Southern Pacific Funding Corporation
Ticker: SFC One Centerpointe Drive, Suite 500
Exchange: New York Stock Exchange Lake Oswego, Oregon 97035
Industry: Financial (503) 684-4700

Type of Shares:Common Shares Filing Date:4/5/96
U.S. Shares:5,000,000 Offer Date:6/13/96
Non-U.S. Shares:0 Filing Range:$15.00 - $17.00
Primary Shares:3,000,000 Offer Price:$17.00
Secondary Shares:2,000,000 Gross Spread:$1.19
Offering Amount: $80,000,000 Selling:$0.70
Expenses:$1,045,000 Reallowance:$0.10
Shares Out After:13,375,000
Spin out parent firm: Imperial Credit Industries, Inc.

ManagerTierPhone
Natwest Securities LtdLead Manager (212) 602-4800
Montgomery SecuritiesCo-manager 4156272220
Prudential Securities IncorporatedCo-manager (212) 214-3000

Auditor: KPMG Peat Marwick
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
12/31/95 3/31/96 3/31/95 3/31/96
Revenue:$22.30$11.98$3.82Assets:$111.75
Net Income:$7.34$4.39$1.61Liabilities:$94.47
EPS:$0.35$0.35Equity:$17.28

Note: Dollar amounts are in U.S. millions; Audited figures expressed as full year,
unaudited figures are partial year

Business Description
The company is a specialty finance company engaged in the business of originating, purchasing and selling high-yielding, non-conforming mortgage loans secured primarily by one-to-four family residences. The majority of the company's loans are made to owners of single family residences who use the loan proceeds for purposes such as debt consolidation, financing of home improvements and educational expenditures. The company originates loans through its Wholesale Division and its recently formed Retail/Telemarketing Division and purchases loans through its Bulk Purchase Program and Institutional Division. The company commenced operations in January 1993 as a division of Southern Pacific Thrift & Loan Association, a wholly-owned subsidiary of ICII, and has been an operating subsidiary of ICII since April 1995.

Use of Proceeds
The proceeds from the offering will be used to repay debt, fund loan originations and purchases, support securitization transactions, implement a telemarketing agreement and for general corporate purposes.

Last updated: 10/28/96

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