<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1995
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from _____________ to _____________
Commission file number 1-6155
AMERICAN GENERAL FINANCE CORPORATION
(Exact name of registrant as specified in its charter)
Indiana 35-0416090
(State of Incorporation) (I.R.S. Employer
Identification No.)
601 N.W. Second Street, Evansville, IN 47708
(Address of principal executive offices) (Zip Code)
(812) 424-8031
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days. Yes X No
The registrant meets the conditions set forth in General Instruction
H(1)(a) and (b) of Form 10-Q and is therefore filing this Form 10-Q with
the reduced disclosure format.
The number of shares outstanding of the registrant's common stock at May 3,
1995 was 10,160,012.
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PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
AMERICAN GENERAL FINANCE CORPORATION AND SUBSIDIARIES
Condensed Consolidated Statements of Income
(Unaudited)
Three Months Ended
March 31,
1995 1994
(dollars in thousands)
Revenues
Finance charges $357,812 $249,457
Insurance 54,142 39,242
Other 18,441 25,447
Total revenues 430,395 314,146
Expenses
Interest expense 122,065 90,402
Operating expenses 109,845 83,179
Provision for finance
receivable losses 72,312 33,775
Insurance losses and loss
adjustment expenses 28,644 23,163
Total expenses 332,866 230,519
Income before provision for
income taxes 97,529 83,627
Provision for Income Taxes 36,105 31,723
Net Income $ 61,424 $ 51,904
See Notes to Condensed Consolidated Financial Statements.
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AMERICAN GENERAL FINANCE CORPORATION AND SUBSIDIARIES
Condensed Consolidated Balance Sheets
(Unaudited)
March 31, December 31,
1995 1994
Assets (dollars in thousands)
Finance receivables, net of unearned
finance charges:
Real estate loans $2,793,091 $2,697,980
Non-real estate loans 2,699,484 2,656,386
Retail sales finance 2,176,319 2,072,831
Credit cards 488,914 479,480
Net finance receivables 8,157,808 7,906,677
Allowance for finance receivable
losses (241,922) (225,922)
Net finance receivables, less allowance
for finance receivable losses 7,915,886 7,680,755
Marketable securities 763,285 702,110
Cash and cash equivalents 81,038 38,543
Goodwill 286,273 288,521
Other assets 208,088 208,769
Total assets $9,254,570 $8,918,698
Liabilities and Shareholder's Equity
Long-term debt $4,718,639 $4,265,226
Short-term notes payable:
Commercial paper 2,295,233 2,609,986
Banks and other 56,956 20,477
Insurance claims and policyholder
liabilities 470,664 466,883
Other liabilities 272,827 209,435
Accrued taxes 61,108 18,674
Total liabilities 7,875,427 7,590,681
Shareholder's equity:
Common stock 5,080 5,080
Additional paid-in capital 611,914 611,914
Net unrealized investment losses (1,171) (18,407)
Retained earnings 763,320 729,430
Total shareholder's equity 1,379,143 1,328,017
Total liabilities and shareholder's equity $9,254,570 $8,918,698
See Notes to Condensed Consolidated Financial Statements.
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AMERICAN GENERAL FINANCE CORPORATION AND SUBSIDIARIES
Condensed Consolidated Statements of Cash Flows
(Unaudited)
Three Months Ended
March 31,
1995 1994
(dollars in thousands)
Cash Flows from Operating Activities
Net income $ 61,424 $ 51,904
Reconciling adjustments to net cash
provided by operating activities:
Provision for finance receivable losses 72,312 33,775
Depreciation and amortization 28,235 30,496
Deferral of finance receivable
origination costs (21,045) (18,511)
Deferred federal income tax benefit (5,836) (2,335)
Change in other assets and other liabilities 64,801 26,860
Change in insurance claims and
policyholder liabilities 3,781 7,231
Other, net 44,815 32,799
Net cash provided by operating activities 248,487 162,219
Cash Flows from Investing Activities
Finance receivables originated or purchased (1,517,889) (992,729)
Principal collections on finance receivables 1,206,185 901,431
Marketable securities purchased (53,592) (52,142)
Marketable securities called, matured and sold 19,603 26,220
Change in notes receivable from parent
and affiliates - (81,415)
Other, net (7,047) (8,995)
Net cash used for investing activities (352,740) (207,630)
Cash Flows from Financing Activities
Proceeds from issuance of long-term debt 732,416 62,375
Repayment of long-term debt (278,360) (176,500)
Change in short-term notes payable (279,774) 224,208
Dividends paid (27,534) (63,500)
Net cash provided by financing activities 146,748 46,583
Increase in cash and cash equivalents 42,495 1,172
Cash and cash equivalents at beginning of period 38,543 11,793
Cash and cash equivalents at end of period $ 81,038 $ 12,965
Supplemental Disclosure of Cash Flow Information
Income taxes paid $ 28 $ 18,491
Interest paid $109,447 $ 94,023
See Notes to Condensed Consolidated Financial Statements.
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AMERICAN GENERAL FINANCE CORPORATION AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
March 31, 1995
Note 1. Principles of Consolidation
The accompanying unaudited condensed consolidated financial statements have
been prepared in accordance with generally accepted accounting principles
for interim periods. These condensed consolidated financial statements
include the accounts of American General Finance Corporation (AGFC) and all
of its subsidiaries (the Company). The subsidiaries are all wholly-owned,
and all intercompany items have been eliminated. Per share information is
not included because AGFC is a wholly-owned subsidiary of American General
Finance, Inc. (AGFI). AGFI is a wholly-owned subsidiary of American
General Corporation (American General).
Note 2. Adjustments and Reclassifications
These condensed consolidated financial statements include all adjustments,
consisting only of normal recurring adjustments, which the Company
considers necessary for a fair presentation of the consolidated financial
position at March 31, 1995 and December 31, 1994, the consolidated results
of operations for the three months ended March 31, 1995 and 1994, and the
consolidated cash flows for the three months ended March 31, 1995 and 1994.
These condensed consolidated financial statements should be read in
conjunction with the consolidated financial statements and related notes
included in the Company's Annual Report on Form 10-K for the year ended
December 31, 1994.
To conform with the 1995 presentation, certain items in the prior period
have been reclassified.
Note 3. Accounting Changes
On March 31, 1995, the Financial Accounting Standards Board issued
Statement of Financial Accounting Standards (SFAS) 121, "Accounting for the
Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed
Of," which establishes accounting standards for the impairment of long-
lived assets, certain identifiable intangibles, and goodwill related to
assets to be held and used and for long-lived assets and certain
identifiable intangibles to be disposed of. This statement is effective for
fiscal years beginning after December 15, 1995, with earlier application
encouraged. The Company has not yet determined the timing of adoption;
however, this standard is not expected to have a material impact on the
Company's consolidated results of operations and consolidated financial
position.
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Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
LIQUIDITY AND CAPITAL RESOURCES
Overview
The Company believes that its overall sources of liquidity will continue to
be sufficient to satisfy its foreseeable financial obligations and
operational requirements.
Operating Activities
The Condensed Consolidated Statements of Cash Flows included in Item 1.
herein indicate the adjustments for non-cash items which reconcile net
income to net cash from operating activities. Such non-cash items include
provision for finance receivable losses, depreciation and amortization of
assets, deferral of finance receivable origination costs, deferred federal
income tax benefit, change in other assets and other liabilities, and
change in insurance claims and policyholder liabilities.
Net cash flows from operating activities include the receipt of finance
charges on finance receivables and the payment of interest on borrowings,
the payment of operating expenses and income taxes, the receipt of
insurance premiums and payment of contractual obligations to policyholders,
and net investment revenue. The Company's increase in finance charges for
the three months ended March 31, 1995, when compared to the same period in
1994, reflects increases in average finance receivables net of unearned
finance charges (ANR) and finance charges annualized as a percentage of ANR
(yield). Finance receivables increased primarily due to finance
receivables originated or renewed due to business development efforts and
the addition of the participated private label and credit card finance
receivables to the Company's portfolio pursuant to a participation
agreement entered into on December 31, 1994 with a subsidiary of AGFI. The
increase in interest expense for the three months ended March 31, 1995,
when compared to the same period in 1994, reflects increases in average
borrowings and short-term borrowing cost partially offset by a decrease in
long-term borrowing cost. The increase in operating expenses for the three
months ended March 31, 1995, when compared to the same period in 1994, was
primarily due to increases in professional services and salaries expenses.
The increase in professional services expense was primarily due to service
charges incurred for the participated private label and credit card finance
receivables. The increase in salaries expense was primarily due to
operational staffing increases to support the Company's growth.
Investing Activities
Net cash flows from investing activities include funding finance
receivables originated or purchased, which is the Company's primary
requirement for cash, and principal collections on finance receivables,
which is the Company's primary source of cash. Finance receivables
originated or purchased increased for the three months ended March 31,
1995, when compared to the same period in 1994, primarily due to business
development efforts and the aforementioned addition of the participated
private label and credit card finance receivables to the Company's
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<PAGE> 7
portfolio. Principal collections on finance receivables increased for the
three months ended March 31, 1995, when compared to the same period in
1994, primarily due to the higher level of ANR. Also included in net cash
flows from investing activities are the marketable securities purchased and
sold by the insurance operations and the change in notes receivable from
parent and affiliates.
Financing Activities
To the extent net cash flows from operating activities do not match net
cash flows from investing activities, the Company adjusts its financing
activities accordingly. Net cash flows from financing activities include
proceeds from issuance of long-term debt and short-term debt as major
sources of funds, and repayment of such borrowings and the payment of
dividends as major uses of funds. The amount of dividends AGFC may pay is
limited by restrictions contained in certain financing agreements. The
Company's issuances of long-term debt for the three months ended March 31,
1995 reflect the funding of asset growth, the decrease in short-term notes
payable, and maturing issues of long-term interest obligations.
The Company obtains funds through the issuance of a combination of fixed-
rate debt, principally long-term, and floating-rate or short-term debt,
principally commercial paper. The Company's mix of fixed-rate and
floating-rate debt is a management decision based in part on the nature of
the assets being supported. The Company limits its exposure to market
interest rate increases by fixing interest rates that it pays for term
periods. The primary means by which the Company accomplishes this is
through the issuance of fixed-rate debt. To supplement fixed-rate debt
issuances, AGFC also uses interest conversion agreements and has used
options on interest conversion agreements to synthetically create fixed-
rate debt by altering the nature of floating-rate debt, thereby limiting
its exposure to interest rate movements.
The Company currently manages capital on the basis of maintaining its ratio
of debt to tangible equity at approximately 6.5:1. Tangible equity is
calculated as shareholder's equity less goodwill and net unrealized
investment gains or losses on fixed-maturity marketable securities. The
debt to equity ratio at March 31, 1995 increased when compared to March 31,
1994 primarily due to asset growth, net unrealized investment losses on
fixed-maturity marketable securities, and goodwill amortization.
Credit Facilities
Credit facilities are maintained to support the issuance of commercial
paper and as an additional source of funds for operating requirements. At
March 31, 1995, the Company had a committed credit facility of $500.0
million and was an eligible borrower under $3.8 billion of committed credit
facilities extended to American General and certain of its subsidiaries.
The annual commitment fees for all committed facilities ranged from .07% to
.125%. At March 31, 1995, the Company also had $367.0 million of
uncommitted credit facilities and was an eligible borrower under $185.0
million of uncommitted credit facilities extended to American General and
certain of its subsidiaries. Available borrowings under all facilities are
reduced by any amounts outstanding thereunder. At March 31, 1995, Company
borrowings outstanding under all credit facilities were $195.9 million with
remaining availability to the Company of $4.3 billion in committed
facilities and $356.1 million in uncommitted facilities.
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SELECTED FINANCIAL STATISTICS
The following table sets forth certain selected financial information and
ratios of the Company and illustrates certain aspects of the Company's
business for the periods indicated:
At or for the
Three Months Ended
March 31,
1995 1994
(dollars in thousands)
Average finance receivables
net of unearned finance
charges (ANR) $8,041,342 $5,881,089
Average borrowings $7,021,153 $5,651,815
Finance charges (annualized)
as a percentage of ANR
(yield) 17.94% 17.09%
Interest expense (annualized)
as a percentage of average
borrowings (borrowing cost) 7.01% 6.41%
Spread between yield and
borrowing cost 10.93% 10.68%
Insurance revenues (annualized)
as a percentage of ANR 2.69% 2.67%
Operating expenses (annualized)
as a percentage of ANR 5.46% 5.66%
Return on average assets
(annualized) 2.70% 2.75%
Return on average equity
(annualized) 18.07% 17.07%
Net charge-offs (annualized)
as a percentage of ANR
(charge-off ratio) 2.82% 2.05%
Allowance for finance receivable
losses as a percentage of net
finance receivables 2.97% 2.64%
Ratio of earnings to fixed
charges (refer to Exhibit 12
herein for calculations) 1.78 1.89
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<PAGE> 9
Selected Financial Statistics (Continued)
At March 31,
1995 1994
Finance receivables any portion of
which was 60 days or more past due
(delinquency) as a percentage of
related receivables (including
unearned finance charges and
excluding deferred origination
costs, a fair value adjustment
on finance receivables, and
accrued interest) 2.92% 2.42%
Debt to shareholder's equity less
goodwill and net unrealized investment
gains or losses on fixed-maturity
marketable securities (Debt to tangible
equity ratio) 6.46 6.41
Debt to equity ratio 5.13 4.78
ANALYSIS OF OPERATING RESULTS
Net income was $61.4 million for the three months ended March 31, 1995,
compared to $51.9 million for the same 1994 period.
Finance Charges
Changes in finance charge revenues, the principal component of total
revenues, are a function of period to period changes in the levels of ANR
and yield. ANR for the three months ended March 31, 1995 increased when
compared to the same period in 1994. Finance receivables increased
primarily due to finance receivables originated or renewed due to business
development efforts and the addition of the participated private label and
credit card finance receivables to the Company's portfolio pursuant to a
participation agreement entered into on December 31, 1994 with a subsidiary
of AGFI. The yield during the three months ended March 31, 1995 increased
when compared to the same period in 1994 primarily due to the increased
proportion of higher-rate, non-real estate loans in the loan portfolio and
higher yield on retail sales finance.
Insurance Revenues
Insurance revenues increased for the three months ended March 31, 1995,
when compared to the same period in 1994, primarily due to an increase in
earned premiums. Earned premiums increased primarily due to increased
written premiums in prior periods. Written premiums increased primarily
due to increased loan activity and insurance product introductions.
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<PAGE> 10
Other Revenues
Other revenues for the three months ended March 31, 1995 decreased when
compared to the same period in 1994 primarily due to a decrease in interest
revenue on notes receivable from parent and affiliates partially offset by
an increase in investment revenue. The decrease in interest revenue on
notes receivable from parent and affiliates resulted from the Company
purchasing finance receivables originated by a subsidiary of AGFI pursuant
to a participation agreement entered into on December 31, 1994. Such
receivables were previously purchased by AGFI with funding provided by AGFC
through an intercompany note. The increase in investment revenue was
primarily due to an increase in invested assets, partially offset by a
decline in investment portfolio yields. Investment portfolio yields
declined primarily due to prepayments of higher yielding investments and
lower reinvestment rates in recent years.
Interest Expense
Changes in interest expense are a function of period to period changes in
average borrowings and borrowing cost. Average borrowings for the three
months ended March 31, 1995 increased when compared to the same period in
1994 primarily to fund asset growth. The borrowing cost for the three
months ended March 31, 1995 increased when compared to the same period in
1994 due to an increase in short-term borrowing cost, partially offset by a
decrease in long-term borrowing cost. The increase in borrowing cost
resulted in a decrease in the ratio of earnings to fixed charges for the
three months ended March 31, 1995 when compared to the same period in 1994.
Operating Expenses
Operating expenses for the three months ended March 31, 1995 increased when
compared to the same period in 1994 primarily due to increases in
professional services and salaries expense. The increase in professional
services expense was primarily due to service charges incurred for the
participated private label and credit card finance receivables. The
increase in salaries expense was primarily due to operational staffing
increases to support the Company's growth.
Provision for Finance Receivable Losses
Provision for finance receivable losses for the three months ended March
31, 1995 increased when compared to the same period in 1994, due to
increases in net charge-offs and amounts provided for the allowance for
finance receivable losses. Net charge-offs increased due to the increases
in charge-off ratios and ANR. Charge-off ratios increased due to the
increase in such ratio on loans and the addition of the participated
private label and credit cards to the finance receivable portfolio. The
charge-off ratio on loans increased primarily due to the increase in
charge-off ratio on non-real estate loans and the increased proportion of
such loans in the loan portfolio. As expected, the increased proportion of
non-real estate loans in the loan portfolio has contributed to both higher
charge-off ratios and corresponding higher yields. However, the proportion
of non-real estate loans in the loan portfolio at March 31, 1995 decreased
when compared to December 31, 1994. The allowance for finance receivable
losses increased primarily to bring the balance to appropriate levels
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<PAGE> 11
based upon the balance of finance receivables, the portfolio mix, and the
trends in delinquency, net charge-offs, and the economic climate.
Insurance Losses and Loss Adjustment Expenses
Insurance losses and loss adjustment expenses for the three months ended
March 31, 1995 increased when compared to the same period in 1994 primarily
due to an increase in claims and reserves, resulting from the increase in
premiums written due to increased loan activity, partially offset by
improved loss ratios.
Provision for Income Taxes
Provision for income taxes for the three months ended March 31, 1995
increased when compared to the same period in 1994, due to higher taxable
income.
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<PAGE> 12
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
Other than the lawsuits or proceedings disclosed previously, the Company is
a defendant in various other lawsuits and proceedings arising in the normal
course of business. Some of these lawsuits and proceedings arise in
jurisdictions such as Alabama that permit punitive damages disproportionate
to the actual damages alleged. Although no assurances can be given and no
determination can be made at this time as to the outcome of any particular
lawsuit or proceeding, the Company believes that there are meritorious
defenses for all of these claims and is defending them vigorously. The
Company also believes that the total amounts that would ultimately be paid,
if any, arising from these claims would have no material effect on the
Company's consolidated results of operations and consolidated financial
position.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits.
(12) Computation of ratio of earnings to fixed charges.
(27) Financial Data Schedule.
(b) Reports on Form 8-K.
Current Report on Form 8-K dated January 6, 1995, with respect to the
authorization for issuance of $200 million aggregate principal amount
of the Company's 8 1/4% Senior Notes due January 15, 1998.
Current Report on Form 8-K dated January 31, 1995, with respect to the
issuance of an Earnings Release announcing certain unaudited financial
results of the Company for the year ended December 31, 1994.
Current Report on Form 8-K dated February 3, 1995, with respect to the
authorization for issuance of $200 million aggregate principal amount
of the Company's 8% Senior Notes due February 15, 2000.
Current Report on Form 8-K dated February 13, 1995, with respect to
establishing a program for the issuance from time to time of up to
$500 million aggregate principal amount of the Company's Medium-Term
Notes, Series D.
Current Report on Form 8-K dated February 27, 1995, with respect to
the authorization for issuance of $200 million aggregate principal
amount of the Company's 7 1/4% Senior Notes due March 1, 1998.
Current Report on Form 8-K dated April 11, 1995, with respect to the
authorization for issuance of $200 million aggregate principal amount
of the Company's 7 1/4% Senior Notes due April 15, 2000.
Current Report on Form 8-K dated April 25, 1995, with respect to the
issuance of an Earnings Release announcing certain unaudited financial
results of the Company for the quarter ended March 31, 1995.
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<PAGE> 13
Signature
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 thereunto duly authorized.
AMERICAN GENERAL FINANCE CORPORATION
(Registrant)
Date: May 3, 1995 By /s/ Philip M. Hanley
Philip M. Hanley
Senior Vice President and Chief
Financial Officer
(Duly Authorized Officer and Principal
Financial Officer)
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<PAGE> 14
Exhibit Index
Exhibits Page
(12) Computation of ratio of earnings to fixed charges. 15
(27) Financial Data Schedule. 16
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<PAGE> 15
Exhibit 12
AMERICAN GENERAL FINANCE CORPORATION AND SUBSIDIARIES
Computation of Ratio of Earnings to Fixed Charges
(Unaudited)
Three Months Ended
March 31,
1995 1994
(dollars in thousands)
Earnings:
Income before provision for income
taxes $ 97,529 $ 83,627
Interest expense 122,065 90,402
Implicit interest in rents 3,399 3,087
Total earnings $222,993 $177,116
Fixed charges:
Interest expense $122,065 $ 90,402
Implicit interest in rents 3,399 3,087
Total fixed charges $125,464 $ 93,489
Ratio of earnings to fixed charges 1.78 1.89
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<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
COMPANY'S UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1995
<PERIOD-END> MAR-31-1995
<CASH> 81,038
<SECURITIES> 763,285
<RECEIVABLES> 8,157,808<F1>
<ALLOWANCES> 241,922<F2>
<INVENTORY> 0<F3>
<CURRENT-ASSETS> 0<F4>
<PP&E> 0<F4>
<DEPRECIATION> 0<F4>
<TOTAL-ASSETS> 9,254,570
<CURRENT-LIABILITIES> 0<F4>
<BONDS> 4,718,639<F5>
<COMMON> 5,080
0<F3>
0<F3>
<OTHER-SE> 1,374,063<F6>
<TOTAL-LIABILITY-AND-EQUITY> 9,254,570
<SALES> 0<F3>
<TOTAL-REVENUES> 430,395<F7>
<CGS> 0<F3>
<TOTAL-COSTS> 0<F4>
<OTHER-EXPENSES> 138,489<F8>
<LOSS-PROVISION> 72,312<F9>
<INTEREST-EXPENSE> 122,065<F10>
<INCOME-PRETAX> 97,529
<INCOME-TAX> 36,105
<INCOME-CONTINUING> 61,424
<DISCONTINUED> 0<F3>
<EXTRAORDINARY> 0<F3>
<CHANGES> 0<F3>
<NET-INCOME> 61,424
<EPS-PRIMARY> 0<F3>
<EPS-DILUTED> 0<F3>
<PAGE>
<FN>
<F1>RECEIVABLES IN THIS EXHIBIT REPRESENTS NET FINANCE RECEIVABLES REPORTED
IN THE COMPANY'S CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.
<F2>ALLOWANCES IN THIS EXHIBIT REPRESENTS ALLOWANCE FOR FINANCE RECEIVABLE
LOSSES REPORTED IN THE COMPANY'S CONDENSED CONSOLIDATED FINANCIAL
STATEMENTS.
<F3>NOT APPLICABLE.
<F4>NOT REPORTED SEPARATELY (OR NOT REPORTED SEPARATELY AS DEFINED BY
ARTICLE 5 OF REGULATION S-X) IN DOCUMENT FILED.
<F5>BONDS IN THIS EXHIBIT REPRESENTS LONG-TERM DEBT REPORTED IN THE COMPANY'S
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS WHICH INCLUDES OTHER LONG-TERM
DEBT.
<F6>OTHER STOCKHOLDER'S EQUITY IN THIS EXHIBIT REPRESENTS ADDITIONAL PAID-IN-
CAPITAL, NET UNREALIZED INVESTMENT GAINS (LOSSES), AND RETAINED EARNINGS
REPORTED IN THE COMPANY'S CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.
<F7>TOTAL REVENUES IN THIS EXHIBIT REPRESENTS TOTAL REVENUES REPORTED IN THE
COMPANY'S CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.
<F8>OTHER EXPENSES IN THIS EXHIBIT REPRESENTS OPERATING EXPENSES AND
INSURANCE LOSSES AND LOSS ADJUSTMENT EXPENSES REPORTED IN THE COMPANY'S
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.
<F9>LOSS PROVISION IN THIS EXHIBIT REPRESENTS PROVISION FOR FINANCE
RECEIVABLE LOSSES REPORTED IN THE COMPANY'S CONDENSED CONSOLIDATED
FINANCIAL STATEMENTS.
<F10>INTEREST EXPENSE IN THIS EXHIBIT REPRESENTS INTEREST EXPENSE REPORTED
IN THE COMPANY'S CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.
<PAGE>
</FN>
</TABLE>
