Amendment No. 2 to Second Amended and Restated Stockholders Agreement among Dollar Financial Corp. and Investors

Exhibit 10.29(b)

GS Mezzanine Partners, L.P.
GS Mezzanine Partners Offshore L.P.
Stone Street Fund 1998, L.P.
Bridge Street Fund 1998, L.P.
Ares Leveraged Investment Fund, L.P.
Ares Leveraged Investment Fund II, L.P.
Jeffrey Weiss

Ladies and Gentlemen:

        Reference is hereby made to that certain Amendment No. 2 to Second Amended and Restated Stockholders Agreement dated as of April 14, 2004, by and among Dollar Financial Corp. (formerly DFG Holdings, Inc.), a Delaware corporation (the "Company"), Green Equity Investors II, L.P., a Delaware limited partnership, Stone Street Fund 1998, L.P., a Delaware limited partnership; Bridge Street Fund 1998, L.P., a Delaware limited partnership, GS Mezzanine Partners, L.P., a Delaware limited partnership, GS Mezzanine Partners Offshore, L.P., an exempt Cayman Islands limited partnership, Ares Leveraged Investment Fund, L.P., a Delaware limited partnership, Ares Leveraged Investment Fund II, L.P., a Delaware limited partnership, Jeffrey Weiss (the "Amendment").

        The Company and, by acknowledging this letter as set forth below, each of the other parties hereto, hereby agrees that clause (ii) in Section 1 of the Amendment regarding Paragraph 4.3.2(a) shall hereafter read "(ii) second, Registrable Shares held by Jeffrey Weiss in such amount as the Company selects in its sole discretion, provided, that the Company shall not include more than 121,875 shares pursuant to this clause (ii)".

        Please acknowledge your agreement with the terms of this letter by executing and returning a copy of this letter (by both fax and U.S. mail) to:

Michael Kaplan
Irell & Manella LLP
1800 Avenue of the Stars, Suite 900
Los Angeles, CA 90067
Fax: (310)  ###-###-####

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Exhibit 10.29(b)