The Auto Channel
The Largest Independent Automotive Research Resource
The Largest Independent Automotive Research Resource
Official Website of the New Car Buyer

Union Acceptance Corporation Announces Fiscal 2001 Results

    INDIANAPOLIS--July 23, 2001--Union Acceptance Corporation ("UAC") today announced financial and operational results for the fourth quarter and fiscal year ended June 30, 2001.

    Financial Results for the Year Ended June 30, 2001

    For the 2001 fiscal year, net earnings totaled $4.2 million, or $0.30 per diluted share, compared with $17.0 million, or $1.28 per diluted share, in fiscal 2000. Fiscal 2001 results include a $23.7 million pre-tax ($15.0 million after-tax, or $0.91 per diluted share) charge for other than temporary impairment of Retained Interest in Securitized Assets that was recognized in the recently completed fourth quarter. (This impairment charge is discussed in greater detail below.) Excluding all impairment charges taken in the fiscal year, net earnings totaled $23.3 million, or $1.65 per diluted share in fiscal 2001, compared to $20.3 million, or $1.52 per diluted share in fiscal 2000.
    In addition, management took a significant step toward its goal of increasing shareholders' equity to 8% of managed assets. During the fourth quarter, the Company issued 17.6 million shares of common stock via a rights offering, raising $88.0 million before offering costs. The offering enabled the Company to increase the ratio of equity to managed assets to 5.6% at June 30, 2001, compared with 3.5% at June 30, 2000. The issuance of common stock via the rights offering increased UAC's total number of shares outstanding to 30.9 million at June 30, 2001. Weighted average shares outstanding totaled 16,591,364 for the quarter ended, and 14,127,848 for the year ended, June 30, 2001.

    Financial Results for the Quarter Ended June 30, 2001

    For the quarter ended June 30, 2001, UAC's net loss totaled $9.2 million, or $0.55 per diluted share, compared with net earnings of $6.2 million, or $0.46 per diluted share for quarter ended June 30, 2000. Excluding impairment charges, net earnings totaled $6.9 million, or $0.41 per diluted share, for the quarter ended June 30, 2001, compared to $6.8 million, or $0.51 per diluted share for the quarter ended June 30, 2000.

    Fourth Quarter Impairment Charge and New Risk-Based Pricing Model

    As noted above, fourth quarter 2001 and fiscal 2001 results reflect a $23.7 million pre-tax ($15.0 million after-tax) charge for impairment of Retained Interest in Securitized Assets taken in the fourth quarter. This charge, recorded for 15 pools relating largely to receivables acquired prior to September 2000, was taken after extensive analysis of the existing retained interest in securitized assets. In addition to considering delinquency and credit loss rates, management utilized new proprietary analytical tools in this analysis which was completed in early July. This analysis indicated that expected losses for several securitized pools were higher than previously expected and that the current loss reserve levels were insufficient.
    The process that led to this analysis, which resulted in the impairment of the retained interest asset, was actually initiated as a major effort to advance the sophistication of the risk-based pricing model during fiscal 2001. In recent quarters, management utilized the Company's proprietary database to identify factors that correlate most strongly with receivable performance. In recent weeks, the Company has applied the insights gained from the analysis of this database into its receivable pricing. Consequently, management believes the profitability of future securitized pools should improve as the Company continues to integrate additional factors that correlate most strongly with receivable performance into receivable pricing.
    More recently, the Company has applied the information gained from these efforts to its predictive loss curves used for analyzing the fair value of retained interest in securitized assets at year-end and the determination of other than temporary impairment. Although UAC has always used quantitative techniques in predicting the performance of its securitized pools, management believes the predictive power of the Company's analysis improved significantly through the recent enhancements. As such, the Company now believes that it has more accurately determined the value of its retained interest assets.
    "We are always seeking to assure that the forward-looking aspects of our financial reporting are as accurate as possible," commented John Stainbrook, CEO and President of the Company. "Clearly, we are very disappointed by both the quarter's charge and its magnitude. While a rise in bankruptcy filings may have contributed to an increase in losses this quarter, we emphasize that our decision to record this impairment charge is primarily due to the application of new risk-based data to our valuation analysis at year-end.
    "On a positive note, this recently developed data has provided us with the ability to incorporate several new, highly predictive risk factors into the pricing of each receivable we purchase. We believe that this is the most important refinement we have made in our pricing model in several years, and we believe that it will allow us to project losses with greater accuracy. Projecting losses is always a challenge in this industry, but we expect significant improvements going forward as a result of our new risk-based pricing model. Importantly, the new pricing model was developed largely through our new analysis of UAC's unique database consisting of nine years of data encompassing $9.4 billion in receivables, and over 600,000 consumers strictly in UAC's chosen credit grades."

    Selected Key Results for the Quarter Ended June 30, 2001

-- After the impairment charge and before giving effect to the earnings impact of derivative financial instruments on held for sale receivables, the Company reported a net loss of $10.2 million, or $0.62 per diluted share, compared with net earnings of $6.2 million, or $0.46 per diluted share for the quarter ended June 30, 2000.
-- In lieu of a public securitization, UAC Securitization Corporation ("UACSC"), a subsidiary of UAC, sold $150 million in receivables to Special Purpose Accounts Receivable Corporation ("SPARC"), a commercial paper conduit facility.
-- Receivables sold totaled $293.0 million, including $150.0 million sold to SPARC and $143.0 delivered to the 2001-A securitization. This compares with $534.3 million receivables sold in the quarter ended June 30, 2000.
-- The Company reported a net loss on sale of receivables of $16.3 million (net of a $2.4 million loss on interest rate derivatives on securitized receivables and a $23.7 million charge for other than temporary impairment of Retained Interest). This compares with a net gain of $6.3 million (including a $0.3 million gain on interest rate derivatives on securitized receivables and a $1.0 million charge for other than temporary impairment of Retained Interest) for the quarter ended June 30, 2000.
-- On April 1, 2001, the Company implemented Emerging Issues Task Force ("EITF") Issue No. 99-20, "Recognition of Interest Income and Impairment of Purchased and Retained Beneficial Interests in Securitized Financial Assets", and recorded a charge for the cumulative effect of a change in accounting principle of $989,000, net of taxes.
-- In June 2001, the Company received an extension of its $15 million working capital line of credit. In July, 2001, the line of credit was renewed for a term of one year.

    Selected Key Results for the Year Ended June 30, 2001

    -- Before giving effect to the earnings impact of derivative
    financial instruments on held for sale receivables (due to the
    adoption of SFAS No. 133 during fiscal 2001), net earnings
    totaled $4.2 million, or $0.29 per diluted share, compared
    with $17.0 million, or $1.28 per diluted share in fiscal 2000.

    -- The Company's total servicing portfolio grew 11.4% to $3.2
    billion, compared with $2.9 billion at June 30, 2000.

    -- Receivable acquisitions increased 11.2% to $1.6 billion,
    compared with $1.4 billion in fiscal 2000 despite management's
    decision to slow the acquisition of receivables in the fourth
    quarter while it revised the Company's risk-based pricing
    model and in an effort to conserve capital while the rights
    offering was underway.

    -- Receivables sold totaled $1.7 billion, compared with $1.5
    billion in fiscal 2000.

    -- Total revenues prior to impairment charges increased 13.5% to
    $131.1 million, compared with $115.5 million in fiscal 2000.

    -- The Company's retail network of dealerships grew 13.8% to
    5,631, compared with 4,946 at June 30, 2000.

    -- Operating expenses totaled $57.2 million or 1.76% of the
    average servicing portfolio. This compares with $49.9 million
    or 1.88% in fiscal 2000.

    -- The Company reported a net loss on sale of receivables of $7.1
    million (net of a $21.7 million loss on interest rate
    derivatives on securitized receivables and a $28.6 million
    charge for other than temporary impairment of Retained
    Interest). This compares with a net gain of $16.9 million
    (including a $5.3 million gain on interest rate derivatives on
    securitized receivables and a $5.3 million charge for other
    than temporary impairment of Retained Interest) in fiscal
    2000.

    -- The Company's pre-tax unrealized net gain included in Retained
    Interest was $4.3 million at June 30, 2001, compared with $5.8
    million at June 30, 2000. Net of taxes, the unrealized gain
    included in Retained Interest totaled $2.6 million at June 30,
    2001 and is reported as Accumulated Other Comprehensive
    Income.

    -- Delinquency on the Tier I automobile portfolio was 3.52% at
    June 30, 2001, compared with 2.82% at June 30, 2000.

    -- Tier I credit losses totaled 2.48%, compared with 2.18% in
    fiscal 2000.

    -- The Company's allowance for estimated credit losses on
    securitized receivables was 5.37% at June 30, 2001, compared
    with 4.45% at June 30, 2000.

    -- Recovery rates on the Tier I automobile portfolio decreased to
    39.56%, compared with 40.56% in fiscal 2000.

    -- At June 30, 2001, $5.2 million of warehouse capacity was
    utilized, and an additional $32.5 million was available to be
    borrowed based on the outstanding principal balance of
    eligible receivables. In addition, the Company maintained cash
    on hand of $70.9 million and a working capital line of credit
    with capacity of $15.0 million, for total available cash of
    $118.4 million at June 30, 2001. Total available cash was
    $76.9 million at June 30, 2000. Primarily responsible for this
    increase was the $86.5 million, net of offering costs, raised
    through the rights offering.

    The following tables set forth delinquency and credit loss experience related to the Tier I (prime) servicing portfolio:


----------------------------------------------------------------------
                        Delinquency Experience
                        ----------------------

                        At June 30, 2001         At March 31, 2001
                     -----------------------  -----------------------
                                   (Dollars in thousands)

                      Number of                Number of
                     Receivables    Amount    Receivables    Amount
                     ----------- ------------ ----------- ------------
Servicing portfolio    256,252   $ 3,192,472    264,539   $ 3,329,473
Delinquencies
 30-59 days              5,247        61,316      4,625        54,280
 60-89 days              2,841        36,194      2,548        32,609
 90 days or more         1,219        14,805      1,211        14,424
                     ----------- ------------ ----------- ------------
Total delinquencies      9,307   $   112,315      8,384   $   101,313
                     =========== ============ =========== ============
Delinquency as a
 percentage of
 servicing portfolio      3.63%         3.52%      3.17%         3.04%


                                       At June 30, 2000
                                   ------------------------
                                    (Dollars in thousands)
                  
                                    Number of
                                   Receivables    Amount
                                   -----------  -----------
Servicing portfolio                  235,732    $2,848,150
Delinquencies
 30-59 days                            4,204        45,442
 60-89 days                            2,176        25,250
 90 days or more                         886         9,710
                                   -----------  -----------
Total delinquencies                    7,266    $   80,402
                                   ===========  ===========
Delinquency as a
 percentage of
 servicing portfolio                    3.08%         2.82%
----------------------------------------------------------------------
                              Credit Loss Experience
                            ---------------------------

                     Three Months Ended           Fiscal Year Ended
                 --------------------------   ------------------------
                              (Dollars in thousands)

                 June 30,   March 31,  June 30,   June 30,   June 30,
                   2001       2001       2000       2001       2000
                ---------- ---------- ---------- ----------  ---------

Average
 servicing
 portfolio     $3,232,911 $3,356,833 $2,771,197 $3,223,966 $2,610,803

Gross
 charge-offs       36,147     37,526     24,311    132,415     95,815
Recoveries         13,096     15,800     10,076     52,381     38,863
                ---------- ---------- ---------- ----------  ---------
  Net
  charge-offs  $   23,051 $   21,726 $   14,235 $   80,034 $   56,952
                ========== ========== ========== ==========  =========

Gross charge-
 offs as a
 percentage
 of average
 servicing
 portfolio(a)       4.47%      4.47%      3.51%      4.11%      3.67%

Recoveries as
 a percentage
 of gross
 charge-offs       36.23%     42.10%     41.45%     39.56%     40.56%
Net charge-offs
 as a percentage
 of average
 servicing
 portfolio(a)       2.85%      2.59%      2.05%      2.48%      2.18%

    (a) Annualized
----------------------------------------------------------------------


    In addition to reporting results of operations in accordance with generally accepted accounting principles ("GAAP"), the Company has elected to present, below, pro forma portfolio-based statements of earnings which account for securitization transactions as secured financings rather than sales of receivables. In its consolidated financial statements prepared in accordance with GAAP, the Company records a gain on the sale of receivables in securitization transactions primarily representing the discounted estimated future servicing cash flows to be received by the Company related to the receivables sold. Future servicing cash flows are the projected cash flows resulting from the difference between the weighted average coupon rate of the receivables sold and the weighted average note rate paid to investors in the securitized trusts, less an allowance for estimated credit losses, the Company's contractual servicing fee of 1.00% and ongoing trust and credit enhancement fees.
    The pro forma portfolio-based statements of earnings set forth below (following the presentation of the Company's historical selected financial data), present the Company's operating results under the assumption that securitization transactions are secured financings and no gain on sale, retained interest income, or servicing fee income is recognized. Instead, interest income, fee income, interest expense and other costs related to the asset-backed securities are recognized over the life of the securitized receivables. There is no provision or allowance for credit losses. Credit losses are recorded as incurred. The pro forma portfolio-based statements of earnings and related data do not present the Company's operating results in accordance with GAAP. The pro forma portfolio-based data is presented solely for illustrative purposes to assist readers in their understanding of the Company's business and its financial performance. Such data is not intended to be an indication of any future results of operations of the Company and such data does not provide all information that would be provided with financial statements prepared in accordance with GAAP if the Company had accounted for its securitizations as secured financings.
    Union Acceptance Corporation will host a conference call on Tuesday, June 24, 2001, at 11:00 a.m. Eastern Time (10:00 a.m. Indianapolis, Indiana time). The dial-in number for participation in this conference call is 800-273-2385. For an Internet replay of the conference call or additional information on the Company, please go the Company's web site, www.unionacceptance.com.

    Corporate Description

    UAC is one of the nation's largest independent, indirect automobile finance companies. The Company's primary business is acquiring, securitizing and servicing prime retail installment sales contracts. These contracts are originated by dealerships affiliated with major domestic and foreign automobile manufacturers. The Company is focused on the upper-end of the credit quality spectrum. Union Acceptance Corporation commenced business in 1986 and currently acquires receivables from over 5,600 manufacturer-franchised dealerships in 40 states. By using state-of-the-art technology in a highly centralized underwriting and servicing environment, Union Acceptance Corporation enjoys one of the lowest cost operating structures in the independent prime automobile finance industry.

    Forward Looking Information

    This news release contains forward-looking statements regarding matters such as profitability, delinquency and credit loss trends and estimates, recoveries of repossessed vehicles, receivable acquisitions and other issues. Readers are cautioned that actual results may differ materially from such forward-looking statements. Forward-looking statements involve risks and uncertainties including, but not limited to, the difficulty inherent in predicting changes in delinquency and credit loss rates, changes in acquisition volume, general economic conditions that affect consumer loan performance and consumer borrowing practices and other important factors detailed in the Company's April 6, 2001 registration statement on Form S-2 and the Company's annual report on Form 10-K for the fiscal year ended June 30, 2000, both of which were filed with the Securities and Exchange Commission.


                     Union Acceptance Corporation
                        Selected Financial Data
                              (Unaudited)
             (Dollars in thousands, except per share data)


Balance Sheet Data at:                      June 30,   June 30, 
                                              2001       2000
---------------------------------------------------------------------
Cash and cash
 equivalents                              $   70,939 $   14,792
Restricted cash                                4,331     13,010
Receivables
 held for sale,net                            42,770    206,701
Retained interest
 in securitized assets                       245,876    208,431
Accrued interest receivable                      375      1,727
Property, equipment,
 and leasehold
 improvements, net                             9,047      9,494
Other assets                                  23,697     23,983
                                          ----------- -----------
  Total assets                            $  397,035 $  478,138
                                          ----------- -----------
                                          ----------- -----------

Notes payable                             $    5,215 $  152,235
Long-term debt                               155,000    177,000
Accrued interest payable                       4,544      5,408
Amounts due to trusts                         19,822     14,487
Dealer premiums payable                          533      3,663
Current and deferred
 income taxes payable                          5,856      9,740
Other payables and
 accrued expenses                              6,197      5,576
                                          ----------- -----------
  Total liabilities                          197,167    368,109
                                          ----------- -----------

Common stock                                 145,208     58,632
Accumulated other 
 comprehensive earnings, 
 net of taxes                                  2,632      3,564
Retained earnings                             52,028     47,833
                                          ----------- -----------
  Total shareholders' equity                 199,868    110,029
                                          ----------- -----------
  Total liabilities 
   and shareholders' 
   equity                                 $  397,035 $  478,138
                                          ----------- -----------
                                          ----------- -----------
--------------------------------------------------------------------
30+ Delinquency at:              June 30,   March 31,   June 30, 
                                   2001       2001       2000
                               ----------------------------------

  Tier I                            3.52%      3.04%      2.82%
  Other                            13.50%     12.51%     11.26%
                               ----------------------------------
     Total                          3.57%      3.10%      2.92%
                               ----------------------------------
                               ----------------------------------
---------------------------------------------------------------------
Allowance Data at:

Allowance for 
 estimated credit losses 
 on securitized receivables    $  170,151 $  143,270 $  119,003
Securitized receivables 
 serviced                      $3,166,542 $3,228,640 $2,676,655

Allowance as a percentage 
 of securitized 
 receivables serviced               5.37%      4.44%      4.45%
---------------------------------------------------------------------
Managed Receivable Data at:

Receivables held for sale
-------------------------
  Tier I                       $   43,168 $  120,872 $  202,167
  Other                               625        916      1,656

Securitized
-----------
  Tier I                        3,149,304  3,208,601  2,645,983
  Other                            17,238     20,039     30,672

Receivables serviced 
 for others                           420        469        637
                               ----------------------------------
  Total Servicing 
   Portfolio                   $3,210,755 $3,350,897 $2,881,115
                               ----------------------------------
                               ----------------------------------



                     Union Acceptance Corporation
                        Selected Financial Data
                              (Unaudited)
             (Dollars in thousands, except per share data)

                         Three Months Ended      Twelve Months Ended
                             June 30,                 June 30,
                      ----------------------  -----------------------
                         2001         2000        2001         2000
                      ----------------------  -----------------------
Income Statement Data for the Period:    
------------------------------------

Interest on
 receivables        
 held for sale      $     3,844  $    14,411 $    39,795  $    37,461
Retained interest
 and other                8,934        6,089      32,618       24,963
                      ----------------------  -----------------------
  Total interest
   income                12,778       20,500      72,413       62,424
Interest expense          5,372       10,115      33,794       29,663
                      ----------------------  -----------------------
  Net interest
   margin                 7,406       10,385      38,619       32,761
Provision for
 estimated credit
 losses                     715          745       3,240        3,000
                      ----------------------  -----------------------
  Net interest
   margin after
   provision for
   estimated credit
   losses                 6,691        9,640      35,379       29,761

Gain on sales of
 receivables, net       (13,932)       6,338      14,620       16,883
Loss on interest
 rate derivatives
 on securitized
 receivables             (2,353)        --       (21,714)        --
Gain (loss) on
 interest rate
 derivatives on
 held for sale
 receivables              1,647         --            60         --
Servicing fee
 income                   8,049        6,139      30,199       24,612
Late charges and
 other fees               1,557        1,657       6,947        6,337
                      ----------------------  -----------------------
  Other revenues         (5,032)      14,134      30,112       47,832
                      ----------------------  -----------------------
Salaries and
 benefits                 8,646        7,897      33,868       28,915
Other general and
 administrative
 fees                     5,849        5,876      23,306       20,998
                      ----------------------  -----------------------
  Total operating
   expenses              14,495       13,773      57,174       49,913
                      ----------------------  -----------------------
  Earnings before
   provision for
   income taxes         (12,836)      10,001       8,317       27,680
Provision for
 income taxes            (4,662)       3,847       3,133       10,675
                      ----------------------  -----------------------
Net earnings
 (loss) before
 cumulative
 effect of change
 in accounting
 principal          $    (8,174) $     6,154 $     5,184  $    17,005
Cumulative effect
 of change in
 accounting
 principal, less
 applicable taxes
 of $568                    989         --           989         --
                      ----------------------  -----------------------
  Net earnings 
  (loss)            $    (9,163) $     6,154 $     4,195  $    17,005
                      ----------------------  -----------------------
                      ----------------------  -----------------------

--------------------------------------------  -----------------------
Per Common Share Data:

Earnings (loss)
 before cumulative
 effect of change
 in accounting
 principal
 (diluted and
  basic)            $    (0.49)  $     0.46  $     0.37   $     1.28
Cumulative effect
 of change in
 accounting
 principal
 (diluted and
 basic)             $    (0.06)         --   $    (0.07)         --
                      ----------------------  -----------------------
Earnings (loss)
 (diluted and
 basic)             $    (0.55)  $     0.46  $     0.30   $     1.28
                      ----------------------  -----------------------
                      ----------------------  -----------------------
Book value          $     6.47   $     8.29  $     6.47   $     8.29
Weighted average
 shares
 outstanding         16,591,364   13,277,632  14,127,848   13,293,270

--------------------------------------------  -----------------------

Receivable
 Acquisitions:      $    198,811 $   450,206 $ 1,601,077  $ 1,439,903

Receivables Sold:   $    293,017 $   534,294 $ 1,733,020  $ 1,484,500
-------------------------------------------   -----------------------

Ratios:

Return on average
 managed assets          -1.02%        0.80%       0.12%        0.58%
Return on average
 shareholders'
 equity                 -24.95%       23.80%       3.46%       17.30%
Operating
 expenses as a
 percentage of
 average
 servicing
 portfolio                1.78%        1.96%       1.76%        1.88%

-------------------------------------------   -----------------------
Portfolio Performance:

Net credit loss(annualized for the period ended)

  Tier I                  2.85%        2.05%       2.48%        2.18%
  Other                  12.29%        6.32%       8.51%        8.62%
                      ----------------------  -----------------------
     Total                2.91%        2.11%       2.53%        2.28%
                      ----------------------  -----------------------
                      ----------------------  -----------------------
--------------------------------------------  -----------------------

Pro forma information for the earnings impact of derivative
 instruments on held for sale receivables related to FAS 133:

Total revenues      $     7,746  $    34,634 $   102,525  $   110,256
Pro forma
 adjustment             (1,647)         --           (60)        --
                      ----------------------  -----------------------
Pro forma total
 revenues           $     6,099  $    34,634 $   102,465  $   110,256
                      ----------------------  -----------------------
                      ----------------------  -----------------------
Pro forma net
 earnings (loss)
 before cumulative
 effect of change
 in accounting
 principal          $    (9,220) $     6,154 $     5,146  $    17,005
Pro forma net
 earnings (loss)    $   (10,209) $     6,154 $     4,157  $    17,005
Pro forma earnings
 (loss) per common
 share before
 cumulative
 effect of change 
 in accounting
 principal
 (diluted and
 basic)             $    (0.56)  $     0.46  $     0.36   $     1.28
Pro forma earnings
 (loss) per
 common share
 (diluted and
 basic)             $    (0.62)  $     0.46  $     0.29   $     1.28
Pro forma return
 on average
 managed assets          -1.14%        0.80%       0.12%        0.58%
Pro forma return
 on average
 shareholders'
 equity                 -27.81%       23.80%       3.42%       17.30%

---------------------------------------------------------------------

                     Union Acceptance Corporation
             Pro Forma Portfolio-Based Financial Data (1)
                        (Dollars in thousands)
                              (Unaudited)

----------------------------------------------------------------------
The pro forma portfolio-based statements of earnings were as follows:

                       Three Months Ended         Twelve Months Ended
                             June 30                    June 30
                     ------------------------    ---------------------
                        2001          2000        2001         2000
                     ------------------------    ---------------------
Interest income, fee  
 and other income    $ 104,871    $  90,010    $ 420,160    $ 337,191
Funding costs          (62,530)     (52,559)    (248,752)    (197,964)
                     ---------    ---------    ---------    ---------
Net margin              42,341       37,451      171,408      139,227
Operating expenses     (14,494)     (13,773)     (57,173)     (49,913)
Credit losses          (23,632)     (14,768)     (82,076)     (60,533)
                     ---------    ---------    ---------    ---------
Pre-tax portfolio-
 based earnings          4,215        8,910       32,159       28,781
Income taxes (2)        (1,555)      (3,439)     (11,867)     (11,109)
                     ---------    ---------    ---------    ---------
Net portfolio-
 based earnings      $   2,660    $   5,471    $  20,292    $  17,672
                     =========    =========    =========    =========

 Portfolio-based
 earnings per share  $    0.16    $    0.41    $    1.44    $    1.33
                     =========    =========    =========    =========

----------------------------------------------------------------------

The pro forma return on average managed receivables were as follows:

                        Three Months Ended       Twelve Months Ended
                             June 30                   June 30
                      ---------------------    -----------------------
                        2001        2000          2001         2000
                      ---------------------    -----------------------
Interest income, fee
 and other income       12.90%       12.84%       12.94%       12.71%
Funding costs           -7.69%       -7.49%       -7.66%       -7.46%
                     ---------    ---------    ---------    ---------
Net margin               5.21%        5.35%        5.28%        5.25%
Operating expenses      -1.78%       -1.96%       -1.76%       -1.88%
Credit losses           -2.91%       -2.11%       -2.53%       -2.28%
                     ---------    ---------    ---------    ---------
Pre-tax portfolio-
 based earnings          0.52%        1.28%        0.99%        1.09%
Income taxes            -0.19%       -0.49%       -0.37%       -0.42%
                     ---------    ---------    ---------    ---------
Net portfolio-
 based earnings          0.33%        0.79%        0.62%        0.67%
                     =========   ==========   ==========    =========

Average Managed
 Receivables        $3,251,864   $2,805,056   $3,248,072   $2,652,415

----------------------------------------------------------------------
The following is a reconciliation of the pro forma portfolio-based net
earnings to GAAP net earnings:

                       Three Months Ended        Twelve Months Ended
                            June 30                    June 30
                     ----------------------    -----------------------
                         2001        2000         2001         2000
                     ----------------------    -----------------------
GAAP Net Earnings
 (Loss)              $  (9,163)   $   6,154    $   4,195    $  17,005

Gain on sales of
 receivables, net       14,920       (6,338)     (13,632)     (16,883)
Retained interest
 and other income       (7,000)      (4,115)     (24,003)     (17,814)
Servicing fee           (8,049)      (6,139)     (30,199)     (24,612)
Net margin              40,379       29,525      149,845      117,946
Credit losses          (23,632)     (14,768)     (82,076)     (60,533)
Provision for
 estimated credit 
 losses                    715          745        3,240        3,000
Loss on interest
 rate derivatives          707         --         21,655         --
                     ---------    ---------    ---------    ---------
Net adjustments         18,040       (1,090)      24,830        1,104
Tax effect of
 adjustments            (6,217)         407       (8,733)        (437)
                     ---------    ---------    ---------    ---------
Net portfolio-
 based earnings      $   2,660    $   5,471    $  20,292    $  17,672
                     =========    =========    =========    =========

(1) These portfolio-based financial statements do not present the
Company's results of operations in accordance with GAAP and are
provided for illustrative purposes only. 
(2) Tax effect is based upon the Company's effective tax rate for the
respective period.