ACE Cash Express, Inc., incorporated in March 1982, is a retailer of financial services, including check cashing, short-term consumer loans and bill payment services. During the fiscal year ended June 30, 2005 (fiscal 2005), the Company had a total network of 1,371 stores in 37 states and the District of Columbia, consisting of 1,142 Company-owned stores and 229 franchised stores. ACE Cash Express opened 48 franchised stores in fiscal 2005. Check Cashing ACE Cash Express' primary business is cashing checks for a fee. The Company primarily cashes payroll checks. It also cashes government assistance, tax refund and insurance checks or drafts. Subject to market conditions at different locations, the check cashing fees for payroll checks are approximately 2.3% of the face amount of the check. In fiscal 2005, its company-owned stores cashed approximately 13.3 million checks with an aggregate face amount of approximately $5.3 billion. Short-term Consumer Loans The short-term consumer loans offered at ACE Cash Express' stores involve providing a customer with cash in exchange for the customer's check or an authorization to debit the customer's bank account, along with an agreement to defer the deposit of that check or the initiation of that debit on the customer's account, as the case may be, for a term of 14 days and in some cases until the customer's next payday, typically two to four weeks later. If the customer returns to the store and repays the loan, the Company returns the check to the customer. If the customer fails to repay the loan, ACE Cash Express deposits the check or debits the customer's checking account. Since January 1, 2003, all of the short-term consumer loans offered at its Company-owned stores have consisted of either short-term consumer loans made by the Company or short-term consumer loans made by Republic Bank & Trust Company, a Kentucky state-chartered bank. As of June 30, 2005, ACE Cash Express was offering short-term consumer loans in 621 of its owned stores and Republic Bank was offering short-term consumer loans in 427 of the Company-owned stores in Texas, Pennsylvania and Arkansas. Bill-Payments ACE Cash Express' stores serve as payment locations for customers to pay many of their utility, telephone and other bills to third parties, and also serve as a distribution point for bank-issued prepaid debit cards. Upon acceptance of the customer's payment, the Company remits the amount owed to the third-party on the next business day under an agreement with that payee and either receive a service fee from the payee or collect a fee from the consumer. The agreements generally have a three to five-year term. The Company offers these services primarily through agreements directly with various product and service providers, such as Verizon, Sprint, TXU (a Texas utility company) and Baltimore Gas & Electric. The Company's stores also offer NetSpend's ACE MasterCard debit card, which allows customers to load cash onto a MasterCard debit card and use it wherever MasterCard debit cards are accepted. It receives a fee when customers purchase the card, load cash on the card, use it for a purchase or use it at an automated teller machine for a cash withdrawal. In fiscal 2005, the Company-owned stores sold approximately 172,000 prepaid debit cards and loaded more than $527 million onto these cards. Money Transfer Services The Company is an agent for the transmission and receipt of wire transfers through the MoneyGram network. Through this network, ACE Cash Express' customers can transfer funds electronically to any of approximately 75,000 MoneyGram agent locations worldwide (including the Company's stores). MoneyGram Payment Systems, Inc. establishes the fees for this service and pays ACE Cash Express a commission. Money Orders ACE Cash Express sells money orders issued by Travelers Express in denominations up to $1,000. These money orders are generally used by the customers for bill payments, rent payments and other general disbursements. In fiscal 2005, the Company sold 7.6