1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 1996 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from __________________ to __________________ Commission Registrant, State of Incorporation I.R.S. Employer File Number Address and Telephone Number Identification No. _______________________________________________________________________ 0-7862 AMERCO 88-0106815 (A Nevada Corporation) 1325 Airmotive Way, Ste. 100 Reno, Nevada 89502-3239 Telephone (702) 688-6300 2-38498 U-Haul International, Inc. 86-0663060 (A Nevada Corporation) 2727 N. Central Avenue Phoenix, Arizona 85004 Telephone (602) 263-6645 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ]. 30,458,939 shares of AMERCO Common Stock, $0.25 par value were outstanding at August 8, 1996. 5,385 shares of U-Haul International, Inc. Common Stock, $0.01 par value, were outstanding at August 8, 1996. U-Haul International, Inc. meets the conditions set forth in General Instruction H(1)(a) and (b) of Form 10-Q and is therefore filing this form with the reduced disclosure format. 2 TABLE OF CONTENTS PART I. FINANCIAL INFORMATION Item 1. Financial Statements. a) Consolidated Balance Sheets as of June 30, 1996, March 31, 1996 and June 30, 1995............... 4 b) Consolidated Statements of Earnings for the Quarters ended June 30, 1996 and 1995............ 6 c) Consolidated Statements of Changes in Stockholders' Equity for the Quarters ended June 30, 1996 and 1995........................................... 7 d) Consolidated Statements of Cash Flows for the Quarters ended June 30, 1996 and 1995............ 9 f) Notes to Consolidated Financial Statements - June 30, 1996, March 31, 1996 and June 30, 1995.................................. 10 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations.................... 16 PART II. OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K....................... 24 3 THIS PAGE LEFT INTENTIONALLY BLANK 4 PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS. AMERCO AND CONSOLIDATED SUBSIDIARIES Consolidated Balance Sheets June 30, March 31, June 30, ASSETS 1996 1996 1995 ---------------------------------- (unaudited) (audited) (unaudited) (in thousands) Cash and cash equivalents $ 39,972 31,168 29,604 Receivables 267,287 340,564 333,996 Inventories 51,447 45,891 52,422 Prepaid expenses 14,591 16,415 15,383 Investments, fixed maturities 884,049 879,702 761,115 Investments, other 128,469 126,587 146,650 Deferred policy acquisition costs 54,726 49,995 52,622 Other assets 24,086 20,941 18,515 -------------------------------- Property, plant and equipment, at cost: Land 213,936 212,593 215,039 Buildings and improvements 784,478 769,380 736,633 Furniture and equipment 190,182 188,734 182,158 Rental trailers and other rental equipment 145,811 256,411 256,730 Rental trucks 965,133 968,131 925,671 General rental items 22,574 24,197 51,058 -------------------------------- 2,322,114 2,419,446 2,367,289 Less accumulated depreciation 1,072,298 1,102,731 1,098,666 -------------------------------- Total property, plant and equipment 1,249,816 1,316,715 1,268,623 -------------------------------- $ 2,714,443 2,827,978 2,678,930 ================================ The accompanying notes are an integral part of these consolidated financial statements. 5 June 30, March 31, June 30, LIABILITIES AND STOCKHOLDERS' EQUITY 1996 1996 1995 ----------------------------------- (unaudited) (audited) (unaudited) (in thousands) Liabilities: Accounts payable and accrued liabilities $ 179,378 151,754 145,011 Notes and loans 756,098 998,220 866,132 Policy benefits and losses, claims and loss expenses payable 497,461 483,561 474,277 Liabilities from premium deposits 422,514 410,787 347,718 Cash overdraft 22,709 32,159 23,291 Other policyholders' funds and liabilities 30,510 25,713 34,320 Deferred income 33,262 2,926 9,521 Deferred income taxes 94,554 73,310 77,711 --------------------------------- Stockholders' equity: Serial preferred stock, with or without par value, 50,000,000 shares authorized; 6,100,000 shares issued without par value and outstanding as of June 30, 1996, March 31, 1996 and June 30, 1995 - - - Serial common stock, with or without par value, 150,000,000 shares authorized, none issued and outstanding - - - Series A common stock of $0.25 par value, 10,000,000 shares authorized, 5,762,495 shares issued as of June 30, 1996, March 31, 1996, and June 30, 1995 1,441 1,441 1,441 Common stock of $0.25 par value, 150,000,000 shares authorized, 34,237,505 shares issued as of June 30, 1996, March 31, 1996, and June 30, 1995 8,559 8,559 8,559 Additional paid-in capital 165,756 165,756 165,675 Foreign currency translation (12,372) (11,877) (11,737) Unrealized gain(loss) on investments 3,084 11,097 (1,569) Retained earnings 645,78 609,019 573,525 --------------------------------- 812,251 783,995 735,894 Less: Cost of common shares in treasury, (7,209,077 shares as of June 30, 1996 and March 31, 1996, 1,380,937 shares as of June 30, 1995) 111,118 111,118 11,457 Unearned employee stock ownership plan shares 23,176 23,329 23,488 --------------------------------- Total stockholders' equity 677,957 649,548 700,949 Contingent liabilities and commitments --------------------------------- $ 2,714,443 2,827,978 2,678,930 ================================= 6 AMERCO AND CONSOLIDATED SUBSIDIARIES Consolidated Statements of Earnings Quarters ended June 30, (Unaudited) 1996 1995 ------------------------ (in thousands except per share data) Revenues Rental and other revenue $ 259,572 235,311 Net sales 55,979 53,116 Premiums 31,155 30,702 Net investment income 13,002 11,380 ----------------------- Total revenues 359,708 330,509 Costs and expenses Operating expense 190,779 174,246 Advertising expense (see note 7) 8,146 16,869 Cost of sales 31,581 28,959 Benefits and losses 23,258 27,241 Amortization of deferred acquisition costs 4,022 2,928 Depreciation 18,779 37,693 Interest expense 18,856 18,832 ----------------------- Total costs and expenses 295,421 306,768 Pretax earnings from operations 64,287 23,741 Income tax expense (24,282) (8,564) ----------------------- Net earnings $ 40,005 15,177 ======================= Earnings per common share: Net earnings $ 1.15 0.31 ======================= Weighted average common shares outstanding 32,015,301 37,958,426 ======================= The accompanying notes are an integral part of these consolidated financial statements. 7 AMERCO AND CONSOLIDATED SUBSIDIARIES Consolidated Statements of Changes in Stockholders' Equity Quarters ended June 30, (Unaudited) 1996 1995 ------------------- (in thousands) Series A common stock of $0.25 par value: 10,000,000 shares authorized, 5,762,495 shares issued as of June 30, 1996, March 31, 1996 and June 30, 1995 Beginning and end of period $ 1,441 1,441 ----------------- Common stock of $0.25 par value: 150,000,000 shares authorized, 34,237,505 shares issued as of June 30, 1996, March 31, 1996 and June 30, 1995 Beginning and end of period 8,559 8,559 ------------------ Additional paid-in capital: Beginning and end of period 165,756 165,675 ------------------- Foreign currency translation: Beginning of period (11,877) (12,435) Change during period (495) 698 ------------------ End of period (12,372) (11,737) ------------------ Unrealized gain (loss) on investments: Beginning of period 11,097 (6,483) Change during period (8,013) 4,914 ------------------ End of period 3,084 (1,569) ------------------ Retained earnings: Beginning of period 609,019 561,589 Net earnings 40,005 15,177 Dividends paid to stockholders: Preferred stock: ($0.53 per share for 1996 and 1995, respectively) (3,241) (3,241) ------------------ End of period 645,783 573,525 ------------------ The accompanying notes are an integral part of these consolidated financial statements. 8 AMERCO AND CONSOLIDATED SUBSIDIARIES Consolidated Statements of Changes in Stockholders' Equity Quarters ended June 30, (Unaudited) 1996 1995 ------------------- (in thousands) Less Treasury stock: Beginning of period 111,118 10,461 Net increase (45,000 shares in 1995) - 996 ------------------ End of period 111,118 11,457 ------------------ Less Unearned employee stock ownership plan shares: Beginning of period 23,329 21,101 Increase in loan - 2,523 Proceeds from loan (153) (136) ----------------- End of period 23,176 23,488 ----------------- Total stockholders' equity $ 677,957 700,949 ================= The accompanying notes are an integral part of these consolidated financial statements. 9 AMERCO AND CONSOLIDATED SUBSIDIARIES Consolidated Statements of Cash Flows Quarters ended June 30, (Unaudited) 1996 1995 ------------------- (in thousands) Cash flows from operating activities: Net earnings $ 40,005 15,177 Depreciation and amortization 25,180 40,565 Provision for losses on accounts receivable 869 1,568 Net (gain) loss on sale of real and personal property 500 (16) Gain on sale of investments (207) (337) Changes in policy liabilities and accruals 10,976 (4,960) Additions to deferred policy acquisition costs (6,385) (7,109) Net change in other operating assets and liabilities 126,755 24,953 ------------------- Net cash provided by operating activities 197,693 69,841 ------------------- Cash flows from investing activities: Purchases of investments: Property, plant and equipment (61,686) (70,149) Fixed maturities (51,483) (86,329) Real estate 353 (653) Mortgage loans (1,800) (4,662) Proceeds from sale of investments: Property, plant and equipment 137,031 38,015 Fixed maturities 31,955 37,863 Real estate 335 691 Mortgage loans 5,366 6,177 Changes in other investments (4,634) (8,802) ------------------- Net cash provided (used) by investing activities 55,437 (87,849) ------------------- Cash flows from financing activities: Net change in short-term borrowings (391,000) 2,000 Proceeds from notes 175,000 - Debt issuance costs (2,146) (627) Loan to leveraged Employee Stock Ownership Plan - (2,523) Proceeds from leveraged Employee Stock Ownership Plan 153 136 Principal payments on notes (26,122) (17,090) Net change in cash overdraft (9,450) (8,072) Dividends paid (3,241) (3,241) Treasury stock acquisitions - (996) Investment contract deposits 25,891 60,383 Investment contract withdrawals (13,411) (17,644) ------------------- Net cash provided (used) by financing activities (244,326) 12,326 ------------------- Increase (decrease)in cash and cash equivalents 8,804 (5,682) Cash and cash equivalents at beginning of period 31,168 35,286 ------------------- Cash and cash equivalents at end of period $ 39,972 29,604 =================== The accompanying notes are an integral part of these consolidated financial statements. 10 AMERCO AND CONSOLIDATED SUBSIDIARIES Notes to Consolidated Financial Statements June 30, 1996, March 31, 1996 and June 30, 1995 (Unaudited) 1. PRINCIPLES OF CONSOLIDATION AMERCO, a Nevada corporation (the Company), is the holding company for U-Haul International, Inc. (U-Haul), Ponderosa Holdings, Inc. (Ponderosa), and Amerco Real Estate Company (AREC). The consolidated financial statements include the accounts of the parent corporation, AMERCO, and its subsidiaries, all of which are wholly-owned. All material intercompany accounts and transactions of AMERCO and its subsidiaries have been eliminated. The consolidated balance sheets as of June 30, 1996 and 1995, and the related consolidated statements of earnings, changes in stockholders' equity and cash flows for the quarters ended June 30, 1996 and 1995 are unaudited; in the opinion of management, all adjustments necessary for a fair presentation of such financial statements have been included. Such adjustments consisted only of normal recurring items. Interim results are not necessarily indicative of results for a full year. The operating results and financial position of AMERCO's consolidated insurance operations are determined on a one quarter lag. There were no effects related to intervening events which would significantly affect consolidated financial position or results of operations for the financial statements presented herein. Based on an in-depth market analysis, the Company increased the estimated salvage value of certain rental trucks during the third and fourth quarters of fiscal year ended March 31, 1996. The financial statements and notes are presented as permitted by Form 10-Q and do not contain certain information included in the Company's annual financial statements and notes. Earnings per share are computed based on the weighted average number of shares outstanding, excluding shares of the employee stock ownership plan that have not been committed to be released. Net income is reduced for preferred dividends. Certain reclassifications have been made to the financial statements for the quarter ended June 30, 1995 to conform with the current year's presentation. 11 AMERCO AND CONSOLIDATED SUBSIDIARIES Notes to Consolidated Financial Statements, Continued (Unaudited) 2. INVESTMENTS A comparison of amortized cost to market for fixed maturities is as follows (in thousands, except for par value): March 31, 1996 Par Value Gross Gross Estimated - ------------------ Consolidated or number Amortized unrealized unrealized market Held-to-Maturity of shares cost gains losses value ----------------------------------------------------- U.S. treasury securities and government obligations $ 18,305 $ 18,217 1,446 (1) 19,662 U.S. government agency mortgage backed securities $ 60,527 60,086 726 (2,777) 58,035 Obligations of states and political subdivisions $ 33,935 33,641 1,270 (78) 34,833 Corporate securities $ 184,715 189,459 2,956 (2,681) 189,734 Mortgage-backed securities $ 111,687 109,935 1,900 (2,264) 109,571 Redeemable preferred stocks 221 6,475 306 (18) 6,763 ---------------------------------------- 417,813 8,604 (7,819) 418,598 ---------------------------------------- March 31, 1996 Gross Gross Estimated - ---------------- Consolidated Amortized unrealized unrealized market Available-for-Sale Par Value cost gains losses value ----------------------------------------------------- U.S. treasury securities and government obligations $ 11,685 11,785 1,106 - 12,891 U.S. government agency mortgage backed securities $ 24,419 24,123 248 (345) 24,026 States, municipalities and political subdivisions $ 10,400 10,577 545 (184) 10,938 Corporate securities $ 328,879 335,263 7,415 (3,744) 338,934 Mortgage-backed securities $ 79,965 79,337 1,368 (1,258) 79,447 ---------------------------------------- 461,085 10,682 (5,531) 466,236 ---------------------------------------- Total $ 878,898 19,286 (13,350) 884,834 ======================================== 12 AMERCO AND CONSOLIDATED SUBSIDIARIES Notes to Consolidated Financial Statements, Continued (Unaudited) 3. SUMMARIZED CONSOLIDATED FINANCIAL INFORMATION OF PONDEROSA HOLDINGS, INC. AND ITS SUBSIDIARIES A summary consolidated balance sheet (unaudited) for Ponderosa Holdings, Inc. and its subsidiaries is presented below: June 30, 1996 1995 -------------------- (in thousands) Investments - fixed maturities $ 884,049 761,115 Other investments 104,044 126,779 Receivables 170,344 153,780 Deferred policy acquisition costs 54,726 52,622 Due from affiliate 8,713 12,999 Deferred federal income taxes 6,531 8,720 Other assets 10,396 4,349 -------------------- Total assets $ 1,238,803 1,120,364 ==================== Policy liabilities and accruals $ 418,248 407,632 Unearned premiums 79,218 66,645 Premium deposits 422,514 347,718 Other policyholders' funds and liabilities 30,331 33,891 -------------------- Total liabilities 950,311 855,886 Stockholder's equity 288,492 264,478 -------------------- Total liabilities and stockholder's equity $ 1,238,803 1,120,364 ==================== 13 AMERCO AND CONSOLIDATED SUBSIDIARIES Notes to Consolidated Financial Statements, Continued (Unaudited) 3. SUMMARIZED CONSOLIDATED FINANCIAL INFORMATION OF PONDEROSA HOLDINGS, INC. AND ITS SUBSIDIARIES, continued A summarized consolidated income statement (unaudited) for Ponderosa Holdings, Inc. and its subsidiaries is presented below: Quarters ended June 30, 1996 1995 --------------------- (in thousands) Premiums $ 32,327 30,097 Net investment income 12,619 11,531 Other income 38 1,601 --------------------- Total revenue 44,984 43,229 Benefits and losses 23,258 27,241 Amortization of deferred policy acquisition costs 4,022 2,928 Other expenses 8,753 5,313 --------------------- Income from operations 8,951 7,747 Federal income tax expense (2,914) (1,890) --------------------- Net income $ 6,037 5,857 ===================== 4. CONTINGENT LIABILITIES AND COMMITMENTS During the three months ended June 30, 1996, U-Haul Leasing & Sales Co., a wholly-owned subsidiary of U-Haul International, Inc., entered into four transactions, whereby the Company sold rental trucks and subsequently leased them back. AMERCO has guaranteed $4,673,000 of residual values at June 30, 1996 on the rental trucks at the end of the lease term. U-Haul entered into one transaction, whereby the Company sold rental trailers and subsequently leased them back. Also, U-Haul entered into one transaction, whereby the Company sold and subsequently leased back computer equipment. Following are the lease commitments for the leases executed during the three months ended June 30, 1996, which have a term of more than one year (in thousands): Year ended Lease March 31, Commitments ------------------------ 1997 $ 13,691 1998 17,848 1999 17,848 2000 17,848 2001 17,197 Thereafter 96,454 ------- $ 180,886 ======= 14 AMERCO AND CONSOLIDATED SUBSIDIARIES Notes to Consolidated Financial Statements, Continued (Unaudited) 4. CONTINGENT LIABILITIES AND COMMITMENTS, continued In the normal course of business, the Company is a defendant in a number of suits and claims. The Company is also a party to several administrative proceedings arising from state and local provisions that regulate the removal and/or clean-up of underground fuel storage tanks. It is the opinion of management that none of such suits, claims, or proceedings involving the Company, individually or in the aggregate are expected to result in a material loss. 5. SUPPLEMENTAL CASH FLOWS INFORMATION The (increase) decrease in receivables, inventories and accounts payable and accrued liabilities net of other operating and investing activities follows: Quarters ended June 30, 1996 1995 -------------------- (in thousands) Receivables $ 74,020 (23,625) ===================== Inventories $ (5,556) (2,085) ===================== Accounts payable and accrued liabilities $ 27,624 20,933 ===================== Income taxes paid in cash amounted to $53,000 and none for the quarters ended June 30, 1996 and 1995, respectively. Interest paid in cash amounted to $18,080,000 and $20,906,000 for the quarters ended June 30, 1996 and 1995, respectively. 6. RELATED PARTIES During the quarter ended June 30, 1996, a subsidiary of the Company received principal payments of $84,001,000, interest payments of $3,794,000 and management fees of $492,000 from Three SAC Self-Storage Corporation (Three SAC). Three SAC's voting common stock is owned by SAC Holding Corporation (SAC Holding) and the non- voting preferred stock is owned by SAC Non-Business Trust. The voting common stock of SAC Holding is held by Mark V. Shoen, a major stockholder, director and officer of the Company. Three SAC properties are currently managed by the Company pursuant to a management agreement, under which the Company receives a management fee equal to 6% of the gross receipts from the properties. The management fee percentage is consistent with the fee received by the Company for other properties managed by the Company. On June 27, 1996, a subsidiary of the Company sold Three SAC notes of $86,000,000 to an outside party. As of June 30, 1996, a subsidiary of the Company funded the purchase of six properties, with an additional four properties funded subsequent to the quarter end, by Four SAC Self-Storage Corporation (Four SAC) for an amount of approximately $8,260,000. Four SAC is owned by SAC Holding. The voting common stock of SAC Holding is held by Mark V. Shoen, a major stockholder, director, and officer of the Company. Four SAC acquired three of the properties from a subsidiary of the Company at a purchase price equal to the Company's acquisition cost plus capitalized costs. Such properties are currently managed by the Company for which the Company will receive a management fee equal to 6% of the gross receipts from the properties. The management fee percentage is consistent with the fee received by the Company for other properties managed by the Company. 15 AMERCO AND CONSOLIDATED SUBSIDIARIES Notes to Consolidated Financial Statements, Continued (Unaudited) 7. NEW ACCOUNTING STANDARDS On April 1, 1996, the Company adopted Statement of Financial Accounting Standards No. 121 - Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed of. Effective for fiscal years beginning after December 15, 1995 the standard establishes accounting standards for the impairment of long-lived assets, certain identifiable intangibles, and goodwill related to those assets to be held and used and for long-lived assets and certain identifiable intangibles to be disposed of. No adjustments were required in the carrying value of the Company's long-lived assets upon adoption of this statement. On April 1, 1995, the Company implemented Statement of Position 93-7, "Reporting on Advertising Costs", issued by the Accounting Standards Executive Committee in December 1993. This statement of position provides guidance on financial reporting on advertising costs in annual financial statements. Upon implementation, the Company recognized additional advertising expense of $8,647,000 for advertising costs not qualifying as direct-response. The adoption had the effect of reducing net income by $5,474,000 ($0.15 per share) for the quarter ended June 30, 1995. Other pronouncements issued by the Financial Standards Board with future effective dates are either not applicable or not material to the consolidated financial statements of the Company. 8. SUBSEQUENT EVENTS On July 18, 1996, the Company extinguished debt of approximately $76,250,000 by irrevocably placing cash into a trust of U.S. Treasury securities to be used to satisfy scheduled payments of principal and interest. As disclosed in the Company's Form 10-K for the year ended March 31, 1996, judgment was entered on February 21, 1995, in an action in the Superior Court of the State of Arizona, Maricopa County, entitled Samuel W. Shoen, M.D., et al. v. Edward J. Shoen, -------------------------------------------------- et al., No. CV88-20139, instituted August 2, 1988 (the Shoen - ------ Litigation) against Edward J. Shoen, James P. Shoen, Aubrey K. Johnson, John M. Dodds and William E. Carty, who are current members of the board of Directors of the Company and against Paul F. Shoen, who is a former director. On July 19, 1996, pursuant to the judgment in the Shoen Litigation, the Company paid CEMAR, Inc. (Cemar) approximately $15,857,000 to repurchase 2,331,984 shares of Common Stock held by Cemar. On the same date the Company paid damages to Cecilia M. Hanlon of approximately $43,139,000 and statutory post-judgment pre-petition interest on the above amounts of approximately $129,000. On August 6, 1996, the Company funded approximately $8,283,000 of post- petition date interest by depositing the same into an escrow account pending the outcome of a dispute involving the entitlement of the plaintiffs in the Shoen Litigation to post-petition date interest. Upon the funding of the above-mentioned escrow account the Common Stock held by Cemar was transferred into the Company treasury. Cecilia M. Hanlon, the sole voting stockholder of Cemar, is the sister of Edward J., Mark V., and James P. Shoen, who are major stockholders and directors of the Company. On August 6, 1996, the Company declared a cash dividend of $3,241,000 ($0.53125 per preferred share) to preferred stockholders of record as of August 17, 1996. 16 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS. RESULTS OF OPERATIONS The following table shows industry segment data from the Company's three industry segments: rental operations, life insurance and property and casualty insurance, for the quarters ended June 30, 1996 and 1995. Rental operations is composed of the operations of U-Haul and Amerco Real Estate Company. Life insurance is composed of the operations of Oxford Life Insurance Company (Oxford). Property and casualty insurance is composed of the operations of Republic Western Insurance Company (RWIC). The Company's results of operations have historically fluctuated from quarter to quarter. In particular, the Company's U-Haul rental operations are seasonal and proportionately more of the Company's revenues and net earnings are generated in the first and second quarters each fiscal year (April through September). Property/ Adjustments Rental Life Casualty and Operations Insurance Insurance Eliminations Consolidated ------------------------------------------------------------ (in thousands) Quarter ended June 30, 1996 Revenues: Outside $ 316,045 11,639 32,024 - 359,708 Intersegment - 391 940 (1,331) - ------------------------------------------------------- Total revenues 316,045 12,030 32,964 (1,331) 359,708 ======================================================= Operating profit $ 74,192 2,957 5,994 - 83,143 =========================================== Interest expense 18,856 -------- Pretax earnings from operations $ 64,287 ======== Identifiable assets $1,779,376 609,886 632,814 (307,633) 2,714,443 ======================================================= Property/ Adjustments Rental Life Casualty and Operations Insurance Insurance Eliminations Consolidated ------------------------------------------------------------ (in thousands) Quarter ended June 30, 1995 Revenues: Outside $ 286,835 10,238 33,436 - 330,509 Intersegment - 367 (793) 426 - ------------------------------------------------------- Total revenues 286,835 10,605 32,643 426 330 509 ======================================================= Operating profit $ 34,826 2,622 5,125 - 42,573 =========================================== Interest expense 18,832 -------- Pretax earnings from operations $ 23,741 ======== Identifiable assets $1,845,419 530,918 589,446 (286,853) 2,678,930 ======================================================= 17 QUARTER ENDED JUNE 30, 1996 VERSUS QUARTER ENDED JUNE 30, 1995 U-Haul U-Haul revenues consist of (i) total rental and other revenue and (ii) net sales. Total rental and other revenue increased by $25.8 million, approximately 11.0%, to $259.7 million in the first quarter of fiscal 1997. The increase reflects higher net revenues from the rental of moving related equipment and self-storage facilities which increased in the aggregate by $15.4 million due to growth (volume) in truck rental transactions, additional rentable square footage, and an increase in management fees from storage facilities managed for others. Other revenue increased in the aggregate by $10.4 million. This increase is due to increased interest income and miscellaneous non-recurring revenues. Net sales revenues were $56.0 million in the first quarter of fiscal 1997, which represents an increase of approximately 5.4% from the first quarter of fiscal 1996 net sales of $53.1 million. Revenue growth from the sale of moving support items (i.e. boxes, etc.), hitches, and propane resulted in a $2.9 million increase during the quarter, which was offset by a $0.3 million decrease in gasoline sales consistent with the Company's ongoing efforts to remove underground storage tanks and gradually discontinue gasoline sales. Cost of sales was $31.6 million in the first quarter of fiscal 1997, which represents an increase of approximately 9.1% from $29.0 million for the same period in fiscal 1996. This increase in cost of sales primarily reflects higher material costs from the sale of moving support items and propane which can be primarily attributed to higher sales levels. Operating expenses increased to $183.3 million in the first quarter of fiscal 1997 from $168.5 million in the first quarter of fiscal 1996, an increase of approximately 8.8%. Higher rental equipment maintenance costs ($13.7 million increase) due to an increase in fleet size and transaction levels and increased personnel expense due to higher levels of business activity ($4.4 million increase) primarily account for the change from the prior year. All other operating expense categories decreased in the aggregate by $3.2 million compared to the prior year. Advertising expense decreased to $8.1 million in the first quarter of fiscal 1997 from $16.9 million in the first quarter of fiscal 1996. The decrease primarily reflects a one-time expense of $8.7 million recognized during the first quarter of fiscal 1996, due to the adoption of Statement of Position 93-7 which requires immediate recognition of advertising costs not qualifying as direct- response. Depreciation expense for the quarter was $18.8 million, as compared to $37.7 million during the same period of the prior year. During the third and fourth quarters of fiscal 1996, based on the Company's in-depth market analysis, the Company increased the estimated salvage value of certain rental trucks. The effect of the change in estimate reduced depreciation expense between the two quarters by $18.1 million. Oxford - Life Insurance Premiums from Oxford's reinsurance lines before intercompany eliminations were $5.2 million for the quarter ended March 31, 1996, an increase of $1.1 million, approximately 26.8% over the same period in 1995 and accounted for 73.2% of Oxford's premiums for the period. These premiums are primarily from term life insurance and deferred annuity contracts that have matured. This increase in premiums is primarily from the anticipated increase in annuitizations as a result of the maturing of deferred annuities and from additional production in the credit life and credit accident and health business. Premiums from Oxford's direct lines before intercompany eliminations were $1.9 million for the quarter ended March 31, 1996, a decrease of $0.1 million (5.0%) from the same period during 1995. This decrease in direct premium is primarily attributable to the credit life and credit accident and health business. Oxford's direct business related to group life and disability coverage issued to employees of the Company for the quarter ended March 31, 1996 accounted for approximately 7.7% of premiums. Other direct lines, including the credit insurance business, accounted for approximately 19.1% of Oxford's premiums for the quarter ended March 31, 1996. 18 Net investment income before intercompany eliminations was $4.9 million and $3.9 million for the quarters ended March 31, 1996 and 1995, respectively. This increase is primarily due to increases in deposit funds from additional production and increasing margins on the interest sensitive business. Gains/(losses) on the disposition of fixed maturity investments were ($0.5) million and $0.5 million for the quarters ended March 31, 1996 and 1995, respectively. Oxford had $0.6 million and $0.5 million of other income for the quarters ended March 31, 1996 and 1995, respectively. Benefits and expenses incurred were $9.1 million for the quarter ended March 31, 1996, an increase of 13.8% over 1995. Comparable benefits and expenses incurred for 1995 were $8.0 million. This increase is primarily due to the increase in annuitizations discussed above and an increase in the amortization of deferred acquisition costs. Operating profit before intercompany eliminations increased by $0.4 million, or approximately 15.4%, in 1996 to $3.0 million for the quarter ended March 31, 1996. RWIC - Property and Casualty RWIC gross premium writings for the quarter ended March 31, 1996 were $48.1 million as compared to $36.2 million in the first quarter of 1995. This represents an increase of $11.9 million, or 32.9%. As in prior years, the rental industry market accounts for a significant share of total premiums, approximately 27.7% and 18.3% in the first quarters of 1996 and 1995, respectively. These writings include U-Haul customers, fleetowners and U-Haul as well as other rental industry insureds with similar characteristics. RWIC continues underwriting professional reinsurance via broker markets. Premiums in this area increased during the first quarter of 1996 to $24.1 million, or 50.2% of total gross premiums, from comparable 1995 figures of $20.2 million, or 55.8% of total premiums. Premium writings in selected general agency lines are expected to remain consistent with prior years. Premiums from selected general agency lines accounted for 14.7% of written premiums in the first quarter of 1996 as compared to 17.4% in the first quarter of 1995. RWIC continued its direct multiple peril coverage of various commercial properties and businesses in 1996. These premiums accounted for 7.1% of the total gross written premium during first quarter 1996, as compared to 6.4% in 1995. Net earned premiums increased $1.2 million, or 5.0%, to $25.2 million for the quarter ended March 31, 1996, compared with premiums of $24.0 million for the quarter ended March 31, 1995. The premium increase was primarily due to improved processing. Underwriting expenses incurred were $27.0 million for the quarter ended March 31, 1996, a decrease of $0.5 million, or 1.8% over 1995. Comparable underwriting expenses incurred for the first quarter of 1995 were $27.5 million. The decrease is attributed to decreased loss and loss adjusting expenses offset by increased commission expense. The reduction in loss and loss adjusting expenses occurred in the rental industry liability and assumed treaty reinsurance, while the increased commission expense resulted from a smaller adjustment to realize a margin on a canceled general agency program. Net investment income was $7.7 million for the quarter ended March 31, 1996, an increase of 1.3% over 1995 net investment income of $7.6 million. RWIC completed the first quarter of 1996 with income before tax expense of $6.0 million as compared to $5.1 million for the comparable period ended March 31, 1995. This represents an increase of $0.9 million, or 17.7% over 1995. Increased premium earnings and decreased underwritings expenses combined to produce this increase. Interest Expense Interest expense was virtually unchanged at $18.9 million for the quarter ended June 30, 1996, as compared to $18.8 million for the quarter ended June 30, 1995. Consolidated Group As a result of the foregoing, pretax earnings of $64.3 million were realized in the quarter ended June 30, 1996, as compared to $23.7 million for the same period in 1995. After providing for income taxes, net earnings for the quarter ended June 30, 1996 were $40.0 million, as compared to $15.2 million for the same period of the prior year. 19 QUARTERLY RESULTS The following table presents unaudited quarterly results for the nine quarters in the period beginning April 1, 1994 and ending June 30, 1996. The Company believes that all necessary adjustments have been included in the amounts stated below to present fairly, and in accordance with generally accepted accounting principles, the selected quarterly information when read in conjunction with the consolidated financial statements incorporated herein by reference. The Company's U-Haul rental operations are seasonal and proportionally more of the Company's revenues and net earnings from its U-Haul rental operations are generated in the first and second quarters of each fiscal year (April through September). The operating results for the periods presented are not necessarily indicative of results for any future period (in thousands except for per share data). Quarter Ended --------------- Jun 30, 1996 --------------- Total revenues $ 359,708 Net earnings (loss) <F2> 40,005 Weighted average common shares outstanding <F4> 32,015,301 Net earnings (loss) per common share <F1> 1.15 Quarter Ended ------------------------------------------------ Jun 30, Sep 30, Dec 31, Mar 31, 1995 1995 1995 1996 ------------------------------------------------ Total revenues $ 330,509 371,267 307,452 285,195 Net earnings (loss) <F2> <F3> 15,177 35,332 7,701 2,184 Weighted average common shares outstanding <F4> 37,958,426 37,931,825 36,796,961 32,554,458 Net earnings (loss) per common share <F1> 0.31 0.85 0.13 (0.04) Quarter Ended ------------------------------------------------ Jun 30, Sep 30, Dec 31, Mar 31, 1994 1994 1994 1995 ------------------------------------------------ Total revenues $ 322,333 359,520 294,858 259,521 Net earnings (loss) 29,413 40,071 1,907 (11,359) Weighted average common shares outstanding 37,107,536 37,053,707 37,025,575 38,072,543 Net earnings (loss) per common share <F1> 0.71 1.00 (0.04) (0.44) - ---------------- <F1> Net earnings (loss) per common share amounts were computed after giving effect to the dividend on the Company's Series A 8 1/2% Preferred Stock. <F2> Reflects the adoption of Statement of Position 93-7, "Reporting on Advertising Costs." <F3> Reflects the change in estimated salvage value during the third and fourth quarters of fiscal 1996. <F4> Reflects the acquisition of treasury shares acquired pursuant to the Shoen Litigation as discussed in the Company's Form 10-K for the year ended March 31, 1996, "Item 3 - Legal Proceedings". 20 LIQUIDITY AND CAPITAL RESOURCES U-Haul To meet the needs of its customers, U-Haul must maintain a large inventory of fixed asset rental items. At June 30, 1996, net property, plant and equipment represented approximately 70.2% of total U-Haul assets and approximately 46.0% of consolidated assets. In the first quarter of fiscal 1997, capital expenditures were $61.7 million, as compared to $70.1 million in the first quarter of fiscal 1996, reflecting expansion of the rental truck fleet, and real property acquisitions. These acquisitions were funded with internally generated funds from operations, and debt financings. Cash flows from operations were $193.7 million in the first quarter of fiscal 1997, as compared to $61.9 million in the first quarter of fiscal 1996. The increase of $131.8 million is primarily due to increased earnings and sale of mortgage note receivables for proceeds of $83.5 million. Cash flows from investing activities were affected by the sale and subsequent lease back of rental trailers for net proceeds of $97.4 million. Oxford - Life Insurance Oxford's primary sources of cash are premiums, receipts from interest-sensitive products and investment income. The primary uses of cash are operating costs and benefit payments to policyholders. Matching the investment portfolio to the cash flow demands of the types of insurance being written is an important consideration. Benefit and claim statistics are continually monitored to provide projections of future cash requirements. Cash provided by operating activities were $4.1 million and $3.7 million for the quarters ended March 31, 1996 and 1995, respectively. Cash flows from financing activities were approximately $12.5 million and $42.7 million for the quarters ended March 31, 1996 and 1995, respectively. Cash flows from deferred annuity sales increase investment contract deposits, which are a component of financing activities, and increased purchases of fixed maturities, which are a component of investing activities. In addition to cash flow from operating and financing activities, a substantial amount of liquid funds is available through Oxford's short-term portfolio. At March 31, 1996 and 1995, short-term investments amounted to $12.0 million and $10.8 million, respectively. Management believes that the overall sources of liquidity will continue to meet foreseeable cash needs. Stockholder's equity of Oxford increased to $98.1 million in 1996 from $90.4 million in 1995. During the quarter ended March 31, 1996, Oxford declared a dividend payable to Ponderosa of $3.9 million. Applicable laws and regulations of the State of Arizona require the Company's insurance subsidiaries to maintain minimum capital determined in accordance with statutory accounting practices in the amount of $400,000. In addition, the amount of dividends that can be paid to stockholders by insurance companies domiciled in the State of Arizona is limited. Any dividend in excess of the limit requires prior regulatory approval. Statutory surplus that can be distributed as dividends without prior regulatory approval is $7,080,000. These restrictions are not expected to have a material adverse effect on the ability of the Company to meet its cash obligations. RWIC - Property and Casualty Cash flows from operating activities decreased $0.2 million during the first quarter of 1996, as compared to an increase of $3.4 million for the comparable period of 1995. The change is due to temporary increases in accounts receivable and paid losses recoverable, and decreased federal income tax payable. This decrease is partially offset by an increase in unearned premium. RWIC's short-term investment portfolio was $4.8 million at March 31, 1996. This level of liquid assets, combined with budgeted cash flow, is adequate to meet periodic needs as well as any near term shortfall. This balance also reflects funds in transition from maturity proceeds to long-term investments. The structure of the long-term portfolio is designed to match future cash needs. Capital and operating budgets allow RWIC to accurately schedule cash needs. RWIC maintains a diversified investment portfolio, primarily in bonds at varying maturity levels. Approximately 98.0% of the portfolio consists of investment grade securities. The maturity distribution is designed to provide sufficient liquidity to meet future cash needs. Current liquidity is adequate, with current invested assets equal to 96.7% of total liabilities. Stockholder's equity increased 1.2% from $188.2 million at December 31, 1995 to $190.4 million at March 31, 1996. RWIC considers current stockholder's equity to be 21 adequate to support future growth and absorb unforeseen risk events. RWIC does not use debt or equity issues to increase capital and therefore has no exposure to capital market conditions. RWIC paid no stockholder's dividends during the quarter ended March 31, 1996, however it did declare a $6.7 million dividend to Ponderosa. Consolidated Group At June 30, 1996, total notes and loans payable outstanding was $756.1 million as compared to $998.2 million at March 31, 1996, and $866.1 million at June 30, 1995. During each of the fiscal years ending March 31, 1997, 1998, and 1999, U-Haul estimates gross capital expenditures will average approximately $290 million as a result of the expansion of the rental truck fleet and self-storage operation. This level of capital expenditures, combined with an average of approximately $100 million in annual long-term debt maturities during this same period, are expected to create annual average funding needs of approximately $390 million. Management estimates that U-Haul will fund approximately 75% of these requirements with internally generated funds, including proceeds from the disposition of older trucks and other asset sales. The remainder of the anticipated capital expenditures are expected to be financed through existing credit facilities, new debt placements, lease fundings, and equity offerings. See "Stockholder Litigation" for a discussion of additional funding requirements pursuant to the Shoen Litigation. Credit Agreements The Company's operations are funded by various credit and financing arrangements, including unsecured long-term borrowings, unsecured medium-term notes, and revolving lines of credit with domestic and foreign banks. Principally to finance its fleet of trucks and trailers, the Company routinely enters into sale and leaseback transactions. As of June 30, 1996, the Company had $756.1 million in total notes and loans payable outstanding and unutilized committed lines of credit of approximately $530.0 million. In May 1996, the Company issued $175.0 million of 7.85% Senior Notes Due May 15, 2003. The Company intends to apply the net proceeds from the sale of the notes to pay down, at maturity, a portion of the Company's long-term debt. Certain of the Company's credit agreements contain restrictive financial and other covenants, including, among others, covenants with respect to incurring additional indebtedness, maintaining certain financial ratios, and placing certain additional liens on its properties and assets. At June 30, 1996, the Company was in compliance with these covenants. The Company is also restricted in the amount of dividends that it may pay pursuant to covenants contained in its credit agreements. As of the date hereof, the most restrictive of such covenants provides that the Company may pay cash dividends on its capital stock only in an amount not exceeding, in the aggregate, computed on a cumulative basis, the sum of (i) $15.0 million and (ii) 50% of consolidated net income computed on a cumulative basis for the entire period subsequent to March 31, 1993 (or if such consolidated net income is a deficit figure, then minus 100% of such deficit), less dividends paid after such date. As of June 30, 1996, the amount available for the payment of cash dividends, as calculated above, was $78.2 million. The Company is further restricted in the issuance of certain types of preferred stock. The Company is prohibited from issuing shares of preferred stock that provide for any mandatory redemption, sinking fund payment, or mandatory prepayment, or that allow the holders thereof to require the Company or a subsidiary of the Company to repurchase such preferred stock at the option of such holders or upon the occurrence of any event or events without the consent of its lenders. 22 Stockholder Litigation As disclosed in the Company's Form 10-K for the year ended March 31, 1996, a judgment has been entered in the Shoen Litigation against five of the Company's current directors (the Director- Defendants) and one former director in the amount of approximately $461.8 million, plus statutory post-judgment interest. Pursuant to separate indemnification agreements, the Company has agreed to indemnify the defendants to the fullest extent permitted by law or the Company's Articles of Incorporation or By-Laws, for all expenses and damages incurred by the defendants in this proceeding, subject to certain exceptions. The Director-Defendants have filed for protection under Chapter 11 of the federal bankruptcy laws, resulting in the issuance of an order automatically staying the execution of the judgment against those defendants. Those defendants, in cooperation with the Company, filed plans of reorganization in the United States bankruptcy court for the District of Arizona all of which propose the same funding and treatment of the plaintiffs' claims resulting from the judgment in the Shoen Litigation. The plans of reorganization, as amended and restated on February 29, 1996, were confirmed by the bankruptcy court on March 15, 1996. The plans, as confirmed, shall collectively be referred to as the "Plan". On October 18, 1995, the Company repurchased 3,343,076 shares of Common Stock held by Maran, Inc., a Nevada corporation (Maran), in exchange for approximately $22.7 million and entered into a Settlement Agreement with Mary Anna Shoen Eaton (Shoen Eaton) whereby in exchange for approximately $41.4 million, Shoen Eaton released the Director-Defendants and the Company from any liability relating to Shoen Litigation. As a result of the foregoing, and after giving effect to the discount achieved through settlement, approximately $84.6 million of the judgment in the Shoen Litigation was satisfied. Pursuant to the judgment in the Shoen Litigation, on January 30, 1996, the Company acquired 833,420 shares of Common Stock held by L.S.S., Inc. (L.S.S.) in exchange for approximately $5.7 million and paid damages to L.S. Shoen of approximately $15.4 million. The Company also funded a total of approximately $2.1 million of statutory post-judgment interest on the above amounts. In addition, on February 7, 1996, the Company acquired 1,651,644 shares of Common Stock held by Thermar, Inc. (Thermar) by paying Thermar approximately $41.8 million, including damages of approximately $30.6 million. The Company also paid to Thermar approximately $4.1 million of statutory post-judgment interest on such amount. Finally, on July 19, 1996, the Company paid CEMAR, Inc. (Cemar) approximately $15.9 million to repurchase 2,331,984 shares of Common Stock held by Cemar. On the same date, the Company paid damages to Cecilia M. Hanlon of approximately $43.1 million and statutory post-judgment pre-petition date interest of $129,000, the Company funded approximately $8.3 million of post-petition date interest by depositing the same into an escrow account pending the outcome of a dispute involving the entitlement of the plaintiffs in the Shoen Litigation to post-petition date interest. Upon the funding of the above-mentioned escrow account, the Common Stock held by Cemar was transferred into the Company treasury. As a result of the foregoing transactions, the balance of the judgment has been reduced to approximately $256.0 million, plus interest claimed by the plaintiffs. With respect to the remaining plaintiffs in the Shoen Litigation, the Plan provides for the payment by the Company of approximately $68.6 million in exchange for 10,094,852 shares of Common Stock held by five of the plaintiffs and for the payment by the Company of approximately $187.4 million to three of the plaintiffs as damages. As of the date hereof, an issue remains regarding whether or not the remaining plaintiffs and Cecilia M. Hanlon are entitled to statutory post-judgment interest at the rate of 10% per year. As of August 8, 1996, total accrued interest on the outstanding balance of the judgment is approximately $46.1 million and is accruing at the rate of approximately $86,000 per day. The dispute regarding post-petition date interest was decided adversely to the Director-Defendants and the Company at the bankruptcy court level and they intend to appeal this decision following the entry of a final order by the bankruptcy court. Pending the final resolution of the post- petition date interest dispute (including all appeals by either side), the Company intends, if necessary, to deposit either cash or, in appropriate circumstances, an irrevocable letter of credit into an escrow account to secure payment of the post-petition date interest. The amount of the escrow deposit would be in such case equal to the accrued interest to the date funds are deposited into escrow. As provided in the Plan, the escrow deposit, plus interest thereon, will remain until all aspects of the post-petition date interest dispute have been finally decided, including dischargeability litigation which the plaintiffs filed against the Director-Defendants in the bankruptcy court as an alternative means of trying to collect post-petition date interest. The dischargeability litigation has not been set for trial and is likely to await the outcome of the other aspects of the post- petition date interest dispute. 23 On March 15, 1996, the bankruptcy court issued a Confirmation Order in each Director-Defendant's Chapter 11 case. This order provided that the effective date for the Plan (i.e., the date on which the Company will pay the plaintiffs an aggregate of approximately $256.0 million and the plaintiffs will surrender their Common Stock) will be no later than October 1, 1996 (absent compelling circumstances justifying an extension of that date). As of the date hereof, the Company has not yet determined all of the sources of cash which will be used to fund the Plan. The Company has sold mortgage notes for proceeds of $83.5 million and completed a $97.4 million sale and subsequent lease back of rental trailers to partially fund the Plan. In order to comply with certain covenants in the Company's current credit agreements following the repurchase of the remaining plaintiffs' stock, it may be necessary to increase stockholders' equity by issuing capital stock. Such capital stock may consist of dividend paying preferred stock, Series B Common Stock, Common Stock, or a combination of the foregoing. Because the Company has not determined all of the sources of cash to fund the Plan, the Company is unable to determine with certainty the impact the Plan will have on the Company's prospective financial condition, results of operations, cash flows, or capital expenditure plans. However, as a result of funding the Plan, the Company may incur additional costs in the future in the form of dividends on any dividend paying stock issued to fund the Plan and/or interest on borrowed funds. Furthermore, following consummation of the Plan, and without giving effect to any capital stock which may be issued as part of the Plan funding, the Company's outstanding Common Stock would be reduced by 10,094,852 shares, in addition to the 3,343,076 shares repurchased from Maran on October 18, 1995, the 833,420 shares repurchased from L.S.S. on January 30, 1996, 1,651,644 shares repurchased from Thermar on February 7, 1996 and the 2,331,984 shares repurchased from Cemar on August 6, 1996. Other uncertainties remain about the Plan, including the tax treatment of the payments made and to be made by the Company pursuant to the Plan. Specifically, the Company plans to deduct for income tax purposes approximately $324.3 million of the payments made or to be made by the Company to the plaintiffs, which will reduce the Company's income tax liability. While the Company believes that such income tax deductions are appropriate, there can be no assurance that any such deductions ultimately will be allowed in full. Accordingly, for tax and other reasons, the Plan could result in material changes in the Company's financial condition, results of operations, and earnings per common share. Furthermore, in the event the fair value of the consideration paid by the Company to the plaintiffs is in excess of the fair value of the stock repurchased by the Company, the Company will be required to record an expense equal to that difference. Based upon the uncertainties surrounding the funding of the Plan, the amount of such expense, if any, is not estimable as of the date hereof. No such expense was recorded for book purposes related to the Maran, L.S.S., Thermar, and Cemar transactions. No provision has been made in the Company's financial statements for any payments to be made to the plaintiffs in the future. For the reasons set forth above, the Plan could have the effect of reducing the Company's net income. 24 PART II. OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K. a. Exhibits 3.1 Restated Articles of Incorporation <F1> 3.2 Restated By-Laws of AMERCO as of August 15, 1995, <F2> 4.1 Debt Securities Indenture <F3> 4.2 First Supplemental indenture, Dated as of May 6, 1996 <F4> 27 Financial Data Schedule b. Reports on Form 8-K. A report on Form 8-K was filed on May 6, 1996 in connection with the Company's issuance of $175.0 million of 7.85% Senior Notes due 2003. _____________________________________ <F1> Incorporated by reference to the Company's Quarterly Report on Form 10-Q for the quarter ended December 31, 1992, file no. 0-7862. <F2> Incorporated by reference to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 1995, file no. 0-7862. <F3> Incorporated by reference to the Company's Registration Statement on Form S-3, Registration no. 333-1195. for the quarter ended December 31, 1992, file no. 0-7862. <F4> Incorporated by reference to the Company's Report on Form 8-K, dated May 6, 1996. 25 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. AMERCO -------------------------------- (Registrant) Dated: August 8, 1996 By: /S/ GARY B. HORTON --------------------------------- Gary B. Horton, Treasurer (Principal Financial Officer)