<PAGE> 1
FORM 11-K
ANNUAL REPORT
PURSUANT TO SECTION 15(d) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1998
-------------------------------------------------------
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
------------------ --------------------
Commission file number 1-9733
A. Full title of the plan and the address of the plan, if different from
that of the issuer name below:
CASH AMERICA INTERNATIONAL, INC. 401(k) SAVINGS PLAN
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
CASH AMERICA INTERNATIONAL, INC.
1600 W. 7th
Fort Worth, TX 76102
<PAGE> 2
INFORMATION FURNISHED
1. Audited financial statements and supplemental schedules of the Cash
America International, Inc. 401(k) Savings Plan (the "Plan").
2. The written consent of the independent accountants for the Plan, filed
as an exhibit to this annual report.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
undersigned member of the Administrative Committee has duly caused this annual
report to be signed on behalf of the Cash America International, Inc. 401(k)
Savings Plan by the undersigned thereunto duly authorized.
CASH AMERICA INTERNATIONAL, INC. 401(k) SAVINGS PLAN
By: /s/ HUGH SIMPSON
---------------------------------
Hugh Simpson
Cash America International, Inc.
401(k) Savings Plan Administrative Committee
Date: June 29, 1999
ii
<PAGE> 3
CASH AMERICA INTERNATIONAL, INC.
401(k) SAVINGS PLAN
FINANCIAL STATEMENTS
AND SUPPLEMENTAL SCHEDULES
TABLE OF CONTENTS
<TABLE>
<CAPTION>
PAGE(S)
<S> <C>
Report of Independent Accountants 2
Financial Statements:
Statements of Net Assets Available for Benefits
as of December 31, 1998 and 1997 3
Statement of Changes in Net Assets Available for Benefits
for the Year Ended December 31, 1998 4
Notes to Financial Statements 5 - 14
Supplemental Schedules:
I. Line 27a - Schedule of Assets Held for Investment
Purposes as of December 31, 1998 15
II. Line 27d - Schedule of Reportable Transactions -
Single Transactions for the Year Ended
December 31, 1998 16
III. Line 27d - Schedule of Reportable Transactions -
Series of Transactions for the Year
Ended December 31, 1998 17
</TABLE>
1
<PAGE> 4
REPORT OF INDEPENDENT ACCOUNTANTS
To the Plan Administrator of the
Cash America International, Inc.
401(k) Savings Plan
In our opinion, the accompanying statements of net assets available for benefits
and the related statement of changes in net assets available for benefits
present fairly, in all material respects, the net assets available for benefits
as of December 31, 1998 and 1997, Cash America International, Inc. 401(k)
Savings Plan (the "Plan"), and the changes in its net assets available for
benefits for the year ended December 31, 1998 in conformity with generally
accepted accounting principles. These financial statements are the
responsibility of the Plan's management; our responsibility is to express an
opinion on these financial statements based on our audits. We conducted our
audits of these statements in accordance with generally accepted auditing
standards which require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements, assessing the
accounting principles used and significant estimates made by management, and
evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for the opinion expressed above.
Our audits are performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The accompanying supplemental schedules
of the Plan are presented for purposes of additional analysis and are not a
required part of the basic financial statements but are supplementary
information required by the Department of Labor's Rules and Regulations for
Reporting and Disclosure under the Employee Retirement Income Security Act of
1974. The supplemental schedules have been subjected to the auditing procedures
applied in the audits of the basic financial statements and, in our opinion, are
fairly stated, in all material respects, in relation to the basic financial
statements taken as a whole.
May 5, 1999
<PAGE> 5
CASH AMERICA INTERNATIONAL, INC.
401(k) SAVINGS PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF DECEMBER 31, 1998 AND 1997
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
1998 1997
------------ ------------
<S> <C> <C>
Assets
Investments, at fair value:
Equity mutual funds (cost $3,649,499 and
$2,663,211 for 1998 and 1997, respectively) $ 3,755,219 $ 2,886,306
Fixed income mutual funds (cost of $1,820,150
and $1,247,530 for 1998 and 1997, respectively) 1,832,445 1,306,229
Equity securities (cost of $1,801,317 and
$1,454,289 for 1998 and 1997, respectively) 2,821,473 2,207,857
Participant notes receivable (cost of $528,215
and $361,984 for 1998 and 1997, respectively) 528,215 361,984
Cash and equivalents (cost of $88,742 and
$70,107 for 1998 and 1997, respectively) 88,742 70,107
------------ ------------
Total investments 9,026,094 6,832,483
Contributions receivable:
Participants 55,157 132,779
Company 19,854 29,300
------------ ------------
Total assets 9,101,105 6,994,562
------------ ------------
Net assets available for benefits $ 9,101,105 $ 6,994,562
============ ============
</TABLE>
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.
3
<PAGE> 6
CASH AMERICA INTERNATIONAL, INC.
401(k) SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 1998
- -------------------------------------------------------------------------------
<TABLE>
<S> <C>
Additions to net assets attributed to:
Dividend income $ 412,250
Interest income 53,787
Net appreciation in fair value of investments 327,994
------------
Total investment income 794,031
Contributions:
Participants 511,747
Company 1,619,949
------------
Total additions 2,925,727
------------
Deductions from net assets attributed to:
Participants' withdrawals 709,312
Administrative expenses 109,872
------------
Total deductions 819,184
------------
Net increase 2,106,543
Net assets available for benefits:
Beginning of year 6,994,562
------------
End of year $ 9,101,105
============
</TABLE>
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.
4
<PAGE> 7
CASH AMERICA INTERNATIONAL, INC.
401(k) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
- -------------------------------------------------------------------------------
1. DESCRIPTION OF PLAN AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
The following brief description of the Cash America International, Inc.
401(k) Savings Plan (the Plan) is provided as general information only.
Participants should refer to the Plan document for complete information
regarding the Plan's definitions, benefits, eligibility and other
matters.
GENERAL
The Plan is a contributory savings plan available to all full-time
employees of Cash America International, Inc. (the Company) who have
completed six months of service and have reached 21 years of age, and
all part-time employees who have completed one year of service and have
reached 21 years of age. Employee contribution to the Plan is
voluntary. The Plan is subject to the provisions of the Employee
Retirement Income Security Act of 1974 (ERISA) and is intended to
qualify under Sections 401(a) and 401(k) of the Internal Revenue Code.
CONTRIBUTIONS
Participants may contribute a percentage of their annual compensation
(up to 22%) to the Plan on a before-tax basis, subject to the Internal
Revenue Service's (IRS) limitations, which are adjusted each year to
take into account any cost of living increase provided for that year.
For 1998 and 1997, the IRS limitation was $10,000 and $9,500,
respectively. Contributions designated by the participant are withheld
by the employer and remitted directly to the trustee.
Company matching contributions are made in cash and are allocated among
a participant's account in the same percentages to which the employee
directs his or her contributions. The Company matches 50% of a
participant's contribution on the first 5% of compensation.
PARTICIPANTS' ACCOUNTS
Each participant's account is credited with his or her contribution and
allocations of (a) the Company's matching contributions and (b) Plan
earnings. The benefit to which a participant is entitled is the benefit
that can be provided from the participant's vested account.
5
<PAGE> 8
CASH AMERICA INTERNATIONAL, INC.
401(k) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS, CONTINUED
- -------------------------------------------------------------------------------
1. DESCRIPTION OF PLAN AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES,
CONTINUED:
INVESTMENT OPTIONS
A participant may direct contributions in any combination of the
following eight investment options:
o CASH AMERICA INTERNATIONAL, INC. COMMON STOCK FUND - Funds
are invested primarily in shares of Cash America
International, Inc. common stock. The number of participants
in this fund as of December 31, 1998 is 696.
o STABLE VALUE FUND (SCHWAB RETIREMENT MONEY) - Funds are
invested in high quality, short-term debt securities such as
bank CDs, highly rated commercial paper, and short-term
obligations of, or guaranteed by, the U.S. or Canadian
Governments. The number of participants in this fund as of
December 31, 1998 is 475.
o INTERMEDIATE BOND FUND (PIMCO TOTAL RETURN INSTITUTIONAL
CLASS) - Funds are invested primarily in debt securities,
including U.S. Government securities, corporate bonds, and
mortgage-related securities. Funds are also invested in
securities denominated in foreign currencies. The number of
participants in this fund as of December 31, 1998 is 372.
o MIXED INVESTMENT FUND (DODGE & COX BALANCED) - Funds are
invested primarily in common stock and convertible
securities. Funds are also invested in investment-grade
fixed income securities. The number of participants in this
fund as of December 31, 1998 is 641.
o BASIC STOCK FUND (T. ROWE PRICE EQUITY INCOME) - Funds are
primarily invested in income-producing common stocks. Funds
are also invested in fixed-income securities. The number of
participants in this fund as of December 31, 1998 is 602.
o GROWTH STOCK FUND (HARRIS ASSOCIATES INVESTMENT TRUST
OAKMARK) - Funds are primarily invested in common stocks and
convertible securities, especially those with prices deemed
below their long-term value. Funds are also invested in
equity or debt securities of foreign companies. The number
of participants in this fund as of December 31, 1998 is 595.
6
<PAGE> 9
CASH AMERICA INTERNATIONAL, INC.
401(k) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS, CONTINUED
- -------------------------------------------------------------------------------
1. DESCRIPTION OF PLAN AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES,
CONTINUED:
o AGGRESSIVE GROWTH STOCK FUND (BARON ASSET) - Funds are
primarily invested in companies with market capitalization
between $100 million and $2 billion that have undervalued
assets or favorable growth prospects. The number of
participants in this fund as of December 31, 1998 is 628.
Prior to April 7, 1998, the Aggressive Growth Stock Fund was
invested in the AIM Equity Constellation Retail Mutual Fund,
which invested in common stock of small- to medium-size
emerging growth companies.
o INTERNATIONAL FUND (BT INVESTMENT INTERNATIONAL EQUITY) -
Funds are primarily invested in stocks and debt securities
of companies and governments outside the United States. The
number of participants in this fund as of December 31, 1998
is 247.
The allocation of a participant's contributions among investment funds
is determined by the participant and may be changed at any time.
VESTING
Participants are always 100% vested in their voluntary contributions
plus actual earnings thereon. Vesting in the remainder of their
accounts is based on the number of years of service as follows:
VESTING SCHEDULE
<TABLE>
<CAPTION>
YEARS OF SERVICE VESTING PERCENTAGE
------------------ --------------------
<S> <C>
Less than 1 0%
1 20%
2 40%
3 60%
4 80%
5 or more 100%
</TABLE>
7
<PAGE> 10
CASH AMERICA INTERNATIONAL, INC.
401(k) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS, CONTINUED
- -------------------------------------------------------------------------------
1. DESCRIPTION OF PLAN AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES,
CONTINUED:
PARTICIPANT NOTES RECEIVABLE
Participants may borrow from their fund accounts a minimum of $500 up
to a maximum equal to the lesser of $50,000 or 50 percent of their
vested account balance. Loan transactions are treated as a transfer to
(from) the investment fund from (to) the Participant Notes Receivable
Fund. Loan terms range from one to five years, except for loans funded
for purchase of a principal residence which may be repaid over ten
years.
The loans are collateralized by the balance in the participant's
account and bear interest at 1% above the prime rate as published in
the Wall Street Journal on the first day of the month in which the loan
is funded. Interest rates range from 7.75% to 10% for loans outstanding
at December 31, 1998. Principal and interest are paid ratably through
monthly payroll deductions. A loan origination fee of $50 is assessed
to the borrowing participant by the Plan upon funding of the loan.
PAYMENT OF BENEFITS
The vested portion of a participant's account becomes available upon
termination of employment, retirement, total and permanent disability,
death or upon reaching the age of 59-1/2. All distributions from
participant accounts must be paid as a lump sum. In the event of death
of the participant, the beneficiary is entitled to receive the lump sum
distribution. Hardship withdrawals are permitted if the participant
meets the eligibility requirements.
FORFEITURES
Forfeitures represent unvested portions of terminated participants'
accounts and are used to partially offset recordkeeping, trustee and
other administrative expenses of the Plan. Forfeitures for 1998 were
approximately $37,000.
BASIS OF ACCOUNTING
The financial statements of the Plan are prepared under the accrual
method of accounting.
8
<PAGE> 11
CASH AMERICA INTERNATIONAL, INC.
401(k) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS, CONTINUED
- -------------------------------------------------------------------------------
1. DESCRIPTION OF PLAN AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES,
CONTINUED:
INVESTMENT VALUATION AND INCOME RECOGNITION
The Plan's investments in each investment fund are valued at fair
value, using market quotations, where available, and other available
information. Participant notes receivable are valued at original loan
value less principal repayments, which approximates fair value. The
Plan presents, in the statement of changes in net assets available for
benefits, the net appreciation (depreciation) in fair value of
investments, which consists of the realized gains or losses and the
unrealized appreciation (depreciation) on investments. Purchases and
sales of securities are recorded on a trade-date basis. Interest income
is recorded on the accrual basis. Dividends are recorded on the
ex-dividend date.
PARTICIPANT WITHDRAWALS
Participant withdrawals are recorded when paid for financial statement
purposes. For Form 5500 reporting purposes, participant withdrawals are
recorded when processed and approved for payment.
PLAN ADMINISTRATION
Expenses related to the Plan are borne by four sources: 1) loan
origination fees, 2) forfeitures, 3) the Company, and 4) participants.
USE OF ESTIMATES
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 changes in
net assets available for benefits during the reporting period.
Actual results could differ from those estimates.
9
<PAGE> 12
CASH AMERICA INTERNATIONAL, INC.
401(k) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS, CONTINUED
- -------------------------------------------------------------------------------
2. INVESTMENTS IN EXCESS OF 5% OF NET ASSETS AVAILABLE FOR BENEFITS:
Investments that comprised 5% or more of the net assets available for
benefits at December 31, 1998 and 1997, were as follows:
<TABLE>
<CAPTION>
1998 1997
------------ ------------
<S> <C> <C>
Mutual funds:
AIM Equity Constellation Retail $ 791,270
Baron Asset $ 1,159,920
Dodge & Cox Balanced 876,321 657,562
Harris Associates Investment Trust Oakmark 1,054,208 823,135
Schwab Retirement Money 600,567 443,187
T. Rowe Price Equity Income 1,334,202 1,090,856
Equity securities:
Cash America International, Inc. common stock 2,821,473 2,207,857
These investments are subject to future changes in market prices that
may make these financial instruments less valuable and result in a
loss
During 1998, appreciation (depreciation) of the Plan's investments was
as follows:
Fixed income mutual funds $ (25,598)
Equity mutual funds (72,223)
Equity securities 425,815
------------
Net appreciation $ 327,994
============
</TABLE>
3. PLAN TERMINATION
The Plan has been established with the intention that it will continue
and be a permanent plan. However, the Plan may be terminated by
resolution of the Company's Board of Directors at any time, subject to
the provisions of ERISA. In the event the Plan terminates, the
participants will become 100% vested in their accounts.
4. PARTY-IN-INTEREST TRANSACTIONS:
Certain plan investments are shares of Cash America International, Inc.
Common Stock. Cash America International, Inc. sponsors the plan,
therefore these investments qualify as party-in-interest transactions.
Certain plan investments are shares of mutual funds managed by Charles
Schwab Trust Company or their affiliates. This institution serves as
trustee to the Plan and, therefore, these investments qualify as
party-in-interest transactions.
10
<PAGE> 13
CASH AMERICA INTERNATIONAL, INC.
401(k) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS, CONTINUED
- -------------------------------------------------------------------------------
5. FEDERAL INCOME TAX STATUS:
The Plan obtained a determination letter dated February 12, 1998, from
the Internal Revenue Service which stated that the Plan, as then
designed, was in compliance with the applicable requirements of the
Internal Revenue Code. The Plan has been amended subsequent to the date
of the determination letter; however, the Plan administrator believes
that the Plan is currently designed and being operated in compliance
with the applicable requirements of the Internal Revenue Code.
Accordingly, no provision for federal income taxes has been recorded in
the accompanying financial statements.
6. FINANCIAL INFORMATION BY INVESTMENT OPTION:
The following presents the net assets available for benefits as of
December 31, 1998 and 1997 and the changes in net assets available for
benefits for the year ended December 31, 1998 by investment option:
11
<PAGE> 14
CASH AMERICA INTERNATIONAL, INC. 401(k) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS, CONTINUED
- -------------------------------------------------------------------------------
6. FINANCIAL INFORMATION BY INVESTMENT OPTION, CONTINUED:
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF DECEMBER 31, 1998
<TABLE>
<CAPTION>
PARTICIPANT-DIRECTED FUNDS
----------------------------------------------------------------------------------------
CASH AMERICA
INTERNATIONAL,
INC. STABLE IMMEDIATE MIXED BASIC GROWTH
COMMON STOCK VALUE BOND INVESTMENT STOCK STOCK
------------- ---------- ---------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
Investments at fair value:
Equity mutual funds $1,334,202 $1,054,208
Fixed income mutual funds $ 600,567 $ 355,557 $ 876,321
Equity securities $ 2,821,473
Participant notes receivable
Cash and cash equivalents 16,442 3,624 4,846 14,690 12,782 15,612
------------- ---------- ---------- ---------- ---------- ----------
Total investments 2,837,915 604,191 360,403 891,011 1,346,984 1,069,820
Contributions receivable:
Participants 10,219 5,234 2,672 7,890 7,276 9,238
Company 3,758 2,021 957 3,046 2,474 3,016
------------- ---------- ---------- ---------- ---------- ----------
Total assets 2,851,892 611,446 364,032 901,947 1,356,734 1,082,074
------------- ---------- ---------- ---------- ---------- ----------
Net assets available for benefits $ 2,851,892 $ 611,446 $ 364,032 $ 901,947 $1,356,734 $1,082,074
============= ========== ========== ========== ========== ==========
</TABLE>
<TABLE>
<CAPTION>
PARTICIPANT-DIRECTED FUNDS
---------------------------
AGGRESSIVE PARTICIPANT
GROWTH NOTES
STOCK INTERNATIONAL RECEIVABLE TOTAL
---------- ------------- ---------- ----------
<S> <C> <C> <C> <C>
Investments at fair value:
Equity mutual funds $1,159,920 $ 206,889 $3,755,219
Fixed income mutual funds 1,832,445
Equity securities 2,821,473
Participant notes receivable $ 528,215 528,215
Cash and cash equivalents 17,340 3,406 88,742
---------- ---------- ---------- ----------
Total investments 1,177,260 210,295 528,215 9,026,094
Contributions receivable:
Participants 10,667 1,961 55,157
Company 3,866 716 19,854
---------- ---------- ---------- ----------
Total assets 1,191,793 212,972 528,215 9,101,105
---------- ---------- ---------- ----------
Net assets available for benefits $1,191,793 $ 212,972 $ 528,215 $9,101,105
========== ========== ========== ==========
</TABLE>
12
<PAGE> 15
CASH AMERICA INTERNATIONAL, INC. 401(k) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS, CONTINUED
- -------------------------------------------------------------------------------
6. FINANCIAL INFORMATION BY INVESTMENT OPTION, CONTINUED:
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF DECEMBER 31, 1997
<TABLE>
<CAPTION>
PARTICIPANT-DIRECTED FUNDS
--------------------------------------------------------------------------------------
CASH AMERICA
INTERNATIONAL,
INC. STABLE IMMEDIATE MIXED BASIC GROWTH
COMMON STOCK VALUE BOND INVESTMENT STOCK STOCK
----------- ---------- ---------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
Investments at fair value:
Equity mutual funds $1,090,856 $ 823,135
Fixed income mutual funds $ 443,187 $ 205,480 $ 657,562
Equity securities $ 2,207,857
Participant notes receivable
Cash and cash equivalents 10,979 4,673 4,191 10,296 9,483 13,418
----------- ---------- ---------- ---------- ---------- ----------
Total investments 2,218,836 447,860 209,671 667,858 1,100,339 836,553
----------- ---------- ---------- ---------- ---------- ----------
Contributions receivable:
Participants 11,950 3,983 25,228 31,867 33,195
Company 2,639 879 5,566 7,031 7,325
----------- ---------- ---------- ---------- ---------- ----------
Total assets 2,218,836 462,449 214,533 698,652 1,139,237 877,073
----------- ---------- ---------- ---------- ---------- ----------
Net assets available for benefits $ 2,218,836 $ 462,449 $ 214,533 $ 698,652 $1,139,237 $ 877,073
=========== ========== ========== ========== ========== ==========
</TABLE>
<TABLE>
<CAPTION>
PARTICIPANT-DIRECTED FUNDS
---------------------------
AGGRESSIVE PARTICIPANT
GROWTH . NOTES
STOCK INTERNATIONAL RECEIVABLE TOTAL
---------- ------------- ---------- ----------
<S> <C> <C> <C> <C>
Investments at fair value:
Equity mutual funds $ 791,270 $ 181,045 $2,886,306
Fixed income mutual funds 1,306,229
Equity securities 2,207,857
Participant notes receivable $ 361,984 361,984
Cash and cash equivalents 13,971 3,096 70,107
---------- ------------- ---------- ----------
Total investments 805,241 184,141 361,984 6,832,483
---------- ------------- ---------- ----------
Contributions receivable:
Participants 13,278 13,278 132,779
Company 2,930 2,930 29,300
---------- ------------- ---------- ----------
Total assets 821,449 200,349 361,984 6,994,562
---------- ------------- ---------- ----------
Net assets available for benefits $ 821,449 $ 200,349 $ 361,984 $6,994,562
========== ============= ========== ==========
</TABLE>
13
<PAGE> 16
CASH AMERICA INTERNATIONAL, INC. 401(k) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS, CONTINUED
- -------------------------------------------------------------------------------
6. FINANCIAL INFORMATION BY INVESTMENT OPTION, CONTINUED:
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 1998
<TABLE>
<CAPTION>
PARTICIPANT-DIRECTED FUNDS
---------------------------------------------------------------------------------
CASH AMERICA
INTERNATIONAL,
INC. STABLE IMMEDIATE MIXED BASIC
COMMON STOCK VALUE BOND INVESTMENT STOCK
------------ ----------- ----------- ----------- -----------
<S> <C> <C> <C> <C> <C>
Additions to net asses attributed to
Dividend income $ 8,913 $ 25,576 $ 33,846 $ 71,425 $ 98,824
Interest income 58 9,542 608 678 820
Net appreciation (depreciation) in
fair value of investments 425,815 (5,589) (20,009) 10,007
Participant contributions 301,756 116,924 99,546 255,904 248,150
Company contributions 98,367 52,237 24,228 75,328 67,530
------------ ----------- ----------- ----------- -----------
Total additions 834,909 204,279 152,639 383,326 425,331
------------ ----------- ----------- ----------- -----------
Deductions from net assets attributed to:
Participant withdrawals (214,890) (44,194) (49,220) (76,348) (109,862)
Forfeitures (10,227) 34,815 (2,332) (5,353) (3,786)
Administrative expenses (109,872)
------------ ----------- ----------- ----------- -----------
Net increase before transfers
among funds, net 609,792 85,028 101,087 301,625 311,683
Fund transfers 23,264 63,969 48,412 (98,330) (94,186)
------------ ----------- ----------- ----------- -----------
Net increase 633,056 148,997 149,499 203,295 217,497
Net assets available for benefits,
Beginning of year 2,218,836 462,449 214,533 698,652 1,139,237
------------ ----------- ----------- ----------- -----------
End of year $ 2,851,892 $ 611,446 $ 364,032 $ 901,947 $ 1,356,734
============ =========== =========== =========== ===========
</TABLE>
<TABLE>
<CAPTION>
PARTICIPANT-DIRECTED FUNDS
----------------------------------------------------------------
AGGRESSIVE PARTICIPANT
GROWTH GROWTH NOTES
STOCK STOCK INTERNATIONAL RECEIVABLE TOTAL
----------- ----------- ------------- ----------- -----------
<S> <C> <C> <C> <C> <C>
Additions to net asses attributed to
Dividend income $ 151,802 $ 932 $ 20,932 $ 412,250
Interest income 2,171 823 64 $ 39,023 53,787
Net appreciation (depreciation) in
fair value of investments (117,517) 66,550 (31,263) 327,994
Participant contributions 265,736 285,228 46,705 1,619,949
Company contributions 80,049 97,216 16,792 511,747
----------- ----------- ------------- ----------- -----------
Total additions 382,241 450,749 53,230 39,023 2,925,727
----------- ----------- ------------- ----------- -----------
Deductions from net assets attributed to:
Participant withdrawals (100,951) (72,075) (17,242) (24,530) (709,312)
Forfeitures (7,331) (5,296) (490)
Administrative expenses (109,872)
----------- ----------- ------------- ----------- -----------
Net increase before transfers
among funds, net 273,959 373,378 35,498 14,493 2,106,543
Fund transfers (68,958) (3,034) (22,875) 151,738
----------- ----------- ------------- ----------- -----------
Net increase 205,001 370,344 12,623 166,231 2,106,543
Net assets available for benefits,
Beginning of year 877,073 821,449 200,349 361,984 6,994,562
----------- ----------- ------------- ----------- -----------
End of year $ 1,082,074 $ 1,191,793 $ 212,972 $ 528,215 $ 9,101,105
=========== =========== ============= =========== ===========
</TABLE>
14
<PAGE> 17
SUPPLEMENTAL SCHEDULE I
CASH AMERICA INTERNATIONAL, INC.
401(k) SAVINGS PLAN
LINE 27A - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AS OF DECEMBER 31, 1998
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
SHARES COST VALUE FAIR VALUE
---------- ---------- ----------
<S> <C> <C> <C>
Baron Asset Funds 22,951 $1,076,131 $1,159,920
Dodge & Cox Balanced Mutual Funds 13,436 859,581 876,321
Harris Associates Investment Trust Oakmark
Mutual Funds 29,431 1,096,178 1,054,208
Pimco Total Return Institutional Class Mutual Funds 33,734 360,002 355,557
* Schwab Retirement Money Mutual Funds 600,567 600,567 600,567
T. Rowe Price Equity Income Mutual Funds 50,692 1,231,098 1,334,202
BT Investment International Equity Mutual Funds 24,659 246,092 206,889
Cash and equivalents 88,742 88,742
* Cash America International, Inc. common stock 185,776 1,801,317 2,821,473
Participant Notes Receivable at 7.75% to 10% 528,215 528,215
---------- ---------- ----------
$7,887,923 $9,026,094
========== ==========
</TABLE>
* Denotes an investment held by an entity known to be a party-in-interest
to the Plan.
15
<PAGE> 18
SUPPLEMENTAL SCHEDULE II
CASH AMERICA INTERNATIONAL, INC. 401(k) SAVINGS PLAN
LINE 27D - SCHEDULE OF REPORTABLE TRANSACTIONS - SINGLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1998
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
EXPENSE
INCURRED
PURCHASE SELLING WITH
IDENTITY OF PARTY INVOLVED DESCRIPTION OF ASSETS PRICE PRICE TRANSACTION
- -------------------------------- -------------------------------------------- ------------ ------------ -------------
<S> <C> <C> <C> <C>
Charles Schwab Trust Company AIM Equity Constellation Retail Mutual Funds $ 792,653
Charles Schwab Trust Company Baron Asset Funds $ 792,653
</TABLE>
<TABLE>
<CAPTION>
CURRENT
VALUE OF
ASSET ON
COST OF TRANSACTION NET GAIN
IDENTITY OF PARTY INVOLVED DESCRIPTION OF ASSETS ASSET DATE OR (LOSS)
- -------------------------------- -------------------------------------------- ------------- --------------- -------------
<S> <C> <C> <C> <C>
Charles Schwab Trust Company AIM Equity Constellation Retail Mutual Funds $ 793,767 $ 1,114
Charles Schwab Trust Company Baron Asset Funds 792,653 $ 792,653
</TABLE>
16
<PAGE> 19
SUPPLEMENTAL SCHEDULE III
CASH AMERICA INTERNATIONAL, INC. 401(k) SAVINGS PLAN
LINE 27D - SCHEDULE OF REPORTABLE TRANSACTIONS - SERIES OF TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1998
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
EXPENSE
INCURRED
PURCHASE SELLING WITH
IDENTITY OF PARTY INVOLVED DESCRIPTION OF ASSETS PRICE PRICE TRANSACTION
- -------------------------------- ---------------------------------------------- ------------- ------------ -------------
<S> <C> <C> <C> <C>
Charles Schwab Trust Company AIM Equity Constellation Retail Mutual Funds
46 purchases $ 941,155
41 sales $ 871,138
Charles Schwab Trust Company Baron Asset Funds
150 purchases 400,924
138 sales 200,019
Charles Schwab Trust Company Dodge & Cox Balanced Mutual Funds
187 purchases 501,817
197 sales 254,033
Charles Schwab Trust Company Harris Associates Investment Trust Oakmark
212 purchases 721,736
203 sales 366,282
Charles Schwab Trust Company Pimco Total Return Institutional Class Mutual Funds
149 purchases 272,064
127 sales 114,522
Charles Schwab Trust Company Schwab Retirement Money Mutual Funds
259 purchases 409,387
138 sales 239,863
Charles Schwab Trust Company T. Rowe Price Equity Income Mutual Funds
188 purchases 547,201
218 sales 299,145
Charles Schwab Trust Company Cash America International, Inc. common stock
93 purchases 591,413
57 sales 364,106
</TABLE>
<TABLE>
<CAPTION>
CURRENT
VALUE OF
ASSET ON
COST OF TRANSACTION NET GAIN
IDENTITY OF PARTY INVOLVED DESCRIPTION OF ASSETS ASSET DATE OR (LOSS)
- -------------------------------- ---------------------------------------------- ------------- -------------- ------------
<S> <C> <C> <C> <C>
Charles Schwab Trust Company AIM Equity Constellation Retail Mutual Funds
46 purchases $ 941,155 $ 941,155
41 sales 868,084 871,138 $ 3,054
Charles Schwab Trust Company Baron Asset Funds
150 purchases 400,924 400,924
138 sales 186,686 200,019 13,333
Charles Schwab Trust Company Dodge & Cox Balanced Mutual Funds
187 purchases 501,817 501,817
197 sales 235,946 254,033 18,087
Charles Schwab Trust Company Harris Associates Investment Trust Oakmark
212 purchases 721,736 721,736
203 sales 343,885 366,282 22,397
Charles Schwab Trust Company Pimco Total Return Institutional Class Mutual Funds
149 purchases 272,064 272,064
127 sales 111,914 114,522 2,608
Charles Schwab Trust Company Schwab Retirement Money Mutual Funds
259 purchases 409,387 409,387
138 sales 239,863 239,863
Charles Schwab Trust Company T. Rowe Price Equity Income Mutual Funds
188 purchases 547,201 547,201
218 sales 283,855 299,145 15,290
Charles Schwab Trust Company Cash America International, Inc. common stock
93 purchases 591,413 591,413
57 sales 238,000 364,106 126,106
</TABLE>
17
<PAGE> 20
INDEX TO EXHIBITS
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
- ------- -----------
<S> <C>
23 Consent of PricewaterhouseCoopers LLP
</TABLE>
<PAGE> 1
EXHIBIT 23
We hereby consent to the incorporation by reference in the Registration
Statement on Form S-8 (No. 33-59733) of Cash America International, Inc. of our
report dated May 5, 1999 relating to the financial statements of the Cash
America International, Inc. 401(k) Savings Plan, which appears in this Form
11-K.
/s/ PRICEWATERHOUSECOOPERS LLP
Fort Worth, Texas
June 29, 1999