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AutoCorp Equities, Inc. Announces Completion of Recapitalization

15 November 2000

AutoCorp Equities, Inc. Announces Completion of Recapitalization

    PLANO, Texas, Nov. 15 AutoCorp Equities, Inc.
(OTC Bulletin Board: ACOR) announced today that it has completed the
previously announced recapitalization with AutoPrime, Inc., its principal
creditor, and Pacific Financial Group, Inc. (a subsidiary of AutoPrime's U.S.
parent company Pacific USA Holdings Corp.).  AutoCorp's fiscal year ended
September 30, and the parties made the transaction effective October 1.
    In the recapitalization, AutoPrime and Pacific Financial Group, Inc.
exchanged approximately $23,000,000 of debt and recourse contractual and other
obligations and liabilities owed by AutoCorp for shares of a new AutoCorp
Series B convertible preferred stock.  The new preferred stock has a
liquidation preference of $1,604,045 and is convertible at any time into
1,604,045 AutoCorp common shares.  This is approximately 36.8% of the
4,362,274 AutoCorp common shares outstanding after the recapitalization and
approximately 27.6% if the Series B preferred shares had been converted into
common shares on October 1, 2000.
    The recapitalization included the return to AutoCorp of the 6,578,485
Series A preferred shares and the 1,817,000 common shares tendered to
AutoPrime and other parties on December 30, 1998.  The tender had never been
accepted.  The 1,817,000 common shares had been held in a trust established
and will now be held in the AutoCorp treasury.
    As a result of the recapitalization, AutoCorp has only minimal debt and
has significant assets on an unaudited basis.  The recapitalization will
enable AutoCorp to implement the new business model it has recently developed
and previously announced.
    As part of the new business model, AutoCorp plans to acquire interests in
new and used car dealerships.  AutoCorp believes without assurance it can also
raise new capital from investors, obtain a line of credit from a lender and
acquire additional assets, in the implementation of the new business model.
    AutoPrime, Pacific Financial Group, Inc. and Pacific USA Holdings Corp.
elected to participate in the recapitalization because Mr. Norman had
developed a new business model, with the assistance of Mr. Merritt, and also
because Mr. Norman will continue as the President and Chief Executive Officer,
and a Director, of AutoCorp in implementing the new business model.
    This release contains forward-looking statements reflecting AutoCorp's
current expectations as contemplated under the Safe Harbor provisions of the
Private Securities Litigation Reform Law of 1995.  Words like "believe,"
"expect," "should" and other expressions which indicate future events and
trends identify forward-looking statements.  Investors should not place undue
reliance on any forward-looking statements.
    Investors are cautioned that all forward-looking statements involve risks
and uncertainties, including, without limitation, the ability to obtain in a
timely manner and negotiate favorable terms on financings and acquisitions,
the profitability of the new and continuing operations to AutoCorp and its
shareholders, and other risks and uncertainties that have been detailed in
AutoCorp's Form 10-KSB for the fiscal year ended September 30, 1999, and its
Forms 10-QSB for the quarters ended March 30 and June 30, 2000.  These factors
should be considered carefully.  AutoCorp undertakes no obligation to publicly
update or revise any forward-looking statements.