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


     It is hereby certified that:

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

       EXECUTED this 13th day of March, 1998.


                                 EZCORP, INC.



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