[LETTERHEAD OF WEIL, GOTSHAL & MANGES LLP]


                                January 28,1997


Dollar Financial Group, Inc.
1436 lancaster Avenue, Suite 210
Berwyn, PA 19312

Ladies and Gentlemen:

        You have requested our opinion regarding the material federal income tax
consequences of the exchange pursuant to the offer (the "Exchange Offer") by
Dollar Financial Group, Inc. (the "Company") of its 10 7/8% Senior Notes due
2006 (the "Old Notes") for its 10 7/8% Series A Senior Notes due 2006 (the "New
Notes").

        In formulating our opinion as to the matters certified, we have examined
such documents as we have deemed appropriate, including the Registration
Statement of the Company on Form S-4 (Registration No.333-18221) dated December
19, 1996, as amended, filed with the Securities and Exchange Commission pursuant
to the Securities Act of 1933, as amended (the "Registration Statement"). In
addition, we have obtained such additional information as we have deemed
relevant and necessary through consultation with various officers and
representatives of the Company.

        The terms of the Exchange Offer, the Old Notes and the New Notes, which
are set forth in the Registration Statement, are incorporated herein by
reference.

        Based upon the terms of the Exchange Offer, the Old Notes and the New
Notes, as set forth in the Registration Statement, it is our opinion that the
summary set forth under the heading "Certain U.S. Federal Income Tax
Consequences" in the Registration Statement accurately describes, in all
material respects, the material federal income tax consequences of the
consummation of the Exchange Offer to the holders of the Old Notes.

 
Dollar Financial Group, Inc.
January 28, 1997
Page 2


        The foregoing opinion is based on the provisions of the Internal Revenue
Code of 1986, as amended, the Treasury Regulations promulgated and proposed
thereunder, published pronouncements of the Internal Revenue Service and case
law, each as in effect on the date of the effectiveness of the Registration
Statement and any of which may be changed at any time with retroactive effect.
No opinion is expressed on any matters other than those specifically referred to
herein.

        We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement and to the reference to our firm therein.

                                  Very truly yours,


                                  /s/ Weil, Gotshal & Manges LLP