UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                    FORM 8-K

                                 CURRENT REPORT

                 -----------------------------------------------

                       PURSUANT TO SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934


                                 DATE OF REPORT
               (DATE OF EARLIEST EVENT REPORTED): OCTOBER 26, 1998

                           OCWEN FINANCIAL CORPORATION
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)




      FLORIDA                       0-21341                    65-0039856
  (STATE OR OTHER                 (COMMISSION               (I.R.S. EMPLOYER
    JURISDICTION                  FILE NUMBER)             IDENTIFICATION NO.)
  OF INCORPORATION)


                   THE FORUM, SUITE 1000
 1675 PALM BEACH LAKES BOULEVARD, WEST PALM BEACH, FLORIDA        33401
        (ADDRESS OF PRINCIPAL EXECUTIVE OFFICE)                 (ZIP CODE)


       REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (561) 682-8000


                                       N/A
          (FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT)


                                  PAGE 1 OF 18
                             EXHIBIT INDEX ON PAGE 4




ITEM 5.  OTHER EVENTS

The news  release  of Ocwen  Financial  Corporation,  dated  October  26,  1998,
announcing  its third  quarter 1998 results and certain  other  information,  is
attached hereto and filed herewith as Exhibit 99.


ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS

    (c)  Exhibits

         The following exhibit is filed as part of this report:

         (99) News  release of Ocwen  Financial  Corporation  dated  October 26,
              1998.

                                       2



                                   SIGNATURES


         Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended,  the  registrant has duly caused this report to be signed on its behalf
by the undersigned, hereunto duly authorized.



                                   OCWEN FINANCIAL CORPORATION
                                   (Registrant)


                                    By:  /s/ MARK S. ZEIDMAN
                                         -----------------------------
                                             Mark S. Zeidman
                                             Senior Vice President and
                                             Chief Financial Officer



Date:  October 28, 1998

                                       3



INDEX TO EXHIBIT



     Exhibit No.    Description                                            Page
     -----------    -----------                                            ----

          99        News release of Ocwen  Financial  Corporation  dated    5
                    October 26, 1998,  announcing its third quarter 1998
                    results and certain other information.

                                       4

- --------------------------------------------------------------------------------
Ocwen Financial Corporation                                           Exhibit 99
- --------------------------------------------------------------------------------
1675 Palm Beach Lakes Blvd.
West Palm Beach, FL  33401
NYSE symbol: OCN

NEWS RELEASE:     IMMEDIATE                                    October  26, 1998

OCWEN FINANCIAL CORPORATION REPORTS THIRD QUARTER RESULTS

WEST PALM BEACH, FL - Ocwen Financial Corporation (NYSE: OCN) today reported net
income of $24.9  million,  or $0.41 per diluted  share,  for the  quarter  ended
September 30, 1998.  Returns on average assets and average equity were 2.74% and
23.58%, respectively, for the third quarter of 1998. This compares to net income
of $20.2 million,  or $0.35 per diluted share, and returns on average assets and
average equity of 2.78% and 26.47%, respectively, for the third quarter of 1997.

William C.  Erbey,  Chairman  and Chief  Executive  Officer  said,  "We are very
pleased  with OCN's  results  this  quarter,  particularly  in light of existing
market  conditions.  In fact, this was the most profitable third quarter OCN has
ever had. Our core discount loan  businesses and commercial  real estate lending
activities were strong  contributors to quarterly net income,  and our servicing
fees  more than  doubled  over the same  quarter  last  year.  The  increase  in
servicing fees reflects an increase in loans  serviced for others,  and supports
our growth strategy of increasing fee-based income streams."

Mr.  Erbey  continued,  "As you know,  the  United  States  capital  markets  --
including the financial services and mortgage-backed  securities markets -- have
experienced significant  volatility,  raising the very real possibility that the
United States might be on the verge of an economic downturn.  If events continue
on their present course,  slowing  economic growth would likely result in rising
delinquencies,  creating a greater demand for OCN's services. In anticipation of
these events, OCN is taking the following actions: 

o   Refocusing its resources on its core  competencies,  namely the  acquisition
    and  management  of  servicing-intensive   assets  and  the  development  of
    exportable  loan  servicing  technology  for the  mortgage  and real  estate
    industries.

    o   OCN has  eliminated  approximately  200  positions  since  August  1998,
        including the layoff of  approximately  150 employees with the objective
        of reducing its operating expenses and efficiency ratio. The majority of
        these  positions  related  to  OCN's  discontinuation  of  its  subprime
        domestic retail branch network.

o   Increasing  its liquidity  position to maximize  OCN's ability to capitalize
    upon opportunities that an economic downturn will present.

o   Reducing  OCN's  reliance  upon gain on sale  accounting.  For example,  OCN
    currently  anticipates  effecting  only one United  States  subprime and one
    United Kingdom ("UK") subprime  securitization  during the fourth quarter of
    1998.

Mr.  Erbey  continued,  "We are  very  pleased  with  our  investment  in  Ocwen
Technology  Xchange,  or OTX, our new technology  division,  which was formed to
supply software products to the mortgage and real estate industries,  making our
advanced  mortgage  loan  servicing,   resolution  and  origination   technology
available to third parties through software licenses.

We are very proud to have recently gained  endorsements by several servicers and
large mortgage loan  originators  of our advanced loan servicing  technology and
e-commerce system. The marketing of these products has only just begun."

- --------------------------------------------------------------------------------
Contacts                    Christine A. Reich                    (561) 682-8569
                             William C. Erbey                     (561) 682-8520
                             Mark S. Zeidman                      (561) 682-8600
- --------------------------------------------------------------------------------

                                       5


Ocwen Financial Corporation (OCN)
Third Quarter Results
October 26, 1998

THIRD QUARTER AND NINE MONTHS RESULTS AT A GLANCE Third Quarter Nine Months - ------------------------------------------------- ---------------------------- ---------------------------- In thousands of dollars, except per share data 1998 1997 1998 1997 - ------------------------------------------------- ------------ ------------ ------------ ------------ Revenues ........................................ $ 98,540 $ 63,359 $ 186,197 $ 179,217 Provision for loan losses ....................... (1,806) (4,088) (13,734) (21,739) Expenses ........................................ (68,914) (33,069) (165,972) (86,953) Income tax (expense) benefit .................... (2,922) (6,179) 2,888 (14,911) Minority interest ............................... 33 142 (2) 384 ------------ ------------ ------------ ------------ Net income ...................................... $ 24,931 $ 20,165 $ 9,377 $ 55,998 ============ ============ ============ ============ Earnings per share: Basic ........................................ $ 0.41 $ 0.35 $ 0.15 $ 1.02 Diluted ...................................... $ 0.41 $ 0.35 $ 0.15 $ 1.01 Weighted average shares outstanding: Basic ........................................ 60,785,467 57,004,218 60,716,777 54,734,082 Diluted ...................................... 61,074,499 57,749,958 61,249,163 55,341,404
ALL REFERENCES BELOW REGARDING CHANGES ARE BASED ON COMPARISONS TO THE SAME PERIOD A YEAR AGO. Revenues increased $35.2 million or 56% in the third quarter of 1998 and were up $7.0 million or 4% for the nine months ended September 30, 1998. o Net interest income before provision for loan losses increased $3.3 million or 9% to $40.7 million in the third quarter of 1998. In the nine months ended September 30, 1998, net interest income increased $17.3 million or 21% to $100.2 million. The increase in net interest income during the third quarter of 1998 was largely due to a $7.1 million increase in interest income on loans available for sale and a $7.9 million increase in interest income on discount loans offset by a $2.7 million decrease in interest income on the loan portfolio and a $6.7 million increase in interest expense on obligations outstanding under lines of credit. o Non-interest income increased $32.4 million or 128% to $57.9 million in the third quarter of 1998. This increase is due primarily to an $18.2 million increase in gains on interest earning assets, an $8.0 million increase in servicing fees and other charges and a $9.8 million increase in other income. The increase in servicing fees reflects a significant increase in loans serviced for others, from $5.51 billion at December 31, 1997 and $8.17 billion at June 30 1998 to $9.96 billion at September 30, 1998, resulting from securitizations by OCN of single family residential discount loans and subprime loans (which account for $2.91 billion) and agreements to service mortgage loans for others (which account for $7.05 billion). OCN has also increasingly entered into special servicing arrangements whereby OCN services loans that become greater than 60 days past due and receives incentive fees to the extent certain loss mitigation parameters are achieved. Through September 30, 1998, OCN has been designated as a special servicer for pools of loans totaling approximately $9.2 billion in unpaid principal balance. For the nine months ended September 30, 1998, non-interest income increased 7% to $86.0 million. Provision for loan losses decreased by $2.3 million in the third quarter of 1998 and $8.0 million during the nine months ended September 30, 1998 is primarily due to a decline in the balance of discount loan and loan portfolios. At September 30, 1998, OCN had allowances for loan losses of $21.1 million and $4.1 million on its discount loan and loan portfolios, respectively, which amounted to 1.9% and 1.8% of the respective balances. OCN maintained reserves of 1.6% and 1.4% on its discount loans and loan portfolios, respectively, at December 31, 1997. Expenses rose $35.8 million or 108% in the third quarter of 1998 as a result of growth in OCN's core business lines and in the expenses of OTX and Ocwen UK, which amounted to $6.0 million and $15.4 million, respectively, for the third quarter of 1998. Details of this growth for the quarter include: o Compensation and employee benefits increased $12.0 million or 59% primarily due to an 81% increase in the average number of employees from 944 to 1,704. o Occupancy and equipment expense increased $4.5 million or 89%. 6 Ocwen Financial Corporation (OCN) Third Quarter Results October 26, 1998 o Distributions on capital securities amounted to $3.4 million during the third quarter of 1998, an increase of $1.5 million. o Other operating expenses increased by $15.8 million primarily due to a $7.2 million increase in loan related expenses, a $2.5 million increase in amortization of goodwill, a $2.3 million increase in professional expenses and a $1.8 million increase in marketing expenses. Income tax expense was recorded at a rate of 10.5% for the third quarter of 1998 as compared to 23.6% for the third quarter of 1997. OCN estimates that its effective tax rate for 1998 will approximate 7.9% before the use of a net operating loss carry forward. Such operating loss carry forward results in a $3.4 million tax benefit for the nine months ended September 30, 1998. RECENT DEVELOPMENTS On September 17, 1998, OCN completed the securitization of 2,706 single family residential mortgage discount loans with an aggregate unpaid principal balance of $172.9 million. OCN recorded a net gain of $19.2 million on the sale of the senior classes of securities in connection with this transaction. OCN continues to service the loans for a fee and has retained an interest in the related subordinate security valued at $12.1 million. On September 29, 1998, OCN completed the securitization of 2,205 subprime single family residential mortgage loans with an aggregate unpaid principal balance of $261.6 million. OCN recorded a net gain of $13.3 million on the sale of the senior classes of securities in connection with this transaction. OCN continues to service the loans for a fee and has retained an interest in the related residual security valued at $18.3 million. On October 7, 1998, OCN announced it's recent filing of a $250.0 million shelf registration statement with the Securities and Exchange Commission ("SEC") which allows for the issuance of up to $250.0 million of common and preferred stock, capital trust securities, senior and subordinated debt and other securities. Mark S. Zeidman, Chief Financial Officer, stated, "Since OCN's initial public offering, we have been planning to file a shelf registration statement once OCN became eligible under the SEC's regulations in order to take advantage of capital-raising opportunities if and when they arise in the future." For the nine months ended September 30, 1998, OCN purchased discount loans with a total unpaid principal balance of approximately $842.2 million. Combined purchases and originations of subprime single family loans for the same period amounted to approximately $1.42 billion of unpaid principal balance, which includes $134.1 million of originations by Ocwen UK, $292.8 million purchased from the US operations of Cityscape and $421.3 million purchased in connection with the acquisition of the UK operation of Cityscape during the first and second quarter of 1998, respectively. THE REMAINDER OF THIS RELEASE CONTAINS SUMMARY INFORMATION ON OCN'S SEGMENT PROFITABILITY, SPECIFIC AREAS OF RESULTS, FINANCIAL CONDITION AND AVERAGE BALANCES AND RATES, AS WELL AS OCN'S INTERIM UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS. 7 Ocwen Financial Corporation (OCN) Third Quarter Results October 26, 1998 NET INCOME SUMMARY BY BUSINESS ACTIVITY Through September 30, 1998, OCN continued to engage in significant discount loan acquisition and resolution activities and a variety of other mortgage lending activities, which generally reflect OCN's desire to focus on business lines which leverage its core competency, the servicing and management of servicing intensive assets. The following table presents the estimated contribution by business activity to OCN's net income for the periods indicated.
Three Months Nine Months ----------------------------------------- ----------------------------------- For the periods ended September 30, 1998 1997 1998 1997 ------------------- ----------------- ------------------ ------------ (Dollars in thousands) Amount % Amount % Amount % Amount % - ---------------------------------------------- -------- -------- -------- ------- -------- -------- ------- --- Discount Loans: Single family residential loans ............ 6,056 24 (1,537) (8) 28,575 305 10,787 19 Large commercial real estate loans ......... 11,996 48 10,611 53 25,293 270 20,415 36 Small commercial real estate loans ......... 1,651 7 457 2 7,669 82 1,599 3 Investment in low-income housing tax credits . 1,751 7 4,043 20 7,036 75 7,803 14 Commercial real estate lending ............... 6,928 28 4,045 20 12,246 130 6,113 11 Subprime single family residential lending (1) (4,192) (17) (684) (3) (1,828) (19) 60 -- Mortgage loan servicing (2) .................. 1,582 6 1,473 7 5,710 61 2,581 5 Investment securities ........................ 2,394 10 2,207 11 (69,722) (744) 5,612 10 OTX .......................................... (1,826) (7) -- -- (6,076) (65) -- -- Other ........................................ (1,409) (6) (450) (2) 474 5 1,028 2 -------- -------- -------- ------- -------- -------- ------- --- $ 24,931 100% $ 20,165 100% $ 9,377 100% $55,998 100% ======== ======== ======== ======= ======== ======== ======= ===
(1) Includes net income (loss) from foreign operations derived from Ocwen UK of ($2.9) million and $2.9 million for the three and nine months ended September 30, 1998, respectively. (2) Includes net income from foreign operations derived from Ocwen UK of $216,000 and $1.9 million for the three and nine months ended September 30, 1998, respectively. REVENUES NET INTEREST INCOME Interest income of $88.5 million for the third quarter of 1998 increased by $11.2 million or 15% over that of the third quarter of 1997. This increase is the result of a $542.3 million increase in average interest-earning assets, offset by an 82 basis point decrease in the average yield earned. The decline in the average yield earned for the third quarter of 1998 is primarily due to a decline in the yield on securities available for sale, offset in part by an increase in the yield on the loan portfolio (primarily due to additional interest received in connection with the payoff of commercial loans.) Of the $542.3 million net increase in average interest-earning assets, $364.3 million, $295.4 million and $140.7 million related to securities available for sale, loans available for sale and the discount loan portfolio, respectively, offset by a $157.4 million decrease related to the loan portfolio and a $156.1 million decrease in federal funds sold and repurchase agreements. Of the $295.4 million increase in loans available for sale, $129.6 million related to loans held by Ocwen UK. The average yield on interest-earning assets was 11.94% and 12.76% in the third quarter of 1998 and 1997, respectively, and 10.70% and 11.48% for the nine months ended September 30, 1998 and 1997, respectively. For the nine months ended September 30, 1998, interest income amounted to $241.5 million, a $42.7 million or 21.5% increase over the same period in 1997. 8 Ocwen Financial Corporation (OCN) Third Quarter Results October 26, 1998 Interest expense of $47.9 million for the third quarter of 1998 increased by $7.9 million or 20% over the comparable period in the prior year as a result of a $340.0 million or 14% increase in the average balance of interest-bearing liabilities. Of the $340.0 million increase in the average balance of interest-bearing liabilities, $337.0 million and $71.4 million related to increases in borrowings under lines of credit and securities sold under agreements to repurchase, respectively, offset by a $76.1 million decline in certificates of deposit. The average rate paid on interest-bearing liabilities was 7.08% and 6.76% in the third quarter of 1998 and 1997, respectively. For the nine months ended September 30, 1998, interest expense amounted to $141.3 million, a $25.3 million or 22% increase over the same period of the prior year. As a result of the above, net interest income before provision for loan losses of $40.7 million for the third quarter of 1998 increased by $3.3 million or 9% from the third quarter of 1997 and the net interest margin for the third quarter of 1998 decreased to 5.49% from 6.17% for the third quarter of 1997. Net interest income of $100.2 million for the nine months ended September 30, 1998 increased $17.3 million or 21% over the comparable period of the prior year and the net interest margin declined 34 basis points to 4.44%. NON-INTEREST INCOME Non-interest income for the third quarter of 1998 amounted to $57.9 million, an increase of $32.4 million or 128% from that of the third quarter of 1997. The increase was primarily due to an $18.2 million increase in gains on interest earning assets, an $8.0 million increase in servicing fees and other charges and a $9.8 million increase in other income. Other income of $17.1 million for the third quarter of 1998 included $5.0 million of gains on sales of investments in real estate, $3.4 million of income resulting from OCN's equity investment in Kensington Mortgage Company, $2.9 million of brokerage commissions earned in connection with Ocwen UK loan originations, a $2.3 million gain recognized in connection with the sale of investments in three low-income housing tax credit projects and $1.8 million of management fees earned from OAC. Other income of $7.3 million for the third quarter of 1997 is primarily comprised of $6.3 million of gains recognized in connection with the sale of investments in low-income housing tax credit projects. Gains on interest-earning assets for the third quarter of 1998 amounted to $24.2 million and were primarily comprised of a $13.3 million gain recognized in connection with the securitization of subprime single family residential mortgage loans with an aggregate unpaid principal balance of $261.6 million, and a $19.2 million gain recognized in connection with the securitization of discount single family residential mortgage loans with an aggregate unpaid principal balance of $172.9 million, offset by a $10.8 million charge on certain available for sale securities. Gains on interest-earning assets for the nine months ended September 30, 1998 decreased by $45.2 million from the same period in 1997 primarily as a result of the $8.5 million and $77.6 million charge on AAA-rated agency interest-only securities from the first and second quarter of 1998, respectively, and includes $55.7 million in gains earned during the first and second quarter of 1998 in connection with securitizations of discount and subprime mortgage loans. The increase in servicing fees and other charges reflects an increase in loan servicing and related fees as a result of an increase in loans serviced for others. The unpaid principal balance of loans serviced for others averaged $9.13 billion and $3.03 billion during the third quarter of 1998 and 1997, respectively, and $7.47 billion and $2.52 billion during the nine months ended September 30, 1998 and 1997, respectively. At September 30, 1998, OCN serviced 142,844 loans for third parties totaling $9.96 billion versus 125,318 loans totaling $8.17 billion at June 30, 1998, and 70,308 loans totaling $5.51 billion at December 31, 1997. EQUITY IN EARNINGS OF INVESTMENT IN JOINT VENTURES On December 12, 1997, BCBF LLC (the "LLC"), a joint venture between OCN and Black Rock Finance LP, distributed all of its remaining assets to its partners. As a result, no equity in earnings of investment in joint venture was recorded during 1998. During the third quarter of 1997, OCN recorded $546,000 of income related to its investment in joint ventures, consisting primarily of net interest income. Income from the joint venture amounted to $16.2 million for the first nine months of 1997 and includes $9.2 million of net gains related to the securitization of single-family residential loans in the first quarter of 1997. PROVISION FOR LOAN LOSSES Provision for loan losses decreased by $2.3 million in the third quarter of 1998 and $8.0 million during the nine months ended September 30, 1998. The decline in the provision for loan losses in 1998 as compared to 1997 is primarily due to a 9 Ocwen Financial Corporation (OCN) Third Quarter Results October 26, 1998 decline in the balance of discount loans and loan portfolios. At September 30, 1998, OCN had allowances for losses of $21.1 million and $4.1 million on its discount loan and loan portfolios, respectively, which amounted to 1.9% and 1.8% of the respective balances. OCN maintained reserves of 1.6% and 1.4% on its discount loans and loan portfolios, respectively, at December 31, 1997. EXPENSES NON-INTEREST EXPENSE Non-interest expense amounted to $65.5 million for the third quarter of 1998 and includes $6.0 million and $15.4 million related to OTX and Ocwen UK, respectively, representing an increase of $34.3 million or 110% over the third quarter of 1997. Compensation and employee benefits increased by $12.0 million as the average number of employees increased to 1,704 from 944. Occupancy and equipment expense increased $4.5 million primarily due to an increase in data processing costs, general office equipment expenses and rent expense. Other operating expenses increased by $15.8 million primarily due to a $7.2 million increase in loan related expenses, a $2.5 million increase in amortization of goodwill, a $2.3 million increase in professional expenses and a $1.8 million increase in marketing expenses. For the nine months ended September 30, 1998, non-interest expense amounted to $155.8 million, a $70.7 million or 83.0% increase over the same period of the prior year. DISTRIBUTIONS ON COMPANY-OBLIGATED, MANDATORILY REDEEMABLE SECURITIES OF SUBSIDIARY TRUST HOLDING SOLELY JUNIOR SUBORDINATED DEBENTURES In August 1997, Ocwen Capital Trust I, a wholly-owned subsidiary of OCN, issued $125.0 million of 10 7/8% Capital Securities. Distributions amounted to $3.4 million and $10.2 million during the three and nine months ended September 30, 1998, respectively, as compared to $1.9 million for the same periods in 1997. INCOME TAXES Income tax (expense) benefit amounted to $(2.9) million and $(6.2) million during the third quarter of 1998 and 1997, respectively, and $2.9 million and $(14.9) million for the nine months ended September 30, 1998 and 1997, respectively. OCN's income taxes reflect an expected tax rate of 7.9% for 1998 before the use of a $3.4 million tax benefit resulting from the use of prior year net operating loss carryforwards. This compares to an effective tax rate of 21.4% for 1997. OCN's expected tax rate is less than its statutory tax rate primarily due to tax credits of $4.6 million and $3.8 million for the third quarter of 1998 and 1997, respectively, and $13.6 million and $10.3 million for the first nine months of 1998 and 1997, respectively, resulting from investments in low-income housing tax credit interests. No valuation allowance was required at September 30, 1998 because it is expected that losses and tax credits will be utilized to offset future taxable income and tax expense. ASSETS AND LIABILITIES At September 30, 1998,OCN had $3.39 billion of total assets as compared to $3.07 billion at December 31, 1997, an increase of $115.0 million or 3% and $321.6 million or 11%, respectively. The increase in total assets was primarily due to a $236.1 million increase in securities available for sale, primarily short duration collateralized mortgage obligations, a $160.3 million increase in loans available for sale, a $105.6 million increase in cash and cash equivalents and a $75.1 million increase in investment securities, offset by a $339.6 million decrease in discount loans. OCN acquired discount loans with a combined total unpaid principal balance of approximately $168.5 million during the three months ended September 30, 1998, resulting in total acquisitions of $842.2 million for the nine months ended September 30, 1998. In addition, OCN purchased and originated single family residential loans to subprime borrowers with a total unpaid principal balance of approximately $271.9 million during the third quarter of 1998, of which $88.0 million were originated by Ocwen UK. At September 30, 1998, OCN had $2.82 billion of total liabilities as compared to $2.52 billion at December 31, 1997. The increase in total liabilities was due primarily to a $93.7 million increase in deposits and a $215.5 million increase in obligations outstanding under lines of credit (obtained primarily to finance the acquisition and origination of single family residential subprime loans). 10 Ocwen Financial Corporation (OCN) Third Quarter Results October 26, 1998 CAPITAL Stockholders' equity increased $24.4 million or 6% during the nine months ended September 30, 1998 to $444.1 million from $419.7 million at December 31, 1997. The increase is primarily the result of net income of $9.4 million and a $16.1 million increase in net unrealized gains on securities available for sale, offset by a net unrealized foreign currency translation loss of $2.5 million. At September 30, 1998, stockholders' equity included $11.1 million of net unrealized gains on securities available for sale (gains of $23.1 million and losses of $12.0 million) and a net unrealized foreign currency translation loss of $2.5 million, as compared with $5.0 million of net unrealized losses on securities available for sale at December 31, 1997. LIQUIDITY The primary sources of funds for liquidity consists of deposits, lines of credit, and maturities and payments of principal and interest on OCN's loans and securities and proceeds from the sale and securitization thereof, reverse repurchase agreements and Federal Home Loan Bank advances. At September 30, 1998, Ocwen Financial Corporation had approximately $34.1 million of debt outstanding secured by discount commercial office loans. This debt was repaid in full on October 6, 1998 in connection with the sale of the loans. As of October 26, 1998, Ocwen Financial Corporation has no secured debt and has unpledged securities with a market value of $18.8 million available to secure borrowings. At September 30, 1998, Investors Mortgage Insurance Holding Company ("IMI") had entered into $19.6 million of reverse repurchase agreements with unrelated counterparties and had unpledged securities with a market value of $43.3 million available to secure additional borrowings. Subsequent to September 30, 1998, the amount outstanding under these reverse repurchase agreements has been reduced to $13.6 million due to margin calls. At September 30, 1998, Ocwen Federal Bank ("OFB") had $1.83 billion of certificates of deposit outstanding. Of this amount, scheduled maturities of certificates of deposit during the 12 months ending September 30, 1999, 2000 and thereafter amounted to $989.0 million, $345.4 million, and $502.6 million, respectively. Additionally, at September 30, 1998, OFB had cash and cash equivalents in excess of $261.0 million, unencumbered investment grade mortgage-backed securities of approximately $471.6 million, and unencumbered non-investment grade securities of approximately $21.5 million, which could be used to secure additional borrowings. At September 30, 1998, OFB was eligible to borrow up to an aggregate of $652.5 million from the Federal Home Loan Bank of New York (subject to the availability of acceptable collateral) and had $58.9 million of assets which could be pledged as security for such advances. OFB's ability to make capital distributions as a Tier 1 association pursuant to the Office of Thrift Supervision ("OTS") capital distribution regulation are limited by the regulatory capital levels which it has committed to the OTS it would maintain, commencing on June 30, 1997. As a result of a verbal agreement between OFB and the OTS to dividend subordinate and residual mortgage-related securities resulting from securitization activities conducted by OFB, which had an aggregate carrying value of $20.8 million at September 30, 1998, OFB may be limited in its ability to pay cash dividends to OCN. OFB recently received approval from the OTS to pay a $30.0 million cash dividend to OCN in the fourth quarter of 1998. Future cash dividends depend on the future operating results of OFB. The liquidity of OCN includes lines of credit obtained by Ocwen Financial Services ("OFS"), as follows: (i) a $200 million secured line of credit, of which $100 million was committed, (ii) a $50 million secured line of credit, (iii) a $200 million secured line of credit of which $100 million was committed, and (iv) a $200 million secured line of credit, of which $100 million was committed. The lines of credit mature between March 1999 and July 2001. An aggregate of $144.1 million was outstanding under these lines of credit at September 30, 1998. Additionally, at September 30, 1998 OFS had entered into $27.0 million of reverse repurchase agreements and residual financing collateralized by subprime residuals with a number of counterparties in order to finance residual securities retained in connection with its securitization of subprime residential mortgage loans. Of this amount, $16.8 million is scheduled to mature in July 2001, with the balance subject to monthly renewal. Additionally, OFS had unpledged securities with a market value of $19.0 million available to secure additional borrowings. 11 Ocwen Financial Corporation (OCN) Third Quarter Results October 26, 1998 Further, Ocwen UK has entered into a term loan and a revolving warehouse line of credit which is available to finance Ocwen UK's originations and purchases of subprime mortgage loans. At September 30, 1998, the term loan, which matures in January 1999, was for $37.4 million ((pound)22.0 million), against which $29.6 million ((pound)17.4 million) had been borrowed, and the warehouse facility, which matures in April 1999, was for $169.9 million ((pound)100.0 million reduced for the amount borrowed under the term loan), against which $115.8 million ((pound)68.2 million) had been borrowed. Additionally, at September 30, 1998 Ocwen UK had entered into an $18.7 million reverse repurchase agreement, which matures in July 2001, with Greenwich International Ltd. to finance a residual security retained in connection with Ocwen UK's securitization of subprime residential mortgage loans. FORWARD-LOOKING STATEMENTS CERTAIN STATEMENTS CONTAINED HEREIN ARE NOT BASED ON HISTORICAL FACTS AND ARE "FORWARD-LOOKING STATEMENTS" WITHIN THE MEANING OF SECTION 27A OF THE SECURITIES ACT OF 1933, AS AMENDED, AND SECTION 21E OF THE SECURITIES ACT OF 1934, AS AMENDED. THESE FORWARD-LOOKING STATEMENTS MAY BE IDENTIFIED BY REFERENCE TO A FUTURE PERIOD(S) OR BY THE USE OF FORWARD-LOOKING TERMINOLOGY SUCH AS "ANTICIPATE," "BELIEVE," "COMMITMENT," "CONTINUE," "COULD," "ESTIMATE," "MAY," "PRESENT," "WILL," FUTURE OR CONDITIONAL VERB TENSES, SIMILAR TERMS, VARIATIONS ON SUCH TERMS OR NEGATIVES OF SUCH TERMS. ALTHOUGH OCN BELIEVES THE ANTICIPATED RESULTS OR OTHER EXPECTATIONS REFLECTED IN SUCH FORWARD-LOOKING STATEMENTS ARE BASED ON REASONABLE ASSUMPTIONS, ACTUAL RESULTS COULD DIFFER MATERIALLY FROM THOSE INDICATED DUE TO RISKS, UNCERTAINTIES AND CHANGES WITH RESPECT TO A VARIETY OF FACTORS, INCLUDING, BUT NOT LIMITED TO, INTERNATIONAL, NATIONAL, REGIONAL OR LOCAL ECONOMIC ENVIRONMENTS, GOVERNMENT FISCAL AND MONETARY POLICIES, PREVAILING INTEREST OR CURRENCY EXCHANGE RATES, EFFECTIVENESS OF INTEREST RATE, CURRENCY AND OTHER HEDGING STRATEGIES, LAWS AND REGULATIONS AFFECTING FINANCIAL INSTITUTIONS, REAL ESTATE INVESTMENT TRUSTS AND REAL ESTATE (INCLUDING REGULATORY FEES, CAPITAL REQUIREMENTS AND INCOME AND PROPERTY TAXATION), UNCERTAINTY OF FOREIGN LAWS, COMPETITIVE PRODUCTS, PRICING AND CONDITIONS (INCLUDING FROM COMPETITORS THAT HAVE SIGNIFICANTLY GREATER RESOURCES THAN OCN), CREDIT, PREPAYMENT, BASIS, DEFAULT, SUBORDINATION AND ASSET/LIABILITY RISKS, LOAN SERVICING EFFECTIVENESS, ABILITY TO IDENTIFY ACQUISITIONS AND INVESTMENT OPPORTUNITIES MEETING OCN'S INVESTMENT STRATEGY, COURSE OF NEGOTIATIONS AND ABILITY TO REACH AGREEMENT WITH RESPECT TO MATERIAL TERMS OF ANY PARTICULAR TRANSACTION, SATISFACTORY DUE DILIGENCE RESULTS, SATISFACTION OR FULFILLMENT OF AGREED UPON TERMS AND CONDITIONS OF CLOSING OR PERFORMANCE, TIMING OF TRANSACTION CLOSINGS, ACQUISITIONS AND INTEGRATION OF ACQUIRED BUSINESSES, SOFTWARE INTEGRATION, DEVELOPMENT AND LICENSING, AVAILABILITY OF AND COSTS ASSOCIATED WITH OBTAINING ADEQUATE AND TIMELY SOURCES OF LIQUIDITY, DEPENDENCE ON EXISTING SOURCES OF FUNDING, ABILITY TO REPAY OR REFINANCE INDEBTEDNESS (AT MATURITY OR UPON ACCELERATION), TO MEET COLLATERAL CALLS BY LENDERS (UPON RE-VALUATION OF THE UNDERLYING ASSETS OR OTHERWISE), TO GENERATE REVENUES SUFFICIENT TO MEET DEBT SERVICE PAYMENTS AND OTHER OPERATING EXPENSES AND TO SECURITIZE WHOLE LOANS, AVAILABILITY OF DISCOUNT LOANS FOR PURCHASE, SIZE OF, NATURE OF AND YIELDS AVAILABLE WITH RESPECT TO THE SECONDARY MARKET FOR MORTGAGE LOANS, FINANCIAL, SECURITIES AND SECURITIZATION MARKETS IN GENERAL, ALLOWANCES FOR LOAN LOSSES, GEOGRAPHIC CONCENTRATIONS OF ASSETS (TEMPORARY OR OTHERWISE), TIMELY LEASING OF UNOCCUPIED SQUARE FOOTAGE (GENERALLY AND UPON LEASE EXPIRATION), CHANGES IN REAL ESTATE CONDITIONS (INCLUDING LIQUIDITY, VALUATION, REVENUES, RENTAL RATES, OCCUPANCY LEVELS AND COMPETING PROPERTIES), ADEQUACY OF INSURANCE COVERAGE IN THE EVENT OF LOSS, KNOWN OR UNKNOWN ENVIRONMENTAL CONDITIONS, YEAR 2000 COMPLIANCE, OTHER FACTORS GENERALLY UNDERSTOOD TO AFFECT THE REAL ESTATE ACQUISITION, MORTGAGE AND LEASING MARKETS, SECURITIES INVESTMENTS AND RAPID GROWTH COMPANIES, AND OTHER RISKS DETAILED FROM TIME TO TIME IN OCN'S REPORTS AND FILINGS WITH THE SEC, INCLUDING ITS REGISTRATION STATEMENTS ON FORMS S-1 AND S-3 AND PERIODIC REPORTS ON FORMS 10-Q, 8-K AND 10-K. 12 Ocwen Financial Corporation (OCN) Third Quarter Results October 26, 1998 ATTACHED ARE THE FINANCIAL SUMMARY, THE AVERAGE BALANCE AND RATE ANALYSIS TABLES AND THE UNAUDITED INTERIM CONSOLIDATED FINANCIAL STATEMENTS.
OCWEN FINANCIAL CORPORATION At or for the Three At or for the Nine FINANCIAL SUMMARY Months ended September 30, Months ended September 30, -------------------------------------- --------------------------------------- (DOLLARS IN THOUSANDS, EXCEPT SHARE DATA) 1998 1997 Change % 1998 1997 Change % - ------------------------------------------------ ----------- ----------- -------- ----------- ----------- -------- OPERATIONS DATA: Interest income ................................ $ 88,542 $ 77,326 15 $ 241,457 $ 198,795 21 Interest expense ............................... 47,859 39,944 20 141,291 115,976 22 ----------- ----------- ----------- ----------- Net interest income ............................ 40,683 37,382 9 100,166 82,819 21 Provision for loan losses ...................... 1,806 4,088 (56) 13,734 21,739 (37) ----------- ----------- ----------- ----------- Net interest income after provision for loan losses ............................... 38,877 33,294 17 86,432 61,080 42 ----------- ----------- ----------- ----------- Servicing fees and other charges ............... 15,348 7,321 110 39,044 17,510 123 Gain on interest-earning assets, net ........... 24,170 5,999 303 908 46,142 (98) Other non-interest income ...................... 18,339 12,111 51 46,079 16,526 179 ----------- ----------- ----------- ----------- Total non-interest income ................... 57,857 25,431 128 86,031 80,178 7 ----------- ----------- ----------- ----------- Compensation and employee benefits ............. 32,474 20,471 59 83,721 55,069 52 Other non-interest expense ..................... 33,042 10,748 207 72,056 30,034 140 ----------- ----------- ----------- ----------- Total non-interest expense .................. 65,516 31,219 110 155,777 85,103 83 Capital Trust Securities ....................... 3,398 1,850 84 10,195 1,850 451 Equity in earnings of investment in joint ventures ..................................... -- 546 (100) -- 16,220 (100) ----------- ----------- ----------- ----------- Income before income taxes .................. 27,820 26,202 6 6,491 70,525 (91) ----------- ----------- ----------- ----------- Income tax (expense) benefit ................... (2,922) (6,179) (53) 2,888 (14,911) 119 Minority interest .............................. 33 142 (77) (2) 384 (101) ----------- ----------- ----------- ----------- Net income .................................. $ 24,931 $ 20,165 24 $ 9,377 $ 55,998 (83) =========== =========== =========== =========== Earnings per share: Basic ....................................... $ 0.41 $ 0.35 17 $ 0.15 $ 1.02 (85) Diluted ..................................... $ 0.41 $ 0.35 17 $ 0.15 $ 1.01 (85) KEY RATIOS: Net interest spread ............................ 4.86% 6.00% (19) 3.93% 4.82% (18) Net interest margin ............................ 5.49% 6.17% (11) 4.44% 4.78% (7) Annualized Return on Average: Assets (1) (2) .............................. 2.74% 2.78% (1) 0.34% 2.72% (88) Equity (2) .................................. 23.58% 26.47% (11) 2.92% 29.86% (90) Efficiency Ratio (3) ........................... 66.49% 49.27% (35) 83.66% 47.49% 76 AVERAGE BALANCES: Securities available for sale .................. $ 597,261 $ 232,957 156 $ 571,862 $ 293,393 95 Loan portfolio ................................. 255,113 412,520 (38) 273,979 427,749 (36) Discount loan portfolio ........................ 1,357,124 1,216,417 12 1,347,753 1,228,267 10 Total interest-earning assets .................. 2,966,091 2,423,833 22 3,008,093 2,308,516 30 Total assets ................................... 3,644,135 2,903,514 26 3,628,944 2,747,893 32 Deposits ....................................... 1,940,487 2,000,512 (3) 1,879,363 2,022,407 (7) Total interest-earning liabilities ............. 2,702,114 2,362,201 14 2,780,923 2,322,348 20 Total liabilities .............................. 3,221,237 2,598,744 24 3,201,134 2,497,816 28 Total stockholders' equity ..................... 422,898 304,770 39 427,810 250,077 71 - --------------------------------------------------------------------------------------------------------------------------------
13 Ocwen Financial Corporation (OCN) Third Quarter Results October 26, 1998 (1) Includes OCN's pro rata share of average assets held by the joint venture for the three and nine months ended September 30, 1997. (2) Exclusive of the charge of $77,645 ($62,368 after tax) in the second quarter of 1998 associated with OCN's interest only portfolio, the annualized return on average assets would have been 3.20% for the nine months ended September 30, 1998 and the annualized return on average equity would have been 27.12% for the nine months ended September 30, 1998. (3) Before provision for loan losses, and including equity in earnings of investment in joint venture for the three and nine months ended September 30, 1997. Exclusive of the $77,645 charge in the second quarter of 1998, the efficiency ratio would have been 59.04% for the nine months ended September 30, 1998. 14 Ocwen Financial Corporation (OCN) Third Quarter Results October 26, 1998
OCWEN FINANCIAL CORPORATION AVERAGE BALANCE/RATE ANALYSIS Three months ended September 30, ---------------------------------------------------------------------------- 1998 1997 ------------------------------------- ------------------------------------ Average Annualized Average Annualized Balance Interest Yield/Rate Balance Interest Yield/Rate ---------- --------- ---------- ---------- ---------- ---------- AVERAGE ASSETS: Federal funds sold and repurchase agreements......................... $ 185,765 $ 2,508 5.40% $ 341,868 $ 4,844 5.67% Securities available for sale........ 597,261 8,982 6.02 232,957 8,725 14.98 Loans available for sale............. 467,449 11,390 9.75 172,053 4,267 9.92 Investment securities and other...... 103,379 1,617 6.26 48,018 695 5.79 Loan portfolio....................... 255,113 13,771 21.59 412,520 16,425 15.93 Discount loan portfolio.............. 1,357,124 50,274 14.82 1,216,417 42,370 13.93 ---------- --------- ---------- ---------- Total interest-earning assets, interest income.................... 2,966,091 88,542 11.94 $2,423,833 77,326 12.76 ---------- --------- ---------- ---------- Non-interest earning cash............ 53,347 6,061 Allowance for loan losses............ (26,844) (25,866) Investments in low-income housing tax credit interests............... 138,716 95,399 Investment in joint ventures....... 1,132 25,552 Real estate owned, net............... 153,474 139,143 Investment in real estate............ 22,615 54,181 Other assets......................... 335,604 185,211 ---------- ---------- Total assets......................... $3,644,135 $2,903,514 ========== ========== AVERAGE LIABILITIES AND STOCKHOLDERS' EQUITY: Interest-bearing demand deposits..... $ 50,912 $ 552 4.34% $ 34,521 $ 282 3.27% Savings deposits..................... 1,606 9 2.24 1,933 11 2.28 Certificates of deposit.............. 1,887,969 30,585 6.48 1,964,058 30,764 6.27 ---------- --------- ---------- ---------- Total interest-bearing deposits...... 1,940,487 31,146 6.42 2,000,512 31,057 6.21 Notes, debentures and other.......... 225,397 6,772 12.02 233,717 6,798 11.63 Obligations outstanding under lines of credit.......................... 461,316 8,767 7.60 124,341 2,025 6.51 Securities sold under agreements to repurchase......................... 74,495 1,168 6.27 3,075 56 7.28 Federal Home Loan Bank advances...... 419 6 5.73 556 8 5.76 ---------- --------- ---------- ---------- Total interest-bearing liabilities, interest expense................... 2,702,114 47,859 7.08 2,362,201 39,944 6.76 Non-interest bearing deposits........ 951 37,269 Escrow deposits...................... 201,221 80,840 Capital Trust Securities............. 125,000 68,548 Other liabilities.................... 191,951 49,886 ---------- ---------- Total liabilities.................... 3,221,237 2,598,744 Stockholders' equity................. 422,898 304,770 ---------- ---------- Total liabilities and stockholders' equity............................. $3,644,135 $2,903,514 ========== ========== Net interest income before provision for loan losses.................... $ 40,683 $ 37,382 ========= ========== Net interest rate spread........... 4.86% 6.00% Net interest margin.................. 5.49% 6.17% Ratio of interest-earning assets to interest-bearing liabilities....... 110% 103%
15 Ocwen Financial Corporation (OCN) Third Quarter Results October 26, 1998
Nine months ended September 30, -------------------------------------------------------------------------- 1998 1997 ------------------------------------- ------------------------------------ Average Annualized Average Annualized Balance Interest Yield/Rate Balance Interest Yield/Rate ---------- --------- ---------- ---------- ---------- ---------- AVERAGE ASSETS: (Dollars in thousands) Federal funds sold and repurchase agreements $ 130,421 $ 4,944 5.05% $ 179,132 $ 7,296 5.43% Securities available for trading............ -- -- -- 4,393 248 7.53 Securities available for sale............... 571,862 25,655 5.98 293,393 23,407 10.64 Loans available for sale.................... 601,708 46,185 10.23 142,194 11,091 10.40 Investment securities and other............. 82,370 3,633 5.88 33,388 2,122 8.47 Loan portfolio.............................. 273,979 31,688 15.42 427,749 37,791 11.78 Discount loan portfolio..................... 1,347,753 129,352 12.80 1,228,267 116,840 12.68 ---------- -------- ---------- ---------- Total interest-earning assets, interest income................................... 3,008,093 241,457 10.70 2,308,516 198,795 11.48 -------- ---------- Non-interest earning cash................... 31,826 9,872 Allowance for loan losses................... (25,632) (21,274) Investments in low-income housing tax credit interests......................... 128,089 95,525 Investment in joint ventures................ 1,081 39,772 Real estate owned, net...................... 167,346 117,966 Investment in real estate................... 46,521 18,060 Other assets................................ 271,620 179,456 ---------- ---------- Total assets.............................. 3,628,944 $2,747,893 ========== ========== AVERAGE LIABILITIES AND STOCKHOLDERS' EQUITY: Interest-bearing demand deposits............ $ 36,901 $ 1,165 4.21% $ 33,940 $ 1,005 3.95% Savings deposits............................ 1,695 29 2.28 2,197 38 2.31 Certificates of deposit..................... 1,840,767 86,474 6.26 1,986,270 91,278 6.13 ---------- -------- ---------- ---------- Total interest-bearing deposits........... 1,879,363 87,668 6.22 2,022,407 92,321 6.09 Notes, debentures and other................. 225,790 20,258 11.96 230,160 20,388 11.81 Obligations outstanding under lines of 556,581 28,390 6.80 46,225 2,298 6.63 credit................................... Securities sold under agreements to 116,556 4,869 5.57 12,760 533 5.57 repurchase............................... Federal Home Loan Bank advances............. 2,633 106 5.37 10,796 436 5.38 ---------- -------- ---------- ---------- Total interest-bearing liabilities, interest expense......................... 2,780,923 141,291 6.77 2,322,348 115,976 6.66 -------- ---------- Non-interest bearing deposits............... 14,546 26,986 Escrow deposits............................. 151,749 74,853 Capital Trust Securities.................... 125,000 22,849 Other liabilities........................... 128,916 50,780 ---------- ---------- Total liabilities......................... 3,201,134 2,497,816 Stockholders' equity........................ 427,810 250,077 ---------- ---------- Total liabilities and stockholders' equity $3,628,944 $2,747,893 ========== ========== Net interest income before provision for loan losses.............................. $100,166 $ 82,819 ======== ========== Net interest rate spread.................... 3.93% 4.82% Net interest margin......................... 4.44% 4.78% Ratio of interest-earning assets to interest-bearing liabilities............. 108% 99%
16 Ocwen Financial Corporation (OCN) Third Quarter Results October 26, 1998
OCWEN FINANCIAL CORPORATION AND SUBSIDIARIES September 30, December 31, CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION 1998 1997 (DOLLARS IN THOUSANDS, EXCEPT SHARE DATA) (Unaudited) (Audited) ----------- ----------- Assets Cash and amounts due from depository institutions ............................... $ 22,374 $ 12,243 Interest earning deposits ....................................................... 22,489 140,001 Federal funds sold and repurchase agreements .................................... 213,000 -- Securities available for sale, at market value .................................. 712,850 476,796 Loans available for sale, at lower of cost or market ............................ 337,336 177,041 Investment securities, net ...................................................... 88,430 13,295 Loan portfolio, net ............................................................. 224,741 266,299 Discount loan portfolio, net .................................................... 1,094,590 1,434,176 Investments in low-income housing tax credit interests .......................... 133,682 128,614 Investment in joint ventures .................................................... 1,206 1,056 Real estate owned, net .......................................................... 169,720 167,265 Investment in real estate ....................................................... 17,271 65,972 Premises and equipment, net ..................................................... 41,636 21,542 Income taxes receivable ......................................................... 34,701 -- Deferred tax asset .............................................................. 42,581 45,148 Excess of purchase price over net assets acquired ............................... 34,430 15,560 Principal, interest and dividends receivable .................................... 18,395 17,284 Escrow advances on loans ........................................................ 53,280 47,888 Other assets .................................................................... 128,016 38,985 ----------- ----------- $ 3,390,728 $ 3,069,165 =========== =========== Liabilities and Stockholders' Equity Liabilities: Deposits ..................................................................... $ 2,076,537 $ 1,982,822 Securities sold under agreements to repurchase ............................... 60,798 108,250 Obligations outstanding under lines of credit ................................ 333,803 118,304 Notes, debentures and other interest bearing obligations ..................... 225,317 226,975 Accrued interest payable ..................................................... 43,887 32,238 Income taxes payable ......................................................... -- 3,132 Accrued expenses, payables and other liabilities ............................. 80,159 51,709 ----------- ----------- Total liabilities .......................................................... 2,820,501 2,523,430 ----------- ----------- Company-obligated, mandatorily redeemable securities of subsidiary trust holding solely junior subordinated debentures of the Company ................................................ 125,000 125,000 Minority interest ............................................................... 1,136 1,043 Commitments and contingencies Stockholders' equity: Preferred stock, $.01 par value; 20,000,000 shares authorized; 0 shares issued and outstanding ............................................................ -- -- Common stock, $.01 par value; 200,000,000 shares authorized; 60,794,193 and 60,565,835 shares issued and outstanding at September 30, 1998 and December 31, 1997, respectively .............................................................. 608 606 Additional paid-in capital ................................................... 166,193 164,751 Retained earnings ............................................................ 268,726 259,349 Net unrealized gain (loss) on securities available for sale, net of taxes .... 11,073 (5,014) Net unrealized foreign currency translation loss, net of taxes ............... (2,509) -- ----------- ----------- Total stockholders' equity ................................................. 444,091 419,692 ----------- ----------- $ 3,390,728 $ 3,069,165 =========== ===========
17 Ocwen Financial Corporation (OCN) Third Quarter Results October 26, 1998
OCWEN FINANCIAL CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (DOLLARS IN THOUSANDS, EXCEPT PER SHARE DATA) (UNAUDITED) Three Months Nine Months ---------------------------- ---------------------------- For the periods ended September 30, 1998 1997 1998 1997 ------------ ------------ ------------ ------------ Interest income: Federal funds sold and repurchase agreements ........ $ 2,508 $ 4,844 $ 4,944 $ 7,296 Securities available for sale ....................... 8,982 8,725 25,655 23,407 Securities held for trading ......................... -- -- -- 248 Loans available for sale ............................ 11,390 4,267 46,185 11,091 Loans ............................................... 13,771 16,425 31,688 37,791 Discount loans ...................................... 50,274 42,370 129,352 116,840 Investment securities and other ..................... 1,617 695 3,633 2,122 ------------ ------------ ------------ ------------ 88,542 77,326 241,457 198,795 ------------ ------------ ------------ ------------ Interest expense: Deposits ............................................ 31,146 31,057 87,668 92,321 Securities sold under agreements to repurchase ...... 1,168 56 4,869 533 Advances from the Federal Home Loan Bank ............ 6 8 106 436 Obligations outstanding under lines of credit ....... 8,767 2,025 28,390 2,298 Notes, debentures and other interest bearing obligations ......................................... 6,772 6,798 20,258 20,388 ------------ ------------ ------------ ------------ 47,859 39,944 141,291 115,976 ------------ ------------ ------------ ------------ Net interest income before provision for loan losses 40,683 37,382 100,166 82,819 Provision for loan losses ............................. 1,806 4,088 13,734 21,739 ------------ ------------ ------------ ------------ Net interest income after provision for loan losses . 38,877 33,294 86,432 61,080 ------------ ------------ ------------ ------------ Non-interest income: Servicing fees and other charges .................... 15,348 7,321 39,044 17,510 Gains on interest earning ........................... 24,170 5,999 908 46,142 Gain on real estate owned, net ...................... 1,216 4,793 12,763 8,628 Other income ........................................ 17,123 7,318 33,316 7,898 ------------ ------------ ------------ ------------ 57,857 25,431 86,031 80,178 ------------ ------------ ------------ ------------ Non-interest expense: Compensation and employee benefits .................. 32,474 20,471 83,721 55,069 Occupancy and equipment ............................. 9,485 5,029 24,495 11,818 Net operating loss on investments in real estate and certain low-income housing tax credit interests ... 2,696 622 4,988 1,819 Other operating expenses ............................ 20,861 5,097 42,573 16,397 ------------ ------------ ------------ ------------ 65,516 31,219 155,777 85,103 ------------ ------------ ------------ ------------ Distributions on Company-obligated, mandatorily redeemable securities of subsidiary trust holding solely junior subordinated debentures ............... 3,398 1,850 10,195 1,850 Equity in earnings of investment in joint ventures .... -- 546 -- 16,220 ------------ ------------ ------------ ------------ Income before income taxes .......................... 27,820 26,202 6,491 70,525 Income tax (expense) benefit .......................... (2,922) (6,179) 2,888 (14,911) Minority interest in net (income) loss of consolidated subsidiary .......................................... 33 142 (2) 384 ------------ ------------ ------------ ------------ Net income .......................................... $ 24,931 $ 20,165 $ 9,377 $ 55,998 ============ ============ ============ ============ Income per share: Basic ............................................... $ 0.41 $ 0.35 $ 0.15 $ 1.02 ============ ============ ============ ============ $ 0.41 $ 0.35 $ 0.15 $ 1.01 ============ ============ ============ ============ Weighted average common shares outstanding: Basic ............................................... 60,785,467 57,004,218 60,716,777 54,734,082 ============ ============ ============ ============ Diluted ............................................. 61,074,499 57,749,958 61,249,163 55,341,404 ============ ============ ============ ============ 18