2ND Amendment To The Marketing And Servicing Agreement

EXHIBIT 10.1

SECOND AMENDMENT TO THE
MARKETING AND SERVICING AGREEMENT

THIS SECOND AMENDMENT TO THE MARKETING AND SERVICING AGREEMENT dated as of September ___, 2003 (this " Amendment" ) is an Amendment to the MARKETING AND SERVICING AGREEMENT effectively dated October 21, 2003, as amended, by and between Republic Bank & Trust Company, a bank organized under the laws of the state of Kentucky (the " BANK" ), and ACE Cash Express, Inc., a Texas corporation (" COMPANY" ).

WHEREAS, BANK and COMPANY have previously entered into that certain MARKETING AND SERVICING AGREEMENT dated as of October 21, 2002, as amended, (the " Marketing Agreement" ); and

WHEREAS, BANK and COMPANY desire to amend the Marketing Agreement in order to more fully comply with the FDIC Guidelines for Payday Lending,

NOW, THEREFORE, the parties hereby agree as follows:

Section 4, Company' s Services, (c), (iv) shall be amended to read in its entirety as follows:

(iv) COMPANY shall (A) deliver a copy of the NOTE to the CUSTOMER; (B) obtain from the CUSTOMER the executed NOTE; (C) obtain from CUSTOMER his or her REPAYMENT CHECK dated the date of the TRANSACTION and made payable to BANK; and (D) maintain of behalf of BANK, separate and apart from COMPANY' S own assets and records, the REPAYMENT CHECK AND NOTE. Additionally, on BANK' s behalf, COMPANY shall provide each APPLICANT with a copy of BANK' s Privacy Notice in the form provided to COMPANY by BANK which shall comply with all applicable law and regulation.

Section 4, Company' s Services, (e), (iv) shall be amended to read in its entirety as follows:

(iv) The TRANSACTION DOCUMENTS shall be held by COMPANY on behalf of BANK, pursuant to BANK' s record retention requirements, as more particularly set forth in the BANK' s POLICIES attached hereto as EXHIBIT D and incorporated herein by reference, and BANK has and shall continue to have constructive possession and legal title to such documents, files and records. At such time or times as BANK may reasonably request, and at BANK' s cost, COMPANY shall promptly deliver all copies of TRANSACTION DOCUMENTS to BANK at its headquarters or such other location or locations as BANK shall direct. All such documents shall be maintained

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segregated from other books and records of COMPANY and otherwise in such a manner as to facilitate their inspection by and d ...