ASSOCIATES FIRST CAPITAL CORP
8-K, 1998-10-19
PERSONAL CREDIT INSTITUTIONS
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<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 (Date of earliest event) October 19, 1998





                  ASSOCIATES FIRST CAPITAL CORPORATION 
          (Exact name of registrant as specified in its charter)



                                                   
            DELAWARE                              06-0876639
   (State or other jurisdiction                (I.R.S. Employer
     of incorporation)                       Identification Number)

                                  2-44197    
                           (Commission File Number)


250 E. Carpenter Freeway, Irving, Texas                      75062-2729
(Address of principal executive offices)                     (Zip Code)



Registrant's telephone number, including area code (972) 652-4000
<PAGE>
Item 5.  Other Events.

      On October 19, 1998, Associates First Capital Corporation (the
"Registrant") announced it had completed its purchase of substantially 
all the assets of SPS Transaction Services, Inc. A copy of the news 
release dated October 19, 1998 issued by the Registrant is attached 
as Exhibit 20 and incorporated by reference herein.

Item 7.  Financial Statements and Exhibits.

(c)  Exhibits.

    

     20 -  News Release by Associates First Capital Corporation 
           dated October 19, 1998  

    


                                 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 hereunto duly authorized.

                             ASSOCIATES FIRST CAPITAL CORPORATION 
                                   



                             By: /s/ Frederic C.  Liskow
                                  -------------------
                                  Frederic C.  Liskow
                                  Assistant Secretary 

Date: October 19, 1998

<PAGE>
THE ASSOCIATES COMPLETES ACQUISITION OF
SPS TRANSACTION SERVICES

     DALLAS, Oct. 19, 1998 - Associates First Capital Corporation
(NYSE: AFS) today announced it has completed the previously
announced acquisition of the assets of SPS Transaction Services,
Inc., (NYSE: PAY), creating a significant new platform for growth
in the private-label credit card market.  The sale price,
announced April 20, was $896 million and the transaction was
completed Friday, October 16, after the stock markets closed. 

The Associates is the largest provider of private-label credit
card management services to the U.S. oil industry, highlighted by
its full-service relationships with Texaco and Amoco.  The
addition of SPS brings to The Associates a large portfolio of
consumer and commercial private-label credit card relationships
that include such well-known retail brands as Radio Shack,
Goodyear, Staples, Office Depot and Office Max.  The SPS
acquisition also gives The Associates new capabilities in network
processing and inbound teleservices.

     "This acquisition substantially increases our presence in
the private-label credit card business, a market where we have
already established a good reputation and considerable
expertise," said Keith W. Hughes, chairman and chief executive
officer of The Associates.  "We are eager to begin exploring the
growth opportunities that our expanded operation will develop.  
"We are gaining an excellent business with 4,500 talented people,
access to millions of new customers and a technology platform
that is second to none," Mr. Hughes added. 
- -more-

<PAGE>
Page 2

     SPS processes credit card transactions, administers consumer
private-label credit card programs, processes commercial accounts
receivables and handles inbound telemarketing services.  The
company's 4,500 employees operate from its Riverwoods, Ill.
headquarters and four services centers located in Gray, Tenn.,
Asheville, N.C., Sioux Falls, S.D., and Layton, Utah. 

The Associates, established in 1918, is a leading provider of
consumer and commercial financing, leasing and related services
worldwide.  Headquartered in Dallas, it is one of the nation's
100 largest corporations, based on market capitalization. 
# # #

Contact information:
News media:         (972) 652-4522 

Securities analysts:     (972) 652-7294
                         [email protected]

Shareholders:       1-888-NYSE-AFS




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