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SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 10-Q

Quarterly Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

For Quarter Ended March 31, 2000
Commission file number 2-80466

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Norwest Financial, Inc.

(Exact name of registrant as specified in its charter)

|Iowa(State of incorporation)                                                |  | 42-1186565(IRS Employer Identification No.)
|--------------------------------------------------------------------------- |  | -------------------------------------------
|206 Eighth Street, Des Moines, Iowa(Address of principal executive offices) |  | 50309(zip code)                            

(515)243-2131(Registrant's telephone number, including area code)

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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 May 9, 2000.

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.

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## 

PART I. FINANCIAL INFORMATION

NORWEST FINANCIAL, INC.

Consolidated Balance Sheets (Unaudited)

(Thousands of Dollars)

|                                                                                                           |  | March 31,
2000 |            | December 31,
1999 |  
|---------------------------------------------------------------------------------------------------------- |  | -------------- | ---------- | ----------------- | -
|Assets                                                                                                     | 
|Cash and cash equivalents                                                                                  |  | $              | 110,146    |                   | $
|Securities available-for-sale                                                                              |  |                | 1,207,244  |                   |  
|Finance receivables                                                                                        |  |                | 9,397,903  |                   |  
|Less allowance for credit losses                                                                           |  |                | 381,978    |                   |  
|                                                                                                           |  |                |            |                   |  
|Finance receivablesnet                                                                                    |  |                | 9,015,925  |                   |  
|                                                                                                           |  |                |            |                   |  
|Notes receivableaffiliates                                                                                |  |                | 454,609    |                   |  
|Property and equipment (at cost, less accumulated depreciation of $132,447 for 2000 and $130,253 for 1999) |  |                | 67,714     |                   |  
|Deferred income taxes                                                                                      |  |                | 140,232    |                   |  
|Other assets                                                                                               |  |                | 443,130    |                   |  
|                                                                                                           |  |                |            |                   |  
|Total assets                                                                                               |  | $              | 11,439,000 |                   | $
|                                                                                                           |  |                |            |                   |  
|Liabilities and Stockholder's Equity                                                                       | 
|Loans payableshort-term:                                                                                  |  |                |            |                   |  
|Commercial paper                                                                                           |  | $              | 2,388,516  |                   | $
|Affiliates                                                                                                 |  |                | 403,151    |                   |  
|Other                                                                                                      |  |                | 115,757    |                   |  
|Unearned insurance premiums and commissions                                                                |  |                | 139,061    |                   |  
|Insurance claims and policy reserves                                                                       |  |                | 34,764     |                   |  
|Accrued interest payable                                                                                   |  |                | 99,715     |                   |  
|Other payables to affiliates                                                                               |  |                | 48,698     |                   |  
|Other liabilities                                                                                          |  |                | 322,483    |                   |  
|Long-term debt:                                                                                            |  |                |            |                   |  
|Senior                                                                                                     |  |                | 5,795,595  |                   |  
|Affiliates                                                                                                 |  |                | 500,000    |                   |  
|                                                                                                           |  |                |            |                   |  
|Total liabilities                                                                                          |  |                | 9,847,740  |                   |  
|                                                                                                           |  |                |            |                   |  
|Stockholder's equity:                                                                                      |  |                |            |                   |  
|Common stock without par value (authorized 1,000 shares, issued and outstanding 1,000 shares)              |  |                | 3,855      |                   |  
|Additional paid in capital                                                                                 |  |                | 209,124    |                   |  
|Retained earnings                                                                                          |  |                | 1,405,712  |                   |  
|Accumulated other comprehensive loss, net of income taxes                                                  |  |                | (27,431    | )                 |  
|                                                                                                           |  |                |            |                   |  
|Total stockholder's equity                                                                                 |  |                | 1,591,260  |                   |  
|                                                                                                           |  |                |            |                   |  
|Total liabilities and stockholder's equity                                                                 |  | $              | 11,439,000 |                   | $
|                                                                                                           |  |                |            |                   |  

See
accompanying notes to consolidated financial statements.

2



NORWEST FINANCIAL, INC.

Consolidated Statements of Income (Unaudited)

(Thousands of Dollars)

|                                   |  | Three Months Ended March 31,
|---------------------------------- |  | ----------------------------
|
|Income:                            |  |                             
|Finance charges and interest       |  | $                           
|Insurance premiums and commissions |  |                             
|Other income                       |  |                             
|                                   |  |                             
|Total income                       |  |                             
|                                   |  |                             
|Expenses:                          |  |                             
|Operating expenses                 |  |                             
|Interest and debt expense          |  |                             
|Provision for credit losses        |  |                             
|Insurance losses and loss expenses |  |                             
|                                   |  |                             
|Total expenses                     |  |                             
|                                   |  |                             
|Income before income taxes         |  |                             
|Income taxes                       |  |                             
|                                   |  |                             
|Net income                         |  | $                           
|                                   |  |                             

See
accompanying notes to consolidated financial statements.

3



NORWEST FINANCIAL, INC.

Consolidated Statements of Comprehensive Income (Unaudited)

(Thousands of Dollars)

|                                                                                 |  | Three Months Ended March 31, |        
|-------------------------------------------------------------------------------- |  | ---------------------------- | -------
|
|Net income                                                                       |  | $                            | 54,137 
|Other comprehensive loss, before income taxes:                                   |  |                              |        
|Unrealized losses on securities available-for-sale:                              |  |                              |        
|Unrealized losses arising during the period                                      |  |                              | (7,511 
|Reclassification adjustment for net gains included in income                     |  |                              | (2,373 
|                                                                                 |  |                              |        
|                                                                                 |  |                              | (9,884 
|Foreign currency translation adjustment                                          |  |                              | (183   
|                                                                                 |  |                              |        
|Other comprehensive loss before income taxes                                     |  |                              | (10,067
|Income tax benefit related to unrealized losses on securities available-for-sale |  |                              | (3,367 
|                                                                                 |  |                              |        
|Other comprehensive loss, net of income taxes                                    |  |                              | (6,700 
|                                                                                 |  |                              |        
|Comprehensive income                                                             |  | $                            | 47,437 
|                                                                                 |  |                              |        

See
accompanying notes to consolidated financial statements.

4



NORWEST FINANCIAL, INC.

Consolidated Statements of Cash Flows (Unaudited)

(Thousands of Dollars)

|                                                                                                                            |  | Three Months Ended March 31, |           
|--------------------------------------------------------------------------------------------------------------------------- |  | ---------------------------- | ----------
|
|Cash flows from operating activities:                                                                                       |  |                              |           
|Net income                                                                                                                  |  | $                            | 54,137    
|Adjustments to reconcile net income to net cash flows from operating activities, net of effect of contributed subsidiaries: |  |                              |           
|Provision for credit losses                                                                                                 |  |                              | 77,359    
|Depreciation and amortization                                                                                               |  |                              | 12,801    
|Deferred income taxes                                                                                                       |  |                              | (1,928    
|Other receivables from affiliates                                                                                           |  |                              |           
|Other assets                                                                                                                |  |                              | (18,921   
|Unearned insurance premiums and commissions                                                                                 |  |                              | (1,486    
|Insurance claims and policy reserves                                                                                        |  |                              | 640       
|Accrued interest payable                                                                                                    |  |                              | (2,980    
|Other payables to affiliates                                                                                                |  |                              | 45,957    
|Other liabilities                                                                                                           |  |                              | (55,810   
|                                                                                                                            |  |                              |           
|Net cash provided by operating activities                                                                                   |  |                              | 109,769   
|                                                                                                                            |  |                              |           
|Cash flows from investing activities:                                                                                       |  |                              |           
|Finance receivables:                                                                                                        |  |                              |           
|Principal collected                                                                                                         |  |                              | 2,039,323 
|Receivables originated or purchased                                                                                         |  |                              | (2,197,710
|Proceeds from sales of securities                                                                                           |  |                              | 37,063    
|Proceeds from maturities of securities                                                                                      |  |                              | 32,988    
|Purchases of securities                                                                                                     |  |                              | (62,513   
|Net additions to property and equipment                                                                                     |  |                              | (3,655    
|Net decrease (increase) in notes receivableaffiliates, net of effect of contributed subsidiaries                           |  |                              | (18,829   
|Cash and cash equivalents of contributed subsidiaries received                                                              |  |                              | 477       
|Other                                                                                                                       |  |                              | 57,502    
|                                                                                                                            |  |                              |           
|Net cash provided (used) by investing activities                                                                            |  |                              | (115,354  
|                                                                                                                            |  |                              |           
|Cash flows from financing activities:                                                                                       |  |                              |           
|Net increase (decrease) in loans payableshort term                                                                         |  |                              | (400,683  
|Proceeds from issuance of long-term debt:                                                                                   |  |                              |           
|Senior                                                                                                                      |  |                              | 68,989    
|Affiliates                                                                                                                  |  |                              | 500,000   
|Repayment of senior long-term debt                                                                                          |  |                              | (186,545  
|Dividends paid                                                                                                              |  |                              | (45,000   
|                                                                                                                            |  |                              |           
|Net cash used by financing activities                                                                                       |  |                              | (63,239   
|                                                                                                                            |  |                              |           
|Net increase (decrease) in cash and cash equivalents                                                                        |  |                              | (68,824   
|Cash and cash equivalents beginning of period                                                                               |  |                              | 178,970   
|                                                                                                                            |  |                              |           
|Cash and cash equivalents end of period                                                                                     |  | $                            | 110,146   
|                                                                                                                            |  |                              |           

See accompanying notes to consolidated financial statements.

5



NORWEST FINANCIAL, INC.

Consolidated Statements of Stockholder's Equity (Unaudited)

(Thousands of Dollars)

|                             |  |   |       |  |   |         |  | Accumulated Other
Comprehensive Income (Loss) |           |   |  
|---------------------------- |  | - | ----- |  | - | ------- |  | --------------------------------------------- | --------- | - | -
|
|Balance, December 31, 1998   |  | $ | 3,855 |  | $ | 189,438 |  | $                                             | 1,362,370 |   | $
|Comprehensive income (loss): |  |   |       |  |   |         |  |                                               |           |   |  
|Net income                   |  |   |       |  |   |         |  |                                               | 59,763    |   |  
|Other                        |  |   |       |  |   |         |  |                                               |           |   |  
|Contributed subsidiaries     |  |   |       |  |   | 7,259   |  |                                               | 12        |   |  
|Dividends                    |  |   |       |  |   |         |  |                                               | (40,000   | ) |  
|                             |  |   |       |  |   |         |  |                                               |           |   |  
|Balance, March 31, 1999      |  | $ | 3,855 |  | $ | 196,697 |  | $                                             | 1,382,145 |   | $
|                             |  |   |       |  |   |         |  |                                               |           |   |  
|Balance, December 31, 1999   |  | $ | 3,855 |  | $ | 196,697 |  | $                                             | 1,407,743 |   | $
|Comprehensive income (loss): |  |   |       |  |   |         |  |                                               |           |   |  
|Net income                   |  |   |       |  |   |         |  |                                               | 54,137    |   |  
|Other                        |  |   |       |  |   |         |  |                                               |           |   |  
|Contributed subsidiaries     |  |   |       |  |   | 12,427  |  |                                               | (11,168   | ) |  
|Dividends                    |  |   |       |  |   |         |  |                                               | (45,000   | ) |  
|                             |  |   |       |  |   |         |  |                                               |           |   |  
|Balance, March 31, 2000      |  | $ | 3,855 |  | $ | 209,124 |  | $                                             | 1,405,712 |   | $
|                             |  |   |       |  |   |         |  |                                               |           |   |  

See
accompanying notes to consolidated financial statements.

6



NORWEST FINANCIAL, INC.

Notes to Consolidated Financial Statements (Unaudited)

The
accompanying unaudited consolidated financial statements and notes have been prepared in accordance with the accounting policies set forth in Norwest Financial, Inc.'s 1999
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. The results of operations for interim periods are
not necessarily indicative of the results to be expected for the entire year.

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 Wells Fargo &
Company ("Wells Fargo").

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 $941 million of consolidated stockholder's equity was unrestricted at
March 31, 2000.

3.Other Income.

Income
from affiliates was $8.7 million and $12.1 million for the three months ended March 31, 2000 and 1999, respectively.

Interest
and dividends from securities available-for-sale and cash equivalents were $19.9 million and $18.6 million for the three months ended
March 31, 2000 and 1999, respectively.

4.Reclassifications.

Certain
amounts in the 1999 financial statements have been reclassified to conform to the presentation used in the 2000 financial statements.

7



5.Finance Receivables.

Finance
receivables are as follows:

|                                     |  | March 31,
2000 |           | December 31,
1999
|------------------------------------ |  | -------------- | --------- | -----------------
|
|United States consumer finance:      |  |                |           |                  
|Loans secured by real estate         |  | $              | 2,339,592 |                  
|Loans not secured by real estate     |  |                | 1,303,829 |                  
|                                     |  |                |           |                  
|Total loans                          |  |                | 3,643,421 |                  
|Sales finance contracts              |  |                | 1,190,287 |                  
|Credit cards                         |  |                | 584,201   |                  
|                                     |  |                |           |                  
|Total United States consumer finance |  |                | 5,417,909 |                  
|                                     |  |                |           |                  
|Canadian consumer finance:           |  |                |           |                  
|Loans secured by real estate         |  |                | 94,211    |                  
|Loans not secured by real estate     |  |                | 449,535   |                  
|                                     |  |                |           |                  
|Total loans                          |  |                | 543,746   |                  
|Sales finance contracts              |  |                | 484,584   |                  
|Credit cards                         |  |                | 16,468    |                  
|                                     |  |                |           |                  
|Total Canadian consumer finance      |  |                | 1,044,798 |                  
|                                     |  |                |           |                  
|Automobile finance                   |  |                | 2,202,165 |                  
|Other                                |  |                | 733,031   |                  
|                                     |  |                |           |                  
|Total finance receivables            |  | $              | 9,397,903 |                  
|                                     |  |                |           |                  

6.Allowance for Credit Losses.

The
analysis of the allowance for credit losses is as follows:

|                                                         |  | Three Months Ended March 31, |        
|-------------------------------------------------------- |  | ---------------------------- | -------
|
|
|Allowance for credit losses beginning of period          |  | $                            | 367,712
|Provision for credit losses charged to expense           |  |                              | 77,359 
|Write-offs                                               |  |                              | (88,525
|Recoveries                                               |  |                              | 15,589 
|Allowance related to receivables contributed or acquired |  |                              | 9,843  
|                                                         |  |                              |        
|Allowance for credit losses end of period                |  | $                            | 381,978
|                                                         |  |                              |        

8



7.Statements of Consolidated Cash Flows.

The
Company and its subsidiaries consider highly liquid debt instruments purchased with an original maturity of three months or less to be cash equivalents. Supplemental disclosure of
certain cash flow information is presented below:

|               |  | Three Months Ended March 31,
|-------------- |  | ----------------------------
|
|
|Cash paid for: |  |                             
|Interest       |  | $                           
|Income taxes   |  |                             

8.Segment Information.

The
Company has three reportable segments: U.S. consumer finance, Canadian consumer finance, and automobile finance. The Company's operating segments are determined by product type
and geography. U.S. consumer finance operations make loans to individuals and purchase sales finance contracts through 800 consumer finance branches in 47 states, Guam, Saipan, and Puerto Rico. The
U.S. consumer finance segment also issues credit cards through two banking subsidiaries. Canadian consumer finance operations make loans to individuals and purchase sales finance contracts through 148
consumer finance branches in the 10 provinces. Automobile finance operations specialize in purchasing sales finance contracts directly from automobile dealers and making loans secured by automobiles
through 197 branches in 33 states and Puerto Rico. Results from insurance operations are included in the appropriate segment.

Selected
financial information for each segment is shown below:

|                             |  |   |         |  |   | Canadian Consumer Finance |  |   |        |  |   |        |  |   |         |  |   |         |  |   |        |  
|---------------------------- |  | - | ------- |  | - | ------------------------- |  | - | ------ |  | - | ------ |  | - | ------- |  | - | ------- |  | - | ------ | -
|
|
|
|
|Finance charges and interest |  | $ | 257,810 |  | $ | 224,571                   |  | $ | 61,373 |  | $ | 57,311 |  | $ | 101,722 |  | $ | 95,568  |  | $ | 28,087 |  
|Intersegment income          |  |   |         |  |   |                           |  |   |        |  |   |        |  |   |         |  |   |         |  |   |        |  
|Total income                 |  |   | 315,294 |  |   | 282,577                   |  |   | 67,890 |  |   | 62,932 |  |   | 106,284 |  |   | 100,021 |  |   | 35,645 |  
|Net income (loss)            |  |   | 41,382  |  |   | 35,049                    |  |   | 6,796  |  |   | 7,526  |  |   | 9,855   |  |   | 11,551  |  |   | (3,896 | )

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9.Recent Accounting Standards.

In
June 1998, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standards No. 133 (FAS 133), Accounting for Derivative
Instruments and Hedging Activities. In July 1999, the FASB issued FAS 137, Deferral of the Effective Date of FASB Statement No. 133, that defers the effective date of
implementation of FAS 133 to no later than January 1, 2001 for the Company's financial statements. The Company has not yet completed the analysis required to determine the impact on the
financial statements.

9



10.Business Combinations.

Effective
January 1, 2000, the Parent made a capital contribution, without consideration, to the Company of the issued and outstanding shares of capital stock of two of the
Parent's consumer finance subsidiaries (the "Contributed Subsidiaries"). This capital contribution was accounted for as a merger of interests under common control. Accordingly, the assets acquired and
liabilities assumed were recorded at historical cost. The contributed subsidiaries had assets totaling $237.8 million and 49 branch offices at the time of the contribution.

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.

Norwest Financial's total income (revenue) increased 8% for the first three months ($525.1 million in the first three months of 2000 compared with
$485.6 million in the first three months of 1999).

Income
from finance charges and interest increased 12% for the first three months ($449.0 million in the first three months of 2000 compared with $399.2 million in the
first three months of 1999). Changes in income from finance charges and interest result predominantly 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 three months of 2000 increased 12% from the first three months of 1999; average U.S. consumer
finance receivables outstanding increased 15%, average Canadian consumer finance receivables outstanding increased 8%, average automobile finance receivables outstanding increased 7%, and average
other finance receivables outstanding increased 18%.

|                                       |  | Three Months Ended March 31, |  
|-------------------------------------- |  | ---------------------------- | -
|
|Rate of charge on finance receivables: |  |                              |  
|U.S. consumer finance                  |  | 19.04                        | %
|Canadian consumer finance              |  | 24.37                        |  
|Automobile finance                     |  | 18.76                        |  
|Other                                  |  | 15.67                        |  
|Total                                  |  | 19.29                        |  

The
increases in income from finance charges and interest were due predominantly to growth in average receivables outstanding. Growth in average receivables for all categories was due
primarily to regular business activity. The majority of the increase in other average receivables was due to receivable growth of Norwest Financial Preferred Capital, Inc., a subsidiary of the
Company which began rediscounting to consumer finance companies in 1997.

Insurance
premiums and commissions decreased 16% ($25.6 million in the first three months of 2000 compared with $30.4 million in the first three months of 1999.) The
decreases were predominantly due to decreases in insurance premiums and commission on multiple peril crop insurance. Insurance losses and loss expenses increased 21% ($13.3 million in the first
three months of 2000 compared with $11.0 million in the first three months of 1999.) The increases were predominately due to increases in insurance losses and loss expenses on multiple peril
crop insurance. The company has announced its intention, subject to regulatory approval, to transfer the multiple peril crop insurance operations to another affiliate of Wells Fargo.

11



Other
income decreased 10% ($50.5 million in the first three months of 2000 compared with $56.0 million in the first three months of 1999). The decrease in other income
was due predominantly to the elimination of income from the sale of information services in 2000 due to the transfer of this business to the Parent on December 15, 1999.

Operating
expenses increased 8% ($205.2 million in the first three months of 2000 compared with $189.6 million in the first three months of 1999). The increase was due
primarily to increases in employee compensation and benefits and other costs relating to business expansion.

Interest
and debt expense increased 15% ($143.5 million in the first three months of 2000 compared with $124.9 million in the first three months of 1999). Changes in
interest and debt expense result predominantly 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 three months of 2000 increased 10% from the first three months of 1999.

|                |  | Three Months Ended
March 31, |  
|--------------- |  | ---------------------------- | -
|
|Costs of funds: |  |                              |  
|Short-term      |  | 6.15                         | %
|Long-term       |  | 6.50                         |  
|Total           |  | 6.40                         |  

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 11% from the first three months of 1999.

Provision
for credit losses increased 14% ($77.4 million in the first three months of 2000 compared with $68.1 million in the first three months of 1999). Net
write-offs increased 18% in the first three months of 2000 compared to the first three months of 1999.

|                                                                                        |  | Three Months Ended
March 31, |  
|--------------------------------------------------------------------------------------- |  | ---------------------------- | -
|
|Net write-offs, not annualized, as a percentage of average net receivables outstanding: |  |                              |  
|U.S. consumer finance                                                                   |  | .62                          | %
|Canadian consumer finance                                                               |  | 1.41                         |  
|Automobile finance                                                                      |  | .97                          |  
|Other                                                                                   |  | .57                          |  
|Total                                                                                   |  | .78                          |  

During
2000, the provision for credit losses exceeded net write-offs by $4.4 million. At March 31, 2000, the Company had an allowance for credit losses of
$382.0 million (4.06% of receivables) compared with $367.7 million (4.05% of receivables) at December 31, 1999. There were no material changes in estimation methods and
assumptions during 2000 and 1999. Non-accrual finance receivables were $46.3 million at March 31, 2000 compared with $41.3 million at December 31, 1999. In
addition, finance receivables outstanding which were more than three payments contractually delinquent and which were still accruing interest were $106.7 million at March 31, 2000
compared with $110.9 million at December 31, 1999. Management believes the allowance for credit losses at March 31, 2000, is adequate to absorb probable losses on existing
receivables in the finance receivables portfolio.

Income
taxes decreased 2% ($31.6 million in the first three months of 2000 compared with $32.3 million in the first three months of 1999). Income before income taxes
decreased 7% ($85.7 million in the first

12



three
months of 2000 compared with $92.1 million in the first three months of 1999.) The effective tax rate was 36.9% for the first three months of 2000 compared with 35.1% for the first three
months of 1999. The increase in the effective tax rate was due predominantly to an increase in state taxes.

The
Company maintains bank lines of credit and revolving credit agreements to provide an alternative source of liquidity to support the Company's commercial paper borrowings. At
March 31, 2000, lines of credit and revolving credit agreements totaling $1,821 million were being maintained at 32 domestic and international banks; the entire amount was available on
that date. Additionally, the Company's bank subsidiaries, Dial Bank and Dial National Bank, have access to federal funds borrowings. At March 31, 2000, federal funds availability at the two
banks was $349 million.

The
Company and a Canadian subsidiary obtain long-term debt capital primarily from the issuance of debt securities to the public through underwriters on a
firm-commitment basis and the issuance of debt
securities to institutional investors. The Company and a Canadian subsidiary also obtain long-term debt from the issuance of medium-term notes (which have maturities ranging
from nine months to 30 years) through underwriters (acting as agent or principal).

The
Company 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 on Norwest Financial's finance receivables.

13



## 

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:

|     |  | Years Ended December 31,
|---- |  | ------------------------
|
|
|1.58 |  | 1.78                    

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.



|Exhibit (12) |  | Computation of ratios of earnings to fixed charges for the years ended December 31, 1999, 1998, 1997, 1996 and 1995 and the three months ended March 31, 2000.
|------------ |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------



No
reports on Form 8-K were filed during the quarter for which this report is filed.

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## 

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.

|                  |  | NORWEST FINANCIAL, INC.
|----------------- |  | -----------------------
|Date: May 9, 2000 |  |                        
|                  |  | By:                    

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