Prospectus Supplement No. 3	Filed pursuant to Rule 424(b)(3)
(to Prospectus Dated October 8, 2007, as	Registration No. 333-146205
supplemented by Prospectus Supplement
No. 1 dated December 5, 2007 and
Prospectus Supplement No. 2 dated
February 19, 2008)

$200,000,000
DOLLAR FINANCIAL CORP.
2.875% Senior Convertible Notes due 2027
Shares of Common Stock Issuable upon Conversion of Notes

     This prospectus supplement no. 3 supplements and amends our prospectus dated October 8, 2007, as supplemented and amended by Prospectus Supplement No. 1 dated December 5, 2007 and Prospectus Supplement No. 2 dated February 19, 2008, relating to the sale from time to time by the selling securityholders named in the prospectus and in this prospectus supplement of up to $200,000,000 aggregate principal amount of our 2.875% Senior Convertible Notes due 2026 and the shares of our common stock issuable upon exchange of the notes.

     This prospectus supplement should be read in conjunction with and accompanied by, and is qualified by reference to, the prospectus, except to the extent that the information in this prospectus supplement supersedes any information contained in the prospectus.

     Investing in the notes involves risks. See ''Risk Factors’’ beginning on page 10 of the prospectus, as well as the risk factors that are incorporated by reference in the prospectus.

     NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE SECURITIES COMMISSION HAS APPROVED OR DISAPPROVED OF THESE SECURITIES OR DETERMINED IF THIS PROSPECTUS IS TRUTHFUL OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

The date of this prospectus supplement is June 18, 2008

SELLING SECURITYHOLDERS

     The information appearing in the table below supplements and amends the information with respect to such selling securityholders in the table appearing under the heading “Selling Securityholders” in the prospectus. The information is based solely on information provided to us by or on behalf of the selling securityholders on or prior to June 17, 2008. Where the name of a selling securityholder identified in the table below also appears in the table in the prospectus or a prior prospectus supplement, the information set forth in the table below regarding that selling securityholder supersedes the information in the prospectus or such prospectus supplement.

						Number of Shares of
	Principal Amount of Notes					Common Stock
	Beneficially Owned
	Prior to the		Percentage of			Beneficially
	Offering and		Notes			Owned Prior to		Offered
Selling Securityholder	Offered Hereby ($)		Outstanding			the Offering		Hereby (1)
Fore ERISA Fund, Ltd.		5,919,000		3.0	%		—		229,633
Putnam Convertible Income-Growth Trust (2)		6,000,000		3.0	%		—		232,775

(1)

Represents the maximum number of shares of our common stock issuable upon conversion of all of the holder’s notes, based on the initial conversion rate of 25.7759 shares of our common stock per $1,000 principal amount. This conversion rate, however, is subject to adjustment as described under “Description of the Notes—Conversion Rights” in the prospectus. As a result, the number of shares of our common stock issuable upon conversion of the notes may increase or decrease in the future.

(2)

The selling securityholder has indicated that it is an affiliate of a broker-dealer registered pursuant to Section 15 of the Exchange Act.