<PAGE>
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: May 22, 1998
------------
(Date of earliest event reported)
HELLER FINANCIAL, INC.
----------------------
(Exact name of registrant as specified in its charter)
Delaware
--------
(State or other jurisdiction of incorporation)
1-6157 36-1208070
------ ----------
(Commission File Number) (IRS Employer Identification Number)
500 West Monroe Street, Chicago, Illinois 60661
- ----------------------------------------- -----
(Address of principal executive offices) (Zip Code)
(312) 441-7000
--------------
(Registrant's telephone number, including area code)
<PAGE>
Item 5. Other Events
- ------- ------------
On May 22, 1998, The Fuji Bank, Limited ("Fuji Bank"), the owner of the majority
of the outstanding shares of the common capital stock of Heller Financial, Inc.,
the registrant, issued a press release with respect to Fuji Bank's financial
statements for the fiscal year ended March 31, 1998.
Item 7. Financial Statements and Exhibits
- ------- ---------------------------------
(c) Exhibits
99 Selected pages from press release of Fuji Bank dated May 22, 1998,
announcing Fuji Bank's financial results for the fiscal year ended March
31, 1998. A copy of the entire press release is available upon request from
the registrant, Heller Financial, Inc., 500 West Monroe Street, Chicago,
Illinois 60661, Attention: Treasurer (312-441-7000).
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
Dated: May 22, 1998
------------
HELLER FINANCIAL, INC.
By: Lauralee E. Martin
-------------------------------
Lauralee E. Martin
Title: Executive Vice President and
Chief Financial Officer
2
<PAGE>
EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit Sequentially
Number Numbered Pages
- ------ --------------
<C> <S> <C>
99 Selected pages from press release of The Fuji Bank, 4-23
Limited dated May 22, 1998, announcing the financial
results of The Fuji Bank, Limited for the fiscal year
ended March 31, 1998.
</TABLE>
3
<PAGE>
May 22, 1998
Financial Results Report for Fiscal 1997
(Non-Consolidated)
The Fuji Bank, Limited
5-5, Otemachi 1-chome, Chiyoda-ku,
Tokyo, Japan
1. Date of Approval by the Board of Directors: May 22, 1998
2. Date of General Meeting of Stockholders: June 26, 1998
3. Financial Highlights for Fiscal 1997 (from April 1, 1997 to March 31, 1998)
(Notes) (1) Amounts less than one million yen are omitted.
(2) - denotes minus.
(1) Operating Results
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------
FY 1997 FY 1996
<S> <C> <C>
Operating Income Million Yen 2,538,739 Million Yen 2,620,696
(Change from Previous Period) (-3.1%) (-12.4%)
Ordinary Profit Million Yen -576,306 Million Yen 31,252
(Change from Previous Period) (-%) (-%)
Net Income Million Yen -518,701 Million Yen 53,995
(Change from Previous Period) (-%) (-%)
Net Income per Share Yen -179.19 Yen 18.54
Adjusted Net Income per Share Yen - Yen 18.46
Return on Stockholder's Equity -% 3.7%
Expenses-to-Income Ratio 122.7% 98.8%
Total Deposits Million Yen 31,316,743 Million Yen 34,394,656
- ------------------------------------------------------------------------------------------------
</TABLE>
<TABLE>
<S> <C>
(Notes)
1. Number of Average Stocks
Current Period Previous Period
Ordinary Stock: 2,897,615 thousand shares Ordinary Stock: 2,897,591 thousand shares
Preference Stock: 70,000 thousand shares Preference Stock: 18,027 thousand shares
2. Amendment of certain accounting methods (please refer to the Attached Notes to Balance Sheet)
3. Expenses-to-Income Ratio equals Operating Expenses x 100
------------------
Operating Income
</TABLE>
(2) Dividend Payment
<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------------------------
FY 1997 FY 1996
Ordinary Preference Ordinary Stock Preference
Stock Stock Stock
<S> <C> <C> <C> <C>
Dividends Declared per Share Yen 8.5 Yen 7.5 Yen 8.5 Yen 3.75
Interim Yen -- Yen -- Yen 4.25 Yen --
Term-end Yen 8.5 Yen 7.5 Yen 4.25 Yen 3.75
Million Yen Million Yen Million Yen Million Yen
Total Stock Dividends (Yearly) 24,629 525 24,629 262
Dividend Pay-out Ratio -% % 45.8% %
Ratio of Total Stock Dividends to
Stockholders' Equity 2.6% % 1.7% %
- ---------------------------------------------------------------------------------------------------
</TABLE>
(3)Financial Position
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------
FY 1997 FY 1996
<S> <C> <C>
Total Assets Million Yen 51,088,094 Million Yen 52,066,828
Stockholders' Equity Million Yen 1,140,785 Million Yen 1,672,064
Stockholders' Equity to Total
Assets 2.2% 3.2%
Stockholders' Equity per Share Yen 321.22 Yen 504.58
BIS Ratio (uniform international (provisional
standard) figures)9.41% 9.22%
- ------------------------------------------------------------------------------------------------
</TABLE>
(Notes)
(1) Total stock outstanding as of term end:
Current Period Ordinary Stock: 2,897,615 thousand shares
Preference Stock: 70,000 thousand shares
Previous Period Ordinary Stock: 2,897,615 thousand shares
Preference Stock: 70,000 thousand shares
(2) Difference between book value and market value: Yen -227,406 million
(3) Difference between market value of derivative transaction and contract
amount etc.: Yen -1,236 million
4
<PAGE>
4. Earnings Performance Projection for Fiscal 1998 (Year through March 31,
1999)
<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------------------
Interim Period Annual Period
(first 6 months) (12 months)
Yen million Yen million
<S> <C> <C>
Operating Income 1,100,000 2,200,000
Ordinary Profit 30,000 60,000
Net Income 30,000 60,000
Annual Dividends per Share Yen Yen
Ordinary stock 4.25 8.50
Preference stock 3.75 7.50
- ---------------------------------------------------------------------------------------------
</TABLE>
Projected Net Income per Share: Yen 20.53
5
<PAGE>
The Fuji Bank, Limited
Non-Consolidated Balance Sheet as of March 31, 1998
<TABLE>
<CAPTION>
(Millions of Yen)
- ---------------------------------------------- ----------------------------------------------------
ASSETS LIABILITIES
- ---------------------------------- -------------------------------
<S> <C> <C> <C>
Cash and Due from Banks 2,749,927 Deposits 31,316,743
Cash on Hand 806,865 Current Deposits 1,453,144
Deposits with Banks 1,943,061 Ordinary Deposits 4,831,476
Call Loans 235,542 Savings Accounts 829,119
Bills Purchased 30,000 Deposits at Notice 1,081,040
Commercial Paper and Other Debt Time Deposits 19,479,597
Purchased 29,858
Trading Assets 2,273,891 Other Deposits 3,642,364
Trading Securities 85,898 Negotiable Certificates of
Deposit 3,125,963
Derivatives of Securities Call Money 2,035,728
Related to Trading
Transactions 0
Trading-Related Financial Bills Sold 220,859
Derivatives 1,445,818
Other Trading Assets 742,174 Trading Liabilities 1,458,546
Money Held in Trust 85,432 Trading Securities Sold
for Short Sales 34,580
Securities 6,250,780 Derivatives of Trading
Securities 16
Japanese National Government Trading-Related Financial
Bonds 1,087,908 Derivatives 1,423,950
Japanese Local Government Borrowed Money 3,339,624
Bonds 368,933
Japanese Corporate Bonds 481,068 Bills Rediscounted 7,687
Japanese Corporate Stocks 3,474,690 Borrowings from Other
Banks 3,331,936
Other Securities 835,880 Foreign Exchange 125,762
Loaned Securities 2,299 Due to Foreign Banks 97,243
Loans and Bills Discounted 32,030,589 Borrowing from Foreign
Banks 17,426
Bills Discounted 723,771 Foreign Currency Bills
Sold 2,273
Loans on Notes 4,358,183 Foreign Currency Bills
Payable 8,819
Loans on Deeds 21,601,105 Bonds 100,000
Overdrafts 5,347,528 Convertible Bonds & Notes 12,582
Foreign Exchange 549,415 Other Liabilities 2,888,177
Domestic Exchange
Due from Foreign Banks 49,060 Settlement Credit 3,296
Loans to Foreign Banks 101,715 Accrued Income Taxes 1,472
Foreign Currency Bills
Purchased 319,595 Accrued Expenses 933,680
Foreign Currency Bills
Receivable 79,043 Unearned Income 25,586
Other Assets 2,263,624 Employees' Deposits 46,038
Domestic Exchange Settlement Security Margin Deposits
Debits 3,620 for Futures 4,603
Prepaid Expenses 5,083 Settlement Margin
Deposits for Futures 180
Accrued Income 1,074,605 Trading Account
Security Margin Deposits for Securities Borrowed 222,300
Futures Contracts 1,024
Settlement Margin Deposits for Securities Borrowed 430,569
Futures Contracts 885
Securities in Custody 656,570 Collateral on Bonds Lent 689,469
Others 521,835 Others 530,979
Reserve for Possible Loan
Premises and Equipment 673,037 Losses 857,491
Reserve for Retirement
Land, Building, and Equipment 584,746 Allowances 48,241
Reserve for Possible Losses
on Sales of Loans 52,717
Construction in Progress 12,494 Reserve for Specific
Borrowers under Support 122,300
Lease Deposits 75,796 Other Reserves 47
Customers' Liabilities for Reserve Fin. Futures
Acceptances and Guarantees 3,915,992 Trans. Liabilities 47
Acceptances and Guarantees 3,915,992
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
<S> <C>
Land Revaluation Account 326,529
Total Liabilities 49,947,308
--------------------
(STOCKHOLDERS' EQUITY)
Common Stock 529,087
Legal Reserve 509,170
Capital Surplus 419,954
Legal Earned Reserve 89,216
Earned Surplus 102,527
Voluntary Reserves 589,921
Reserve for Losses on
Overseas Investments 21
Vol. Earned Res. For
Retirement Allowances 1,500
Special Voluntary Earned
Reserve 588,400
Unappropriated Loss at
End of Year
487,393
Net Loss 518,701
--------------------
Total Stockholders' Equity 1,140,785
--------------------
Total Liabilities and
Total Assets 51,088,094 Stockholders' Equity 51,088,094
- -------------------------------------------------------------------------------------------------------
</TABLE>
7
<PAGE>
The Fuji Bank, Limited
Notes to Non-Consolidated Balance Sheet
1. Amounts less than one million yen are omitted.
2. Trading Assets, trading liabilities
Trading account transactions are transactions in which profit opportunities
arise from the differences between different markets and short-term
movements in rates and other indices as they apply to interest rates,
currency exchange rates, and dealing in marketable securities. These
transactions are included in the balance sheet as of trade date.
"Trading assets" and "Trading liabilities" are valued as follows.
Securities and monetary assets etc. are valued at the market price at the
end of March. Swaps, futures, options and other derivatives transactions
are valued on the assumption that they were settled at the end of March.
3. Securities
Securities are valued on a cost basis using the moving average method. The
same method is used to compute the value of securities held in separately
managed trusts that have been established primarily for the purpose of
investing in securities.
Prior to this year, securities and securities held in separately managed
trusts that were established primarily for the purpose of investing in
securities were valued at the lower of cost or market value, if those
securities were listed on securities exchanges and actual market prices
were available. However, in conjunction with an amendment of the Uniform
Accounting Standards for Banks, the cost basis method has been introduced
from this term onwards.
As a result of the introduction of the cost basis method, Ordinary Loss and
Loss before Income Taxes both decreased by 433,195 million yen as against
the amounts that would have been realized using the lower of cost or market
value method.
4. Premises and Equipment
Depreciation of premises and equipment is computed as follows as prescribed
in the Uniform Accounting Standards for Banks.
Buildings Fixed percentage of declining balance method at the rates
prescribed in the tax regulations standard.
Equipment Fixed percentage of declining balance method at the rates
prescribed in the tax regulations standard.
Others As prescribed in tax regulations.
Up until now, buildings have been depreciated at a fixed percentage of the
declining balance method at the rate of 160% of the tax regulations
standard, as prescribed in the Uniform Accounting Standards for Banks.
However, in conjunction with an amendment of the above Accounting
Standards, from this settlement onwards depreciation is carried out at the
rates prescribed in the tax regulations standard. As a result of this
change, Ordinary Loss and Loss before Income Taxes both decreased by 6,940
million yen as against the amounts they would have realized using the rates
which have been prescribed up until now.
5. Foreign Currency Items
All assets and liabilities denominated in foreign currencies are translated
into Japanese yen at the exchange rates in effect at the balance sheet
dates, while income and expenses denominated in foreign currencies are
measured and recorded at the exchange rates prevailing at the time of each
transaction. Accounts of overseas branches are translated into Japanese
yen at the exchange rate prevailing on the balance sheet dates.
6. Reserve for Possible Loan Losses
The reserves for possible loan losses are made in accordance with the
policies regarding write-offs and reserve standards in the Uniform
Accounting Standards for Banks. The reserve for loans to borrowers which
are classified as substantially bankrupt or which are bankrupt in the
formal legal sense, is made based on the amount remaining after deduction
of the amount of collateral considered to be disposable and amounts
recoverable under guarantees. Also a reserve is made for loans to
borrowers which although not actually bankrupt in the legal sense, are
experiencing serious management difficulties and whose failure is imminent.
In this case, the reserve is made based on the amount remaining after
deduction of the amount of collateral considered to be disposable and
amounts recoverable under guarantees and of the balance a reserve is made
for the amount outstanding after giving full consideration to the amount
the borrower is capable of repaying. In the case of all other loans, an
amount is provided in the reserve on the basis of the default rates
calculated using the amount of actual default rates during a fixed period
in the past.
The reserve relating to loans to certain lesser developed countries is
provided based on the prospective loss after consideration of the relevant
country's political and economic situation, etc. (including reserves for
losses on overseas investments as prescribed under Article 55-2 of the
Exceptions to Tax Laws Act.) The above Reserve for Possible Loan
8
<PAGE>
losses is made on the basis of the quality of all the Bank's loan assets,
using the Bank's internally established rules for self-assessment.
7. Reserve for Retirement Allowances
The reserve for retirement allowances is provided in accordance with the
Uniform Accounting Standards for Banks, based on the amount which would
have been required to be paid if all employees covered by the retirement
plan had voluntarily terminated their employment at the balance sheet date.
8. Finance leases, other than those leases with property rights which will be
recognized as being transferable to the borrower, are treated in compliance
with the general accounting procedures for rent transactions.
9. Consumption Tax and Regulation Consumption Tax
All figures exclude consumption tax and regional consumption tax.
10. Reserve for Possible Losses on Sales of Loans
Consideration is given to the value of the collateral of real estate loans
which were sold to the Cooperative Credit Purchasing Company. An estimate
is made of future possible losses, and the necessary amount is accounted
for under the above Reserve.
This Reserve is stipulated under Article 287-2 of the Commercial Code of
Japan.
11. Reserve for Supporting Specific Borrowers
This Reserve is provided for loans to support the rehabilitation of
specific borrowers.
An estimate is made of the future amount likely to be required in
supporting such borrowers and the necessary amount is accounted for under
the above reserve.
This Reserve is stipulated under Article 287-2 of the Commercial Code Of
Japan.
12. Other Reserves are accounted for as follows:
The Reserve for Financial Futures Transaction Liabilities is based on
Article 82 of the Financial Futures Transaction Law.
In conjunction with the amendment of the Uniform Accounting Standards for
Banks, reserves such as the Reserve for Price Fluctuation of Japanese
National Government Bonds and the Reserve for Possible Losses from Trading
Account Securities Transactions have been abolished and the relevant
reserves have been liquidated.
13. The Securities balance includes 11 million yen of treasury stock of the
Bank.
None of the treasury stock of the Bank comes under the definition in
Article 210-2-2-3 of the Commercial Code Of Japan.
14. Total value of stock held of subsidiaries amounted to 417,413 million yen.
15. Total value of due from subsidiaries amounted to 1,332,206 million yen.
16. Total value of due to subsidiaries amounted to 2,750,789 million yen.
17. Accumulated depreciation for premises and equipment amounted to 323,707
million yen.
18. The compressed book value of premises and equipment amounted to 32,841
million yen.
19. In addition to premises and equipment accounted for on the balance sheet, a
portion of computer and other equipment is leased.
20. Loans and Bills Discounted:
Balance of loans to companies under bankruptcy procedure: 257,512 million
yen.
Balance of loans non-accrual for 6 months or more: 733,762 million yen.
21. The balance of renegotiated loans at the end of March, 1998 amounted to
186,390 million yen.
Renegotiated loans include loans of which the interest rates were cut
to/below the official discount rate at the time of restructuring, or loans
extended on negative spread basis in order to support borrowers'
rehabilitation, and nonaccrual loans which were approved as such by the
National Tax Agency.
Items which up until now have been classified as restructured loans are now
called renegotiated loans.
22. The balance of loans to companies under support programs at the end of
March, 1998 amounted to 40,770 million yen.
Loans to companies under support programs refers to loans extended to
borrowers which have encountered economic difficulty and which the Bank
supports in various ways with the approval of the National Tax Agency.
9
<PAGE>
23. Land used for the Bank's business activities was revalued on the basis
prescribed by law (Proclamation No. 34 dated March 31, 1998). The
difference between the book value and the current value was included under
"Liabilities".
Date of revaluation March 31, 1998
Book value of land used for the Bank's business
activities, before revaluation 81,094 million yen
Book value of land used for the Bank's business
activities, after revaluation 407,623 million yen
24. Borrowed Money includes subordinated borrowings of 1,842,225 million yen.
25. The total balance of bonds consists of subordinated bonds.
26. Net loss per share: 179.19 yen.
27. Under Article 17-2-4 of the Banking Law of Japan, 21,557 million yen of the
amount of Earned Surplus cannot be applied to the payment of dividends.
28. From this settlement accounting period onwards, the Bank has adopted a new
accounting treatment for trading accounts as prescribed under Article 17-2
of the Banking Law of Japan, with the permission of the Ministry of
Finance. As a result of the valuation of securities and monetary assets
etc. relating to trading assets and trading liabilities, and the notional
settlement of derivatives, there was an increase in the Bank's assets of
1,842,739 million yen and an increase in the Bank's liabilities of
1,814,168 million yen. There has been a partial amendment of the
Enforcement Regulations of the Banking Law concerning the establishment of
trading account transactions. As a result of the adoption of the new
accounting treatment, the format of the balance sheet has been amended as
follows:
(1) "Trading Account Securities" is now included in "Trading Assets".
"Trading securities sold for short sales" was included in "Other
Liabilities", and is now included in "Trading Liabilities". The
underwritten amount of underwriting agreements for treasury bonds etc.
whose subscription period has not yet terminated as of the balance
sheet date is also included in the "Trading account securities".
(2) Derivatives of trading account securities are included in "Trading
assets" and "Trading liabilities". The premium paid or received on
option transactions relating to trading account securities
transactions, which up until now has been included in "Other assets"
and "Other liabilities", is now included in "Derivatives of Trading
Securities" in "Trading assets" and "Trading liabilities".
(3) "Securities" for the purpose of the securities transactions prescribed
under Article 17-2-1-2 of the Banking Law of Japan is now included in
"Securities related to trading transactions" in "Trading assets".
"Trading securities sold for short sales", for the purpose of the
securities transactions prescribed under Article 17-2-1-2 of the
Banking Law of Japan, was included in "Other Liabilities", and is now
included in "Securities related to trading transactions sold for short
sales" in "Trading liabilities".
(4) Derivatives relating to securities transactions for the purpose
prescribed under Article 17-2-1-2 of the Banking Law of Japan are
included in "Trading assets" and "Trading liabilities". The premium
paid or received on option transactions for the purpose of the
securities transactions prescribed under Article 17-2-1-2, which up
until now was included in "Other assets" and "Other liabilities", is
now included in "Trading assets" and "Trading liabilities".
(5) Derivatives for the purpose of trading account transactions (except
for those relating to securities transactions) are now included in
"Derivatives of securities related to trading transactions" in
"Trading assets" and "Trading liabilities". Therefore, the premium
paid or received on interest rate option transactions for the purpose
of trading account transactions, which up until now was included in
"Other assets" and "Other liabilities", is now included in
"Derivatives of securities related to trading transactions" in
"Trading assets" and "Trading liabilities".
(6) Of those assets which up until now have been included in "Cash and due
from banks" and "Commercial paper and other debt purchased", those
which are assets for the purpose of trading account transactions are
now included in "Other trading assets" in Trading assets.
(7) Of the "Borrowed securities" which have been included up until now in
"Other liabilities", securities for the purpose of the securities
transactions prescribed under Article 17-2-1-2 of the Banking Law of
Japan are included in "Borrowed securities related to trading
transactions" under "Other liabilities".
10
<PAGE>
29. Collateral on Bonds Lent, which up until now has been included in "Other
liabilities", is now indicated separately in "Collateral on Bonds Lent".
11
<PAGE>
Non-Consolidated Statement of Income for Fiscal 1997
(for the period from April 1, 1997 to March 31, 1998)
<TABLE>
<CAPTION>
(Millions of Yen)
- --------------------------------------------------------------------------------
<S> <C> <C>
Operating Income 2,538,739
Interest Income: 2,008,606
Interest on Loans and Discounts 995,571
Interest and Dividends on Securities 152,901
Interest on Call Loans 15,303
Interest on Bills Purchased 304
Interest on Deposits with Banks 149,164
Interest on Interest Rate Swaps 621,978
Other Interest Income 73,382
Fees and Commissions 109,787
Domestic and Foreign Exchange 49,047
Others 60,740
Trading Revenue 19,060
Revenue from Trading Securities and Derivatives 99
Revenue from Trading-Related Financial Derivatives
Transactions 16,216
Other Trading Revenue 2,745
Other Operating Income 126,928
Gains on Foreign Exchange Transactions 17,625
Gains on Sales of Bonds 105,130
Gains on Redemption of Bonds 3,818
Others 353
Other Income 274,356
Gains on Sales of Stocks and Other Securities 268,654
Gains on Money Held in Trust 904
Others 4,797
---------
Operating Expenses 3,115,046
Interest Expenses: 1,505,595
Interest on Deposits 618,068
Interest on Negotiable Certificates of Deposit 72,549
Interest on Call Money 29,998
Interest on Bills Sold 12,092
Interest on Borrowed Money 68,900
Interest on Bonds 5
Interest on Convertible Bonds 191
Interest on Interest Rate Swaps 648,135
Other Interest Expenses 57,653
Fees and Commissions 44,776
Domestic and Foreign Exchange 13,586
Others 31,189
Trading Expenses 617
Expenses on Securities and Derivatives Related to
Trading Transactions 517
Other Operating Expenses 44,614
Loss on Sales of Bonds 28,347
Loss on Redemption of Bonds 2,671
Loss on Devaluation of Bonds 112
Others 13,482
General and Administrative Expenses 385,780
Other Expenses: 1,133,761
Transfer to Reserve for Possible Loan Losses 303,556
Written-off Claims 68,966
Transfer to Reserve for Possible Losses on Sales of
Loans 24,017
Transfer to Reserve for Specific Borrowers under
Support 122,300
Loss on Sales of Stocks and Other Securities 2,120
Loss on Devaluation of Stocks and Other Securities 56,999
Loss on Money Held in Trust 1,817
Enterprise Tax 86
Others 553,896
--------- ---------
Ordinary Loss 576,306
Extraordinary Profits: 68,550
Gains on Dispositions of Premises and Equipment 45,617
Collection of Written-Off Claims 70
Deduction from Reserve for Price Fluctuation of
Japanese National Government Bonds 7,492
Deduction from Reserve for Possible Losses from
Trading Account Securities 13,362
</TABLE>
- --------------------------------------------------------------------------------
12
<PAGE>
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------
<S> <C> <C>
Transfer from Reserve for Securities Transaction
Liabilities 5
---------
Extraordinary Losses 5,040
Loss on Disposition of Premises and Equipment 5,023
Transfer to Reserve for Financial Futures
Transaction Liabilities 16
--------- ---------
Loss before Income Taxes 514,796
Provision for Income Taxes 3,905
---------
Net Loss 518,701
Retained Earnings Brought Forward from Previous Year 31,308
---------
Unappropriated Loss at End of Fiscal Year 487,393
</TABLE>
- --------------------------------------------------------------------------------
13
<PAGE>
The Fuji Bank, Limited
Notes to Non-Consolidated Statement of Income
1. Amounts less than one million yen are omitted.
2. From this fiscal year onwards, the Bank has adopted a new accounting
treatment for trading accounts under Article 17-2 of the Banking Law of
Japan, with the permission of the Ministry of Finance. In the case of
trading transactions, the profit or loss from these transactions is
included in the profit and loss statement on the basis of the trade date,
under "Trading revenue" and "Trading expenses."
"Trading revenue" and "Trading expenses" are entered in the profit and loss
account in the following way. The increase or decrease in the evaluation
profit/loss from securities and fund assets is added to the interest paid
or received during the term. In the case of derivatives, the increase or
decrease in the profit or loss equivalent amount from the notional
settlements at the end of the preceding term and the end of this term is
added to the interest paid or received during the term.
As a result of the adoption of the new accounting treatment for trading
accounts from this fiscal year, the evaluation profit or loss and the
profit or loss equivalent amount from the notional settlement at the end of
the preceding term have been included in one lump sum in this term.
The effect of the introduction of the trading accounts on profit/loss was
as follows:
<TABLE>
<CAPTION>
<S> <C>
Operating income : 40,185 million yen increase
Interest income : 25,400 million yen increase
Trading revenue : 14,785 million yen increase
Operating expenses : 18,634 million yen increase
Interest expenses : 38,894 million yen increase
Trading expenses : 20,260 million yen decrease
Ordinary loss : 21,551 million yen decrease
</TABLE>
Due to the partial amendment of the Enforcement Regulations of the Banking
Law concerning the establishment of trading transactions, the format of the
Profit and Loss Statement has been modified. The related profit and loss
items have been reclassified as follows:
(1) Evaluation profit/loss and "Gains/losses from sale/purchase of trading
securities" which up until now have been included in "Other operating
income/expenses", have been included in "Revenue from/expenses on
trading securities and derivatives in "Trading revenue" and "Trading
expenses". "Revenue from/expenses on trading securities and
derivatives" also includes interest paid and received etc. relating to
trading securities transactions in "Interest income (Interest and
dividends on securities)" and "Interest expenses", and underwriting
fees relating to those trading securities transactions included in
"Fees and commissions", together with securities exchange duties and
securities transaction taxes relating to those trading securities
transactions included in "General and administrative expenses".
(2) "Revenue from/expenses on securities and derivatives related to
trading transactions" in "Trading revenue" and "Trading expenses", now
includes profit and loss and evaluation profit/loss from "Gains on
sales of bonds", "Gains on redemption of bonds", "Loss on sales of
bonds", "Loss on redemption of bonds" and "Loss on devaluation of
bonds" when those profits and losses arise from securities
transactions for the purpose prescribed under Article 17-2-1-2 of the
Banking Law of Japan. Evaluation profit/loss is included in "Other
operating income/expenses". "Revenue from/expenses on securities and
derivatives related to trading transactions" also includes interest
paid and received, etc. relating to securities transactions for the
above purpose included in "Interest income (Interest and dividends on
securities)" and "Interest expenses", and securities exchange duties
and securities transaction taxes relating to those securities
transactions for the above purpose included in "General and
administrative expenses".
(3) Revenue from/expenses on trading-related financial derivatives
transactions" in "Trading revenue" and "Trading expenses" now include
evaluation profit/loss and interest paid or received in "Interest
(paid/received) on interest swaps", "Other interest income", and
"Other income expenses", when this interest arises from trading-
related financial derivatives transactions. Evaluation profit/loss and
interest paid/received is included in "Interest Income" and "Interest
expenses". "Revenue from/expenses on trading-related financial
derivatives transactions" also includes those securities transaction
taxes relating to "General and Administrative Expenses" concerning
trading-related financial derivatives.
14
<PAGE>
(4) Evaluation profit/loss and interest relating to Negotiable
certificates of deposit and Commercial paper and other debt purchased
for the purpose of trading transactions, have been added to "Other
trading revenue" and "Other trading expenses" in "Trading revenue" and
"Trading expenses". Evaluation profit/loss and interest is included in
"Other income expenses".
3. "Others" in other expenses includes: a 202,768 million yen loss incurred
from sales of real estate loans to the Cooperative Credit Purchasing
Company, and a 226,637 million yen loss incurred from supporting certain
borrowers including Japan Mortgage Co., Ltd.
4. Total income from transactions with the subsidiaries: 276,161 million yen
Total expenses from transactions with the subsidiaries: 342,452 million yen
15
<PAGE>
<TABLE>
<CAPTION>
The Fuji Bank, Limited
(Selected Financial Data)
1. Gross Profit (Gyomu Ararieki) (Millions of Yen)
- -------------------------------------------------------------------------------------------------------------------
March 31, 1998 March 31, 1997 Comparison
<S> <C> <C> <C>
(1) Gross Profit from Domestic Operations 447,770 457,490 -9,720
(Gross profit margin) (1.52%) (1.55%) (-0.03%)
(2) Gross Profit from International
Operations 222,335 245,503 -23,167
(Gross profit margin) (1.31%) (1.46%) (-0.14%)
(3) Gross Profit Total 670,106 702,993 -32,887
(Gyomu Ararieki)
(4) Net Business Profit 320,396 327,100 -6,703
(Gyomu Juneki)
- -------------------------------------------------------------------------------------------------------------------
</TABLE>
* Figures for the previous year provided for reference in the case of accounts
influenced by the introduction of mark-to-market accounting.
<TABLE>
<CAPTION>
2. Interest Margin %
- -------------------------------------------------------------------------------------------------------------------
March 31, 1998 March 31, 1997 Comparison
<S> <C> <C> <C>
(1) Return on Earning Assets (A) (Total) 4.44 4.71 -0.26
(Domestic) 2.24 2.39 -0.15
(i) Loans and Bills Discounted (Total) 2.90 2.94 -0.03
(Domestic) 2.20 2.37 -0.16
(ii) Securities (Total) 2.46 2.06 0.40
(Domestic) 1.69 1.87 -0.17
(2) Cost of Funds (B) (Total) 4.27 4.30 -0.03
(Domestic) 2.18 2.20 -0.01
(i) Deposits and Others (Total) 1.82 1.79 0.02
(Domestic) 0.52 0.60 -0.07
(ii) Other External Liabilities (Total) 1.81 1.60 0.21
(Domestic) 1.21 1.17 0.04
(3) Net Interest Margin (A)-(B) (Total) 0.17 0.40 -0.22
(Domestic) 0.06 0.19 -0.13
- ------------------------------------------------------------------------------------------------------------------
</TABLE>
* Figures for the previous year provided for reference in the case of accounts
influenced by the introduction of mark-to-market accounting.
3. Dividend Policies
Fuji Bank is always aware that it must first satisfy its shareholders by
providing regular dividend payments, utilizing its financial and management
resources in the most effective way to consolidate its retained earnings.
In the run-up to the "Prompt Corrective Action" introduced in April 1998, the
Bank has conducted a rigorous self-assessment of the quality of all the Bank's
loan assets. The Bank incurred a large net loss as a result of the write-offs
and reserves deemed necessary in consequence of the assessment. However, the
Bank has been able to provide appropriate reserves on its problem loan
portfolio, including those pertaining to its affiliated financial companies, and
it can now get on with the job of making a sound financial recovery.
Regarding our dividend policy, it is therefore our intention to propose the
following to our shareholders at the Annual General Meeting.
(1) An annual dividend payment of 8.50 yen per share of ordinary stock
(2) An annual dividend payment as stipulated of 7.50 yen per share of
preference stock
Although from the point of sound management we elected not to make interim
dividend payments, while giving full consideration to the concerns arising from
the very volatile stock market and the stagnant Japanese economy, we now propose
to maintain our annual dividend payment per share as announced in May 1997.
The Japanese economy still faces some rough times ahead. However we will
continue to pursue our strengths and to build on our financial fundamentals,
taking advantage of the many new profit opportunities, while at the same time
maintaining stable regular dividend payments to our shareholders in the future.
16
<PAGE>
<TABLE>
<CAPTION>
The Fuji Bank, Limited
(Selected Financial Data)
4. Reserve for Possible Loan Losses (100 Millions of Yen)
- ----------------------------------------------------------------------------------------------------
March 31, 1998 March 31, 1997 Comparison
<S> <C> <C> <C>
(1) Breakdown of Reserve for Possible Loan Losses
(i) General Reserve for Possible Loan Losses 740 1,035 -295
(ii) Specific Reserve for Possible Loan
Losses 7,826 8,788 -962
(iii) LDC Reserve 8 11 -3
(2) Reserve for Possible Losses on Certain
Doubtful Loans
(i) Provision for Specific Reserve 3,891 2,237 1,653
(ii) Reversal from Specific Reserve
(exclude reversal for the purpose
of writing-off) 563 837 -273
(iii) Net Provision 3,327 1,400 1,926
(3) LDC Reserve
(i) Number of countries covered 10 countries 7 countries 3 countries
(ii) Amount of Exposure 83 134 -50
(iii) Provision for LDC Reserve - - -
(iv) Reversal from LDC Reserve 3 12 -9
(4) Write-off of Loans 689 257 431
- ----------------------------------------------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
5. Securities (100 Millions of Yen)
- ----------------------------------------------------------------------------------------------------
March 31, 1998 March 31, 1997 Comparison
<S> <C> <C> <C>
(1) Sales of Bonds
(i) Gains on Sales 1,051 827 223
(ii) Gains on Redemption 38 17 21
(iii) Losses on Sales 283 458 -175
(iv) Losses on Redemption 26 22 4
(v) Devaluation 1 1 -0
(vi) Total 778 362 415
(2) Sales of Stocks
(i) Gains on Sales 2,686 2,913 -226
(ii) Losses on Sales 21 2 18
(iii) Devaluation 569 1,910 -1,340
(iv) Total 2,095 1,000 1,094
(3) Unrealized Gains or Losses
(i) Listed Securities -2,274 3,849 -6,123
(Stocks) -2,487 3,352 -5,840
(ii) Derivative Transaction -12 -4
- ----------------------------------------------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
6. BIS Ratio (uniform international standard) (100 Millions of Yen)
- ----------------------------------------------------------------------------------------------------
March 31, 1998 March 31, 1997 Comparison
Capital Ratio (provisional figures)
<S> <C> <C> <C>
9.41% 9.22% 0.19%
(2) Tier I 18,098 19,506 -1,408
(3) Tier II 17,446 18,015 -568
(i) Unrealized gains on securities,
included as Tier II - 1,742 -1,742
(ii) Land Revaluation Account 1,469 - 1,469
(iii) Subordinated borrowings (bonds) 14,612 14,712 -99
(4) Risk-Adjusted Assets 377,595 406,638 -29,043
- ----------------------------------------------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
7. Loans and Bills Discounted (100 Millions of Yen)
- ----------------------------------------------------------------------------------------------------
March 31, 1998 March 31, 1997 Comparison
<S> <C> <C> <C>
(1) Balance of Consumer Loans 57,473 55,671 1,802
(i) Housing Loans 52,560 50,906 1,653
(ii) Other Consumer Loans 4,913 4,764 148
(2) Share of Loans to Small and Medium-size
Companies (Term end balance) 75.7% 78.1% -2.4%
(3) Balance of Loans to Real Estate Business 22,719 22,301 418
(4) Balance of Loans to Companies under
Bankruptcy Procedure 2,575 2,722 -147
(% to Loans and Bills Discounted) (0.80%) (0.80%) (0.00%)
Balance of Loans Non-accrual for 6
Months or more 7,337 8,748 -1,411
(% to Loans and Bills Discounted) (2.29%) (2.57%) (-0.28%)
(5) Renegotiated Loan 1,863 4,348 -2,484
(% to Loans and Bills Discounted) (0.58%) (1.28%) (-0.70%)
(6) Loans to Companies under Support 407 2,577 -2,169
- ----------------------------------------------------------------------------------------------------
</TABLE>
17
<PAGE>
<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Programs
(% to Loans and Bills Discounted) (0.13%) (0.76%) (-0.63%)
Loans past due for 3 months or more 3,378 - -
Restructured Loan 3,635 - -
- ----------------------------------------------------------------------------------------------------
</TABLE>
* "Loans past due for 3 months or more" refers to loans in whose case 3 months
or more has elapsed since the agreed date for payment of principal or interest.
"Balance of Loans to Companies under Bankruptcy Procedure" or to "Balance of
Loans Non-accrual for 6 months or more" are not included.
"Restructured Loan" includes loans made to support the rehabilitation of certain
borrowers which are encountering economic difficulties, with the intention of
ensuring recovery of the loan by providing easier repayment terms, etc. It also
includes "Renegotiated loan" and "Loans to Companies under Support Programs".
* Items which up until now have been classified as "Restructured Loan" is now
called "Renegotiated Loan."
<TABLE>
<CAPTION>
8. Others (100 Millions of Yen)
- ----------------------------------------------------------------------------------------------------
March 31, 1998 March 31, 1997 Comparison
<S> <C> <C> <C>
(1) Income on Fees and Commissions
(i) Profit Amount 1,097 1,075 22
(ii) Ratio of Fees and Commissions to
Operating Income 4.3% 4.1% 0.2%
$ million $ million $ million
(2) Foreign Exchange Transaction Dealing
Amount 1,694,506 1,454,753 139,752
(3) Foreign Exchange Transaction Profit 176 66 109
- ----------------------------------------------------------------------------------------------------
</TABLE>
18
<PAGE>
<TABLE>
<CAPTION>
(Reference Materials)
Securities Gains and Losses (Millions of Yen) The Fuji Bank, Limited
- --------------------------------------------------------------------------------
March 31, 1998 March 31, 1997
<S> <C> <C>
Sales Gains 268,654 291,333
Sales Losses 2,120 223
Devaluation 56,999 191,036
Total 209,534 100,072
- --------------------------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
Sales of Bonds (Millions of Yen)
- --------------------------------------------------------------------------------
March 31, 1998 March 31, 1997
<S> <C> <C>
Sales Gains 105,130 82,779
Gains on
Redemption 3,818 1,705
Sales Losses 28,347 45,867
Losses on
Redemption 2,671 2,228
Devaluation 112 154
Total 77,817 36,234
- --------------------------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
Recruitment Plan (Millions of Yen)
- --------------------------------------------------------------------------------
April 30, 1999 April 30, 1998
Plan Actual
<S> <C> <C>
Administrative
Staff 220 210
SE 30 25
General
Operating Staff 530 430
Total 780 665
- --------------------------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
Number of Employees (at the End of Fiscal Year)
- -------------------------------------------------------------------------------------------------------
March 31, 1998 March 31, 1997 March 31, 1996
<S> <C> <C> <C>
Number of Employees 14,615 15,168 15,780
- -------------------------------------------------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
Number of Branches
- -----------------
(Domestic)
- -------------------------------------------------------------------------------------------------------
March 31, 1998 March 31, 1997 March 31, 1996
<S> <C> <C> <C>
HO and Branches 290 290 289
Sub-branches 43 49 55
Others 7 7 8
- -------------------------------------------------------------------------------------------------------
(Overseas)
- -------------------------------------------------------------------------------------------------------
Branches 25 24 21
Sub-branches 1 1 1
Representative Offices 21 22 23
Subsidiaries* 18 20 19
- -------------------------------------------------------------------------------------------------------
</TABLE>
*Direct majority shareholding more than 50%, or combined total direct/indirect
shareholding more than 50%
ROE
- ---
<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------
March 31, 1998 September 30,1997 March 31, 1997
<S> <C> <C> <C>
Net Business Profit 22.78% 16.10% 21.09%
Net Income 1.29% 3.48%
- -------------------------------------------------------------------------------------------------------
</TABLE>
(Annual Basis)
<TABLE>
<CAPTION>
Capital ratio (Millions of Yen)
- -------------------------------------------------------------------------------------------------------
March 31, 1998 September 30, 1997 March 31, 1997
(Provisional)
<S> <C> <C> <C>
Total Capital Ratio 9.41% 9.41% 9.22%
TIER 1 1,809,846 1,967,847 1,950,652
TIER 2 1,744,682 1,738,365 1,801,534
Risk-adjusted Assets 37,759,543 39,359,929 40,663,855
- -------------------------------------------------------------------------------------------------------
</TABLE>
The effect of adopting the cost basis method for long-term securities: 1.03%
The effect of land revaluation account: 0.38%
<TABLE>
<CAPTION>
Net Business Profit Forecast (100 Millions of Yen)
- -------------------------------------------------------------------------------------------------------
1st half of FY 98 2nd half of FY 98 FY 1998
<S> <C> <C> <C>
Net Business Profit 1,500 1,300 2,800
- -------------------------------------------------------------------------------------------------------
</TABLE>
19
<PAGE>
May 22, 1998
Financial Results Report for Fiscal 1997
(Consolidated)
The Fuji Bank, Limited
5-5, Otemachi 1-Chome, Chiyoda-ku,
Tokyo, Japan
1. Financial Highlights for Fiscal 1997 (from April 1, 1997 to March 31, 1998)
(Notes) 1. Amounts less than one million yen are omitted.
2. * denotes minus.
(1) Operating Results
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------
(change (change (change
Operating from Ordinary from Net from
Income previous Income previous Income previous
period) period) period)
Million Yen % Million Yen % Million Yen %
<S> <C> <C> <C> <C> <C> <C>
Current Period 2,812,522 (3.7) *517,295 (---) *345,309 (---)
Previous Period 2,711,312 (*11.0) 75,425 (---) 109,044 (---)
- --------------------------------------------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------
Ratio of
Adjusted Net Return on Ordinary Income Ratio of
Net Income Income per Stockholders' to Total Ordinary Income
per Share Share Equity Liabilities and to Operating
Net Worth Income
Yen Yen % % %
<S> <C> <C> <C> <C> <C>
Current Period *119.35 ----- --- --- ---
Previous Period 37.54 37.27 6.5 0.1 2.8
- --------------------------------------------------------------------------------------------------
(Notes) Equity in Earnings of Affiliates and Unconsolidated Subsidiaries 4,735 million
(Previous period 5,163 million)
</TABLE>
(2) Financial Position
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------
Stockholders' Stockholders'
Total Assets Stockholders' Equity to Equity
Equity Total Assets per Share
Million Yen Million Yen % Yen
<S> <C> <C> <C> <C>
Current Period 55,113,509 1,576,455 2.9 471.58
Previous Period 56,211,154 1,934,349 3.4 595.9
- --------------------------------------------------------------------------------------------------
</TABLE>
(3) Principles of Consolidation
The consolidated financial statements include the accounts of The Fuji
Bank, Limited and 114 of its subsidiaries including among others Fuji Bank
(Schweiz) AG, The Fuji Bank and Trust Company and Fuji America Holdings,
Inc.
34 subsidiaries are not consolidated, none of which is accounted for by the
equity method.
25 affiliates are not consolidated, 16 of which are accounted for by the
equity method.
2. Earnings Performance Projection for Fiscal 1998 (Year through March 31, 1999)
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------
Operating Income Ordinary Income Net Income
Million Yen Million Yen Million Yen
<S> <C> <C> <C>
Next Period 2,500,000 110,000 40,000
- --------------------------------------------------------------------------------------------------
</TABLE>
20
<PAGE>
The Fuji Bank, Limited
Consolidated Balance Sheets as of March 31, 1998
<TABLE>
<CAPTION>
(Millions of Yen)
- ----------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
(ASSETS) (LIABILITIES)
Cash and Due from Banks 2,821,634 Deposits 31,366,873
Call Loans and Bills Purchased 1,453,230 Negotiable Certificates of Deposit 3,185,488
Commercial Paper and Other Debt Purchased 43,216 Call Money and Bills Sold 3,755,273
Trading Assets 3,265,412 Trading Liabilities 2,057,167
Money Held in Trust 84,989 Borrowed Money 2,947,169
Securities 6,044,830 Foreign Exchange 113,221
Loans and Bills Discounted 34,028,201 Bonds and Debentures 1,657,224
Foreign Exchange 580,018 Convertible Bonds and Notes 12,582
Other Assets 3,326,086 Other Liabilities 4,381,799
Premises and Equipment 693,955 Reserve for Possible Loan Losses 904,217
Deferred Taxes 441,043 Reserve for Retirement Allowances 48,312
Consolidation Difference 8,153 Reserve for Possible Losses on Sales
Customers' Liabilities for of Loans 52,717
Acceptances and Guarantees 2,322,736 Reserve for Specific
Borrowers under Support 122,300
Reserves under Special Laws in Japan 1,048
Monetary Interest in
Consolidated Subsidiaries 282,392
Acceptances and Guarantees 2,322,736
Land Revaluation Account 326,529
Total Liabilities 53,537,054
STOCKHOLDERS' EQUITY
Common Stock 529,087
Capital Surplus 419,954
Legal Earned Reserve 69,216
Earned Surplus 538,210
Treasury Common Stock 11
Total Stockholders' Equity 1,576,455
Total Liabilities and
Total Assets 55,113,509 Stockholders' Equity 55,113,509
- ----------------------------------------------------------------------------------------------------------
</TABLE>
(Notes) Amounts less than one million yen are omitted.
21
<PAGE>
The Fuji Bank, Limited
Consolidated Statement of Income for Fiscal 1997
(for the period from April 1, 1997 to March 31, 1998)
<TABLE>
<CAPTION>
(Millions of Yen)
- ----------------------------------------------------------------------
<S> <C>
Operating Income 2,812,522
Interest Income: 2,183,037
Interest on Loans and Discounts 1,166,637
Interest and Dividends on Securities 121,337
Interest on Call Loans and Bills Purchased 233,069
Interest on Deposits with Banks 147,154
Miscellaneous Other Interest Earned 514,837
Fees and Commissions 137,765
Trading Revenue 56,913
Other Operating Income 151,504
Other Income 283,302
Operating Expenses 3,329,817
Interest Expenses 1,640,975
Interest on Deposits 626,048
Interest on Negotiable Certificates of Deposit 77,393
Interest on Call Money and Bills Sold 269,422
Interest on Borrowed Money 76,289
Interest on Bonds and Debentures 72,349
Interest on Convertible Bonds 191
Other Interest Expenses 519,280
Fees and Commissions 49,247
Other Operating Expenses 46,816
General and Administrative Expenses 470,091
Other Expenses 1,122,687
Transfer to Reserve for Possible Loan Losses 326,519
Others 796,167
Ordinary Loss 517,295
Extraordinary Profits 66,767
Gains on Dispositions of Premises and Equipment 45,814
Collection of Written-off Claims 70
Reversal of Reserves for Price Fluctuation of Japanese
National Government Bonds 7,513
Reversal of Reserves for Possible Losses from Trading
Account Securities 13,362
Reversal of Reserves for Securities Transaction
Liabilities 5
Extraordinary Losses 5,548
Losses on Dispositions of Premises and Equipment 5,027
Transfer to Reserves for Possible Losses from Trading
Account Securities 503
Transfer to Reserves for Financial Futures Transactions
Liabilities 16
Transfer to Reserves for Securities Transaction
Liabilities 1
Loss before Income Tax and Others 456,076
Provision for Income Taxes 17,528
Tax Adjustment (133,182)
Minority Interest in Net Income 7,584
Amortization on Consolidation Differences 2,038
Equity in Earnings of Affiliates and Unconsolidated
Subsidiaries 4,735
Net Loss 345,309
- ----------------------------------------------------------------------
</TABLE>
22
<PAGE>
The Fuji Bank, Limited
Consolidated Statement of Earned Surplus for Fiscal 1997
(for the period from April 1, 1997 to March 31, 1998)
<TABLE>
<CAPTION>
(Millions of Yen)
- --------------------------------------------------------------------------------
<S> <C>
Balance at Beginning of Year 898,696
Deductions 15,177
Transfer to Legal Reserve 2,600
Dividends 12,577
Net Loss 345,309
Balance at End of Year 538,210
- --------------------------------------------------------------------------------
</TABLE>
(Notes) Amounts less than one million yen are omitted.
23