USA Finance, Inc.
Proposed Ticker: - 1111 Park Centre Road
Exchange:Over-the-Counter Market Miami, FL 33169
Industry:Financial (SIC Code 6141) (305) 625-0900

Filing Information
Type of Shares:Common Shares Filing Date:1/21/97
U.S. Shares Filed:3,585,894 Filing Price:$5.00
Non-U.S. Shares Filed:0 Offering Amount: $17,929,470
Primary Shares:0 Expenses: -
Secondary Shares:3,585,894 Shares Out After:4,896,394

Primary Underwriting Group
ManagerTierPhone
Non-UnderwrittenLead Manager

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: Buchanan Ingersoll
Auditor: KPMG Peat Marwick
Registrar/Transfer Agent: StockTrans, Inc.

Selected Financial Data

Dollar amounts in U.S. millions except for per share data
9 Month Ending Financials
Full Year
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
12/31/95 9/30/96 9/30/95 9/30/96
Revenue:$1.51$1.78$0.00Assets:$5.87
Net Income:$0.01-$1.10$0.00Curr Assets:
EPS:-$0.33Liabilities:$2.09
Prior EPS:Curr Liabilities:
Cash Flow/Oper:$0.35Equity:$3.78
Cash Flow/Fin:Cash:
Cash Flow/Inv:

Business Description
USA Finance, Inc. is licensed as a premium finance company that offers purchasers of property and casualty insurance policies an opportunity to finance the payment of their annual premiums through installment loans provided by the company. Approximately 90% of the company's business involves the financing of automobile insurance premiums. The remainder of the company's business consists of offering financing to buyers of commercial insurance policies, consumer homeowner policies and other property and casualty policies. A substantial portion of the company's premium finance activities relate to non-standard automobile insurance policies which typically cover Insureds who have been classified by the insurance company as presenting higher than average insurable risks for a variety of reasons including age, driving record, a lapse in or absence of coverage, or ownership of high value or high performance vehicles. Non-standard policies are typically offered by smaller insurance carriers that require payment in advance for annual premiums and generally do not offer captive financing programs similar to those offered by certain of the larger national carriers.

Use of Proceeds
The proceeds from the proposed offering will be distributed to selling shareholders.

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