SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* GOLDMAN SACHS GROUP INC/ (Last) (First) (Middle) 85 BROAD ST (Street) NEW YORK NY 10004 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 01/27/2005	3. Issuer Name and Ticker or Trading Symbol DOLLAR FINANCIAL CORP [ DLLR ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	1,193,504	I	See Footnotes(1)(2)(3)(4)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* GOLDMAN SACHS GROUP INC/ (Last) (First) (Middle) 85 BROAD ST (Street) NEW YORK NY 10004 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* GOLDMAN SACHS & CO (Last) (First) (Middle) 85 BROAD ST C/O GOLDMAN SACHS & CO (Street) NEW YORK NY 10004 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* GS MEZZANINE PARTNERS LP (Last) (First) (Middle) 85 BROAD STREET 212-902-1000 (Street) NEW YORK NY 10004 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* GS Mezzanine Partners Offshore, L.P. (Last) (First) (Middle) C/O M&C CORPORATE SERVICES LIMITED P.O. BOX 309 (Street) GRAND CAYMAN E9 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* BRIDGE STREET FUND 1998 LP (Last) (First) (Middle) 85 BROAD STREET (Street) NEW YORK NY 10004 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* STONE STREET FUND 1998 LP (Last) (First) (Middle) 85 BROAD STREET (Street) NEW YORK NY 10004 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* GS Mezzanine Advisors, L.L.C. (Last) (First) (Middle) 85 BROAD ST. (Street) NEW YORK NY 10004 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* STONE STREET 1998 LLC (Last) (First) (Middle) 85 BROAD ST (Street) NEW YORK NY 10004 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman, Sachs & Co. ("Goldman Sachs"), GS Mezzanine Partners, L.P. ("GS Mezzanine"), GS Mezzanine Partners Offshore, L.P. ("GS Mezzanine Offshore"), Bridge Street Fund 1998, L.P. ("Bridge 1998"), Stone Street Fund 1998, L.P. ("Stone 1998" and, together with GS Mezzanine, GS Mezzanine Offshore, and Bridge 1998, the "Limited Partnerships"), GS Mezzanine Advisors, L.L.C ("GS Mezzanine GP") and Stone Street 1998, L.L.C. ("Stone 1998 GP" and, together with GS Group, Goldman Sachs, the Limited Partnerships and GS Mezzanine GP, the "Reporting Persons").

2. Prior to consummation of the Issuer's initial public offering of its common stock, the common stock will undergo a 555-for-1 split. The amount of securities beneficially owned by the Reporting Person reported on this Form 3 reflects the number of shares of common stock that the Reporting Person will beneficially own upon consummation of the stock split.

3. GS Mezzanine beneficially owns directly and its general partner, GS Mezzanine GP, may be deemed to beneficially own indirectly 749,353 shares of Common Stock. GS Mezzanine Offshore beneficially owns directly and its general partner, GS Mezzanine GP, may be deemed to beneficially own indirectly 402,391 shares of Common Stock. Bridge 1998 beneficially owns directly and its general partner, Stone 1998 GP, may be deemed to beneficially own indirectly 9,682 shares of Common Stock. Stone 1998 beneficially owns directly and its general partner, Stone 1998 GP, may be deemed to beneficially own indirectly, 32,078 shares of Common Stock. Each of GS Mezzanine GP and Stone 1998 GP disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest in such securities.

4. Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 1,193,504 shares of Dollar Financial Corp. (the "Company") common stock, par value $0.001 per share ("Common Stock") through the Limited Partnerships, of which affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or managing partner. Goldman Sachs is the investment manager of certain of the Limited Partnerships. Goldman Sachs is a direct and indirect wholly-owned subsidiary of GS Group. Goldman Sachs and GS Group each disclaims beneficial ownership of the shares of Common Stock owned by the Limited Partnerships except to the extent of its pecuniary interest therein.

	/s/ Ted Chang, Attorney-in-fact	01/27/2005
	/s/ Ted Chang, Attorney-in-fact	01/27/2005
	/s/ Ted Chang, Attorney-in-fact	01/27/2005
	/s/ Ted Chang, Attorney-in-fact	01/27/2005
	/s/ Ted Chang, Attorney-in-fact	01/27/2005
	/s/ Ted Chang, Attorney-in-fact	01/27/2005
	/s/ Ted Chang, Attorney-in-fact	01/27/2005
	/s/ Ted Chang, Attorney-in-fact	01/27/2005
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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