<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 DECEMBER 31, 1996
/ / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE AT OF 1934 FOR THE TRANSITION PERIOD FROM _________________
TO_____________________
Commission file number 2-63708
METROPOLITAN MORTGAGE & SECURITIES CO., INC.
(Exact name of registrant as specified in its charter)
WASHINGTON 91-0609840
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
West 929 Sprague Ave., Spokane, WA 99204
(Address of principal executive offices) (Zip Code)
(509)838-3111
(Registrant's telephone number, including area code)
__________________________________________________________
(Former name, former address and former fiscal
year, if changed since last report)
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 / /
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE
PRECEDING FIVE YEARS: (Not Applicable)
Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Sections 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court.
Yes / / No / / N/A
APPLICABLE ONLY TO CORPORATE ISSUERS
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
130 SHARES - Common "A" at January 31, 1997
0 SHARES - Common "B" at January 31, 1997
<PAGE>
METROPOLITAN MORTGAGE & SECURITIES CO., INC.
Part I - Financial Information: Index
Item 1. Financial Statements
Consolidated Condensed Balance Sheets --
December 31, 1996 and
September 30, 1996 (Unaudited)
Consolidated Condensed Statements of Income
Three Months Ended December 31, 1996
and 1995 (Unaudited)
Consolidated Condensed Statements of Cash Flows
Three Months Ended December 31, 1996 and 1995
(Unaudited)
Notes to Consolidated Condensed Financial Statements
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations.
<PAGE>
Part I - Financial Information
METROPOLITAN MORTGAGE & SECURITIES CO., INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEETS
(Unaudited)
<TABLE>
<CAPTION>
December 31, September 30,
1996 1996
<S> <C> <C>
ASSETS
Cash and Cash Equivalents $ 63,155,394 $ 167,879,080
Investments:
Available-for-Sale Securities,
at market 56,709,148 38,554,498
Held-to-Maturity Securities,
at amortized cost (market value
$120,153,286 and $119,200,084) 124,109,220 124,748,490
Accrued Interest on Investments 2,485,931 1,516,390
-------------- -------------
Total Cash and Investments 246,459,693 332,698,458
-------------- -------------
Real Estate Contracts and Mortgage
Notes and Other Receivables 703,215,661 758,427,480
Real Estate for Sale and
Development - Including
Foreclosed Real Estate 84,178,660 84,333,288
------------- -------------
Total Receivables and
Real Estate Assets 787,394,321 842,760,768
Less Allowance for Losses (9,900,266) (10,192,584)
------------- -------------
Net Receivables and
Real Estate Assets 777,494,055 832,568,184
------------- -------------
Deferred Acquisition Costs, Net 74,151,226 74,530,361
Land, Building and Equipment - net
of accumulated depreciation 8,446,566 8,516,598
Other Assets, net of allowance 35,670,861 34,345,227
-------------- ------------
TOTAL ASSETS $1,142,222,401 $1,282,658,828
============== ==============
</TABLE>
The accompanying notes are an integral part of the consolidated financial
statements.
<PAGE>
METROPOLITAN MORTGAGE & SECURITIES CO., INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEETS
(Unaudited)
<TABLE>
<CAPTION>
December 31, September 30,
1996 1996
<S> <C> <C>
LIABILITIES
Life Insurance and Annuity Reserves $ 844,106,537 $ 837,366,108
Debenture Bonds 196,069,990 192,173,751
Other Debt Payable 8,757,554 38,601,146
Securities Sold, Not Yet Purchased 4,177,773 132,652,334
Accounts Payable and Accrued
Expenses 21,610,379 18,082,782
Deferred Income Taxes 15,444,286 15,894,831
Minority Interest in Consolidated
Subsidiaries 1,580,104 1,544,544
------------- --------------
TOTAL LIABILITIES 1,091,746,623 1,236,315,496
------------- --------------
STOCKHOLDERS' EQUITY
Preferred Stock, Series A, B, C, D,
E Cumulative with Variable Rate,
$10 Par Value, Authorized 8,325,000
Issued 2,157,308 Shares and
2,151,820 Shares (Liquidation
Preference $50,044,751 and
$49,495,906, respectively) 21,573,083 21,518,198
Class A Common Stock - Voting,
$2,250 Par Value, Authorized
222 Shares, Issued 130 Shares 293,417 293,417
Additional Paid-In Capital 17,286,228 16,791,670
Retained Earnings 11,588,559 8,731,070
Net Unrealized Losses on
Investments (265,509) (991,023)
------------ -------------
TOTAL STOCKHOLDERS' EQUITY 50,475,778 46,343,332
------------ -------------
TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY $1,142,222,401 $1,282,658,828
============== ===============
</TABLE>
The accompanying notes are an integral part of the consolidated financial
statements.
<PAGE>
<TABLE>
<CAPTION>
METROPOLITAN MORTGAGE & SECURITIES CO., INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF INCOME
(UNAUDITED)
Three Months Ended
December 31,
1996 1995
<S> <C> <C>
REVENUES:
Insurance Premiums Earned $ 750,000 $ 750,000
Interest and Earned Discounts 24,105,516 21,919,875
Real Estate Sales 6,846,700 10,608,025
Fees, Commissions, Service
and Other Income 1,208,087 691,557
Realized Investment Gains (Losses) (2,160,155) 2,800
Realized Gains on Sales of
Receivables 9,834,959 84,490
------------ ----------
TOTAL REVENUES 40,585,107 34,056,747
------------ ----------
EXPENSES:
Insurance Policy and Annuity
Benefits 13,055,411 12,061,640
Interest Expense 5,835,322 3,778,835
Cost of Real Estate Sold 7,440,009 10,466,642
Provision for Losses on Real
Estate Assets 586,221 934,543
Salaries and Employee
Benefits 3,032,934 2,280,868
Commissions to Agents 2,158,770 2,431,199
Other Operating and
Underwriting Expenses 2,299,904 1,628,563
Decease (Increase) in Deferred
Acquisition Costs 237,955 (9,132)
---------- ----------
TOTAL EXPENSES 34,646,526 33,573,158
---------- ----------
Income Before Income Taxes and
Minority Interest 5,938,581 483,589
Provision For Income Taxes (2,022,167) (170,933)
----------- ----------
Income Before Minority
Interest 3,916,414 312,656
Income of Consolidated
Subsidiaries Allocated to
Minority Stockholders (35,560) (9,311)
---------- -----------
NET INCOME 3,880,854 303,345
Preferred Stock Dividends (1,023,365) (923,406)
---------- ------------
Income (Loss) Applicable to
Common Stockholders $ 2,857,489 $ (620,061)
=========== ============
The accompanying notes are an integral part of the consolidated financial
statements.
</TABLE>
METROPOLITAN MORTGAGE & SECURITIES CO., INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended
December 31,
1996 1995
<S> <C> <C>
Net Cash Provided By (Used In)
Operating Activities $(116,924,803) $ 12,326,474
------------ -----------
Cash Flows From Investing Activities:
Principal Payments on Real Estate
Contracts and Mortgage Notes
and Other Receivables 29,383,414 27,684,554
Proceeds From Real Estate Sales 709,061 921,950
Proceeds From Investment Maturities 6,596,423 226,100
Proceeds from Sale of Available
for Sale Securities 28,121,115
Purchase of Available for Sale
Securities (23,684,536)
Proceeds From Sale of Real Estate
Contracts and Mortgage Notes
and Other Receivables 119,209,316 2,335,415
Acquisition of Real Estate Contracts and
Mortgage Notes and Other Receivables (79,616,347) (77,570,084)
Additions to Real Estate Held (6,351,906) (8,938,063)
Capital Expenditures (198,228) (336,713)
----------- ------------
Net Cash Provided By (Used In)
Investing Activities 46,047,197 (27,555,726)
----------- ------------
Cash Flows From Financing Activities:
Net Change Short Term Borrowings from
Brokers and Banks (30,328,500) (12,646,875)
Receipts From Life and Annuity Products 20,337,089 25,261,674
Withdrawals on Life and Annuity Products (25,369,936) (20,748,194)
Repayment to Banks and Others (55,545) (33,496)
Issuance of Debenture Bonds 4,140,969 4,791,350
Issuance of Preferred Stock 549,743 554,336
Repayment of Debenture Bonds (2,096,235) (7,206,402)
Preferred Stock Dividends (1,023,366) (923,406)
Redemption of Capital Stock (300) (57,143)
---------- -------------
Net Cash Used In
Financing Activities (33,846,080) (11,008,156)
----------- -------------
Net Decrease in Cash and
Cash Equivalents (104,723,686) (26,237,408)
Cash and Cash Equivalents at Beginning
of Period 167,879,080 32,798,627
------------ -------------
Cash and Cash Equivalents at End
of Period $ 63,155,394 $ 6,561,219
============= ============
</TABLE>
The accompanying notes are an integral part of the consolidated financial
statements
METROPOLITAN MORTGAGE & SECURITIES CO., INC.
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENT
1. In the opinion of the Company, the accompanying unaudited
consolidated condensed financial statements contain all adjustments
necessary to present fairly the financial position as of December
31, 1996, and the results of operations for the three months ended
December 31, 1996 and 1995 and changes in cash flows for the three
months ended December 31, 1996 and 1995. The results of operations
for the three month period ended December 31, 1996 and 1995 are not
necessarily indicative of the results to be expected for the full
year. As provided for in regulations promulgated by the Securities
and Exchange Commission, all financial statements included herein
are unaudited; however, the condensed consolidated balance sheet at
September 30, 1996 has been derived from the audited consolidated
balance sheet. These financial statements should be read in
conjunction with the consolidated financial statements including
notes thereto included in the Company's fiscal 1996 Form 10-K.
2. The principal amount of receivables as to which payments were in
arrears more than three months was $26,750,000 at December 31, 1996
and $26,500,000 at September 30, 1996.
3. Metropolitan Mortgage & Securities Co., Inc. had no outstanding
legal proceedings other than normal proceedings associated with
receivable foreclosures, and/or the general business activities of
the Company.
4. Certain amounts in the prior year's consolidated condensed
financial statements have been reclassified to conform with the
current year's presentation. These reclassifications had no
effect on net income or retained earnings as previously reported.
5. In November 1996, Metropolitan Mortgage & Securities Co., Inc.
(Metro or the Company) and its subsidiary Western United Life
Assurance Company (WULA) participated as two of the four co-sellers
in a receivable securitization sponsored by Metropolitan Asset
Funding, Inc, an affiliated company. Approximately $126.7 million
of receivables, with $115.5 million provided by Metro and WULA,
were sold in a securitization transaction with proceeds, after
costs, of approximately $121.1 million, which $110.4 million was
allocated to Metro and WULA. With an amortized carrying value of
approximately $101.5 million in the receivables sold in the
securitization, Metro and WULA recorded approximately $8.9 million
in pre-tax gains from their portion of the sale. Metropolitan
Asset Funding, Inc. sold approximately $113.4 million in varying
classes of mortgage pass-through certificates. In addition to the
certificates sold to the public, approximately $13.3 million in
subordinate class certificates and residual class certificates were
returned to the various co-sellers of the receivables included in
the securitization. Metro and WULA received approximately $101.6
million, after costs, from the securitization and received
approximately $12.0 million (estimated fair value) in subordinate
class and residual class certificates. As an economic hedge for
this receivable securitization sale, the Company had previously
sold short approximately $128 million of U.S. Treasury securities
of varying maturities. Concurrent with the completion of the
securitization transaction, the Company purchased and delivered the
borrowed securities. The Company lost approximately $2.5 million
on this short sale. Thereby from an economic standpoint, the
Company realized an approximate $6.4 million in pre-tax gains on
the securitization sale.
6. In December 1995, the Company reassessed the appropriateness of the
classifications of its securities investments. Based on this
reassessment, the Company transferred $72,572,322 of securities
from the Held-to-Maturity classification to the Available-for-Sale
classification. This transfer was based on guidance included in
the special report issued by the Financial Accounting Standards
Board, "A Guide to Implementation of Statement 115 on Accounting
for Certain Investments in Debt and Equity Securities".
7. The preparation of financial statement in conformity with generally
accepted accounting principles require management to make estimates
and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at
the dates of the financial statements and the reported amounts of
revenues and expenses during the reporting periods. Actual results
could differ from those estimates.
<PAGE>
Item 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Significant Transactions:
In November 1996, Metropolitan Mortgage & Securities Co., Inc.
(Metro or the Company) and its subsidiary Western United Life Assurance
Company (WULA) participated as two of the four co-sellers in a receivable
securitization sponsored by Metropolitan Asset Funding, Inc, an
affiliated company. Approximately $126.7 million of receivables, with
$115.5 million provided by Metro and WULA, were sold in a securitization
transaction with proceeds, after costs, of approximately $121.1 million,
which $110.4 million was allocated to Metro and WULA. With an amortized
carrying value of approximately $101.5 million in the receivables sold in
the securitization, Metro and WULA recorded approximately $8.9 million
in pre-tax gains from their portion of the sale. Metropolitan Asset
Funding, Inc. sold approximately $113.4 million in varying classes of
mortgage pass-through certificates. In addition to the certificates sold
to the public, approximately $13.3 million in subordinate class
certificates and residual class certificates were returned to the various
co-sellers of the receivables included in the securitization. Metro and
WULA received approximately $101.6 million, after costs, from the
securitization and received approximately $12.0 million (estimated fair
value) in subordinate class and residual class certificates. As an
economic hedge for this receivable securitization sale, the Company had
previously sold short approximately $128 million of U.S. Treasury
securities of varying maturities. Concurrent with the completion of the
securitization transaction, the Company purchased and delivered the
borrowed securities. The Company lost approximately $2.5 million on this
short sale. Thereby from an economic standpoint, the Company realized an
approximate $6.4 million in pre-tax gains on the securitization sale.
On January 31, 1995, the Company concluded an agreement with Summit
Securities, Inc. (Summit), whereby it sold Metropolitan Investment
Securities, Inc. (MIS) to Summit, at a sale price of $288,950, which
approximated the current book value of MIS at date of sale. On May 31,
1995, the Company concluded an agreement with Summit, whereby it sold Old
Standard Life Insurance Company (OSL) to Summit effective May 31, 1995,
at a sale price of $2,722,000, which approximated the current book value
of OSL at date of sale, with future contingency payments based on
earnings of OSL. The sales price plus estimated future contingency
payments approximates the actuarial appraised valuation of OSL.
Financial Condition and Liquidity:
As of December 31, 1996, the Company had cash or cash equivalents
of $63.2 million and liquid investments (trading or available-for-sale
securities) of $56.7 million compared to $167.9 million in cash and cash
equivalents and $38.6 million in liquid investments at September 30,
1996. The significant transaction causing the decrease in cash and cash
equivalents was the approximately $128 million used by the Company to
close its short sale at the completion of its receivable securitization
in November 1996. Management believes that cash, cash equivalents and
liquidity provided by other investments are adequate to meet planned
asset additions, debt retirements or other business operational
requirements during the next twelve months. At December 31, 1996, total
cash and investments, including held-to-maturity securities, were $246.5
million as compared to $332.7 million at September 30, 1996. During the
three month period ended December 31, 1996, the Company used
approximately $116.9 million in its operating activities including $128
million to close a short sale of U.S. Treasury securities. Funds
provided by investing activities of $46.0 million resulted primarily from
sale proceeds and collections of receivables of $148.6 million and
investment maturities of $6.6 million being offset by new receivable
acquisitions of $79.6 million, purchase of available-for-sale securities
of $23.7 million and addition to real estate held of $6.4 million. Funds
used in financing activities of $33.8 million, including a $2.0 million
net cash inflow from debentures sales less maturities, were used
primarily to payoff short-term borrowings of $30.3 million, finance a net
cash outflow of $5.0 million in life and annuity products and payment of
preferred stock dividends of $1.0 million.
The receivable portfolio totaled $703.2 million at December 31,
1996 compared to $758.4 million at September 30, 1996. During the three
months ended December 31, 1996, the decrease primarily resulted from the
acquisition of receivables totaling $79.6 million plus an additional $6.1
million in loans to facilitate the sale of real estate being totally
offset by principal collections on receivables of $29.4 million,
reduction for the cost basis of receivables sold of $109.1 million and
reductions due to foreclosed receivables of approximately $2.7 million.
Real estate held for sale and development decreased to $84.2
million at December 31, 1996 from $84.3 million at September 30, 1996.
For the three months ended December 31, 1996, real estate additions of
$9.5 million, including $2.7 million of foreclosed receivables, were
offset by costs of real estate sold of $7.4 million, depreciation of $1.5
million and charge-offs to the allowance for losses of $.7 million.
Life insurance and annuity policy reserves increased $6.7 million
during the three months ended December 31, 1996 to approximately $844.1
million from $837.4 million at September 30, 1996. This increase
resulted from credited earnings of $11.8 million offset by a $5.1 million
of cash outflow as receipts from sales of new life and annuity products
of $20.3 million were exceeded by withdrawals of $25.4 million from
existing policies. Net debenture bonds outstanding increased by $3.9
million to $196.1 million at December 31, 1996 from $192.2 million at
September 30, 1996. Net cash inflow from issuance less maturities of
debentures was approximately $2.0 million plus an additional $1.9 million
increase in credited interest held. Additionally, the Company had cash
flow, net of redemptions, of approximately $550,000 from the sale of
preferred stock and reinvestment of preferred stock dividends during the
three months ended December 31, 1996. During the three month period
ended December 31, 1996, the Company decreased the portion of its other
debt payable represented by short term borrowings by $30.3 million to an
approximate outstanding amount of $5.2 million on December 31, 1996.
Total assets decreased by $140.5 million to $1,142.2 million at
December 31, 1996 from $1,282.7 million at September 30, 1996. During
the three month period, the Company primarily used cash flow from its
receivable securitization along with existing cash and investments to
repurchase securities previously sold and not owned and paydown short-
term borrowings. At December 31, 1996, the Company had net unrealized
losses on securities available-for-sale in the amount of $265,000 as
compared to unrealized losses of $1.0 million at September 30, 1996. Net
unrealized losses on securities available-for-sale is presented as a
separate component of stockholders' equity.
Results of Operations:
The Company recorded net income before preferred dividends for the
three months ended December 31, 1996 of $3,881,000 compared to $303,000
in the prior year's period. Comparing the current year's three month
period with the prior year's similar period, increases in gains from
sales of receivables, increases in other fees and commission revenues and
a reduction in the provision for losses on real estate assets were only
partially offset by a reduction in the net interest spread, increased
losses from the sale of real estate, increased losses from the sale of
investment securities, an increase in operating expenses and related
provision for income taxes.
For the three month period ended December 31, 1996, the Company
reported a positive spread on its interest sensitive assets and
liabilities of $6.0 million as compared to $6.8 million in the prior
year's period. The reduction was primarily the result of a reduction in
the receivable portfolio due to the securitization sale in November 1996.
While there has been some contraction in portfolio investment earnings
rates in the current year's period, the Company has also experienced
reduced renewal rates on some of its life and annuity policies.
Currently, the Company continues to control life and annuity policy
surrenders by maintaining current market credited rates. Normally, the
Company's investment earnings rates are not as sensitive to market
conditions as is its life and annuity policy rates and thus a sustained
rise in interest rates could have a negative impact on its net interest
spread as its liabilities reprice faster than its assets.
During the three months ended December 31, 1996, the Company
realized net losses from the sale of investments of $2.2 million compared
to net gains of $2,800 in the prior year's period. The current period
loss was primarily the result of a short sale of U.S. Treasury
securities. The short sale was used by the Company as an economic hedge
of its receivable securitization in November 1996. Additionally, in the
current year's period, the Company realized gains of $9.8 million from
the sale of approximately $109.4 million of receivable investments, while
in the prior year, sales of approximately $2.3 million of receivable
investments produced realized gains of $84,000. The Company realized
losses of $593,000 on sales of $6.8 million of real estate in the current
year's period compared to net gains of $141,000 on sales of $10.6
million in the prior year. It has been the policy of management to
actively sell its real estate in order to return the investment to an
earning asset. In addition to returning these assets to earning status,
the Company has been able to reduce other operating expenses associated
with its real estate, such as insurance, taxes, maintenance and
amenities.
In the three months ended December 31, 1996, the Company recorded
other fees and commission revenues of $1.2 million as compared to
$700,000 in the prior year. The increase in the current year is
primarily the result of net servicing revenues related to the receivable
securitizations.
In the three months ended December 31, 1996, the Company made
provisions for losses on receivables and real estate assets of
approximately $586,000 as compared to $935,000 in the prior year's
period. The decreased provision is the result of the decrease in the
receivable portfolio and the real estate asset portfolio. The Company
has experienced a slight increase in receivable delinquency rates,
however, a stable to improving real estate market has offset the effects
of the delinquency rate increases.
New Accounting Rules:
In June 1996, Statement of Financial Accounting Standards No. 125
(SFAS 125), "Accounting for Transfers and Servicing of Financial Assets
and Extinguishments of Liabilities" was issued. SFAS 125 provides
accounting and reporting standards based on a consistent application of a
financial-components approach that focuses on control. Under this
approach, after a transfer of financial assets, an entity recognizes the
financial and servicing assets it controls and the liabilities it has
incurred, derecognizes financial assets when control has been surrendered
and derecognizes liabilities when extinguished. This statement provides
consistent standards for distinguishing transfers of financial assets
that are sales from transfers that are secured borrowings. SFAS 125 is
effective for transfers and servicing of financial assets and
extinguishments of liabilities occurring after December 31, 1996.
<PAGE>
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
There are no material legal proceedings or actions pending or
threatened against Metropolitan Mortgage & Securities Co., Inc. or to
which its property is subject.
Item 2. Changes in Securities
None
Item 3. Defaults Upon Senior Securities
None
Item 4. Submission of Matters to a Vote of Security Holders
None
Item 5. Other Information
None
Item 6. Exhibits and Reports on Form 8-K
A Form 8-K was filed December 10, 1996, which disclosed the
sale through a securitization of approximately 115.5 million in first lien
residential mortgages, as more fully described in such Form 8-K
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
METROPOLITAN MORTGAGE & SECURITIES CO., INC.
(Registrant)
/s/ C. PAUL SANDIFUR, JR.
Date February 18, 1996
---------------------------------------------
C. Paul Sandifur, Jr.
Chairman, President, Chief Executive Officer
/s/ BRUCE J. BLOHOWIAK
Date February 18, 1996
---------------------------------------------
Bruce J. Blohowiak
Executive Vice President, Chief Operating
Officer and Director
/s/STEVEN CROOKS
Date February 18, 1996
---------------------------------------------
Steven Crooks
Vice President
(Principal Accounting Officer)
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> SEP-30-1997
<PERIOD-END> DEC-30-1996
<CASH> 63,155
<SECURITIES> 183,304
<RECEIVABLES> 703,216
<ALLOWANCES> 9,900
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 17,979
<DEPRECIATION> 9,529
<TOTAL-ASSETS> 1,142,222
<CURRENT-LIABILITIES> 0
<BONDS> 204,828
<COMMON> 293
0
21,573
<OTHER-SE> 28,610
<TOTAL-LIABILITY-AND-EQUITY> 1,142,222
<SALES> 0
<TOTAL-REVENUES> 40,585
<CGS> 0
<TOTAL-COSTS> 28,225
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 586
<INTEREST-EXPENSE> 5,835
<INCOME-PRETAX> 5,939
<INCOME-TAX> 2,022
<INCOME-CONTINUING> 3,917
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 3,881
<EPS-PRIMARY> 21,981.00
<EPS-DILUTED> 21,981.00
</TABLE>
