Marketing and Servicing Agreement, as amended between Republic Bank & Trust Company and ACE Cash Express, Inc.

EXHIBIT  10.32

Marketing and Servicing Agreement, as amended between Republic Bank & Trust Company and ACE Cash Express, Inc.

February 24, 2006

Republic Bank & Trust Company

601 West Market Street

Louisville, Kentucky  40202-2700

Attention:  Michael A. Ringswald

Re:  Marketing and Servicing Agreement dated as of October 21, 2002, by and between Republic Bank & Trust Company and ACE Cash Express, Inc. (as amended, the “Agreement”)

Dear Mike:

Each undefined capitalized term used in this letter shall have the meaning ascribed to it in the Agreement. When countersigned, this letter will constitute an amendment to the Agreement, effective as of February 24, 2006.

Notwithstanding anything to the contrary contained in the Agreement and without any liability arising th