ASTA FUNDING INCORPORATED
                                                       Moderator: Steve Axelrod
                                                            08-09-05/9:30 am CT
                                                          Confirmation #8395599
                                                                         Page 1


                                                                    Exhibit 99.2



                            ASTA FUNDING INCORPORATED

                            MODERATOR: STEVE AXELROD
                                 AUGUST 9, 2005
                                   9:30 AM CT


Operator:             Good morning. My name is (Meredith) and I'll be your
                      conference facilitator. At this time I would like to
                      welcome everyone to the Asta Funding Incorporated Third
                      Quarter and Nine Months Financial Results conference call.
                      All lines have been placed on mute to prevent any
                      background noise.

                      After the speaker's remarks there will be a question and
                      answer period. If you would like to ask a question during
                      this time, simply press star then the number 1 on your
                      telephone keypad. If you would like to withdraw your
                      question, press the pound key. Thank you. I would now like
                      to turn the conference over to Steve Axelrod, Managing
                      Partner of Wolfe, Axelrod, Weinberger Associates. Please
                      go ahead sir.

Steve Axelrod:        Thank you (Meredith). Good morning everyone and
                      thank you once again for joining us for Asta Funding's
                      Quarterly conference call to discuss the results for the
                      third quarter and nine months ended June 30 2005.

                      Again, hopefully by now, all of you have seen the press
                      release and have had the opportunity to review it and
                      discuss the financial results. But if you have not, please
                      call Wolfe Axelrod Weinberger Associates at 212-370-4500
                      and we will immediately send it to you either by fax or
                      email.



                                                      ASTA FUNDING INCORPORATED
                                                       Moderator: Steve Axelrod
                                                            08-09-05/9:30 am CT
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                      Before I ask Gary Stern, CEO of Asta Funding to host the
                      meeting and to discuss the current results, please let me
                      take a few minutes to read the forward-looking statements.

                      Except for historical information containing herein or
                      contained herein, the matters set forth in this conference
                      call are forward-looking statements as defined in the
                      Private Securities Litigation Reform Act of 1995. Although
                      Asta Funding believes the expectations reflected in such
                      forward-looking statements are based upon reasonable
                      assumptions, there can be no assurance that its
                      expectations will be realized.

                      Forward-looking statements involve certain risks and
                      uncertainties that could cause actual results to differ
                      materially from Asta Funding's expectations. Factors that
                      could contribute to such differences include those
                      identified in Asta Funding Incorporated's Form 10K for the
                      fiscal year ended September 30, 2004 and those described
                      from time to time in Asta Funding Incorporated's other
                      filings with the Securities & Exchange Commission, news
                      releases and other communications including that Asta may
                      not be able to purchase consumer receivable portfolios at
                      favorable prices or on sufficiently favorable terms or at
                      all and may not be able to continue its quarterly dividend
                      program.

                      Asta Funding Incorporated reports with the...Exchange
                      Commission are available free of charge through its Web
                      site at www.astafunding.com.




                                                      ASTA FUNDING INCORPORATED
                                                       Moderator: Steve Axelrod
                                                            08-09-05/9:30 am CT
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                      Having dispensed with that necessary chore, please let me
                      turn the call over and discussion over to Gary Stern,
                      President and Chief Executive Officer of Asta Funding.
                      Gary?

Gary Stern:           Thank you Steve. Good morning everyone and thank
                      you for joining Asta's quarterly conference call to
                      discuss the three and nine months ended June 30, 2005. I'm
                      very pleased to report another quarter of record results.

                      Asta's revenue and net income showed excellent growth for
                      the third quarter of fiscal 2005 growing 58% and 51%
                      respectively. The growth is a direct result of the
                      superior management of our book of business which we built
                      upon especially over the last two years.

                      During the third quarter ending June 30, 2005, we
                      purchased consumer receivable portfolios with aggregate
                      charge-off balances or face value of approximately $481
                      million and aggregate costs of $20.2 million for a blended
                      rate of 4.2% that was financed primarily through cash
                      flows from operating activities and our credit facility.

                      For the nine months period we purchased a face value of
                      approximately $2.3 billion for a purchase price of $93.5
                      million or a blended rate of 4,1%.

                      Asta's acquisitions going forward will be based on
                      portfolio availability, pricing and our financial
                      resources. Although credit card and telecom debt remains
                      the bulk of our business, we continue to review new
                      opportunities that fit into our disciplined purchasing
                      criteria.

                      During the third quarter, the majority of the portfolio
                      purchases were from telecom receivables, only 60.8% of the
                      total purchases while credit card receivables accounted
                      for 39.2% of the total purchases.




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                      We continue to seek opportunities to make strategic
                      acquisitions, but only those that fit our strict criteria.
                      When looking for acquisitions, investors can be confident
                      that management is as disciplined and diligent in this
                      matter as if the company were buying a portfolio of
                      distressed receivables.

                      As Asta outsources 95% of it's collections and has low
                      fixed overhead expenses, the company remains pressure free
                      of making acquisitions of portfolios or companies and will
                      do so only knowing that any users of our capital will meet
                      our desired IRR goals.

                      Our balance sheet continues to be strong. At the end of
                      second quarter, our capital structure remained very sound
                      with $136.4 million in shareholder's equity. We believe
                      Asta is adequately capitalized with approximately $57
                      million of our $80 million credit facility current unused.
                      This leaves Asta with the necessary resources and
                      flexibility to move swiftly and opportunistically as may
                      be necessary.

                      And now Mitchell Cohen, our CFO will take you through
                      Asta's Financial Report.

Mitchell Cohen:       Thank you Gary. I'm pleased to announce that Asta
                      Funding has continued its outstanding performance for the
                      fiscal third quarter reporting record revenues and
                      earnings for the quarter ended June 30, 2005.

                      Asta recorded - reported record revenues for the quarter
                      of $19 million -- a 58% increase over revenues of $12
                      million for the third quarter ended fiscal 2004. This was
                      driven by strong cash collections of 43.5 million in the
                      quarter -- an increase of 67.1% for the prior year quarter
                      of 26 million.





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                      Revenues for the nine months increased 36.2% to 49.5
                      million from 36.4 million. Cash collections during the
                      nine months ended 6-30-2005 were 122.4 million -- up 43.6%
                      from 85.3 million from the prior period.

                      Total expenses excluding interest increased to 4.2 million
                      -- up from 2.5 million the same quarter a year ago. The
                      majority of the increased cost were from higher salaries,
                      processing costs, delivery cost, postage, payroll taxes
                      and benefits, professional fees including expected costs
                      from Sarbanes-Oxley and telephone and travel costs.

                      Expenses in the third quarter ran approximately 1.4 per
                      month and we don't expect these levels to climb during the
                      remainder of fiscal 2005.

                      Interest expense increases 200,000 to 500,000 during the
                      quarter as compared to the same period of the prior year
                      and included an increase in the average outstanding
                      borrowings by Asta under its credit line which stood at
                      approximately 30.7 million at quarter's end and was 22.6
                      million on August 2, 2005.

                      As results of excellent revenue growth and continued
                      expense controls, Asta's pre-tax income reached 14.4
                      million in the quarter -- up 52.7% from the prior year
                      results of 9.4 million. Asta's tax rate is aligned as
                      approximately 41% and was likely to remain inline with
                      those expectations during the remainder of fiscal 2005.

                      Net income was 8.5 million during the quarter increasing
                      52.2% to 5.6 million in the third quarter of fiscal 2004.
                      We reported fully diluted earnings per share of 59 cents
                      -- an increase of 50 - of 39 - a 50.1% increase I'm sorry,
                      over the prior year of 39 cents per share.





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                      Additionally, I'd like to mention that our results were
                      obtained without adjusting any (pull) from the upside or
                      on the downside.

                      As Gary mentioned, Asta's balance sheet continues to
                      remain financially strong. At June 30, 2005 shareholder's
                      equity totaled 136.4 million -- up from 108.3 million one
                      year ago. Tangible book value per share was 10.05 or
                      $10.05 at the end of the third quarter -- an increase
                      sequentially from 9.45 per share at the end of the second
                      quarter of 2005 and up from approximately $8.06 per share
                      at the end of the third quarter 2004.

                      That concludes my formal remarks. And now I'd like to turn
                      it back to Gary.

Gary Stern:           Thank you Mitch. Asta's unique business model
                      whereby we outsource 95% of our receivables enables us to
                      maintain a streamlined infrastructure affording us
                      tremendous operating leverage, flexibility and scalability
                      as we continue to grow as seen in today's reported
                      results.

                      Our disciplined approach continues to prove itself each
                      and every quarter. In fact, the return on average equity
                      during the quarter was 25.7% on an annualized basis. We
                      believe that our business model is highly successful and
                      we will continue to remain patient when making portfolio
                      purchases.

                      Our business model thankfully offers us the flexibility to
                      bid on portfolios of substance that will continue to meet
                      our desired internal rate of returns and grant
                      shareholders high growth as experienced in the recent
                      quarter and nine months ended June 30, 2005.





                                                      ASTA FUNDING INCORPORATED
                                                       Moderator: Steve Axelrod
                                                            08-09-05/9:30 am CT
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                      To summarize, I am very proud of the great strides we have
                      made over this period by producing record revenues and
                      earnings, expanding our book of business by purchasing
                      $481.4 million of face value, increasing our total
                      portfolio purchases to $12.4 billion since 1999,
                      continuing to purchase portfolios at attractive prices,
                      issuing a quarterly dividend and keeping our capital
                      structure properly positioned for additional purchases
                      that may arise.

                      I am very pleased with the results. And at this time I
                      would like to thank all of the people who work at Asta for
                      contributing to these results. It is with their hard work
                      that we can continue to drive the future.

                      Now I would like to open the discussion to any questions
                      you may have. Thank you.

Operator:             At this time I would like to remind everyone, if you would
                      like to ask a question, press star then the number 1 on
                      your telephone keypad. We'll pause for just a moment to
                      compile the Q&A roster. Your first question is from Joe
                      Chumbler with Stephens Incorporated.

Joe Chumbler:         Hey good morning. Great quarter, Gary.

Gary Stern:           Thanks. Good morning.

Joe Chumbler:         Hey, deal flow in the quarter, given your
                      liquidity, I thought it might be a little more. Can you
                      just talk about what you're seeing? Are you being a little
                      more disciplined or what's going on on the purchasing
                      side?

Gary Stern:           Well we purchased $481 million. As we mentioned in
                      the press release, we anticipate closing on in excess of
                      $500 million in receivables within the next ten days to
                      two weeks. And we've been negotiating this - these two
                      transactions for about six weeks. So the timing was such
                      it was pushed back a little bit.





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                      But I'll say that we're just staying disciplined. The
                      portfolios that we have purchased are at attractive
                      prices. So the IRRs are going to be very good and have - I
                      would even go as far as to say in the last six months, we
                      have purchased portfolios at more attractive prices than
                      previously - the previous six months. And they're all very
                      attractive, but we've - because of certain relationships,
                      we're able to buy this paper at an attractive price. And
                      we are just not going to go out and stretch by any means
                      on any portfolio.

                      And our model affords us as I have said many times, to be
                      very patient. So we are not concerned whatsoever that we
                      bought $481 million. We look forward to buying another 500
                      or a little bit more than $500 million that - because of
                      contractual just ironing out a contract to - for probably
                      two weeks longer or three weeks longer than we normally
                      do.

                      So...

Mitchell Cohen:       Also Joe, it's (Mitch). We've also purchased
                      approximately $90 million worth of paper already. So here
                      we sit on August 9th having purchased almost $600 million
                      of paper already figuring the 500 million that'll close
                      within two weeks.

Joe Chumbler:         Right. First two quarters were pretty strong.
                      Okay so you're not seeing any - you're not having to work
                      harder to find deals at this time?

Mitchell Cohen:       We're not really working harder to find deals.
                      We're just making sure that these deals make sense. And I
                      just want to reiterate the portfolios we have purchased in
                      the last six months are - we expect higher returns than
                      previously which is counter to what people say in the
                      market that it's harder to buy good paper. We happen to be
                      fortunate enough because of call it longevity in the
                      business and certain relationships to purchase this paper
                      at lower price - better prices with better returns. And
                      part of that is having knowledge up front of assets that
                      are in the portfolios. We have pretty sophisticated
                      systems as I said before that identify assets up front
                      which is also part of this. So we're very happy.





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Joe Chumbler:         Okay, and then.

Mitchell Cohen:        We've been out on the road with Gary and our
                      (legal) so tell people that getting the price is probably
                      99.9% of the business for us. So once we get that price
                      right, we can actually get these returns. And as you know,
                      because of our fixed infrastructure, we're not - we're in
                      good - we're in very good shape as far as purchases.

Joe Chumbler:         Well that kind of brings me to my last question.
                      On the collection side you've got a unique model. Have you
                      done anything this year to tweak the way you manage
                      accounts, to maybe make it more efficiently or improve the
                      collection process as you manage your portfolio?

Mitchell Cohen:       Yes we have. We've utilized more of a legal
                      strategy. And we also have, you know, I think what's been
                      very helpful is the call center because we utilize the
                      call center in a certain way which I'd rather not disclose
                      on the phone which has helped us really identify better
                      ways to collect.

                      But the primary driver - biggest driver is the legal
                      strategy and having excellent relationships, which I don't
                      want to minimize the value of, with attorneys and other
                      groups because of our longevity in the business. We happen
                      to do business with one legal network that we have for I'd
                      say in excess of 20 years been involved with. And it's a
                      very strong relationship among others. So when you have
                      that kind of relationship, people tend to go the extra
                      nine yards and make things improve and help them improve.





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Joe Chumbler:         All right. Thanks.

Gary Stern:           You're welcome.

Operator:             Your next question is from Charles Trafton with Americas
                      Growth Capital.

Charles Trafton:      Hi thanks. Did you say you didn't have any
                      adjustments to your historical portfolios either up or
                      down in the quarter?

Mitchell Cohen:       Correct.

Charles Trafton:      Then how many portfolios are we talking about?

Mitchell Cohen:       Many portfolios. These go back to as far, you know...

Gary Stern:           It's in excess of 100.

Mitchell Cohen:       It's over 100.

Charles Trafton:      Right. And you didn't have any adjustments. So
                      you're collecting exactly what you thought you would
                      collect, no more no less.

Mitchell Cohen:       That's the conclusion, yeah. We are collecting what we
                      believe is on our book, yeah.

Charles Trafton:      Okay.

Mitchell Cohen:       At least up until now.




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Charles Trafton:      How much zero basis collections did you have?

Mitchell Cohen:       For the quarter we had about $4.7 million versus $2.6
                      million in the quarter before of last year.

Charles Trafton:      Okay. And you mentioned a moment ago that the
                      returns you expect from purchases in the last six months
                      are higher than what you have had in the past. Higher than
                      what? Higher than a year ago, three years ago?

Gary Stern:           I would say at least in the last six months.

Mitchell Cohen:       Six to nine months for sure.

Gary Stern:           Six to nine months prior period.

Charles Trafton:      Then...

Mitchell Cohen:       And again that's a driver of the price we are able to pay
                      for our portfolio.

Charles Trafton:      Right, so the returns in the last six months are
                      higher than ever, higher than two years ago? What are you
                      comparing it to?

Mitchell Cohen:       I don't think ever. We believe that they are at least
                      higher than the previous six to nine months.

Charles Trafton:      Okay.

Gary Stern:           I think you'd have to go back to 1999 to see the types of
                      returns we expect on the paper we bought in the last six
                      months.





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Charles Trafton:      Ninety-nine, huh? Are you guys benefiting at all
                      from prices declining on the contingency side the
                      outsourcers are using? Are you getting better terms from
                      them?

Gary                  Stern: Oh, no. We have - that stays constant. And we are a
                      firm believer of not lowering contingency fees because you
                      get what you pay for. And we have negotiated fees and we
                      have, you know, we want to be fair to people. And if you
                      push them too low then they say yes, okay, they're not
                      going to do a good job.

                      So as I've mentioned, we've had some long-term
                      relationships. And we believe everybody has to earn money.
                      And as long as - we feel we've already negotiated up front
                      very reasonably.

Charles Trafton:      Okay.

Gary Stern:           But if people are doing well doesn't mean okay, now
                      we're going to ask you to collect for less money. So we
                      think the fair thing to do is do what we have to do. We
                      think because of our model we're not leaving money on the
                      table.

Charles Trafton:      Right.

Mitchell Cohen:       And in fact the way we reward them is by giving them more
                      paper for their performance.

Charles Trafton:      Are you guys considering any additional
                      disclosures or transparency in your filings that would
                      help investors understand the drivers of the business,
                      similar to what your competitors? (Diganalysis) for
                      example makes it pretty easy to analyze the companies in
                      the space.






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Mitchell Cohen:       The way to answer the question really is that we
                      always think about it. We always bring it up. And, you
                      know, we'll try to continue to give you guys more, but not
                      at the expense of, you know, exposing the business to a
                      point where it can be duplicated, where it hurts the
                      competitive advantage.

                      But the short answer is yes. We're always looking to
                      disclose more. Vintage portfolios is a particular
                      sensitive one for us but, you know, we'll continue to look
                      at it.

Charles Trafton:      Do you think you'll have any additional disclosure in -
                      this is a new fiscal year for you.

Mitchell Cohen:       Yes.

Charles Trafton:      Ended September, right?

Mitchell Cohen:       I would have to speak it over with our CEO, Chairman and
                      our Board of Directors.

Charles Trafton:      Right. Okay and...

Mitchell Cohen:       (Unintelligible) reasonable. We'll do what we can.

Charles Trafton:      And your revenue recognition rate was up. Is - how much of
                      that was due to the zero basis increasing?

Mitchell Cohen:       Approximately 2-1/2%.

Charles Trafton:      Two and a half percent of it? Okay. And what was the other
                      portion of it?






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Mitchell Cohen:       Effective pricing.

Charles Trafton:      Right, so...

Mitchell Cohen:       Performing at...

Charles Trafton:      Lower amortization.

Mitchell Cohen:       Percentages higher than historic rates.

Charles Trafton:      Just from last ix months purchase?

Mitchell Cohen:       Yes. From portfolios purchased in the last six, seven and
                      in some cases eight months.

Charles Trafton:      Last question, how much of your collections came from
                      those purchases?

Mitchell Cohen:       I would have to get back to you on that. They have to
                      carve them all out. I could do that for you.

Charles Trafton:      Okay, that'd be great. Thank you.

Mitchell Cohen:       Thank you.

Operator:             Your next question is from James Obrien with Brean Murray.

James Obrien:         Yes, good morning. Last quarter you commented that
                      you saw some reselling of decent sized portfolios in the
                      market perhaps maybe from some inexperienced buyers. Have
                      you seen any more of that over the last three months or
                      so?





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Gary Stern:           Reselling of, I'm sorry. Could you repeat the question?

James Obrien:         I believe last quarter you said that you saw maybe
                      some portfolios being resold by some people rather
                      quickly. And I was wondering if that may be an indication
                      that some inexperienced buyers who purchased relatively
                      recently have kind of maybe thrown in the towel or are
                      trying to get out of the business. Did you see any of that
                      per se in the last three months or so?

Gary Stern:           We've seen a little bit of that. I think that
                      occurs on a fairly regular basis. So we haven't purchased
                      any. But we've seen some, yes.

James Obrien:         Okay. Turning back to the, you know, the cash
                      collections. Obviously it was strong this quarter, strong
                      last quarter as well. And you mentioned, you know, more
                      effective use of your call center and the legal strategy.

                      But is there anything else, you know, driving that maybe
                      from a, you know, an economy standpoint with low
                      unemployment and decent job creation? Or you just don't
                      feel like, you know, the paper you buy is tied to how the
                      economy does and whether people are employed or not?

Gary Stern:           It definitely has something to do with whether
                      people are employed or not. The economy plays somewhat of
                      a role.

                      What takes place more important of a role is our ability
                      to find (unintelligible) and locate assets. So that's
                      really an important driver. And ...

Mitchell Cohen:       It really is two fold. It is, you know, the
                      portfolios that we've purchased in the past and the
                      portfolios that we purchase in the future will be, you
                      know, laden with many more assets, jobs, homes. It's our -
                      it's up to us to go find those homes and assets and obtain
                      some judgments against them.





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James Obrien:         Mm-hm.

Mitchell Cohen:       But it certainly makes - the economy being somewhat
                      better does certainly add to the worth of our portfolio.

James Obrien:         Okay. What about in the $500 million that you've
                      been negotiating? Can you give us a sense of the mix? Is
                      it tilted towards telecom?

Gary Stern:           Yes, it's 60.8%.

Mitchell Cohen:       No, no. The future buys?

James Obrien:         Right.

Gary Stern:           Oh I'm sorry. You know what? We'd love to. We just
                      don't want to say much before we close it.

James Obrien:         Mm-hm.

Mitchell Cohen:       But we'd be happy to talk about it after it's booked.

Gary Stern:           Yeah, when we make the announcement we'll certainly
                      disclose in the announcement when it was.

James Obrien:         And also are you looking at anything beyond say
                      credit card and telecom? Or it seems to - those two areas
                      seem to be the focus where you can get those attractive
                      IRRs or...





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Gary Stern:           We've been looking at medical for a while and
                      utility paper. But as we've mentioned we're not going to
                      buy any new assets without being as close to 100% sure
                      that we'll do well. So we've looked at some portfolios,
                      passed on some, bid on a very, you know, few of the small
                      purchases. But we're very conservative. So we are looking
                      at those two asset classes and have been for probably six
                      months.

James Obrien:         Okay.

Gary Stern:           At one point we imagine - we would hope that we
                      will start buying some of those assets but we're going to
                      be very careful. We're perfectly content with what we are
                      doing now.

                      I just want to make another point to go back if I may to
                      the question about the economy. And as you all are aware,
                      the Fed is - there is an anticipation that the Fed will
                      increase, you know, interest rates slightly today. And we
                      do not believe that that's a major, major factor to us
                      although, you know, Wall Street would look at financial
                      companies and say it's a real negative.

                      But if one were to take an average of $30 million
                      outstanding on our credit facility, which at this point,
                      you know, we owe $22 million. We have pretty good cash
                      flow to lower, you know, to not keep the debt too high. An
                      increase of even a half a point in a year cost $150,000.

                      And if we were - assuming we had our debt up to $80
                      million that would only mean we invested more paper at,
                      you know, high yields. So if we owed another $50 million
                      and prime went up a half a point, it would cost another
                      $250,000 but we would - assuming that by having another
                      $50 million, the IRRs are so high that it's really an
                      insignificant number.





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                      So I think I need to drive that point home, that the
                      interest rate increase does not have a material impact on
                      us. And the bankruptcy law as I said before will certainly
                      help us.

Mitchell Cohen:       The other thing (James) is as the interest rates go
                      up we might see some - we might start seeing some more
                      defaulting which might lead to some, you know, more paper
                      out on the street.

                      But one other point, we anticipate - think that there will
                      be more default because of recent banks - some of the
                      banks, many of the banks are changing their payments -
                      minimum payment structure so they're going to, you know,
                      have people pay more per month rather than having the
                      ability to pay interest only with a small payment. And
                      that might put pressure on more charges.

James Obrien:         Okay. Well plus I think also following on that
                      with about a third of mortgages being ARMs, which is about
                      a ten year high in a rising interest rate environment, you
                      might see some people have trouble making their mortgage
                      payment so that could obviously create even more bad debt.

                      With that said...

Mitchell Cohen:       Well we agree with that (James) without a doubt.

James Obrien:         With that said, I just have one last quick
                      question, maybe kind of a - can you make a general comment
                      on, you know, with Washington Mutual and the Providian
                      announcement and Metris selling itself and, you know, the
                      Sears portfolio being sold to Citi, et cetera, et cetera,
                      does that change the landscape going forward in terms of,
                      you know, on people selling portfolios?





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                      I guess what I'm trying to say is, you know, with less -
                      even though the deal flow is strong there will be less
                      sellers out there. Would that affect pricing or is it, you
                      know, companies such as yourselves who have long standing
                      relationships it will further strengthen your competitive
                      position because you have these long standing
                      relationships with, you know, as the sellers numbers
                      shrink?

Gary Stern:           It will have no impact. We have relationships with
                      certain groups as you mentioned. And they are continuing
                      to do business as usual. It might even strengthen some of
                      the relationships. Some we mentioned we do not buy from.
                      So we anticipate absolutely no impact.

Mitchell Cohen:       It might even give us a toe-hold into issues is that we
                      haven't dealt with in the past.

James Obrien:         Okay great. Thanks so much.

Gary Stern:           You're welcome.

Operator:             Your next question is from Steve Delaney with Ryan Beck.

Steve Delaney:        Congratulations on the quarter guys.

Mitchell Cohen:       Thanks.

Steve Delaney:        I wanted to come back to (Charles') point and dig
                      a little deeper on this revenue to cash collections. Your
                      ratio is 43.7 and it's consistently been around 40%, you
                      know, for the last year. So in this most recent quarter,
                      your peers, your three public peers averaged revenues to
                      cash of 77%. There was a high of 81% and a low of 74%.





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                      Now, can you help us understand - I mean everybody's paper
                      is different and I'm sure everybody's models are a little
                      different but this seems to be a pretty glaring disparity
                      to me between just the, you know, the rate of amortization
                      of principle. Do you have any thoughts on that? You know,
                      obviously, you want to talk about yourself versus peers
                      but what's going on here and why is your revenue
                      recognition rate so much lower than the peers?

Mitchell Cohen:       Well, let me start out by saying we have to gross ours up.

Steve Delaney:        Yeah but it would be the same whether we, you know, we
                      could gross revs and gross cash. Agreed. But both would go
                      up, right?

Gary Stern:           Right.

Steve Delaney:        Okay. So the ratio should be generally the same.

Mitchell Cohen:       The only conclusion that I can draw is that we're a
                      much more conservative company. When we established the
                      pools.

Steve Delaney:        Well, I've had it suggested to me, you know,
                      there's a couple ways to get the same IRR. You can either
                      collect less money over a shorter period of time or more
                      money over a longer period of time. And it's been
                      suggested to me that you know, maybe the reason you do it
                      is that you are so conservative about writing principle
                      off faster is that in terms of your particular model and
                      your paper, you're going to get your IRR but you may not
                      have as long a tail, you know, on the portfolio in terms
                      of the aggregate.

                      You know, getting back to the issue about, you know, total
                      cumulative collections on history, that maybe you're
                      getting your IRR but maybe your approach to using legal
                      etcetera that, you know, you're going to get your payback
                      quicker and not have as long a tail. Do you think there's
                      any validity to that argument?





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Mitchell Cohen:       I believe there's probably 40% validity to that
                      argument but our pools have historically and to this day
                      still have long tails.

Gary Stern:           Steve, this is Gary.

Steve Delaney:        Yeah Gary.

Gary Stern:           They're much longer tails. We amortize over a five year
                      period.

Steve Delaney:        Sure.

Gary Stern:           And there are very long tails in that. We have many
                      judgments. And especially by utilizing the legal strategy.
                      So the cash does not come in so fast.

Steve Delaney:        Right.

Gary Stern:           You know, there's some variables. I don't know...

Steve Delaney:        Well, Gary...

Gary Stern:           And the other point is that as we've mentioned, we
                      micro manage all of the agencies and law firms as far as
                      settlements so we don't go for the quick (settlement).

Steve Delaney:        Right. The discount.





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Gary Stern:           The settlements. So we are very patient. We'd much rather
                      have a long tail. So I don't think that that is the case.

Steve                 Delaney: Well, it would seem to me then that if you have
                      been amortizing principle more rapidly that going forward
                      you're going to have a higher percentage of zero cost
                      basis portfolios. Okay? And that, you know, that at some
                      point obviously, the revenue we could expect this ratio to
                      go up. Because obviously, the, you know, you can have 100%
                      revenue to cash on the zero basis portfolios. Does that
                      seem reasonable to you that once you've amortized, you
                      know, such a significant amount of principle that the
                      ratio should go up?

Gary Stern:           How about if I just say that I think your theory is 100%
                      accurate?

Steve Delaney:        Okay. Well, we'll leave it...

Gary Stern:           (Unintelligible) don't like to look forward
                      (unintelligible).

Steve Delaney:        We'll leave it at that point. I mean obviously you did 58%
                      revenue growth with maintaining the ratio.

Gary Stern:           Right.

Steve Delaney:        So congratulations. Just one last thing, Gary.
                      There hadn't been much said about option cards since you
                      announced that. Can you give us a quick update? I think
                      you added about 25 people and two principles and you know,
                      maybe let us - how many people are still there? And how is
                      that working out for you? What does it say about your
                      appetite for future deals?


Gary Stern:           Well, as you know, we purchased that option card
                      the same way we would have purchased any one portfolio.
                      And we have downsized the operation from 25 to about 6.
                      And the paper is collecting as expected and we would hope
                      to be able to find five, six, ten, fifteen other option
                      cards to purchase in the future.





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Steve Delaney:        Okay. So down to about six people. Is that one reason you
                      think expenses will be flat in the fourth quarter?

Mitchell Cohen:       Yes.

Steve Delaney:        Okay.

Mitchell Cohen:       The only debate on expenses in the fourth quarter
                      would be an Sarbanes-Oxley additions that are underway at
                      the moment.

Steve Delaney:        Okay. And do you still have the two principles on board
                      that came over with option card?

Mitchell Cohen:       Yes.

Steve Delaney:        Okay. All right. Thank you very much.

Mitchell Cohen:       Thank you (Steve).

Operator:             Your next question is from Alex Trzesniewski with Granite
                      Pointe Capital.

Alex Trzesniewski:    Yes hello. Could you tell me historically about
                      outsourcing 95% of the collections? I mean how -
                      what are the economics of that business? Is that a
                      business that - I mean did you go - I'm new to the
                      company. I'm sorry but did you go from doing more of your
                      own to less? Or how do you think that's going to develop
                      over time whether that's a business you might want to try
                      to capture more of the value in?




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Gary Stern:           Alex I apologize. This is Gary Stern speaking.
                      Could you just repeat the beginning of your question
                      because it was a little bit low.

Alex Trzesniewski:    Yeah. I'm sorry. I was just wondering about
                      could you not outsource 95% of your collections? I'm just
                      wondering the history of that and whether or not you would
                      consider which way you're kind of moving with that? And
                      whether there's an opportunity for you to capture even
                      more value by doing more of that yourself or if you've
                      actually been moving the other way with that?

Gary Stern:           No, no. It's always been our policy and we
                      basically will not deviate from that, you know,
                      philosophy. Could it go to 90 or 85%? It could shift over
                      time but not really materially because we firmly believe
                      that our model is a great model. Our overhead, by and
                      large, is fixed. We do not think that by having many
                      collectors we can improve our bottom line. If we felt that
                      way, you know, we would hire many, many collectors.

                      So it makes a whole lot of sense for us to continue to
                      focus on buying portfolios and building scale. This is a
                      very scalable business. If we bought another, you know,
                      we're were fortunate enough to buy a billion, four
                      billion, $10 billion in paper, there would not be a
                      significant increase in our, you know, operating expenses.
                      Interest would go up somewhat but that should not be
                      material relative to revenue.

                      So we firmly, firmly believe that this is the best model
                      and the only model.

Alex Trzesniewski:    So help me...




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Gary Stern:           It's worked for us for many, many years. And part
                      of why it works is because we have some very strong
                      relationships with groups that we've done business with
                      for over 20 years. So one needs to know who they're doing
                      business with. Have, you know, good people on the other
                      side.

                      And you know, know what to send to what groups. Certain
                      groups specialize in small balances. Certain groups
                      specialize in certain areas. You know, there are many
                      different criteria that go into this and we monitor them
                      on a very, very close basis.

Alex Trzesniewski:    And there haven't been any changes in the
                      capacity of the people you go to? You're saying in terms
                      of how much - you know, how much capacity there is out
                      there in the outside agencies.

Gary Stern:           Oh no. Absolutely not. We - the people we are doing
                      business with can handle the capacity. And there are many
                      other groups that we know for many years that would love
                      to do business with us. So with that being said, we, you
                      know, have the best of both worlds. We have our people
                      we're doing business with. Others that want to do business
                      with. And it's our choice on who we decide to outsource
                      to.

                      So we've been in this business many, many years and we
                      don't think there will ever be an issue with capacity.

Alex Trzesniewski:    Thank you.

Gary Stern:           You're welcome.

Operator:             Your next question is from Kara Murphy with Chilton
                      Investments.




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Kara Murphy:          Hi.

Gary Stern:           Hi. Good morning.

Kara Murphy:          Good morning. I just had a question. You were
                      talking earlier about calculating IRRs on the portfolio.
                      When you do that do you consider the sale of portfolios as
                      part of the IRR?

Gary Stern:           Yes. The sale is a cash collection component. Absolutely.

Kara Murphy:          Okay. So in that respect then, higher prices for
                      portfolios would actually help the IRRs.

Gary Stern:           You mean higher resale prices?

Kara Murphy:          Right.

Gary Stern:           Yes. Absolutely.

Kara Murphy:          Okay. And then can you give us a sense of what the
                      breakdown was between cash collections and sales of the
                      portfolios?

Gary Stern:           Yeah. We've never disclosed that but it's - we have not
                      disclosed that. And we continue not to disclose that.

Kara Murphy:          Is there any way you could maybe give us a sense of how
                      that's shifted over the last couple quarters?

Gary Stern:           How has it shifted? Has it shifted much? We can get that
                      to you.




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Mitchell Cohen:       I can get back to you on that. It's, you know,
                      we're a receivable management company so we buy, sell,
                      manage, and liquidate through collections paper. So you
                      know, I could try to get back to you but I mean with the
                      business operating today the same way it operated a year
                      ago, three years ago, four years ago, and more.

Gary Stern:           Right. I mean we - when we sell paper we sell paper
                      at a point that we feel we're selling it at an
                      indifference price. So we're not just selling paper for
                      the sake of just flipping paper quickly. We don't believe
                      we leave a lot of money on the table. And that's the way
                      we continue to do business. So to plan, you know, a way of
                      doing business. You know, a planned strategy we've had for
                      many years and will continue.

Kara Murphy:          Is there like a typical duration that you'll hold onto a
                      portfolio?

Gary Stern:           Quite a long time. Once in a while we might, might,
                      under very rare circumstance flip something very, very
                      quickly but that would be highly unusual. It's after
                      several years. After we feel we've done what we can do
                      with a portfolio and it's time to sell and make sense to
                      put paper out in the market.

Mitchell Cohen:       As someone once told me, you know, you squeeze the
                      lemon so many times that you just can't squeeze it
                      anymore.

Kara Murphy:          And then will you typically send one portfolio out
                      to multiple collection agencies or will it stay with the
                      same collection agency?

Gary Stern:           No. Our strategy is we'll send paper either through
                      various law firms - well, I would say a combination of
                      three items. One is we keep certain accounts in house, in
                      our collections center. The other would be we would send
                      paper to agencies and law firms. We never send one entire
                      portfolio to one group.




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                      It doesn't - the effective collections strategy would not
                      work for two purposes. One is we don't think one group
                      would do as effective a job as spreading it around and
                      it's much easier for us to compare our results to other
                      people and you know, verify a long proven strategy of
                      which groups collect the best on certain assets.

Kara Murphy:          Okay. Thanks.

Gary                  Stern: And then we - I don't think I answered your
                      question completely 100%. So it may stay somewhere for six
                      months and go to another agency or law firm for six months
                      or nine months. You know, various different strategies.
                      But we do not keep paper usually at a group for more than,
                      you know, six to twelve months because it becomes stale.

Kara Murphy:          Okay. Thanks.

Gary Stern:           You're welcome. With the exception, I apologize,
                      for judgments. Judgments we will keep at a law firm longer
                      than that.

Operator:             Your next question is from Charles Trafton with America's
                      Growth Capital.

Charles Trafton:      Hi. Thanks. What is your legal - what is your
                      legal strategy with the small balance telecom accounts?
                      You've been a lot of telecom paper and you mentioned legal
                      was going to be a bigger part of the mix.

Gary Stern:           Well, legal on telecom is just evolving and we will
                      use a strategy depending state specific and balance
                      specific. Depending on costs. So we will use a legal
                      strategy. There are balances that are high enough on
                      telecom to utilize a legal strategy.





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Charles Trafton:      Okay. What...?

Gary Stern:           The number of accounts being sued will not be as high as a
                      credit card portfolio.

Charles Trafton:      Right.

Gary Stern:           But there will be definitely a legal strategy
                      utilized. And we've started that about three, four months,
                      five months ago on a small scale. Now we're going to ramp
                      that up.

Charles Trafton:      And what kind of balance are you going after in that kind
                      of...?

Gary Stern:           It varies. You know, we might go after a $500
                      balance where the state laws allow us because of court
                      costs to, you know, sue somebody for $500. There are other
                      states where it may not pay to sue unless they owe $1,500
                      to $2,000.

                      So I would generally say anything under four to $500
                      dollars might not make sense and you know, anything over
                      $1,000 to $1,500 would make sense, of course, with our
                      same knowledge of predictability of collectability. We're
                      not going to deviate from that.

Charles Trafton:      You might have given this out earlier but what of
                      the 43.5 million in collections was sales?

Gary Stern:           We haven't given it out. We just said we have not
                      done that or we've never done that. We've always viewed
                      that as, you know, regular collections.




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Charles Trafton:      Okay. Okay. I don't want to beat this horse to
                      badly but going back to some of your earlier comments
                      about amortization rates, you said maybe yours is higher
                      because you're more conservative than other companies. Is
                      that really fair to say given that you only have $4
                      million of zero basis in collections? I mean in other
                      words, if you were very, very conservative over time
                      wouldn't you be collecting a whole lot more cash than you
                      assumed for accounting purposes?

Gary Stern:           Well, zero - well, it takes time to get to zero basis.

Charles Trafton:      Right. But you've been in this business a long time.

Gary Stern:           Right. But we really started buying paper in the
                      middle of 1999. We bought a large portfolio then in 2000
                      by design because we had a portfolio we needed to digest.
                      We didn't buy hardly any paper and we really started
                      ramping up buying a significant amount of paper, I believe
                      in 2003, in the middle of 2003 so it's only been two
                      years.

Charles Trafton:      So even still though, two years into it this
                      quarter for example, you didn't ratchet up any of the - I
                      mean you weren't collecting any more than you thought. As
                      you said earlier my question you're collecting exactly
                      what you thought you would two years later.

                      And if you were incredibly conservative two years into it
                      wouldn't you be collecting a little bit more than you had
                      conservatively thought?

                      I don't know it's just a thought.




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Gary Stern:           Yeah, I don't think so. I think we're collecting what we
                      thought we would collect.

                      But we tend to be conservative. Now we don't also by using
                      a legal strategy its take longer to collect in other
                      words.

                      So we just started really ramping that up in the last six
                      to nine months.

Charles Trafton:      And how much comes through that channel?

Gary Stern:           Legal, (unintelligible), you know, (Charles) I apologize.
                      We don't have that handy.

Charles Trafton:      yeah.

Gary Stern:           But we can - maybe later you can call us and we certainly
                      will get that.

Charles Trafton:      Okay, we'll go through it later.

Gary Stern:           That has been increasing and should continue to increase.

                      But I would hope and, you know, over time that the Zero
                      basis would increase.

Charles               Trafton: Right, I mean going beyond Zero basis regular
                      ratcheting up collections. I just don't know if it's
                      accurate to say you're more conservative than anyone else
                      just because you've been accurate. So that's all.

                      Thanks.




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Gary Stern:           You're welcome.

Operator:             Thank you. At this time I'm showing no questions.

Gary Stern:           Okay. Thank you for participating in...

Operator:             I'm sorry, you do...

Gary Stern:           Our Third Quarter conference call.

                      As always should you have any additional questions please
                      feel free to call Mitch Cohen or myself. We look forward
                      to speaking with all of you again later this year to
                      discuss Asta's yearend and fourth quarter results.

                      Have a pleasant day.

Operator:             Thank you. This concludes the Asta Funding, Incorporated
                      Third Quarter and Nine Month Financial Results conference
                      call.

                      You may now disconnect.


                                       END