<PAGE 1> Form 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For Quarter Ended September 30, 1998 Commission file number 2-80466 Norwest Financial, Inc. (Exact name of registrant as specified in its charter) Iowa 42 1186565 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 206 Eighth Street, Des Moines,Iowa 50309 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (515) 243-2131 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 . Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Common Stock (without par value): 1,000 shares outstanding as of November 2, 1998. The registrant 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. <PAGE 2> PART I. FINANCIAL INFORMATION NORWEST FINANCIAL, INC. Consolidated Balance Sheets (Unaudited) (Thousands of Dollars) September 30, December 31, Assets 1998 1997 Cash and cash equivalents $ 350,920 $ 94,600 Securities available-for-sale 1,160,592 1,063,600 Finance receivables: Consumer: Loans 4,010,169 3,893,550 Sales finance contracts 2,747,962 2,332,535 Credit cards 458,868 422,435 Commercial 541,573 465,601 Total finance receivables 7,758,572 7,114,121 Less allowance for credit losses 337,837 297,800 Finance receivables - net 7,420,735 6,816,321 Notes receivable - affiliates 612,710 646,832 Property and equipment (at cost, less accumulated depreciation of $123,944 for 1998 and $107,435 for 1997) 161,253 102,537 Deferred income taxes 53,932 64,420 Other assets 483,340 533,614 Total assets $10,243,482 $9,321,924 See accompanying notes to consolidated financial statements. <PAGE 3> NORWEST FINANCIAL, INC. Consolidated Balance Sheets (Unaudited) (Thousands of Dollars) September 30, December 31, Liabilities and Stockholder's Equity 1998 1997 Loans payable - short-term: Commercial paper $ 2,301,199 $1,664,796 Affiliates 390,448 392,165 Other 48,232 170,000 Unearned insurance premiums and commissions 136,191 143,478 Insurance claims and policy reserves 30,841 30,566 Accrued interest payable 104,524 93,344 Other payables to affiliates 47,123 13,815 Other liabilities 367,722 228,557 Long-term debt: Senior 5,271,044 5,219,413 Subordinated 2,000 Total long-term debt 5,271,044 5,221,413 Total liabilities 8,697,324 7,958,134 Stockholder's equity: Common stock without par value (authorized 1,000 shares, issued 1,000 shares) 3,855 3,855 Additional paid in capital 189,438 185,410 Retained earnings 1,342,296 1,167,418 Accumulated other comprehensive Income 10,569 7,107 Total stockholder's equity 1,546,158 1,363,790 Total liabilities and stockholder's equity $10,243,482 $9,321,924 See accompanying notes to consolidated financial statements. <PAGE 4> NORWEST FINANCIAL, INC. Statements of Consolidated Earnings(Unaudited) (Thousands of Dollars) Quarter Ended Nine Months September 30, Ended September 30, 1998 1997 1998 1997 Income: Finance charges and interest $379,188 $322,762 $1,101,196 $ 922,719 Insurance premiums and commissions 30,380 33,894 99,642 103,751 Other income 57,707 52,977 173,985 151,056 Total income 467,275 409,633 1,374,823 1,177,526 Expenses: Operating expenses 166,278 139,003 498,503 399,809 Interest and debt expense 123,787 102,042 357,840 287,855 Provision for credit losses 68,935 57,819 199,415 157,195 Insurance losses and loss expenses 10,789 9,125 31,864 29,406 Total expenses 369,789 307,989 1,087,622 874,265 Earnings before income taxes 97,486 101,644 287,201 303,261 Income taxes 31,952 34,004 98,671 104,535 Net income $ 65,534 $ 67,640 $ 188,530 $198,726 See accompanying notes to consolidated financial statements. <PAGE 5> NORWEST FINANCIAL, INC. Consolidated Statements of Comprehensive Income (Unaudited) (Thousands of Dollars) Quarter Ended Nine Months September 30, Ended September 30, 1998 1997 1998 1997 Net income $65,534 $67,640 $188,530 $198,726 Other comprehensive income, before income taxes: Unrealized gains on securities available-for-sale: Unrealized gains arising during the period 4,578 14,097 16,256 23,061 Less: reclassification adjustment for net gains included in net income 436 2,420 4,043 8,941 4,142 11,677 12,213 14,120 Foreign currency translation adjustment (2,895) 25 (4,606) (865) Other comprehensive income before income taxes 1,247 11,702 7,607 13,255 Income tax expense related to components of other comprehensive income 1,451 3,955 4,145 4,766 Other comprehensive income (loss), net of income taxes (204) 7,747 3,462 8,489 Comprehensive income $65,330 $75,387 $191,992 $207,215 See accompanying notes to consolidated financial statements. <PAGE 6> NORWEST FINANCIAL, INC. Statements of Consolidated Cash Flows (Unaudited) Increase(Decrease) in Cash and Cash Equivalents (Thousands of Dollars) Nine Months Ended September 30, 1998 1997 Cash flows from operating activities: Net earnings $ 188,530 $ 198,726 Adjustments to reconcile net earnings to net cash flows from operating activities: Provision for credit losses 199,415 157,195 Depreciation and amortization 36,846 23,890 Deferred income taxes 6,122 (1,509) Other assets (47,414) (60,651) Unearned insurance premiums and Commissions (7,287) 10,120 Insurance claims and policy reserves 275 (12,428) Accrued interest payable 11,180 13,795 Other payables to affiliates 31,551 (2,297) Other liabilities 126,689 31,095 Net cash flows from operating activities 545,907 357,936 Cash flows from investing activities: Finance receivables: Principal collected 4,832,556 4,139,548 Receivables originated or purchased (5,347,850) (4,444,668) Proceeds from sales of securities 101,348 87,058 Proceeds from maturities of securities 145,085 57,868 Purchases of securities (331,212) (331,273) Net additions to property and equipment (71,517) (25,087) Net increase in notes receivable - affiliates (236,497) (1,138,196) Contributed subsidiary received, net of cash 503 3,258 Other 40,407 160,599 Net cash flows used for investing activities (867,177) (1,490,893) Cash flows from financing activities: Net increase in loans payable - short term 512,918 281,549 Proceeds from issuance of long-term debt - Senior 511,960 1,251,882 Repayment of long-term debt: Senior (425,288) (503,473) Subordinated (2,000) (50,000) Dividends paid (20,000) (1,729) Paid in capital 112,000 Net cash flows from financing activities 577,590 1,090,229 Net increase (decrease) in cash and cash equivalents 256,320 (42,728) Cash and cash equivalents beginning of period 94,600 141,692 Cash and cash equivalents end of period $ 350,920 $ 98,964 See accompanying notes to consolidated financial statements. <PAGE 7> NORWEST FINANCIAL, INC. Consolidated Statements of Stockholder's Equity (Unaudited) (Thousands of Dollars) Accumulated Other Comprehensive Income Unrealized Gains Additional Foreign on Securities Common Paid In Retained Currency Available- Stock Capital Earnings Translation for-Sale Total Balance, December 31, 1996 $3,855 $ 90,766 $ 959,697 $ (5,991) $ 9,705 $1,058,032 Comprehensive income: Net income 198,726 198,726 Other (865) 9,354 8,489 Paid in capital 112,000 112,000 Contributed subsidiary 3 (17,359) (17,356) Dividends (1,729) (1,729) Balance, September 30, 1997 $3,855 $202,769 $1,139,335 $ (6,856) $19,059 $1,358,162 Balance, December 31, 1997 $3,855 $185,410 $1,167,418 $ (8,757) $15,864 $1,363,790 Comprehensive income: Net income 188,530 188,530 Other (4,606) 8,068 3,462 Contributed subsidiary 4,028 6,348 10,376 Dividends (20,000) (20,000) Balance, September 30, 1998 $3,855 $189,438 $1,342,296 $(13,363) $23,932 $1,546,158 See accompanying notes to consolidated financial statements. <PAGE 8> NORWEST FINANCIAL, INC. Notes to Consolidated Financial Statements (Unaudited) The accompanying unaudited financial statements and notes have been prepared in accordance with the accounting policies set forth in Norwest Financial, Inc.'s 1997 Annual Report on Form 10-K and should be read in conjunction with the Notes to Consolidated Financial Statements therein. In the opinion of management, all adjustments (none of which were other than normal recurring accruals) necessary to present fairly the financial statements for the periods presented have been included. 1. Principles of Consolidation. The consolidated financial statements include the accounts of Norwest Financial, Inc. (the "Company") and subsidiaries (collectively, "Norwest Financial"). Intercompany accounts and transactions are eliminated. The Company is a wholly-owned subsidiary of Norwest Financial Services, Inc. (the "Parent") which is a wholly-owned subsidiary of Norwest Corporation ("Norwest"). 2. Dividend Restrictions. Certain long-term debt instruments restrict payment of dividends on and acquisitions of the Company's common stock. In addition, such debt instruments and the Company's bank credit agreements contain certain requirements as to maintenance of net worth (as defined). Approximately $896 million of consolidated stockholder's equity was unrestricted at September 30, 1998. 3. Other Income. Income from affiliates was $14.7 million and $13.9 million for the quarters ended September 30, 1998 and 1997, respectively, and $47.2 million and $40.8 million for the nine months ended September 30, 1998 and 1997, respectively. Interest and dividends from securities available-for-sale and cash equivalents were $18.1 million and $17.8 million for the quarters ended September 30, 1998 and 1997, respectively, and $54.2 million and $47.7 million for the nine months ended September 30, 1998 and 1997, respectively. 4. Reclassifications. Certain amounts in the 1997 financial statements have been reclassified to conform to the presentation used in the 1998 financial statements. <PAGE 9> NORWEST FINANCIAL, INC. Notes to Consolidated Financial Statements (Unaudited) 5. Change in Accounting Policy. Effective January 1, 1998, the Company adopted Statement of Financial Accounting Standards No. 130, "Reporting Comprehensive Income" ("FAS 130"). FAS 130 requires disclosures of the components of comprehensive income and the accumulated balance of other comprehensive income with total stockholder's equity. The adoption of FAS 130 has not had a material effect on the Company's financial statements. 6. Business Combinations. Effective April 21, 1998, one of the Company's Canadian subsidiaries acquired all of the issued and outstanding shares of capital stock of The T. Eaton Acceptance Co. Limited ("TEAC") and National Retail Credit Services Limited ("NRCS"). The acquisition was accounted for as a purchase. TEAC and NRCS are headquartered in Toronto, Ontario and are primarily engaged in purchasing sales finance contracts. TEAC and NRCS had finance receivables outstanding of $305 million at the time of the acquisition. Effective June 30, 1998, the Parent made a capital contribution, without consideration, to the Company of the issued and outstanding shares of capital stock of Reliable Financial Services, Inc. (the "Contributed Subsidiary" or "Reliable"). This capital contribution was accounted for as a merger of interests under common control. Reliable's headquarters are in San Juan, Puerto Rico and its principal business is automobile finance. Reliable had finance receivables outstanding of $293 million at the time of the contribution. <PAGE 10> NORWEST FINANCIAL, INC. Management's Discussion and Analysis of Financial Condition and Results of Operations Statements made in Management's Discussion and Analysis may be forward- looking and are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements address management's present expectations about future performance and involve inherent risks and uncertainties. A number of important factors (some of which are beyond the Company's control) could cause actual results to differ materially from those in the forward-looking statements. Those factors include the economic environment, competition, products and pricing in the geographic and business areas in which the Company conducts its operations, prevailing interest rates, changes in government regulations and policies affecting financial services companies, credit quality and credit risk management, acquisitions, and integration of acquired businesses. Effective August 31, 1997, Norwest, through its wholly-owned subsidiary, Fidelity Acceptance Holding, Inc. ("FAHI"), acquired Fidelity Acceptance Corporation. The acquisition was accounted for as a purchase. Funding necessary for this acquisition (totaling approximately $1.1 billion) was provided to FAHI by the Company. Effective September 2, 1997, Norwest made a capital contribution, without consideration, of all of the issued and outstanding shares of capital stock of FAHI to the Parent. Immediately thereafter, the Parent made a capital contribution, without consideration, of all the issued and outstanding shares of capital stock of FAHI to the Company. This capital contribution was accounted for as a merger of interests under common control. The principal business of Fidelity Acceptance Corporation and its subsidiaries ("Fidelity") is purchasing sales finance contracts directly from automobile dealers and making direct loans secured by automobiles. Fidelity operated 147 branch offices in 31 states and Guam and had approximately $1.1 billion in finance receivables outstanding at the time of the contribution. <PAGE 11> NORWEST FINANCIAL, INC. Management's Discussion and Analysis of Financial Condition and Results of Operations Norwest Financial's performance for the third quarter of 1998 closely paralleled performance for the first nine months of 1998. The discussion and analysis that follows, therefore, is limited to a discussion of the first nine months as a whole and does not include a separate discussion of the third quarter unless otherwise noted. Norwest Financial's total income (revenue) increased 17% for the first nine months ($1,374.8 million in the first nine months of 1998 compared with $1,177.5 million in the first nine months of 1997). Income from finance charges and interest increased 19% for the first nine months ($1,101.2 million in the first nine months of 1998 compared with $922.7 million in the first nine months of 1997). Income from finance charges and interest increased 5% excluding Fidelity. Changes in income from finance charges and interest result primarily from (1) changes in the amount of finance receivables outstanding and (2) changes in the rate of charge on those receivables. In total, average finance receivables outstanding in the first nine months of 1998 increased 22% from the first nine months of 1997; average consumer receivables outstanding increased 23% while average commercial receivables outstanding increased 4%. Excluding Fidelity, average finance receivables outstanding in the first nine months of 1998 increased 8% from the first nine months of 1997. Nine Months Ended September 30, Rate of charge on finance receivables: 1998 1997 Consumer 20.46% 21.02% Commercial 13.88 13.88 Total 20.02 20.46 The increase in income from finance charges and interest was due to growth in average finance receivables outstanding offset somewhat by the decline in the rate of charge. The increase in average finance receivables was due primarily to acquisitions combined with regular business activity. Insurance premiums and commissions decreased 4% ($99.6 million in the first nine months of 1998 compared with $103.8 million in the first nine months of 1997.) Changes in insurance premiums and commissions generally correspond to changes in average consumer finance loans outstanding not secured by real estate and average credit card receivables outstanding. Average consumer finance loans outstanding not secured by real estate and average credit card receivables outstanding increased 15% in the first nine months of 1998 compared with the first nine months of 1997. This increase was due primarily to the addition of Fidelity. Excluding Fidelity, average consumer finance loans not secured by real estate and credit card receivables remained constant. Insurance premiums and commissions in Fidelity during the first nine months of 1998 were $3.4 million. <PAGE 12> NORWEST FINANCIAL, INC. Management's Discussion and Analysis of Financial Condition and Results of Operations, Continued Insurance losses and loss expenses increased 8% ($31.9 million in the first nine months of 1998 compared with $29.4 million in the first nine months of 1997). Other income increased 15% ($174.0 million in the first nine months of 1998 compared with $151.1 million in the first nine months of 1997). The increase is due primarily to an increase in interest and dividends from securities available-for-sale and cash equivalents, income from affiliates and other fee income. Operating expenses increased 25% ($498.5 million in the first nine months of 1998 compared with $399.8 million in the first nine months of 1997). Excluding Fidelity, operating costs increased 13% in the first nine months of 1998. The increase was due primarily to increases in employee compensation and benefits and other costs resulting from business expansion. Interest and debt expense increased 24% ($357.8 million in the first nine months of 1998 compared with $287.9 million in the first nine months of 1997). Average total borrowings increased primarily due to the addition of Fidelity. Changes in interest and debt expense result primarily from (1) changes in the amount of borrowings outstanding and (2) changes in the cost of those borrowings. Average total outstanding borrowings in the first nine months of 1998 increased 22% from the first nine months of 1997. Nine Months Ended September 30, Costs of funds: 1998 1997 Short-term 5.64% 5.23% Long-term 6.76 6.84 Total 6.44 6.36 Changes in average debt outstanding generally correspond to changes in average finance receivables outstanding combined with the change in notes receivable - affiliates. Average finance receivables and notes receivable - affiliates increased 21% from the first nine months of 1997. <PAGE 13> NORWEST FINANCIAL, INC. Management's Discussion and Analysis of Financial Condition and Results of Operations, Continued Provision for credit losses increased 27% ($199.4 million in the first nine months of 1998 compared with $157.2 million in the first nine months of 1997). Net write-offs as a percentage of average net receivables outstanding increased to 2.61% in the first nine months of 1998 compared with 2.50% in the first nine months of 1997. Excluding Fidelity, net write-offs as a percentage of average net receivables were 2.14% in the first nine months of 1998 compared with 2.42% in the first nine months of 1997. Provision for credit losses in the third quarter of 1998 increased 19% compared with the third quarter of 1997 ($68.9 million compared with $57.8 million). Net write-offs as a percentage of average net receivables outstanding were .83% for the third quarter of 1998 and .89% for the third quarter of 1997. Excluding Fidelity, net write-offs as a percentage of average net receivables outstanding were .68% for the third quarter of 1998 compared with .81% in the third quarter of 1997. Management believes the allowance for credit losses at September 30, 1998, and December 31, 1997, is adequate to absorb possible losses in the finance receivables portfolio. Federal and state income taxes decreased 6% ($98.7 million in the first nine months of 1998 compared with $104.5 million in the first nine months of 1997). The effective tax rate was 34.4% for the first nine months of 1998 and 34.5% for the first nine months of 1997. The Company and one of its Canadian subsidiaries maintain bank lines of credit and revolving credit agreements to provide an alternative source of liquidity to support the commercial paper borrowings. At September 30, 1998, lines of credit and revolving credit agreements totaling $1,477 million were being maintained at 33 unaffiliated banks. None of this credit was in use at the time. The Company and one of its Canadian subsidiaries obtain long-term debt capital primarily from (i) the issuance of debt securities to the public through underwriters on a firm-commitment basis, (ii) the issuance of debt securities to institutional investors, and (iii) term borrowings from commercial banks. The Company and one of its Canadian subsidiaries also obtain long-term debt from the issuance of medium-term notes (which may have maturities ranging from nine months to 30 years) through underwriters (acting as agent or principal). Norwest Financial anticipates the continued availability of borrowed funds, at prevailing interest rates, to provide for Norwest Financial's growth in the foreseeable future. Funds are also generated internally from payments of principal and interest received on Norwest Financial's finance receivables. The Company has experienced slower internal growth in receivables and a reduction in earned rate as a result of repayments and competitive pressures causing industry loan standards and pricing to fall below levels which management considers prudent. Management now estimates that Norwest Financial's 1998 earnings will be approximately ten percent lower than the amount earned in 1997. Management will continue to maintain its financial discipline and is confident of the Company's long-term growth prospects. <PAGE 14> NORWEST FINANCIAL, INC. Management's Discussion and Analysis of Financial Condition and Results of Operations, Continued During 1998, Norwest Financial has continued with its company-wide project to prepare Norwest Financial's systems for Year 2000 compliance. The Year 2000 issue relates to computer systems that use two digits rather than four to define the applicable year and whether such systems will properly process information when the year changes to 2000. "Systems" include all firmware, hardware, system and application software, and commercial "off the shelf" software and networks, and embedded technology such as properties/date impacted processors in automated systems such as elevators, telephone systems, security, heating and cooling systems and others. Priority is given to "mission critical" systems. A system is considered "mission critical" if it is vital to the successful continuation of a core business activity. The implementation of Norwest Financial's Year 2000 readiness project is divided into four principal phases: Phase I requires a comprehensive assessment and inventory of all applicable software, system hardware devices, data and voice communication devices and other embedded technology to determine Year 2000 vulnerability and risk; Phase II requires date detection on systems to determine which systems must be repaired and which systems are compliant and require testing only, determination of the resources and costs, and the development of high level testing plans and schedules for the repair, replacement and/or retirement of systems; Phase III requires repairs, replacement and/or retirement of systems not Year 2000 compliant, and planning the integration testing for those systems that have interfaces with other systems both internal and external to Norwest Financial, such as customers/suppliers; and Phase IV requires integration testing on applicable systems to validate that interfaces are Year 2000 compliant. Norwest Financial may be impacted by the Year 2000 compliance issues of governmental agencies, business and other entities who provide data to, or receive data from, Norwest Financial, and by entities, such as borrowers, vendors, customers and business partners, whose financial condition or operational capability is significant to Norwest Financial. Norwest Financial's Year 2000 project also includes assessing the Year 2000 readiness of significant customers, borrowers, vendors, business partners, counterparties and governmental entities. In addition to assessing the readiness of these external parties, Norwest Financial is developing contingency plans which will include recovery plans and alternatives to mitigate the effects of counterparties whose own failure to properly address Year 2000 issues may adversely impact Norwest Financial's ability to perform mission critical functions. These contingency plans are currently being developed and are to be completed in conjunction with Phase IV. Norwest Financial has substantially completed Phases I and II of its Year 2000 project. It is anticipated that Phase III will be substantially completed for all mission critical systems by December 31, 1998. Phase IV for all mission critical systems is anticipated to be completed by June 30, 1999. <PAGE 15> NORWEST FINANCIAL, INC. Management's Discussion and Analysis of Financial Condition and Results of Operations, Continued To date, Norwest Financial has incurred charges of $2.4 million related to its Year 2000 project; $1.7 million and $2.4 million total expenditures were incurred in the quarter and nine months ended September 30, 1998, respectively. Norwest Financial currently estimates that its total cost for the Year 2000 project will be $3.2 million. Charges include the cost of internal staff redeployed to the Year 2000 project, as well as external consulting costs and costs of accelerated replacement of hardware and software due to Year 2000 issues. The redeployment of internal staff has not delayed other information technology projects, and thus will not have an impact on the financial condition or results of operations. The foregoing paragraphs contain a number of forward-looking statements. These statements reflect management's best current estimates, which were based on numerous assumptions about future events, including the continued availability of certain resources, representations received from third party service providers and other third parties, and additional factors. There can be no guarantee that these estimates will be achieved, and actual results could differ materially from those estimates. A number of important factors could cause the actual costs of Year 2000 compliance and the impact of the Year 2000 issue to differ materially from what is described in the forward-looking statements contained in the above paragraphs. Those factors include, but are not limited to, uncertainties in the costs of hardware and software, the availability and cost of programmers and other systems personnel, inaccurate or incomplete execution of the phases, ineffective remediation of computer code, and the ability of Norwest Financial's customers, vendors, competitors and counterparties to effectively address the Year 2000 issue. Notwithstanding Norwest Financial's efforts, there can be no assurance that significant third party vendors or other significant third parties will adequately address their Year 2000 issues. Risks associated with such third parties which are located outside the United States may be higher insofar as it is generally believed that non-U.S. businesses may not be addressing their Year 2000 issues on as timely a basis as U.S. businesses. Failure of the corporation's loan customers to properly prepare for the Year 2000 could also result in increases in problem loans and credit losses in future years. It is not, however, possible to quantify the potential impact of such losses at this time. If Year 2000 issues are not adequately addressed by Norwest Financial and significant third parties, Norwest Financial's business, results of operations and financial position could be materially adversely affected. <PAGE 16> NORWEST FINANCIAL, INC. Management's Discussion and Analysis of Financial Condition and Results of Operations, Concluded The forward-looking statements made in the foregoing Year 2000 discussion speak only as of the date on which such statements are made, and Norwest Financial undertakes no obligation to update any forward- looking statement to reflect events or circumstances after the date on which such statement is made to reflect the occurrence of unanticipated events. <PAGE 17> PART II. OTHER INFORMATION NORWEST FINANCIAL, INC. Item 5. Other Information RATIOS OF EARNINGS TO FIXED CHARGES The following table sets forth the ratios of earnings to fixed charges of Norwest Financial, Inc. and its subsidiaries for the periods indicated: Nine Months Ended Years Ended December 31, September 30, 1998 1997 1996 1995 1994 1993 1.78 2.00 2.11 2.13 2.26 2.22 The ratios of earnings to fixed charges have been computed by dividing net earnings plus fixed charges and income taxes by fixed charges. Fixed charges consist of interest and debt expense plus one-third of rentals (which is deemed representative of the interest factor). Item 6. Exhibits and Reports on Form 8-K. (a) Exhibits: Exhibit (12) Computation of ratios of earnings to fixed charges for the years ended December 31, 1997, 1996, 1995, 1994 and 1993 and the nine months ended September 30, 1998. (b) Reports on 8-K No reports on Form 8-K were filed during the quarter for which this report is filed. S I G N A T U R E S 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. NORWEST FINANCIAL, INC. Date: November 2, 1998 By \S\ Eric Torkelson Eric Torkelson Vice President and Controller (Principal Accounting Officer)