---

S&P Assigns Double-'B'-Minus Rating to Budget

8 June 1998

S&P Assigns Double-'B'-Minus Rating to Budget Group Capital Trusts' $300 Million of Remarketable Term Income Deferrable Equity Securities

    NEW YORK, June 5 -- Standard and Poor's today assigned its
double-'B'-plus corporate credit rating to Budget Group Inc. and its
double-'B'-minus rating to Budget Group Capital Trust's $300 million
(six million shares) of remarketable term income deferrable equity securities
(HIGH TIDES).
    The corporate credit rating reflects Budget's average market positions in
its two major businesses--car rentals and consumer truck rentals--with strong
cash flow and moderate debt leverage for a transportation equipment leasing
company.  The rated issue is guaranteed on a subordinated basis by Budget
Group.
    Budget was formed on April 29, 1997, when Team Rental Group Inc.,
Budget Rent-A-Car Corp.'s (BRACC) largest franchisee, bought BRACC from
Ford Motor Co. Budget, the third largest car rental company in the world,
behind Hertz Corp. (triple-'B'-plus/Negative/A-2) and unrated Avis Inc.,
participates primarily in the business and leisure segment of the market and,
to a much smaller extent, in the local/replacement segment.  The business and
leisure segment has typically been very price competitive and has produced
poor margins or losses for all participants.  However, the industry has
enjoyed record profitability since ownership of major participants in this
sector shifted from car manufacturers.  Whereas car manufacturers viewed car
rental companies primarily as captive customers, the new owners are fully or
partly publicly held companies.  Accordingly, they have thus far been more
focused on profitability and less inclined to expand their fleets in a bid to
gain market share, thereby allowing higher industry utilization and pricing.
Budget's other major subsidiary is its consumer truck rental operation, which
will be the second largest in the U.S. (but still half the size of industry
leader U-Haul International Inc., the major operating subsidiary of AMERCO
(triple-'B'/Stable), after its pending acquisition of Ryder TRS Inc.
(double-'B'/CreditWatch Developing) is completed.  Budget's other operations
include retail auto sales, commuter van pools, and Cruise America, a
recreational vehicle rental and sales company.  Like other transportation
equipment leasing companies, Budget has strong cash flow.  Its debt to capital
has been in the mid-80% range, average for a car rental company but high for a
transportation equipment lessor.  However, that ratio will decline to a more
moderate mid-70% level as a result of issuance of the rated $300 million of
HIGH TIDES, a form of preferred stock.

    OUTLOOK: STABLE
    Budget's credit measures are expected to improve with rising earnings and
cash flow.  However, any further improvement in its debt leverage will be
constrained by heavy capital spending. -- CreditWire