<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
ANNUAL REPORT
PURSUANT TO SECTION 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
(MARK ONE)
[X] ANNUAL REPORT PURSUANT TO SECTION 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
FOR THE FISCAL YEAR ENDED DECEMBER 31, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
FOR THE TRANSITION PERIOD FROM ________ TO ________
COMMISSION FILE NUMBER:
BUDGET GROUP, INC.
SAVINGSPLUS PLAN
125 BASIN STREET
SUITE 210
DAYTONA BEACH, FLORIDA 32114
(Full Title and Address of Plan)
BUDGET GROUP, INC.
125 BASIN STREET
SUITE 210
DAYTONA BEACH, FLORIDA 32114
(Name of Issuer of Securities held Pursuant to Plan
and Address of its Principal Executive Office)
<PAGE> 2
REQUIRED INFORMATION
The following financial statements for the Budget Group, Inc. SavingsPlus Plan
are included herein:
1. An audited statement of net assets available for plan benefits as of
the end of each the latest two fiscal years of the plan.
2. An audited statement of changes in net assets available for plan
benefits for the latest fiscal year of the plan.
<PAGE> 3
INDEX TO EXHIBITS
<TABLE>
<CAPTION>
Exhibit No. Description
- ----------- -----------
<S> <C>
23.1 Consent of Arthur Andersen LLP
23.2 Consent of KPMG PEAT MARWICK LLP
</TABLE>
<PAGE> 4
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
Budget Group, Inc., as administrator of the Budget Group, Inc. SavingsPlus Plan
has caused this annual report to be signed on its behalf by the undersigned
thereunto duly authorized.
BUDGET GROUP, INC. SAVINGSPLUS PLAN
By: BUDGET GROUP, INC.
By: /s/ Thomas L. Kram
-----------------------------
Thomas L. Kram
Vice President and Controller
Date: July 14, 1998
----------------------------
<PAGE> 5
BUDGET GROUP, INC. SAVINGSPLUS PLAN
FINANCIAL STATEMENTS
AS OF DECEMBER 31, 1997 AND 1996,
TOGETHER WITH REPORT OF INDEPENDENT
CERTIFIED PUBLIC ACCOUNTANTS
<PAGE> 6
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
To the Board of Directors of
Budget Group, Inc.:
We have audited the accompanying statement of net assets available for plan
benefits of Budget Group, Inc. SavingsPlus Plan (formerly known as Budget Rent A
Car Corporation SavingsPlus Plan) as of December 31, 1997, and the related
statement of changes in net assets available for plan benefits, for the year
then ended. These financial statements and the schedules referred to below are
the responsibility of the Plan's management. Our responsibility is to express an
opinion on these financial statements and schedules based on our audit. The
statement of net assets available for plan benefits of Budget Group, Inc.
SavingsPlus Plan as of December 31, 1996, was audited by other auditors whose
report dated August 1, 1997, expressed an unqualified opinion on that statement.
We conducted our audit in accordance with generally accepted auditing standards.
Those standards 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. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for plan benefits of the Plan as
of December 31, 1997, and the changes in its net assets available for plan
benefits for the year then ended, in conformity with generally accepted
accounting principles.
Our audit was made for the purpose of forming an opinion on the basic financial
statements taken as a whole. The supplemental schedules of assets held for
investment (Schedule I) as of December 31, 1997, and of reportable transactions
(Schedule II) for the year then ended 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 fund information in the statement of changes in net
assets available for plan benefits is presented for purposes of additional
analysis rather than to present the changes in net assets available for plan
benefits of each fund. The supplemental schedules and fund information have been
subjected to the auditing procedures applied in the audit 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.
Arthur Andersen LLP
Orlando, Florida,
June 19, 1998
<PAGE> 7
INDEPENDENT AUDITORS' REPORT
The SavingsPlus Plan Committee
Budget Group, Inc. SavingPlus Plan:
We have audited the accompanying statement of net assets available for plan
benefits of the Budget Group, Inc. SavingPlus Plan(formerly known as Budget Rent
a Car Corporation SavingsPlus Plan) (the Plan) as of December 31, 1996. This
financial statement is the responsibility of the Plan's Management. Our
responsibility of the Plan's management. Our responsibility is to express an
opinion on this financial statement based on our audit.
We condensed our audit in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the statement of net assets available for
plan benefits is free of material misstatement. An audit of a statement of net
assets available for plan benefits includes examining, on a test basis, evidence
supporting the amounts and disclosures in that statement. An audit of a
statement of net assets available for plan benefits also includes assessing the
accounting principles used and significant estimates made by management, as well
as evaluating the overall statement presentation. We believe that our audit of
the statement of net assets available for plan benefits provides a reasonable
basis for our opinion.
In our opinion, the statement of net assets available for plan benefits referred
to above presents fairly, in all material reports, the net assets available for
plan benefits of the Plan as of December 31, 1996, in conformity with generally
accepted accounting principles.
KPMG PEAT MARWICK LLP
August 1, 1997
<PAGE> 8
BUDGET GROUP, INC. SAVINGSPLUS PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
AS OF DECEMBER 31, 1997 AND 1996
<TABLE>
<CAPTION>
ASSETS 1997 1996
------ ---- ----
<S> <C> <C>
INVESTMENTS (Notes 1 and 2), at fair value:
Vanguard U.S. Growth Portfolio $26,363,612 $22,796,972
Brinson Partners U.S. Balanced Fund 10,357,631 11,190,327
Vanguard Bond Index Fund 4,471,013 4,325,295
Fidelity Money Market Fund 9,738,435 9,513,234
Employer Stock 533,680 -
Dreyfus S&P 500 Index Fund 5,728,680 3,067,236
Kemper International Fund 432,519 216,068
Kemper Technology Fund 936,572 770,425
Kemper-Dreman Small Cap Value Fund 721,305 336,465
Kemper Income and Capital Preservation Fund 101,605 54,730
Retirement Fund
BNY Hamilton Equity Income Fund 7,164,658 4,748,670
BNY Hamilton Intermediate Government Fund 5,874,545 4,835,067
Collective Short Term Investment Fund 131,977 175,016
Participant Loan Fund 4,508,170 4,045,563
----------- -----------
Total investments 77,064,402 66,075,068
DUE FROM BROKER 2,029 -
PARTICIPANT CONTRIBUTION RECEIVABLE 395,122 439,475
EMPLOYER CONTRIBUTION RECEIVABLE 3,584,408 2,577,557
INTEREST RECEIVABLE 27,301 24,073
----------- -----------
Total assets 81,073,262 69,116,173
----------- -----------
LIABILITIES
-----------
PAYABLE TO BUDGET GROUP, INC. 26,220 13,183
ACCRUED EXPENSES 1,800 1,250
----------- -----------
Total liabilities 28,020 14,433
----------- -----------
NET ASSETS AVAILABLE FOR PLAN BENEFITS $81,045,242 $69,101,740
=========== ===========
</TABLE>
The accompanying notes are an integral part of these statements.
-2-
<PAGE> 9
-3-
<TABLE>
<CAPTION>
BUDGET GROUP, INC. SAVINGSPLUS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION,
FOR THE YEAR ENDED DECEMBER 31, 1997
Participant Directed
----------------------------------------------------------------------------
Vanguard Brinson Partners Vanguard Fidelity
U.S. Growth U.S. Balanced Bond Index Money Market Employer
Description Portfolio Fund Fund Fund Stock
- -----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
ADDITIONS TO NET ASSETS ATTRIBUTED TO:
Investment income:
Net realized and unrealized
appreciation in fair value $ 5,363,703 $ 782,030 $ 110,302 $ -- $ 20,683
of investments
Dividends and interest 269,713 571,568 284,670 529,869 432
Contributions:
Participant 2,260,108 1,040,136 566,361 903,448 2,589
Employer 510,392 250,237 138,639 219,348 467,954
Rollovers 39,795 1,554 3,134 28,835 288
---------------------------------------------------------------------------
Total additions 8,443,711 2,645,525 1,103,106 1,681,500 491,946
TRANSFERS (FROM) TO OTHER INVESTMENT OPTIONS,
including participant loan transactions (1,025,478) (1,347,123) (380,639) 14,115 52,237
DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO:
Benefits paid to participants 3,727,223 2,086,778 560,039 1,464,069 10,989
Administrative and investment expenses (Note 3) 124,370 44,320 16,710 6,345 (486)
---------------------------------------------------------------------------
Total deductions 3,851,593 2,131,098 576,749 1,470,414 10,503
---------------------------------------------------------------------------
NET INCREASE (DECREASE) 3,566,640 (832,696) 145,718 225,201 533,680
NET ASSETS AVAILABLE FOR PLAN BENEFITS,
beginning of year 22,796,972 11,190,327 4,325,295 9,513,234 --
- -----------------------------------------------------------------------------------------------------------------------------------
NET ASSETS AVAILABLE FOR PLAN BENEFITS,
end of year $ 26,363,612 $ 10,357,631 $ 4,471,013 $ 9,738,435 $ 533,680
===================================================================================================================================
<CAPTION>
Participant Directed
---------------------------------------------------------------------------
Kemper Income
Dreyfus Kemper Kemper Kemper-Dreman and Capital
S&P 500 International Technology Small Cap Preservation
Description Index Fund Fund Fund Value Fund Fund
- -----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
ADDITIONS TO NET ASSETS ATTRIBUTED TO:
Investment income:
Net realized and unrealized
appreciation in fair value $ 1,078,827 $ 25,279 $ 25,738 $ 60,960 $ 927
of investments
Dividends and interest 80,279 2,609 6,214 8,644 3,802
Contributions:
Participant 526,991 66,933 123,504 60,807 16,397
Employer 101,698 11,849 22,056 11,101 3,299
Rollovers 4,999 3,163 15,675 29 4,476
------------------------------------------------------------------------
Total additions 1,792,794 109,833 193,187 141,541 28,901
TRANSFERS (FROM) TO OTHER INVESTMENT OPTIONS,
including participant loan transactions 1,406,744 160,420 316,319 288,623 27,956
DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO:
Benefits paid to participants 511,906 52,674 343,227 44,011 9,816
Administrative and investment expenses (Note 3) 26,188 1,128 132 1,313 166
------------------------------------------------------------------------
Total deductions 538,094 53,802 343,359 45,324 9,982
------------------------------------------------------------------------
NET INCREASE (DECREASE) 2,661,444 216,451 166,147 384,840 46,875
NET ASSETS AVAILABLE FOR PLAN BENEFITS,
beginning of year 3,067,236 216,068 770,425 336,465 54,730
- ----------------------------------------------------------------------------------------------------------------------------------
NET ASSETS AVAILABLE FOR PLAN BENEFITS,
end of year $ 5,728,680 $ 432,519 $ 936,572 $ 721,305 $ 101,605
==================================================================================================================================
</TABLE>
<PAGE> 10
-4-
<TABLE>
<CAPTION>
Retirement Participant
Description Fund Other Loan Fund Total
- ------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
ADDITIONS TO NET ASSETS ATTRIBUTED TO:
Investment income:
Net realized and unrealized
appreciation in fair value $ 1,585,103 $ 2,029 $ -- $ 9,055,581
of investments
Dividends and interest 692,097 36,762 322,542 2,809,201
Contributions:
Participant -- (44,353) -- 5,522,921
Employer 2,396,814 1,006,851 -- 5,140,238
Rollovers -- -- -- 101,948
--------------------------------------------------------
Total additions 4,674,014 1,001,289 322,542 22,629,889
TRANSFERS (FROM) TO OTHER INVESTMENT OPTIONS,
including participant loan transactions -- -- 486,826 --
DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO:
Benefits paid to participants 1,183,268 -- 346,761 10,340,761
Administrative and investment expenses (Note 3) 35,280 90,160 -- 345,626
--------------------------------------------------------
Total deductions 1,218,548 90,160 346,761 10,686,387
--------------------------------------------------------
NET INCREASE (DECREASE) 3,455,466 911,129 462,607 11,943,502
NET ASSETS AVAILABLE FOR PLAN BENEFITS,
beginning of year 9,583,737 3,201,688 4,045,563 69,101,740
- ------------------------------------------------------------------------------------------------------------------
NET ASSETS AVAILABLE FOR PLAN BENEFITS,
end of year $ 13,039,203 $ 4,112,817 $ 4,508,170 $ 81,045,242
==================================================================================================================
</TABLE>
The accompanying notes are an integral part of this statement.
<PAGE> 11
-5-
BUDGET GROUP, INC. SAVINGSPLUS PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1997 AND 1996
1. PLAN DESCRIPTION:
The following description of the Budget Group, Inc. SavingsPlus Plan (the Plan)
provides only general information. Participants should refer to the summary plan
description for a more complete description of the Plan's provisions.
General
The Plan is a tax deferred savings plan under Section 401(k) of the Internal
Revenue Code (IRC). Substantially all non-union employees of Budget Group, Inc.
(Budget or the Employer) are eligible. The Plan is subject to the provisions of
the Employee Retirement Income Security Act of 1974 (ERISA).
Effective November 21, 1997, Budget amended the Plan by changing the name from
the Budget Rent A Car Savings Plus Plan to the Budget Group, Inc. SavingsPlus
Plan.
Reclassifications
Certain amounts in the 1996 Statement of Net Assets Available for Plan Benefits
have been reclassified to conform with the current year presentation.
Contributions and Plan Options
Participants may contribute up to a maximum of 15 percent of their base pay on a
pretax basis and up to 10 percent of their after-tax pay. Contributions are also
limited by certain statutory requirements.
Effective July 1, 1997, Budget amended the Plan to reflect a new employer
nondiscretionary matching contribution scale. Prior to this amendment, Budget
matched 75 percent on the first 2 percent, 50 percent on the next 2 percent, and
25 percent on the final 2 percent of the employee's contribution. In compliance
with the amendment, Budget now matches 50 percent on the first 2 percent of the
employee's compensation contributed and 25 percent on the next 2 percent of the
employee's compensation contributed. The nondiscretionary match is allocated to
the Budget Group, Inc. Stock Fund. Prior to July 1, 1997, the nondiscretionary
match was allocated based on the employees' fund investment allocation.
Additional amounts may be contributed at the option of the Company's Board of
Directors. The discretionary contribution for 1997 was $3,251,000. Effective
November 21, 1997 Budget amended the Plan to allow employees to self direct the
discretionary contribution. Prior to this amendment, the Company's discretionary
contribution
<PAGE> 12
-6-
was allocated into the Retirement Fund. Effective November 21, 1997, the Plan
was amended to allocate the discretionary contribution based on employee's
compensation under the permitted disparity limit in accordance with the IRC
section 401(l).
Participants may participate in one or more of the following funds:
- Vanguard U.S. Growth Portfolio (formerly known as Vanguard World Fund,
U.S. Growth Portfolio)
- Brinson Partners, U.S. Balanced Fund
- Vanguard Bond Index Fund (formerly known as Vanguard Index Bond Fund)
- Fidelity Money Market Fund (formerly known as Fidelity Money Market
Trust)
- Employer Stock
- Dreyfus S&P 500 Index Fund (formerly known as Peoples Index Fund)
- Kemper International Fund
- Kemper Technology Fund
- Kemper-Dreman Small Cap Value Fund
- Kemper Income and Capital Preservation Fund
- Retirement Fund
- Participant Loan Fund
Vesting
Participants are immediately vested in their voluntary contributions plus actual
earnings thereon. Vesting in Budget's matching contributions and earnings
thereon occurs over a period of five years of service (1,000-hour calendar year
of service) at the rate of 40 percent after two full years and 20 percent for
each year thereafter.
<PAGE> 13
-7-
Vesting in the employer discretionary contributions and earnings thereon occurs
upon completion of five 1,000-hour calendar years of service with Budget. All
calendar years of service will be considered in calculating vesting, provided
participants worked at least 1,000 hours in those years.
Forfeited balances of terminated participants' nonvested accounts are used to
reduce future Budget contributions or to pay plan expenses.
Plan Termination
Although it has not expressed any intent to do so, Budget has the right under
the Plan to terminate the Plan at any time. In the event of plan termination,
participants will become 100 percent vested in their accounts.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
Basis of Presentation
The financial statements of the Plan are prepared under the accrual method of
accounting.
Investments
The mutual and money market funds are carried at fair market value. Purchases
and sales of securities are recorded on a trade-date basis. Dividends are
recorded on the ex-dividend date.
Benefits Paid
Benefits are recorded when paid.
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 revenues and expenses during the reporting period.
Actual results may differ from those estimates.
3. ADMINISTRATIVE EXPENSES:
Substantially all administrative and investment expenses are paid by the Plan,
except for the Participant Loan Fund in which investment expenses are paid by
the participants.
<PAGE> 14
-8-
4. RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500:
The following is a reconciliation of net assets available for plan benefits per
the financial statements to the Form 5500:
<TABLE>
<CAPTION>
1997 1996
---------- -----------
<S> <C> <C>
Net assets available for plan benefits per the
financial statements $81,045,242 $69,101,740
Benefits payable (54,004) (392,753)
----------- -----------
Net assets available for plan
benefits per the Form 5500 $80,991,238 $68,708,987
=========== ===========
</TABLE>
The following is a reconciliation of benefits paid to participants for the year
ended December 31, 1997, per the financial statements to the Form 5500:
<TABLE>
<CAPTION>
Amount
------
<S> <C>
Benefits paid to participants for financial reporting purposes $10,340,761
Add: Benefit payments at December 31, 1997 54,004
Less: Benefit payments at December 31, 1996 (392,753)
-----------
Benefits paid to participants per the Form 5500 $10,002,012
===========
</TABLE>
Amounts allocated to withdrawing participants are recorded on the Form 5500 for
benefit claims that have been processed and approved for payment prior to
December 31, but not yet paid as of that date.
5. INCOME TAX STATUS:
The Internal Revenue Service has determined and informed the Company by a letter
dated on September 3, 1996, that the Plan and related trust are designed in
accordance with applicable sections of the Internal Revenue Code (IRC). The Plan
has been amended since receiving the determination letter. However, the Plan's
administrator and the Plan's management believe that the Plan is designed and
is currently being operated in compliance with the applicable requirements of
the IRC.
6. RELATED PARTY TRANSACTIONS:
The BNY Hamilton Equity Income Fund, BNY Hamilton Intermediate Government Fund
and Collective Short-Term Investment Fund are managed by the trustee, Bank of
New York
<PAGE> 15
-9-
Company, Inc., a party-in-interest.
7. SUBSEQUENT EVENTS
As of January 30, 1998, Team Rental Group, Inc. employees were allowed to enter
the Plan. Subsequent to year end, the investment options available
to employees were changed.
<PAGE> 16
BUDGET GROUP, INC. SAVINGSPLUS PLAN
SCHEDULE I - ASSETS HELD FOR INVESTMENT
AS OF DECEMBER 31, 1997
<TABLE>
<CAPTION>
Description of Investment
(including maturity date, rate of
Identity of Issue, Borrower, Lessor or interest collateral, par or maturity
Similar Party value) Cost Fair Value
- --------------------------------------- --------------------------------------- ---------- ----------
<S> <C> <C> <C>
The Vanguard Group Vanguard U.S. Growth Portfolio $18,552,731 $26,363,612
Brinson Partners, Inc. Brinson Partners,
U.S. Balanced Fund 9,629,811 10,357,631
The Vanguard Group Vanguard Bond
Index Fund 4,344,972 4,471,013
Fidelity Institutional Fidelity Money Market Fund 9,738,435 9,738,435
Retirement Services
Company
Dreyfus Corporation Dreyfus S&P 500 Index Fund 4,518,680 5,728,680
Kemper Service Company Kemper International Fund 453,888 432,519
Kemper Service Company Kemper Technology Fund 1,109,554 936,572
Kemper Service Company Kemper-Dreman Small Cap Value
Fund 692,622 721,305
Kemper Service Company Kemper Income and Capital
Preservation Fund 100,364 101,605
Bank of New York Company, Inc. BNY Hamilton Equity Income
Fund* 6,650,918 7,164,658
BNY Hamilton Intermediate
Bank of New York Company, Inc. Government Fund * 5,705,562 5,874,545
</TABLE>
<PAGE> 17
<TABLE>
<S> <C> <C> <C>
Bank of New York Company, Inc. Collective Short-Term Investment
Fund* 131,977 131,977
-----------
Total mutual and money market funds 72,022,552
-----------
Budget Group, Inc. Budget Group, Inc. Common Stock* 513,275 533,680
Total Employer Stock
Participant Loan Fund Interest rates ranging from 7.0
percent to 11.5 percent, maximum
of five years to maturity, except
for loans used to acquire the
principal residence of the
participant 4,508,170 4,508,170
-----------
Total assets held for investment $77,064,402
===========
</TABLE>
*Represents a party-in-interest (Note 6).
The preceding notes are an integral part of this schedule.
<PAGE> 18
BUDGET GROUP, INC. SAVINGSPLUS PLAN
SCHEDULE II - SCHEDULE OF REPORTABLE TRANSACTIONS
AS OF DECEMBER 31, 1997
<TABLE>
<CAPTION>
Transactions or series of transactions in excess of Net
5 percent of the fair value of plan assets at the Purchase Sale Realized
beginning of the year Amount Amount Cost Gain
- ----------------------------------------------------- --------- ------- ------ ----------
<S> <C> <C> <C> <C>
Purchases:
Vanguard U.S. Growth Portfolio $ 5,349,544
Brinson Partners, U.S. Balanced Fund 2,745,719
Fidelity Money Market Fund 4,740,592
Dreyfus S&P 500 Index Fund 2,572,695
BNY Hamilton Equity Income Fund* 2,475,431
Pegasus Funds Cash Management Fund Class I 2,684,845
Collective Short-Term Investment Fund* 21,059,960
Participant Loans 2,180,400
Sales:
Vanguard U.S. Growth Portfolio $ 7,146,607 $ 4,570,650 $2,575,957
Brinson Partners, U.S. Balanced Fund 4,360,445 3,297,513 1,062,932
Fidelity Money Market Fund 4,515,391 4,515,391 -
Dreyfus S&P 500 Index Fund 990,078 728,450 261,628
BNY Hamilton Equity Income Fund* 1,528,515 533,978 994,537
Pegasus Funds Cash Management Fund Class I 2,859,861 2,859,861 -
Collective Short-Term Investment Fund* 20,927,983 20,927,983 -
Participant Loans 1,717,793 1,717,793 -
</TABLE>
*Represents a party-in-interest (Note 6).
The preceding notes are an integral part of this schedule.
<PAGE> 1
EXHIBIT 23.1
CONSENT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
As independent certified public accountants, we hereby consent
to the incorporation by reference of our report included in this Form 11-K into
Budget Group, Inc.'s (formerly known as Team Rental Group, Inc.) previously
filed Registration Statement File No. 333-59049.
/s/ Arthur Andersen
- -------------------
July 10, 1998,
Orlando, Florida
<PAGE> 1
EXHIBIT 23.2
CONSENT OF KPMG PEAT MARWICK LLP
The SavingsPlus Plan Committee
Budget Rent a Car Corporation
SavingsPlus Plan:
We consent to the incorporation by reference in the registration statement of
Budget Group, Inc., to be filed on Form S-8 on or about July 13, 1998, of our
report dated August 1, 1997, related to the statement of net assets available
for plan benefits of the Budget Group, Inc. SavingsPlus Plan (formerly known as
Budget Rent a Car Corporation SavingsPlus Plan), (the Plan) as of December 31,
1996, which report appears in the annual report on Form 11-K of the Plan for
the fiscal year ended December 31, 1997.
/s/ KPMG Peat Marwick LLP
-------------------------
July 10, 1998
Chicago, Illinois
