
Company  has determined it will continue to account for  its
stock based compensation plans in accordance with Accounting
Principles  Board  Opinion  No. 25,  "Accounting  for  Stock
Issued to Employees."  The Company will not expense the fair
value of stock based compensation, but will provide proforma
footnote disclosures in the annual report of what net income
would  have been had the Company adopted the new fair  value
method for recognition purposes.

Note C - Earnings Per Share

      Earnings per share calculations assume exercise of all
outstanding  stock options and warrants using  the  treasury
stock  method  of  calculation.  The per  share  calculation
includes these common equivalent shares for both primary and
fully diluted weighted average shares outstanding.

      In  February 1997, the Financial Accounting  Standards
Board  issued Statement No. 128, "Earnings per Share"  which
is  required  to be adopted on December 31, 1997.   At  that
time,  the  Company  will be required to change  the  method
currently used to compute earnings per share and to  restate
all   prior   periods.   Under  the  new  requirements   for
calculating primary earnings per share, the dilutive  effect
of  stock options will be excluded.  The impact of Statement
128  will  not materially change the current calculation  of
primary and fully diluted earnings per share as these  stock
options are immaterial.

            EZCORP, Inc. and Subsidiaries
Notes to Interim Condensed Consolidated Financial Statements 
                    (Unaudited)
                   June 30, 1997

Note D - 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.

         On  July  28,  1995,  the  Company  terminated  the
Employment  Agreement  of  Courtland  L.  Logue,  Jr.,   the
Company's  former Chairman and Chief Executive Officer,  and
an  owner  of approximately 19% of the Company's outstanding
voting securities (Class B Voting Common Stock).  Since  Mr.
Logue's termination, the Company has had ongoing discussions
with  him  concerning  certain equipment  leases  and  other
matters  of  dispute between Mr. Logue and the  Company,  as
well  as  the  application  of  provisions  to  Mr.  Logue's
Employment Agreement and Stock Purchase Agreement  with  the
Company.   On  March 8, 1996, the Company  filed  a  lawsuit
styled EZCORP, Inc. v. Courtland L. Logue, Jr. in the  201st
District  Court  of  Travis County,  Texas  to  declare  Mr.
Logue's employment contract terminated and, as a result,  to
permit the Company to recover approximately $2.7 million  in
damages  pursuant to the terms of Mr. Logue's Stock Purchase
Agreement.   Mr.  Logue  filed  counter-claims  to   recover
monetary  damages relating to the Employment  Agreement  and
certain equipment leases and notes entered into between  Mr.
Logue  and the Company.  The trial court has ruled that  the
Company  may not recover from Mr. Logue, under the terms  of
the   performance   right  provision,  as  that   provision,
according  to  the trial court, represents an  unenforceable
penalty  and  not, as the Company believes,  an  enforceable
liquidated  damage  provision.   However,  the  Company  has
asserted other claims against Mr. Logue for the recovery  of
significant monetary damages.  The case is in the  discovery
phase, with a trial expected later in 1997.

      The Company is also 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 E - Bank Credit Agreement

      On  May  9, 1997 the Company amended its November  29,
1994  revolving line of credit.  The amended revolving  line
of  credit  matures January 30, 2000.  Terms of the  amended
agreement require, 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 0.75% to 1.5%.  The amount which the Company can borrow
is  based  on  a  percentage  of its  inventory  levels  and
outstanding pawn loan balance, up to $50 million.

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

Third  Quarter  Ended June 30, 1997 vs. Third Quarter  Ended
June 30, 1996

      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.

      The  following  table sets forth selected,  unaudited,
consolidated financial data with respect to the Company  for
the three months ended June 30, 1997 and 1996.

                            Three Months Ended         % or
                         June 30,(a)            Point
                    1997         1996      Change(b)
                            -------------------     ---------
                                            
Net Revenues:
     Sales                  $ 22,938   $ 22,238         3.1%
     Pawn service charges     19,467     15,891        22.5%
                             -------    -------
       Total revenues         42,405     38,129        11.2%
     Cost goods sold          18,578     18,578         0.0%
                             -------    -------
       Net revenues         $ 23,827   $ 19,551        21.9%
                             =======    =======
Other Data:
     Gross profit as a 
     percent of sales          19.0%      16.5%      2.5 pts.
     Average annual 
     inventory turnover         2.4x       2.1x      0.3x
     Average inventory balance 
     per location as of the
     end of the quarter         $131       $140     (6.4)%
     Average loan balance per 
     location as of the end
     of the quarter             $164       $132     24.2%
     Average yield on loan 
     portfolio                  212%       212%      0.0 pt.
     Redemption rate             80%        80%      0.0 pt.

Expenses as a Percent of Total Revenues:
     Operating                 35.8%      35.3%      0.5 pt.
     Administrative             8.0%       5.9%      2.1 pts.
     Depreciation and 
     amortization               4.5%       5.1%     (0.6) pt.
     Interest, net              0.4%       0.8%     (0.4) pt.

Locations in Operation:
     Beginning of period         247        240
     Acquired                      -          -
     Established                   1          2
     Sold, combined or closed      -          -
                               -----      -----
     End of period               248        242
                               =====      =====
Average locations in operation 
during the period(c)           247.5      241.0
                               =====      =====

- -----------------------------------------------
a    Figures  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, 1997 vs. Nine Months Ended  June
30, 1996

      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.

      The  following  table sets forth selected,  unaudited,
consolidated financial data with respect to the Company  for
the nine months ended June 30, 1997 and 1996.

                           Nine Months Ended          % or
                       June 30,(a)            Point
                  1997         1996       Change(b)
                           ------------------      ---------
                                          
Net Revenues:
     Sales                 $ 78,147  $ 83,076       (5.9)%
     Pawn service charges    56,396    52,004         8.4%
                            -------   -------
       Total revenues       134,543   135,080       (0.4)%
     Cost of goods sold      64,109    71,410      (10.2)%
                            -------   -------
       Net revenues        $ 70,434  $ 63,670        10.6%
                            =======   =======
Other Data:
     Gross profit as a 
     percent of sales         18.0%     14.0%      4.0 pts.
     Average annual 
     inventory turnover        2.5x      2.4x      0.1x
     Average inventory balance 
     per location as of the
     end of the quarter        $131      $140     (6.4)%
     Average loan balance 
     per location as of the end
     of the quarter            $164      $132      24.2%
     Average yield on 
     loan portfolio            211%      208%       3.0 pts.
     Redemption rate            79%       78%       1.0 pts.

Expenses as a Percent of Total Revenues:
     Operating                33.9%     33.5%       0.4 pt.
     Administrative            7.1%      5.9%       1.2 pts.
     Depreciation and 
     amortization              4.2%      4.2%       0.0 pt.
     Interest, net             0.5%      1.2%      (0.7) pt.

Locations in Operation:
     Beginning of period        246       261
     Acquired                     -         -
     Established                  4         6
     Sold, combined or closed   (2)      (25)
                              -----     -----
     End of period              248       242
                              =====     =====
Average locations in operation 
during the period(c)          247.0     251.5
                              =====     =====

- ------------------------------------------------
a    Figures  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, 1997 ("Fiscal 1997
Periods") to the three- and nine-month periods ended June 30, 
1996 ("Fiscal 1996 Periods").  The discussion should be read 
in conjunction with the accompanying financial statements and 
related notes.

      During the three-month Fiscal 1997 Period, the Company
opened one (1) newly established store and made the decision
to  close two (2) underperforming stores.  During the twelve
(12) months ended June 30, 1997, the Company opened nine (9)
newly  established stores and closed three (3) stores.   The
two  stores  identified to be closed during the  three-month
Fiscal  1997 Period were the result of the Company's ongoing
review  of  its  store portfolio.  The actual  closings  are
expected  to  occur  during  the next  twelve  (12)  months.
This decision resulted in a $0.4 million charge to operating
expense  and  is primarily for the write-down of  fixed  and
intangible  assets.  At June 30, 1997, the Company  operated
248 stores in twelve (12) 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 period ended June  30,  1997,
pawn  service charge revenue increased $3.6 million to $19.5
million.  This resulted from an increase in same store  pawn
service  charge revenue ($3.5 million) and the pawn  service
charge revenue from new stores not open the full three-month
period  ($0.1  million). At June 30, 1997, same  store  pawn
loan  balances  were  26%  above  June  30,  1996  and   the
annualized  yield  on  the average  pawn  loan  balance  was
unchanged at 212%.

      For the nine-month period, pawn service charge revenue
increased $4.4 million to $56.4 million.  This increase  was
primarily  due  to  an  increase in same  store  pawn  loans
outstanding  ($3.4 million) and an increase in  yield  ($0.9
million).   The annualized yield for the Fiscal 1997  Period
increased to 211% from 208% in the prior Fiscal 1996 Period.
Pawn  service charge revenue of nine (9) stores that  opened
during  the preceding twelve (12) months ($0.4 million)  was
largely offset by the stores that closed ($0.3 million).

      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  1997
Period,  merchandise  sales  increased  approximately   $0.7
million  from the Fiscal 1996 Period to approximately  $22.9
million.   This  resulted  from an increase  in  same  store
merchandise  sales ($0.3 million) and new store sales  ($0.6
million), partially offset by lower scrapping activity ($0.1
million) and closed store sales ($0.1 million).  Same  store
sales  for the three-month Fiscal 1997 Period increased  one
percent  from the Fiscal 1996 Period while inventory  levels
per  store  were 6% lower than the prior year (approximately
$131,000 at the end of the Fiscal 1997 Period as compared to
$140,000 at the end of the Fiscal 1996 Period).

      For  the  nine-month  Fiscal 1997 Period,  merchandise
sales  decreased approximately $4.9 million from the  Fiscal
1996  Period to approximately $78.1 million.  A  decline  in
same  store  merchandise sales ($2.7  million),  merchandise
sales  of the closed stores ($0.7 million), and the decrease
in  scrap  and  wholesale jewelry sales ($3.7 million)  were
partially  offset by new store sales ($2.2  million).   Same
store  sales for the nine-month Fiscal 1997 Period  declined
four percent from the Fiscal 1996 Period largely due to  the
decline in per store inventory levels.

      For  the  three- and nine-month Fiscal  1997  Periods,
respectively,  gross profits as a percentage of  merchandise
sales  increased 2.5 and 4.0 percentage points, to  19%  and
18%,  from  the Fiscal 1996 Periods.  This increase  results
from an improvement in margins on merchandise sales (1.6 and
1.7  percentage points), a reduction in inventory  shrinkage
when measured as a percentage of  merchandise sales (0.8 and
1.0   percentage  points)  and  improved  gross  profit   on
wholesale  and  scrap jewelry sales (0.1 and 1.3  percentage
points).

      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.
For  both  periods, the Company's inventories  consisted  of
approximately  64  percent jewelry (e.g. ladies'  and  men's
rings,  chains,  bracelets, etc.)  and  36  percent  general
merchandise (e.g., televisions, VCRs, tools, sporting goods,
musical instruments, firearms, etc.).  At June 30, 1997  and
1996, respectively, 83% and 75% 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  92% and 86% of the  general  merchandise
inventory for both periods.

      For  the  three-month  Fiscal 1997  Period,  operating
expenses  as  a  percentage of total revenues increased  0.5
percentage  point to 35.8% from the Fiscal 1996 Period.  For
the  nine-month Fiscal 1997 Period, operating expenses as  a
percentage of total revenues increased 0.4 percentage  point
to  33.9%. Excluding the impact of $0.4 million for the  two
(2)  underperforming stores to be closed, operating expenses
would  have decreased 0.4 percentage point to 34.9% for  the
three-month Fiscal 1997 Period and would have increased  0.1
percentage  point  to 33.6% for the nine-month  Fiscal  1997
Period.

       Administrative  expenses  increased   2.1   and   1.2
percentage  points in the Fiscal 1997 Periods  to  8.0%  and
7.1%.  These increases were primarily the result  of  higher
accrued  management  bonus expense,  non-capitalized  system
development   costs  and  costs  associated  with   employee
turnover.   Based  on the Company's performance,  management
incentive  bonuses are anticipated to be  earned  this  year
whereas none were earned last year.  The Company is making a
significant  investment in both its store  and  home  office
information systems; a portion of these expenditures  (e.g.,
planning,  quality assurance and training) are  expensed  as
incurred.

      Depreciation and amortization expense as a  percentage
of  total  revenues decreased 0.6 percentage  point  in  the
three-month  Fiscal 1997 Period and remained  unchanged  for
the  nine-month Fiscal 1997 Period. Interest  expense  as  a
percentage of total revenues was down 0.4 and 0.7 percentage
point in the Fiscal 1997 Periods compared to the prior  year
period largely as a result of decreased borrowings under the
Company's bank line of credit.

      The  Company  is evaluating the impact of  Year  2000.
Since  the Company plans to replace and upgrade its  primary
hardware  and software systems over the next two  years  for
business reasons, the Company believes that there is  little
business  risk  attributable to the Year 2000  problem.   As
costs  are  incurred relating to the Year 2000  issue,  they
will  be expensed in the same period.  Currently, it is  not
expected  that this will have a material adverse  effect  on
future operating results.

Liquidity and Capital Resources

      Net  cash  provided  by operating activities  for  the
Fiscal  1997 Period was $13.1 million as compared  to  $20.6
million  provided in the Fiscal 1996 Period.  A  portion  of
the Fiscal 1996 net cash provided by operating activities is
the  result of income tax refunds from the carryback of  the
Company's  Fiscal 1995 net operating loss and a decrease  in
income taxes payable resulting from the carryforward of this
net  operating loss.  Net cash used by investing  activities
was  $10.0  million for the Fiscal 1997 Period  compared  to
$5.3 million provided in the Fiscal 1996 Period.  The change
is primarily due to an increase in pawn loan balances in the
Fiscal  1997 Period compared to the decrease in  the  Fiscal
1996 Period.

      In  the  Fiscal  1997  Period,  the  Company  invested
approximately   $3.9  million,  including   investments   in
leasehold improvements and equipment for existing stores and
four (4) newly established stores.  The Company funded these
expenditures   largely  from  cash  provided  by   operating
activities.   The  Company plans to open approximately  five
(5)  stores  in  the  1997 fiscal year, including  the  four
already  opened.  The Company anticipates that cash provided
by  operating  activities  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.

       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  bear interest at the bank's Eurodollar rate  plus
0.75%  to  1.5%. 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 June
30,   1997,  the  Company  had  approximately  $13   million
outstanding on the credit facility and additional  borrowing
capacity of approximately $30.9 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  fiscal  quarter
(October, November and December) due to the holiday season.

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

       On  July  28,  1995,  the  Company  terminated  the
Employment  Agreement  of  Courtland  L.  Logue,  Jr.,   the
Company's  former Chairman and Chief Executive Officer,  and
an  owner  of approximately 19% of the Company's outstanding
voting securities (Class B Voting Common Stock).  Since  Mr.
Logue's termination, the Company has had ongoing discussions
with  him  concerning  certain equipment  leases  and  other
matters  of  dispute between Mr. Logue and the  Company,  as
well  as  the  application  of  provisions  to  Mr.  Logue's
Employment Agreement and Stock Purchase Agreement  with  the
Company.   On  March 8, 1996, the Company  filed  a  lawsuit
styled EZCORP, Inc. v. Courtland L. Logue, Jr. in the  201st
District  Court  of  Travis County,  Texas  to  declare  Mr.
Logue's employment contract terminated and, as a result,  to
permit the Company to recover approximately $2.7 million  in
damages  pursuant to the terms of Mr. Logue's Stock Purchase
Agreement.   Mr.  Logue  filed  counter-claims  to   recover
monetary  damages relating to the Employment  Agreement  and
certain equipment leases and notes entered into between  Mr.
Logue  and the Company.  The trial court has ruled that  the
Company  may not recover from Mr. Logue, under the terms  of
the   performance   right  provision,  as  that   provision,
according  to  the trial court, represents an  unenforceable
penalty  and  not, as the Company believes,  an  enforceable
liquidated  damage  provision.   However,  the  Company  has
asserted other claims against Mr. Logue for the recovery  of
significant monetary damages.  The case is in the  discovery
phase, with a trial expected later in 1997.

      The Company is also 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

       (a)  Exhibits                                    Incorporated by
            Number       Description                      Reference to
            --------     -----------------------------  ---------------
            Exhibit 11.1 Statement Regarding Computation
                         of Per Share Earnings            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 June 30, 1997.

                            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:October 15, 1997    By:       /s/ DAN N. TONISSEN
                             -------------------------------
                                       (Signature)

                              Dan N. Tonissen
                              Senior Vice President and
                              Chief Financial Officer

  

 5
 1000

                   9-MOS
                          SEP-30-1997
                               JUN-30-1997
                                           1,241
                                         0
                                   52,647
                                         0
                                     32,568
                                91,194
                                          53,852
                                  21,067
                                 142,119
                           10,233
                                              0
                                0
                                          0
                                           120
                                     118,630
                   142,119
                                         78,147
                               134,543
                                           64,109
                                  124,926
                                     0
                                     0
                                 675
                                  8,942
                                     3,220
                              5,722
                                       0
                                      0
                                            0
                                     5,722
                                     0.48
                                     0.48

1

                          Exhibit 11.1
                                
      Statement Regarding Computation of Per Share Earnings
   (Dollars and shares in thousands, except per share amounts)

                          Three Months Ended        Nine Months Ended
                             June 30,                 June 30,
                                 ------------------        -----------------
                                   1997     1996            1997     1996
                                 --------- --------        -------- --------
                                     (Unaudited)               (Unaudited)
                                                        
Primary:
     Weighted average number 
     of common shares outstanding 
     during the period           11,996    11,991          11,995   11,987
     Net effect of dilutive 
     stock options -
     based on the treasury stock 
     method using overall market 
     price                            0         0               0        0
                                 ------    ------          ------   ------
       Total shares              11,996    11,991          11,995   11,987
                                 ======    ======          ======   ======
     Net income                  $2,050    $1,027          $5,722   $2,070
                                 ======    ======          ======   ======
Earnings per share(a)            $ 0.17    $ 0.09          $ 0.48   $ 0.17
                                 ======    ======          ======   ======
Fully diluted:
     Weighted average number 
     of common shares outstanding 
     during the period           11,996    11,991          11,995   11,987
     Net effect of dilutive 
     stock options -
     based on the treasury 
     stock method using overall 
     market price                     8         0               8        0
                                 ------    ------          ------   ------
       Total shares              12,004    11,991          12,003   11,987
                                 ======    ======          ======   ======
     Net income                  $2,050    $1,027          $5,722   $2,070
                                 ======    ======          ======   ======
Earnings per share(a)            $ 0.17    $ 0.09          $ 0.48   $ 0.17
                                 ======    ======          ======   ======

a Earnings per share calculations assume exercise of all
outstanding  stock options and warrants using  the  treasury
stock method of calculation.