NATIONAL AUTO FINANCE CO INC
8-K, 1997-04-29
PERSONAL CREDIT INSTITUTIONS
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                     SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20549
                                               
                            -------------------


                                  FORM 8-K
                          CURRENT REPORT PURSUANT
                       TO SECTION 13 OR 15(d) OF THE
                      SECURITIES EXCHANGE ACT OF 1934
                                            
                               -------------


     Date of Report (Date of Earliest Event Reported):  April 22, 1997

                    National Auto Finance Company, Inc.
- ---------------------------------------------------------------------------
           (Exact Name of Registrant as Specified in its Charter)

                                  Delaware
- ---------------------------------------------------------------------------
               (State or Other Jurisdiction of Incorporation)

            0-22067                                    65-0688619
- ------------------------------               ------------------------------
   (Commission File Number)                         (I.R.S. Employer
                                                   Identification No.)

       621 N.W. 53rd Street, Suite 200
             Boca Raton, Florida                               33487
- ---------------------------------------------          --------------------
   (Address of Principal Executive Offices)                 (Zip Code)

                               (561) 997-2747
- ---------------------------------------------------------------------------
            (Registrant's Telephone Number, Including Area Code)

                               NOT APPLICABLE
- ---------------------------------------------------------------------------
       (Former Name or Former Address, if Changed Since Last Report)


<PAGE>


ITEM 5.   OTHER EVENTS.

     Filed herewith is a copy of the National Auto Finance Company, Inc.
(the "Company") Press Release, dated April 22, 1997, announcing its first-
quarter results for the three months ended March 31, 1997.  The nature of
the Company's business is such that the results for any interim period are
not necessarily indicative of the results for a full year.

ITEM 7.   FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND
          EXHIBITS

     (a)  Financial Statements of Business Acquired:

          Not applicable.

     (b)  Pro Forma Financial Information.

          Not applicable.

     (c)  Exhibits.

          (99) Press Release, dated April 22, 1997.


<PAGE>


                                 SIGNATURES


     Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by
the undersigned hereto duly authorized.

April 29, 1997
                                   NATIONAL AUTO FINANCE COMPANY, INC.



                                   By:  /s/ Kevin Adams
                                        -----------------------------------
                                   Name:  Kevin Adams
                                   Title:  Chief Financial Officer

<PAGE>


                    NATIONAL AUTO FINANCE COMPANY, INC.

                                  FORM 8-K

                               CURRENT REPORT

                               Exhibit Index


Exhibit No.                     Description                            Page
- -----------                     -----------                            ----
(99)                          Press Release,
                              dated April 22, 1997


                                                               EXHIBIT (99)
     NAFI Reports First Quarter Results
     April 22, 1997                                                        
     ----------------------------------------------------------------------

     Contact:  Roy E. Tipton                 Keith B. Stein
               President                Vice Chairman
               (800) 999-7535           (800) 533-8573


                       NATIONAL AUTO FINANCE COMPANY, INC.
                     REPORTS POSITIVE FIRST QUARTER RESULTS
                                                  
                               -------------------
                             REVENUES INCREASE 115%

     BOCA RATON, Fla. (April 22, 1997) - National Auto Finance Company,
     Inc. (Nasdaq/NM:NAFI) today announced financial results for the first
     quarter ended March 31, 1997.

          For the three months ended March 31, 1997, total revenues
     increased 115% to $5.6 million compared with $2.6 million for the
     first quarter of 1996.  Net income (before the effects of a one-time,
     non-cash, deferred income tax charge to earnings of $4.5 million to
     reflect a deferred income tax liability arising from the
     reorganization of the Company's business from a partnership form to a
     taxable corporate form in connection with the Company's initial public
     offering in January 1997) rose to $1.0 million, or $.14 per share, for
     the first quarter of 1997 compared with pro forma net income of $0.5
     million, or $.07 per share, for the year-earlier period.

          Management believes that net income before such charge is the
     appropriate evaluation of the Company's operating performance because
     of the consistency of such presentation.  National Auto Finance
     reported a net loss of $3.5 million, or $.51 per share, for the first
     quarter of 1997, including the one-time deferred tax charge.

          The Company reported that purchases of motor vehicle retail
     installment sales contracts from automobile dealers totaled $35.7
     million for the quarter ended March 31, 1997, an increase of 145% over
     loan purchase volume of $14.6 million for the prior-year period.

          Commenting on the results, Roy E. Tipton, president of National
     Auto Finance Company, said, "We are very pleased with our first
     quarter results.  We expect continued growth in loan volume and
     revenues through the expansion of our channels of marketing, and have
     a positive outlook for the remainder of 1997."

          National Auto Finance is a specialized consumer finance company
     engaged in the purchase, securitization and servicing of car loans
     originated by automobile dealers for non-prime consumers.  The Company
     markets its products and services to dealers through the efforts of
     its direct sales force and through strategic referral and marketing
     alliances with financial and other institutions that have established
     relationships with dealers.


<PAGE>

                                                               EXHIBIT (99)
     NAFI Reports First Quarter Results
     April 22, 1997                                                        
     ----------------------------------------------------------------------

          This news release contains statements that are forward-looking
     within the meaning of applicable federal securities laws and are based
     upon the Company's current expectations and assumptions which are
     subject to a number of risks and uncertainties which could cause
     actual results to differ materially from those anticipated.  Primary
     factors that could cause actual results to differ include the
     availability of financing on terms and conditions acceptable to the
     Company, the availability of the Company to securitize its finance
     contracts in the asset-backed securities market on terms and
     conditions acceptable to the Company, and changes in the quality or
     composition of the serviced loan receivable portfolio.  Certain of 
     these as well as other factors are described in more detail in the
     Company's Annual Report on Form 10-K for the year ended December 31,
     1996.

                       NATIONAL AUTO FINANCE COMPANY, INC.
                   UNAUDITED CONSOLIDATED STATEMENTS OF INCOME
                 (IN THOUSANDS, EXCEPT EARNINGS PER SHARE DATA)


                                                     Three Months Ended
                                                           March 31,          
                                                 ----------------------------
  Revenue                                            1997             1996   
                                                 -----------       ----------
      Gain on sales of loans                     $     4,542       $    2,097
      Finance charges earned                              19               --
      Other income                                     1,028              494
                                                 -----------       ----------
                                                       5,589            2,591
  Total expenses                                       3,959            1,789
                                                 -----------       ----------
  Income before income taxes                           1,630              802
  Income tax, expense current                            630              301(1)
                                                 -----------       ----------
  Net income                                     $     1,000       $      501
  Deferred income taxes from reorganization of 
    partnership                                        4,500(2)            --
                                                 -----------       ----------
  Net income (loss) as adjusted                  $    (3,500)      $      501
                                                 ===========       ==========
  Earnings per share before deferred tax expense $      0.14               --
                                                 ===========
  Earnings (loss) per share as adjusted          $     (0.51)(2)           --
                                                 ===========
  Pro forma earnings per share                            --       $     0.07
                                                                   ==========
  Weighted average shares and share equivalents        6,902
                                                 ===========
  Pro forma shares outstanding                                          6,726
                                                                   ==========


(1)  Pro forma income taxes for the three-month period ended March 31, 1996,
     calculated as if the Company had operated as a "C" Corporation.

(2)  Includes the effects of a one-time, non-cash charge for deferred income
     taxes arising from the reorganization of the Company from a partnership
     form to a taxable corporate form in connection with the Company's initial
     public offering in January 1997.

<PAGE>

                                                               EXHIBIT (99)
     NAFI Reports First Quarter Results
     April 22, 1997                                                        
     ----------------------------------------------------------------------

                       NATIONAL AUTO FINANCE COMPANY, INC.
                 UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
                             (DOLLARS IN THOUSANDS)



<TABLE>
<CAPTION>

                                                               March 31,      December 31,
      ASSETS                                                     1997              1996  
                                                             -----------      -----------
<S>                                                          <C>               <C>
      Assets:
          Cash and cash equivalents                          $    10,897       $    5,066
          Finance receivables, net                                 1,019               --
          Excess spread receivable                                29,988           23,404
          Fixed assets, net                                          679              514
          Other assets                                             1,721            2,216
                                                             -----------       ----------
            Total assets                                     $    44,304       $   31,200
                                                             ===========       ==========

      LIABILITIES AND OWNERSHIP EQUITY
      Liabilities:
          Subordinated debt                                  $    14,316       $   19,700
          Other liabilities                                        6,812            4,904
                                                             -----------       ----------
            Total liabilities                                     21,128           24,604

      Ownership and Stockholders' Equity:
          Stockholders (partners) equity(1)                       23,176            6,596
                                                             -----------       ----------
            Total Liabilities and Ownership Equity           $    44,304       $   31,200
                                                             ===========       ==========

<FN>

(1)  Equity for December 31, 1996, reflects partners capital of National Auto
     Finance Company, L.P.
</FN>
</TABLE>



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