<PAGE> 1
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended SEPTEMBER 30, 1997
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 1-3521
ARISTAR, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 95-4128205
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
8900 Grand Oak Circle, Tampa, FL 33637-1050
(Address of principal executive offices) (Zip Code)
(813) 632-4500
(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
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.
As of October 31, 1997, there were 1,000 shares of Common Stock
outstanding.
Registrant meets the conditions set forth in General Instruction (H)(1)(a) and
(b) of Form 10-Q and is therefore filing this Form with the reduced disclosure
format.
<PAGE> 2
ARISTAR, INC. AND SUBSIDIARIES
FORM 10-Q
INDEX
Part I. Financial Information:
Item 1. Financial Statements
Consolidated Statements of Financial Condition -
September 30, 1997, December 31, 1996 and
September 30, 1996. . . . . . . . . . . . . . . . . . . . . . . . . . 3
Consolidated Statements of Operations and Retained Earnings -
Three Months and Nine Months Ended September 30, 1997 and 1996. . . . 4
Consolidated Statements of Cash Flows -
Three Months and Nine Months Ended September 30, 1997 and 1996. . . . 5
Notes to Consolidated Financial Statements. . . . . . . . . . . . . 6 - 9
Item 2. Management's Analysis of the
Results of Operations for the Nine Months
Ended September 30, 1997. . . . . . . . . . . . . . . . . . . . . . . .10
Part II. Other Information:
Item 5. Other Information. . . . . . . . . . . . . . . . . . . . . . . .11
Item 6. Exhibits and Reports on Form 8-K . . . . . . . . . . . . . 12 - 13
SIGNATURE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .14
<PAGE> 3
Item 1. Financial Statements
ARISTAR, INC. and Subsidiaries
Consolidated Statements of Financial Condition
(Unaudited)
<TABLE>
<S> <C> <C> <C>
September 30, December 31, September 30,
(Dollars in thousands) 1997 1996 1996
ASSETS
Finance receivables, net $ 2,121,472 $ 2,115,858 $ 2,056,426
Investment securities 153,124 137,072 134,074
Cash and cash equivalents 14,755 22,660 20,230
Property and equipment, less
accumulated depreciation and
amortization: 1997, $22,099;
1996, $21,528 and $21,135 9,589 10,338 10,661
Deferred charges 12,435 11,956 12,117
Excess of cost over equity of
companies acquired, less
accumulated amortization: 1997,
$57,936; 1996,
$52,638 and $50,872 51,357 56,655 58,421
Other assets 38,841 37,319 31,159
TOTAL ASSETS $ 2,401,573 $ 2,391,858 $ 2,323,088
LIABILITIES AND STOCKHOLDER'S EQUITY
Liabilities
Short-term debt $ 445,298 $ 398,006 $ 403,057
Long-term debt 1,274,965 1,352,770 1,198,849
Total debt 1,720,263 1,750,776 1,601,906
Customer deposits 159,385 146,138 147,079
Accounts payable and
other liabilities 48,564 46,366 107,776
Federal and state income taxes 18,087 13,836 8,001
Insurance claims and
benefits reserves 7,573 7,702 7,580
Unearned insurance premiums and
commissions 57,971 57,800 57,001
Total liabilities 2,011,843 2,022,618 1,929,343
Stockholder's equity
Common stock: $1.00 par value;
10,000 shares authorized; 1,000
shares issued and outstanding 1 1 1
Paid-in capital 44,894 44,894 44,894
Retained earnings 344,721 323,969 349,779
Net unrealized holding gain
(loss) on investment securities 114 376 (929)
Total stockholder's equity 389,730 369,240 393,745
TOTAL LIABILITIES AND
STOCKHOLDER'S EQUITY $ 2,401,573 $ 2,391,858 $ 2,323,088
</TABLE>
See Notes to Consolidated Financial Statements.
<PAGE> 4
ARISTAR, INC. and Subsidiaries
Consolidated Statements of Operations and Retained Earnings
(Unaudited)
<TABLE>
For the Three Months For the Nine Months
Ended September 30, Ended September 30,
<S> <C> <C> <C> <C>
(Dollars in thousands) 1997 1996 1997 1996
Loan interest and fee income $ 88,709 $ 91,440 $ 271,230 $ 276,341
Investment securities income 2,690 2,321 7,673 6,831
Total interest income 91,399 93,761 278,903 283,172
Interest and debt expense 32,128 29,797 95,543 87,135
Net interest income before
provision for credit losses 59,271 63,964 183,360 196,037
Provision for credit losses 16,200 15,300 47,200 43,400
Net interest income 43,071 48,664 136,160 152,637
Other operating income
Net insurance operations
and other income 6,592 5,844 19,647 18,927
Other expenses
Personnel costs 17,161 17,990 52,141 55,202
Occupancy expense 2,598 2,508 7,531 7,481
Advertising expense 772 863 3,077 3,007
Amortization of excess
cost over equity of
companies acquired 1,766 1,766 5,298 5,298
Other operating expenses 10,321 10,390 31,108 23,878
32,618 33,517 99,155 94,866
Income before income taxes 17,045 20,991 56,652 76,698
Provision for federal and
state income taxes 6,800 8,200 22,400 30,200
Net income 10,245 12,791 34,252 46,498
Retained Earnings
Beginning of period 334,476 418,988 323,969 428,273
Dividends paid (82,000) (13,500) (109,800)
Transfer to Great Western Bank,
A Federal Savings Bank (15,192)
End of period $ 344,721 $ 349,779 $ 344,721 $ 349,779
</TABLE>
See Notes to Consolidated Financial Statements.
<PAGE> 5
ARISTAR, INC. and Subsidiaries
Consolidated Statements of Cash Flows
(Unaudited)
<TABLE>
For the Three Months For the Nine Months
Ended September 30, Ended September 30,
<S> <C> <C> <C> <C>
(Dollars in thousands) 1997 1996 1997 1996
Cash flows from operating activities
Net income $ 10,245 $ 12,791 $ 34,252 $ 46,498
Adjustments to reconcile net
income to net cash provided by
operating activities
Provision for credit losses 16,200 15,300 47,200 43,400
Depreciation and amortization 3,197 3,200 9,904 9,798
Deferred income taxes (379) (121) 214 911
Increase (decrease) in
Accounts payable and other
liabilities (2,683) 24,596 2,198 40,097
Unearned insurance premiums and
commissions and insurance claims
and benefits reserves 1,116 (1,651) 42 (184)
Currently payable income taxes 6,580 (1,821) 4,251 (3,601)
Increase in other assets (6,196) (7,973) (1,522) (17,304)
Net cash provided by operating
activities 28,080 44,321 96,539 119,615
Cash flows from investing activities
Investment securities purchased (13,529) (15,922) (53,363) (40,316)
Investment securities matured 8,328 12,672 36,829 44,134
Finance receivables originated
or purchased (346,229) (391,589)(1,045,031) (994,166)
Finance receivables repaid or sold 309,362 343,339 989,515 970,675
Net change in property and equipment (145) (157) (492) (518)
Net cash used in investing
activities (42,213) (51,657) (72,542) (20,191)
Cash flows from financing activities
Net change in short-term borrowings (7,385) (2,221) 47,292 90,181
Proceeds from issuance
of long-term debt 199,894 27,500 299,735
Long-term debt issue costs (277) (1,648) (741) (2,248)
Repayments of long-term debt (1,500) (100,000) (105,700) (105,000)
Net change in customer deposits 15,988 (6,539) 13,247 (13,693)
Net change in due to affiliate (237,576)
Dividends paid (82,000) (13,500) (109,800)
Transfer to Great Western Bank,
A Federal Savings Bank (15,192)
Net cash provided by (used in)
financing activities 6,826 7,486 (31,902) (93,593)
Net increase (decrease) in cash
and cash equivalents (7,307) 150 (7,905) 5,831
Cash and cash equivalents
Beginning of period 22,062 20,080 22,660 14,399
End of period $ 14,755 $ 20,230 $ 14,755 $ 20,230
Supplemental disclosures of cash flow information
Interest paid $ 32,246 $ 35,378 $ 97,400 $ 91,975
Intercompany payment in lieu of
federal and state income taxes 221 16,260 18,155 39,310
</TABLE>
See Notes to Consolidated Financial Statements.
<PAGE> 6
ARISTAR, INC. and Subsidiaries
Notes to Consolidated Financial Statements
(Unaudited)
Note 1 Basis of Presentation
The accompanying unaudited consolidated financial statements of Aristar, Inc.
and subsidiaries (the "Company") have been prepared in accordance with the
instructions to Form 10-Q and do not include all of the information and
footnotes required by generally accepted accounting principles for complete
financial statements. In the opinion of management, all adjustments
(consisting of normal recurring adjustments) considered necessary for a fair
presentation have been included. These statements should be read in
conjunction with the consolidated financial statements and notes thereto
included in the Company's Annual Report on Form 10-K for the year ended
December 31, 1996.
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions
that affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates.
Certain amounts in prior periods have been reclassified to conform to the
current period's presentation.
Note 2 Ownership
At June 30, 1997, the Company was an indirect, wholly-owned subsidiary of
Great Western Financial Corporation ("GWFC"). On July 1, 1997, pursuant to an
Agreement and Plan of Merger announced March 6, 1997, GWFC merged with and
into a wholly-owned subsidiary of Washington Mutual, Inc. ("Washington
Mutual"). Therefore, as a result of this merger, the Company is an indirect,
wholly-owned subsidiary of Washington Mutual.
<PAGE> 7
ARISTAR, INC. and Subsidiaries
Notes to Consolidated Financial Statements (Continued)
Note 3 Transfers from Related Parties
On April 30, 1996, Great Western Bank, a Federal Savings Bank ("GWB"), then
also a wholly-owned subsidiary of GWFC, transferred to the Company a portion
of its consumer finance business, hereinafter referred to as Great Western
Financial Services ("GWFS"). GWFS was comprised primarily of approximately
$242 million in net consumer finance receivables. The Company paid fair value
(as determined by independent appraisal) of approximately $252 million in cash
raised through the issuance of commercial paper. The Company accounted for
the approximate $10 million premium as a dividend to GWFC. Additionally, at
the purchase date, the Company recorded a transfer to GWB of approximately $15
million, representing the accumulated earnings of GWFS at that date.
On December 31, 1996, GWFC transferred to the Company a portion of its
consumer banking business, hereinafter referred to as Blazer Financial
Corporation ("BFC"). BFC was comprised primarily of approximately $229
million in net consumer finance receivables and $147 million in customer
deposits. The Company recorded, at the purchase date, a transfer to GWFC of
approximately $35 million, representing the accumulated earnings of BFC at
that time.
In accordance with Interpretation Number 39, "Transfers and Exchanges of
Companies under Common Control," to Accounting Principles Opinion Number 16,
"Business Combinations," both of the above-described acquisitions have been
accounted for in a manner similar to a pooling of interests. Accordingly, the
assets acquired and liabilities assumed have been recorded at historical cost
and prior period financial statements of the Company have been restated for
the acquisitions. Eliminations have been made for material intercompany
transactions between the combined entities.
Note 4 Insurance Recovery
In May 1996, the Company filed a fidelity bond claim, subsequently paid by the
insurer, in the amount of $8.0 million for the recovery of fraudulently
over-billed marketing costs which had occurred over a number of years.
The $8.0 million recovery has been reflected as a reduction of 1996 other
operating expenses in the accompanying statements.
<PAGE> 8
ARISTAR, INC. and Subsidiaries
Notes to Consolidated Financial Statements (Continued)
Note 5 Finance Receivables
Finance receivables consist of the following:
<TABLE>
<S> <C> <C> <C>
September 30, December 31, September 30,
(Dollars in thousands) 1997 1996 1996
Consumer finance receivables
Real estate secured loans $ 1,067,762 $ 994,097 $ 980,125
Other instalment loans 1,088,866 1,109,143 1,057,656
Retail instalment contracts 359,624 400,530 383,179
Gross finance receivables 2,516,252 2,503,770 2,420,960
Less: Unearned finance charges and
deferred loan fees (323,657) (317,867) (305,949)
Allowance for credit losses (71,123) (70,045) (58,585)
Finance receivables, net $ 2,121,472 $ 2,115,858 $ 2,056,426
</TABLE>
Activity in the Company's allowance for credit losses is as follows:
<TABLE>
<S> <C> <C> <C> <C>
Three Months Ended Nine Months Ended
September 30, September 30,
(Dollars in thousands) 1997 1996 1997 1996
Balance, beginning of period $ 70,853 $ 57,587 $ 70,045 $ 55,568
Provision for credit losses 16,200 15,300 47,200 43,400
Amounts charged off (19,683) (19,028) (58,336) (54,362)
Recoveries 3,580 3,989 11,203 12,369
Allowances on notes purchased 173 737 1,011 1,610
Balance, end of period $ 71,123 $ 58,585 $ 71,123 $ 58,585
</TABLE>
<PAGE> 9
ARISTAR, INC. and Subsidiaries
Notes to Consolidated Financial Statements (Continued)
Note 6 Long-term Debt
Long-term debt at September 30, 1997 was comprised of:
<TABLE>
<S> <C>
(Dollars in thousands)
Senior Notes $ 1,049,239
Senior Subordinated Notes 199,726
Federal Home Loan Bank Notes 26,000
$ 1,274,965
</TABLE>
Note 7 Customer Deposits
Customer deposits at September 30, 1997 was comprised of:
<TABLE>
<S> <C>
(Dollars in thousands)
Certificates of deposit
$100,000 and over $ 12,296
Certificates of deposit
under $100,00 130,215
Savings accounts 1,504
Money Market accounts 15,370
$ 159,385
</TABLE>
Note 8 Merger-related and Other Adjustments
During the quarter ended September 30, 1997, the Company recorded a charge for
severance and branch closure costs related to the merger of GWFC and Washington
Mutual in the pre-tax amount of $5.9 million. The Company also recorded a
merger-related pre-tax credit of $6.4 million resulting from a change in post-
retirement benefits, for an aggregate net pre-tax credit of $500,000 reflected
in other operating expenses in the accompanying financial statements. In the
quarter ended September 30, 1997, the Company reduced interest and fee income by
the pre-tax amount of $4.2 million, resulting from the revision of its estimate
of interest earnings on "same as cash" sales finance contracts. "Same as cash"
contracts provide a period during which the customer is allowed to pay the
account balance in full with no interest charges. The percentage of customers
exercising such option has been greater than originally estimated by the
Company, thereby requiring the above-described adjustment. The net effect in
the third quarter of 1997 of the adjustments discussed above, plus certain other
one-time charges, was a $5.2 million reduction in pre-tax income.
<PAGE> 10
Item 2. MANAGEMENT'S ANALYSIS OF THE RESULTS OF OPERATIONS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997
The Company's average net finance receivables outstanding were $85.1 million, or
4.1%, greater in the nine months ended September 30, 1997, than the same period
of 1996. However, because real estate loans made up a greater portion of the
loan portfolio during the nine months ended September 30, 1997, as compared to
the same 1996 period, and because of interest rate competitive pressures, the
overall portfolio yield decreased 100 basis points to 16.6% from 17.6%. In the
quarter ended September 30, 1997, the Company reduced interest and fee income by
the pre-tax amount of $4.2 million, resulting from the revision of its estimate
of interest earnings on "same as cash" sales finance contracts. (See Note 8 to
the accompanying financial statements.) As a result, loan interest and fee
income decreased $5.1 million, or 1.9%, for the nine months ended September 30,
1997, as compared to the nine months ended September 30, 1996. Income from
investment securities increased $842 thousand, or 12.3%, for the nine months
ended September 30, 1997, as compared to the nine months ended September 30,
1996. Therefore, total interest income decreased by $4.3 million, or 1.5%, for
the nine months ended September 30, 1997, as compared to the same 1996 period.
Average debt outstanding increased $328.0 million, or 22.7%, while the weighted
average interest rate on such debt decreased by 86 basis points, resulting in an
increase in interest and debt expense of $8.4 million, or 9.7%, for the nine
months ended September 30, 1997, as compared to the same 1996 period. The
proceeds from the increased debt were used to fund the related party transfers
discussed in Note 3 of the accompanying financial statements, to pay a $75
million dividend in July 1996, and for normal business operations. These
factors resulted in a decrease in net interest income before provision for
credit losses of $12.7 million, or 6.5%.
The provision for credit losses for the nine months ended September 30, 1997 was
2.89% as an annualized percentage of average net finance receivables for that
period, as compared to 2.77% for the nine months ended September 30, 1996. The
increase in provision rate reflects management's assessment of the quality of
the Company's receivables portfolio at this time including current economic
trends, loan portfolio agings, historical loss experience and evaluation of
collateral.
Personnel expenses were $3.1 million, or 5.6%, lower in the period ended
September 30, 1997 as compared to the same 1996 period, primarily due to lower
incentive compensation and a reduction in allocated employee benefits costs.
Other operating expenses were $7.2 million, or 30.3%, higher in the nine months
ended September 30, 1997 as compared to the same 1996 period, primarily because
of an $8.0 million insurance recovery in 1996 resulting from fraudulently
over-billed marketing costs which had occurred over a number of years.
(See Note 4 to the accompanying financial statements.) Productivity, defined as
the ratio of operating and administrative expenses (before deferral of direct
loan costs and the above described insurance recovery) to average outstanding
finance receivables, improved to 6.5% in the first nine months ended September
30, 1997 as compared to 6.8% in the first nine months of 1996.
<PAGE> 11
PART II. OTHER INFORMATION
Item 5. Other Information
(a) Pursuant to an Agreement and Plan of Merger dated March 5, 1997 by and
among Washington Mutual, GWFC and New American Capital, Inc. ("NACI"), a
wholly-owned subsidiary of Washington Mutual, GWFC merged with and into
NACI at the close of business on July 1, 1997 (the "Merger"). As
consideration for the Merger, Washington Mutual issued 139,619,435 shares
of its common stock to holders of GWFC common stock and 660,000 shares of
preferred stock to holders of GWFC preferred stock. As a result of the
Merger, the Company is an indirect, wholly owned-subsidiary of Washington
Mutual.
(b) The calculation of the Company's ratio of earnings to fixed charges as
of the dates indicated is shown below:
<TABLE>
<S> <C> <C> <C>
Nine Months Year Nine Months
Ended Ended Ended
September 30, December 31, September 30,
1997 1996 1996
(Dollars in thousands)
Income before income taxes $ 56,652 $ 99,518 $ 76,698
Fixed charges:
Interest and debt expense on
all indebtedness 95,543 120,758 87,135
Appropriate portion of
rentals (33%) 2,612 3,292 2,001
Total fixed charges 98,155 124,050 89,136
Earnings available for
fixed charges $ 154,807 $ 223,568 $ 165,834
Ratio of earnings
to fixed charges 1.58 1.80 1.86
</TABLE>
<PAGE> 12
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
(2) (a) Agreement dated as of April 30, 1996, between Great
Western Bank and First Community Financial Services,
Inc. (1)
(b) Amendment to Exhibit (2) (a) dated as of August 31,
1996. (2)
(c) Agreement dated as of April 30, 1996, between Great
Western Bank and Blazer Financial Services, Inc. (1)
(d) Amendment to Exhibit (2) (c) dated as of August 31, 1996. (2)
(e) Agreement dated as of April 30, 1996, between Great
Western Bank and Blazer Financial Services, Inc of
Florida. (1)
(f) Amendment to Exhibit (2) (e) dated as of August 31,
1996. (2)
(g) Agreement dated December 31, 1996, between Great Western
Financial Corporation and Aristar, Inc. (3)
(3) (a) Certificate of Incorporation of Aristar, Inc. as presently
in effect. (8)
(b) By-Laws of Aristar, Inc. as presently in effect. (8)
(4) (a) Indenture dated as of May 1, 1991 between Aristar,
Inc. and Security Pacific National Bank, as
trustee. (4)
(b) Indenture dated as of May 1, 1991 between Aristar,
Inc. and The First National Bank of Boston, as
trustee. (4)
(c) Indenture dated as of July 1, 1992 between Aristar,
Inc. and The Chase Manhattan Bank, N.A., as
trustee. (5)
(d) Indenture dated as of July 1, 1992 between Aristar,
Inc. and Citibank, N.A., as trustee. (5)
(e) Indenture dated as of July 1, 1995 between Aristar,
Inc. and The Bank of New York, as trustee. (6)
(f) Indenture dated as of October 1, 1997 between Aristar,
Inc. and First Union National Bank, as trustee. (9)
(g) The registrant hereby agrees to furnish the
Securities and Exchange Commission upon request
with copies of all instruments defining rights of
holders of long-term debt of Aristar, Inc. and its
consolidated subsidiaries.
(10) Income Tax Allocation Agreement dated as of December 15, 1995
between Aristar, Inc. and Great Western Financial Corporation.
(7)
(27) Financial Data Schedule
<PAGE> 13
(1) Incorporated by reference to Registrant's Quarterly
Report on Form 10-Q for the quarter ended March 31,
1996, Commission file number 1-3521.
(2) Incorporated by reference to Registrant's Quarterly
Report on Form 10-Q for the quarter ended September
30, 1996, Commission file number 1-3521.
(3) Incorporated by reference to Registrant's Current
Report on Form 8-K dated December 31, 1996,
Commission file number 1-3521.
(4) Incorporated by reference to Registrant's Current
Report on Form 8-K dated May 29, 1991, Commission
file number 1-3521.
(5) Incorporated by reference to Registrant's Current
Report on Form 8-K dated June 24, 1992, Commission
file number 1-3521.
(6) Incorporated by reference to Registrant's Quarterly
Report on Form 10-Q for the quarter ended June 30,
1995, Commission file number 1-3521.
(7) Incorporated by reference to Registrant's Annual
Report on Form 10-K for the year ended December 31,
1995, Commission file number 1-3521.
(8) Incorporated by reference to Registrant's Annual
Report on Form 10-K for the year ended December 31,
1987, Commission file number 1-3521.
(9) Incorporated by reference to Registrant's Current
Report on Form 8-K dated October 6, 1997,
Commission file number 1-3521.
(b) Reports on Form 8-K
On July 9, 1997, the Company filed a Current Report on Form 8-K,
dated July 1, 1997, disclosing, under items (4) and (7) thereof, the
change in accountants from Price Waterhouse LLP to Deloitte & Touche
LLP.
On July 17, 1997, the Company filed a Current Report on Form 8-K/A,
dated July 1, 1997, disclosing, under items (4) and (7) thereof, the
change in accountants from Price Waterhouse LLP to Deloitte & Touche
LLP.
<PAGE> 14
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.
ARISTAR, INC.
Date: November 5, 1997 By: /s/ James A. Bare
James A. Bare
Executive Vice President and
Chief Financial Officer
(Chief Accounting Officer)
<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND>
This Schedule contains summary financial information extracted from the
Company's financial statements filed as part of its Report on Form 10-Q for the
nine months ended September 30, 1997 and is qualified in its entirety by
reference to such financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> SEP-30-1997
<CASH> 14,755
<INT-BEARING-DEPOSITS> 0
<FED-FUNDS-SOLD> 0
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 153,124
<INVESTMENTS-CARRYING> 0
<INVESTMENTS-MARKET> 0
<LOANS> 2,192,595<F1>
<ALLOWANCE> (71,123)
<TOTAL-ASSETS> 2,401,573
<DEPOSITS> 159,385
<SHORT-TERM> 445,298
<LIABILITIES-OTHER> 48,564
<LONG-TERM> 1,274,965
0
0
<COMMON> 1
<OTHER-SE> 389,729
<TOTAL-LIABILITIES-AND-EQUITY> 2,401,573
<INTEREST-LOAN> 271,230
<INTEREST-INVEST> 7,673
<INTEREST-OTHER> 0
<INTEREST-TOTAL> 278,903
<INTEREST-DEPOSIT> 6,508
<INTEREST-EXPENSE> 95,543
<INTEREST-INCOME-NET> 183,360
<LOAN-LOSSES> 47,200
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 99,155
<INCOME-PRETAX> 56,652
<INCOME-PRE-EXTRAORDINARY> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 34,252
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
<YIELD-ACTUAL> 7.80
<LOANS-NON> 47,224
<LOANS-PAST> 0
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 70,045
<CHARGE-OFFS> (58,336)
<RECOVERIES> 11,203
<ALLOWANCE-CLOSE> 71,123
<ALLOWANCE-DOMESTIC> 0
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 71,123
<FN>
<F1>Aristar, Inc. is technically a Commercial and Industrial Company subject to
Article 5 of Regulation S-X. However, as its primary business is consumer
finance, the Company, although not a bank holding company, is engaged in
similar lending activities. Therefore, in accordance with Staff Accounting
Bulletin Topic 11-K, "Application of Article 9 and Guide 3, "the Company has
prepared its Financial Data Schedule for the nine months ended September 30,
1997 using the Article 9 format.
</FN>
</TABLE>