EXHIBIT 10.18.3


                             THIRD AMENDMENT TO THE

                                 PROMISSORY NOTE


This THIRD AMENDMENT ("Amendment") dated as of January 1, 2002, by WFS FINANCIAL
INC, a California corporation ("WFS"), and WESTERN FINANCIAL BANK, formerly
known as Western Financial Bank, F.S.B. ("WFB") amends the PROMISSORY NOTE
("Note") executed by WFS in favor of WFB on August 1, 1997. Capitalized terms
not defined herein shall have the same meaning as defined in the Note.

The Note is hereby amended to:

         1.       Increase the principal amount from $67,500,000 to
                  $150,000,000;

         2.       Decrease the rate of interest on the Note from 9.420% to
                  8.875%; and

         3.       Amend the scheduled payment of Principal such that Principal
                  shall now be all due and payable on or before August 1, 2007
                  (the "Maturity"), except that, notwithstanding anything to the
                  contrary, WFB shall have the exclusive option to require WFS
                  to pay all or part of the Principal at any time from the date
                  hereof to the Maturity.

Except as specifically amended herein, all terms and conditions of the Note
shall remain in full force and effect.

Wherefore, WFS and WFB have caused this Amendment to be executed and delivered
by its duly authorized signatory as of the date first set forth above.


WFS FINANCIAL INC

By:   __________________________________
      Thomas A. Wolfe

Its:  President


WESTERN FINANCIAL BANK

By:   __________________________________
      J. Keith Palmer

Its:  SVP & Treasurer