<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 June 30, 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 August
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 Six Months Ended
June 30, June 30,
1995 1994 1995 1994
(dollars in thousands)
Revenues
Finance charges $369,341 $261,576 $727,153 $511,033
Insurance 56,468 43,627 110,610 82,869
Other 29,930 30,096 48,371 55,543
Total revenues 455,739 335,299 886,134 649,445
Expenses
Interest expense 127,373 97,172 249,438 187,574
Operating expenses 120,559 86,867 230,404 170,046
Provision for finance
receivable losses 74,368 34,631 146,680 68,406
Insurance losses and loss
adjustment expenses 31,157 23,016 59,801 46,179
Total expenses 353,457 241,686 686,323 472,205
Income before provision for
income taxes 102,282 93,613 199,811 177,240
Provision for Income Taxes 38,094 35,603 74,199 67,326
Net Income $ 64,188 $ 58,010 $125,612 $109,914
See Notes to Condensed Consolidated Financial Statements.
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AMERICAN GENERAL FINANCE CORPORATION AND SUBSIDIARIES
Condensed Consolidated Balance Sheets
(Unaudited)
June 30, December 31,
1995 1994
Assets (dollars in thousands)
Finance receivables, net of unearned
finance charges:
Real estate loans $2,871,189 $2,697,980
Non-real estate loans 2,775,107 2,656,386
Retail sales finance 2,196,149 2,072,831
Credit cards 479,266 479,480
Net finance receivables 8,321,711 7,906,677
Allowance for finance receivable
losses (255,922) (225,922)
Net finance receivables, less allowance
for finance receivable losses 8,065,789 7,680,755
Marketable securities 818,239 702,110
Cash and cash equivalents 84,581 38,543
Goodwill 284,026 288,521
Other assets 211,297 208,769
Total assets $9,463,932 $8,918,698
Liabilities and Shareholder's Equity
Long-term debt $5,092,514 $4,265,226
Short-term notes payable:
Commercial paper 2,112,368 2,609,986
Banks and other 50,409 20,477
Insurance claims and policyholder
liabilities 479,069 466,883
Other liabilities 275,354 209,435
Accrued taxes 26,572 18,674
Total liabilities 8,036,286 7,590,681
Shareholder's equity:
Common stock 5,080 5,080
Additional paid-in capital 611,914 611,914
Net unrealized investment gains (losses) 21,751 (18,407)
Retained earnings 788,901 729,430
Total shareholder's equity 1,427,646 1,328,017
Total liabilities and shareholder's equity $9,463,932 $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)
Six Months Ended
June 30,
1995 1994
(dollars in thousands)
Cash Flows from Operating Activities
Net income $125,612 $109,914
Reconciling adjustments to net cash
provided by operating activities:
Provision for finance receivable losses 146,680 68,406
Depreciation and amortization 55,746 61,703
Deferral of finance receivable
origination costs (40,409) (39,558)
Deferred federal income tax benefit (3,237) (3,857)
Change in other assets and other liabilities 71,337 24,468
Change in insurance claims and
policyholder liabilities 12,186 19,902
Gain on finance receivables sold through
securitization (4,552) -
Other, net (3,373) (1,643)
Net cash provided by operating activities 359,990 239,335
Cash Flows from Investing Activities
Finance receivables originated or purchased (3,075,402) (2,166,446)
Principal collections on finance receivables 2,442,789 1,828,063
Finance receivables sold through securitization 100,000 -
Marketable securities purchased (93,270) (84,838)
Marketable securities called, matured and sold 40,490 45,832
Change in notes receivable from parent
and affiliates - (218,155)
Other, net (20,263) (10,553)
Net cash used for investing activities (605,656) (606,097)
Cash Flows from Financing Activities
Proceeds from issuance of long-term debt 1,336,492 586,418
Repayment of long-term debt (510,960) (205,648)
Change in short-term notes payable (467,686) 82,713
Dividends paid (66,142) (81,280)
Net cash provided by financing activities 291,704 382,203
Increase in cash and cash equivalents 46,038 15,441
Cash and cash equivalents at beginning of period 38,543 11,793
Cash and cash equivalents at end of period $ 84,581 $ 27,234
Supplemental Disclosure of Cash Flow Information
Income taxes paid $ 77,694 $ 70,326
Interest paid $231,041 $184,484
See Notes to Condensed Consolidated Financial Statements.
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AMERICAN GENERAL FINANCE CORPORATION AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
June 30, 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 and include the accounts of American General Finance
Corporation (AGFC) and its subsidiaries (the Company). The subsidiaries
are 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, considered necessary by
management for a fair presentation of the Company's consolidated financial
position at June 30, 1995 and December 31, 1994, its consolidated results
of operations for the three months and six months ended June 30, 1995 and
1994, and its consolidated cash flows for the six months ended June 30,
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
In March 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." This
statement establishes accounting standards for 1) the impairment of long-
lived assets, certain identifiable intangibles, and goodwill related to
those assets to be held and used in the business, and 2) long-lived assets
and certain identifiable intangibles to be disposed of. This standard is
effective for fiscal years beginning after December 15, 1995, with earlier
application encouraged. Although the Company has not determined when SFAS
121 will be adopted, the Company does not anticipate a material effect on
net income, liquidity, or capital related to the adoption of this standard.
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Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
LIQUIDITY AND CAPITAL RESOURCES
Overview
Management believes that the overall sources of cash and liquidity
available to the Company will continue to be sufficient to satisfy its
foreseeable financial obligations and operational requirements.
Operating Activities
Net cash flows from operating activities include the receipt of finance
charges on finance receivables, insurance premiums, and net investment
revenue, the payment of interest on borrowings, operating expenses,
contractual obligations to policyholders, and income taxes, and adjustments
for non-cash items which reconcile net income to net cash from operating
activities. See "Analysis of Operating Results" in Item 2. herein for
information on the Company's revenues and expenses. See the Condensed
Consolidated Statements of Cash Flows included in Item 1. herein for
adjustments for non-cash items which reconcile net income to net cash from
operating activities.
Investing Activities
Net cash flows from investing activities include funding finance
receivables originated or purchased, the Company's primary requirement for
cash, and principal collections on finance receivables, the Company's
primary source of cash. Net cash flows from investing activities also
include finance receivables sold through securitization and marketable
securities purchased and sold by the insurance operations.
Finance receivables originated or purchased increased for the six months
ended June 30, 1995, when compared to the same period in 1994, primarily
due to business development efforts and the addition of 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. Principal collections on finance
receivables increased for the six months ended June 30, 1995, when compared
to the same period in 1994, primarily due to the higher level of average
finance receivables net of unearned finance charges (ANR).
On May 17, 1995, the Company sold $100.0 million of finance receivables
through securitization with limited recourse. At June 30, 1995, the amount
of finance receivables sold through securitization remained at $100.0
million. Although the Company continues to service these finance
receivables, the securitization was treated as a sale for financial
reporting purposes. Accordingly, the finance receivables sold through
securitization are not reflected on the Company's balance sheet. In
addition, securitization of finance receivables results in effectively
recording finance charge revenues and provision for finance receivable
losses on such finance receivables sold in other revenues.
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<PAGE> 7
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. The major sources of cash flows from financing
activities include proceeds from issuance of long-term debt and short-term
debt, and the major uses of cash flows from financing activities include
repayments of maturing debt and dividend payments to the Company's
shareholder. The amount of dividends AGFC may pay is effectively limited
by restrictions contained in certain financing agreements.
The Company's issuances of long-term debt for the six months ended June 30,
1995 reflect the funding of asset growth, the repayment of maturing issues
of long-term interest obligations, and the decrease in short-term notes
payable.
The Company obtains funds through the issuance of a combination of fixed-
rate debt, principally long-term, and floating-rate debt, principally
short-term. The Company's mix of fixed-rate and floating-rate debt is
determined by management 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 to maintain 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. Managing capital to the
debt to tangible equity ratio resulted in an increase in the debt to equity
ratio at June 30, 1995 when compared to June 30, 1994, primarily due to
asset growth and goodwill amortization, partially offset by net unrealized
investment gains on fixed-maturity marketable securities.
Credit Facilities
Credit facilities are maintained to support the issuance of commercial
paper and to provide an additional source of funds for operating
requirements. At June 30, 1995, the Company had a committed credit
facility of $500.0 million and was an eligible borrower under $2.8 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 .11%. The Company pays commitment fees for the
committed credit facilities extended to American General and certain of its
subsidiaries only on its allocated portion which at June 30, 1995 was $1.6
billion. At June 30, 1995, the Company also had $356.0 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 June 30, 1995, Company
borrowings outstanding under all credit facilities totalled $203.9 million
with remaining availability to the Company of $3.3 billion in committed
facilities and $337.1 million in uncommitted facilities.
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SELECTED FINANCIAL INFORMATION
The following table sets forth certain selected financial information of
the Company for the periods indicated:
At or for the At or for the
Three Months Ended Six Months Ended
June 30, June 30,
1995 1994 1995 1994
(dollars in thousands)
ANR - average finance
receivables net of
unearned finance charges $8,248,633 $6,016,397 $8,144,988 $5,948,743
Average borrowings $7,246,175 $5,885,741 $7,134,285 $5,769,424
Yield - finance charges
(annualized) as a
percentage of ANR 17.94% 17.42% 17.94% 17.25%
Borrowing cost - interest
expense (annualized) as
a percentage of average
borrowings 7.12% 6.61% 7.06% 6.51%
Spread between yield
and borrowing cost 10.82% 10.81% 10.88% 10.74%
Insurance revenues
(annualized) as a
percentage of ANR 2.74% 2.90% 2.72% 2.79%
Operating expenses
(annualized) as a
percentage of ANR 5.85% 5.78% 5.66% 5.72%
Return on average assets
(annualized) 2.73% 2.97% 2.72% 2.86%
Return on average equity
(annualized) 18.11% 19.04% 18.09% 18.06%
Charge-off ratio -
net charge-offs
(annualized) as a
percentage of ANR 2.94% 2.00% 2.88% 2.02%
Allowance ratio -
allowance for finance
receivable losses as a
percentage of net
finance receivables - - 3.08% 2.63%
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<PAGE> 9
Selected Financial Information (Continued)
At or for the
Six Months Ended
June 30,
1995 1994
Ratio of earnings to fixed charges (refer to
Exhibit 12 herein for calculations) 1.78 1.92
Delinquency ratio - finance receivables any
portion of which was 60 days or more past
due 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) 3.05% 2.53%
Debt to tangible equity ratio - debt to
shareholder's equity less goodwill and
net unrealized investment gains or losses
on fixed-maturity marketable securities 6.47 6.49
Debt to equity ratio 5.08 4.96
ANALYSIS OF OPERATING RESULTS
Net income increased $6.2 million, or 11%, for the three months ended June
30, 1995 and $15.7 million, or 14%, for the six months ended June 30, 1995
when compared to the same periods in 1994.
Finance Charges
Finance charge revenues increased $107.8 million, or 41%, for the three
months ended June 30, 1995 and $216.1 million, or 42%, for the six months
ended June 30, 1995 when compared to the same periods in 1994, due to
increases in ANR and yields. ANR increased primarily due to the addition
of 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 and growth in the loan and
retail sales finance portfolios resulting from business development
efforts. The yield during the three months and six months ended June 30,
1995 increased when compared to the same periods in 1994 primarily due to
higher yield on loans as a result of the amortization of premiums on
certain purchased finance receivables which were fully amortized in the
second quarter of 1994. The increase in yield for the six months ended
June 30, 1995 when compared to the same period in 1994 also reflected
higher yield on retail sales finance.
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<PAGE> 10
Insurance Revenues
Insurance revenues increased $12.8 million, or 29%, for the three months
ended June 30, 1995 and $27.7 million, or 33%, for the six months ended
June 30, 1995 when compared to the same periods 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 volumes and the introduction of a new
insurance product.
Other Revenues
Other revenues decreased $.2 million, or 1%, for the three months ended
June 30, 1995 and $7.2 million, or 13%, for the six months ended June 30,
1995 when compared to the same periods in 1994 primarily due to a decrease
in interest revenue on notes receivable from parent and affiliates
partially offset by an increase in servicing fee income on private label
and credit card finance receivables, the gain on finance receivables sold
through securitization, and 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
servicing fee income resulted from the transfer of Service Bureau of
Indiana, Inc. (SBI), previously a subsidiary of AGFI, to AGFC in the second
quarter of 1995. SBI services the private label and credit card accounts
for a subsidiary of AGFI. The increase in investment revenue reflects
growth 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
Interest expense increased $30.2 million, or 31%, for the three months
ended June 30, 1995 and $61.9 million, or 33%, for the six months ended
June 30, 1995 when compared to the same periods in 1994, due to increases
in average borrowings and borrowing cost. Average borrowings for the three
months and six months ended June 30, 1995 increased when compared to the
same periods in 1994 primarily to fund asset growth. The borrowing cost
for the three months and six months ended June 30, 1995 increased when
compared to the same periods 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 contributed to a decrease in the ratio of
earnings to fixed charges for the six months ended June 30, 1995 when
compared to the same period in 1994.
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<PAGE> 11
Operating Expenses
Operating expenses increased $33.7 million, or 39%, for the three months
ended June 30, 1995 and $60.4 million, or 35%, for the six months ended
June 30, 1995 when compared to the same periods 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 reflects operational staffing increases to
support the Company's growth.
Provision for Finance Receivable Losses
Provision for finance receivable losses increased $39.7 million, or 115%
for the three months ended June 30, 1995 and $78.3 million, or 114%, for
the six months ended June 30, 1995 when compared to the same periods 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 the charge-off ratio and ANR. Charge-off ratios increased
due to the increase in such ratio on loans and the addition of participated
private label and credit cards to the finance receivable portfolio. The
charge-off ratio on loans increased primarily due to the increase in such
ratio on non-real estate loans. ANR increased primarily due to the
addition of participated private label and credit card finance receivables
to the Company's portfolio and growth resulting from business development
efforts. Amounts provided for the allowance for finance receivable losses
increased primarily to bring the balance to appropriate levels 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 increased $8.1 million, or
35%, for the three months ended June 30, 1995 and $13.6 million, or 29%,
for the six months ended June 30, 1995 when compared to the same periods in
1994, primarily due to an increase in claims and reserves, resulting from
increased insurance premiums written. The increase in insurance losses and
loss adjustment expenses for the six months ended June 30, 1995 when
compared to the same period in 1994, was partially offset by the effect of
improved loss ratios.
Provision for Income Taxes
Provision for income taxes increased $2.5 million, or 7%, for the three
months ended June 30, 1995 and $6.9 million, or 10%, for the six months
ended June 30, 1995 when compared to the same periods in 1994, primarily
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 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.
Current Report on Form 8-K dated May 5, 1995 with respect to the
authorization for issuance of $200 million aggregate principal amount
of the Company's 7 1/4% Senior Notes due May 15, 2005.
Current Report on Form 8-K dated July 25, 1995, with respect to the
issuance of an Earnings Release announcing certain unaudited financial
results of the Company for the quarter ended June 30, 1995.
<PAGE>
<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: August 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
<PAGE>
<PAGE>
<PAGE> 15
Exhibit 12
AMERICAN GENERAL FINANCE CORPORATION AND SUBSIDIARIES
Computation of Ratio of Earnings to Fixed Charges
(Unaudited)
Six Months Ended
June 30,
1995 1994
(dollars in thousands)
Earnings:
Income before provision for income
taxes $199,811 $177,240
Interest expense 249,438 187,574
Implicit interest in rents 7,070 5,918
Total earnings $456,319 $370,732
Fixed charges:
Interest expense $249,438 $187,574
Implicit interest in rents 7,070 5,918
Total fixed charges $256,508 $193,492
Ratio of earnings to fixed charges 1.78 1.92
<PAGE>
<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> 6-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1995
<PERIOD-END> JUN-30-1995
<CASH> 84,581
<SECURITIES> 818,239
<RECEIVABLES> 8,321,711<F1>
<ALLOWANCES> 255,922<F2>
<INVENTORY> 0<F3>
<CURRENT-ASSETS> 0<F4>
<PP&E> 0<F4>
<DEPRECIATION> 0<F4>
<TOTAL-ASSETS> 9,463,932
<CURRENT-LIABILITIES> 0<F4>
<BONDS> 5,092,514<F5>
<COMMON> 5,080
0<F3>
0<F3>
<OTHER-SE> 1,422,566<F6>
<TOTAL-LIABILITY-AND-EQUITY> 9,463,932
<SALES> 0<F3>
<TOTAL-REVENUES> 886,134<F7>
<CGS> 0<F3>
<TOTAL-COSTS> 0<F4>
<OTHER-EXPENSES> 290,205<F8>
<LOSS-PROVISION> 146,680<F9>
<INTEREST-EXPENSE> 249,438<F10>
<INCOME-PRETAX> 199,811
<INCOME-TAX> 74,199
<INCOME-CONTINUING> 125,612
<DISCONTINUED> 0<F3>
<EXTRAORDINARY> 0<F3>
<CHANGES> 0<F3>
<NET-INCOME> 125,612
<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>
