SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 10-Q

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934

For Quarterly Period Ended June 30, 2001

Commission File Number 1-6798

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TRANSAMERICA FINANCE CORPORATION (Exact name of registrant as specified
in its charter)

|Delaware                        | 95-1077235         
|------------------------------- | -------------------
|(State or other jurisdiction of | (I.R.S. Employer   
|incorporation or organization)  | Identification No.)

9399 West Higgins Road Rosemont, Illinois 60018 (Address of principal
executive offices) (Zip Code)

(847) 685-1100 (Registrants telephone number, including area code)

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 3 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 [ ]

Number of shares of Common Stock, $10
par value, outstanding as of close of business on August 9, 2001: 1,464,285.

TRANSAMERICA FINANCE CORPORATION

FORM 10-Q

PART I. Financial Information

ITEM 1. Financial Statements

The following unaudited
consolidated financial statements of Transamerica Finance Corporation and its
subsidiaries (the Company) for the periods ended June 30, 2001 and
2000, do not include complete financial information and should be read in
conjunction with the Consolidated Financial Statements filed with the Commission
on Form 10-K for the year ended December 31, 2000. The financial information
presented in the financial statements included in this report reflects all
adjustments, consisting only of normal recurring accruals, which are, in the
opinion of management, necessary for a fair statement of results for the interim
periods presented. Results for the interim periods are not necessarily
indicative of the results that may be expected for the entire year.

* * * * *

On July 21, 1999,
Transamerica Corporation, which owns all of the Companys outstanding
common stock, completed its merger with a subsidiary of AEGON N. V. (AEGON), a
Netherlands based international insurance company. As a result, the Company is
now an indirect subsidiary of AEGON.

In 2000, the Company
determined that certain of its businesses did not fit its long-term strategy. As
a result of this determination, the Company reclassified certain assets as
assets held for sale. The Company also identified certain other assets as
liquidating and retained those assets in finance receivables. The ultimate
disposition of these assets will be based on maximizing value for AEGON. At June
30, 2001, approximately $711.1 of the Companys net finance receivables and
equipment held for lease, net of a valuation allowance of $126.2 million, were
classified as assets held for sale and $467.6 million of the Companys net
finance receivables were identified as liquidating.

1

TRANSAMERICA FINANCE CORPORATION CONSOLIDATED BALANCE SHEETS (Dollar
amounts in millions)

|                                                           | June 30,2001 | December 31,2000
|---------------------------------------------------------- | ------------ | ----------------
|ASSETS                                                     |              |                 
|Cash and cash equivalents                                  |              |                 
|Finance receivables                                        |              |                 
|Less unearned finance charges                              |              |                 
|                                                           |              |                 
|Net finance receivables                                    |              |                 
|Less allowance for losses                                  |              |                 
|                                                           |              |                 
|                                                           |              |                 
|Property and equipment, net of accumulated depreciation of |              |                 
|$1,263.1 in 2001 and $1,205.1 in 2000:                     |              |                 
|Land, buildings and equipment                              |              |                 
|Equipment held for lease                                   |              |                 
|Investments (cost of $77.0 in 2001 and $72.3 in 2000)      |              |                 
|Goodwill, net of accumulated amortization of $194.0 in     |              |                 
|2001 and $186.5 in 2000                                    |              |                 
|Assets held for sale                                       |              |                 
|Advances due from affiliates                               |              |                 
|Other assets                                               |              |                 
|                                                           |              |                 
|                                                           |              |                 
|                                                           |              |                 
|                                                          
|LIABILITIES AND STOCKHOLDERS EQUITY                       |              |                 
|Debt:                                                      |              |                 
|Unsubordinated                                             |              |                 
|Subordinated                                               |              |                 
|Due to AEGON affiliates                                    |              |                 
|                                                           |              |                 
|Total debt                                                 |              |                 
|Deferred real estate service revenues                      |              |                 
|Accounts payable and other liabilities                     |              |                 
|Income taxes payable                                       |              |                 
|Stockholders equity:                                      |              |                 
|Preferred stockauthorized, 250,000 shares without         |              |                 
|par value; none issued                                     |              |                 
|Common stockauthorized, 2,500,000 shares of               |              |                 
|$10 par value; issued and outstanding, 1,464,285 shares    |              |                 
|Additional paid-in capital                                 |              |                 
|Retained earnings                                          |              |                 
|Accumulated other comprehensive loss                       |              |                 
|                                                           |              |                 
|Total stockholders equity                                 |              |                 
|                                                           |              |                 
|                                                           |              |                 
|                                                           |              |                 
|                                                           |              |                 

2

TRANSAMERICA FINANCE CORPORATION CONSOLIDATED STATEMENTS OF INCOME
(Dollar amounts in millions)

|                                                                                 | Six months endedJune 30, | Three months endedJune 30,
|-------------------------------------------------------------------------------- | ------------------------ | --------------------------
|
|REVENUES                                                                         |                          |                           
|Finance charges                                                                  |                          |                           
|Leasing revenues                                                                 |                          |                           
|Real estate service revenues                                                     |                          |                           
|Other                                                                            |                          |                           
|                                                                                 |                          |                           
|Total revenues                                                                   |                          |                           
|                                                                                
|EXPENSES                                                                         |                          |                           
|Interest and debt expense                                                        |                          |                           
|Depreciation on equipment held for lease                                         |                          |                           
|Salaries and other operating expenses                                            |                          |                           
|Provision for expected losses on disposal     of business units                  |                          |                           
|Provision for losses on receivables                                              |                          |                           
|                                                                                 |                          |                           
|Total expenses                                                                   |                          |                           
|Income (loss) before income taxes and     cumulative effect of accounting change |                          |                           
|Income tax expense (benefit)                                                     |                          |                           
|                                                                                 |                          |                           
|Income (loss) before cumulative effect of     accounting change                  |                          |                           
|Cumulative effect of accounting change     (net of income taxes of $4.1)         |                          |                           
|                                                                                 |                          |                           
|Net income (loss)                                                                |                          |                           
|                                                                                 |                          |                           

3

TRANSAMERICA FINANCE CORPORATION CONSOLIDATED STATEMENTS OF CASH
FLOWS (Dollar amounts in millions)

|                                                            | Six months endedJune 30,
|----------------------------------------------------------- | ------------------------
|
|OPERATING ACTIVITIES                                        |                         
|Net income                                                  |                         
|Adjustments to reconcile net income to net cash provided by |                         
|operating activities:                                       |                         
|Depreciation and amortization                               |                         
|Provision for losses on receivables                         |                         
|Provision for expected losses on disposal of assets of      |                         
|business units                                              |                         
|Change in accounts payable and other liabilities            |                         
|Change in income taxes payable                              |                         
|Other                                                       |                         
|                                                            |                         
|Net cash provided by operating activities                   |                         
|                                                           
|INVESTING ACTIVITIES                                        |                         
|Finance receivables originated                              |                         
|Finance receivables collected and sold                      |                         
|Purchases of property and equipment                         |                         
|Sales of property and equipment                             |                         
|Change in advances due from affiliates                      |                         
|Proceeds from sale of certain assets held for sale          |                         
|Other                                                       |                         
|                                                            |                         
|Net cash provided by (used in) investing activities         |                         
|                                                           
|FINANCING ACTIVITIES                                        |                         
|Proceeds from debt financing                                |                         
|Repayments of debt                                          |                         
|Capital contributions                                       |                         
|Cash dividends paid                                         |                         
|Return of capital                                           |                         
|                                                            |                         
|Net cash provided by (used in) financing activities         |                         
|                                                            |                         
|Increase in cash and cash equivalents                       |                         
|Cash and cash equivalents at beginning of year              |                         
|                                                            |                         
|Cash and cash equivalents at end of period                  |                         
|                                                            |                         

4

TRANSAMERICA FINANCE CORPORATION CONSOLIDATED STATEMENTS OF RETAINED
EARNINGS (Dollar amounts in millions)

|                             | Six months endedJune 30,
|---------------------------- | ------------------------
|
|Balance at beginning of year |                         
|Net income                   |                         
|Dividend declared and paid   |                         
|                             |                         
|Balance at end of period     |                         
|                             |                         

Item 2. Managements Narrative Analysis of Results of Operations

The following tables set
forth revenues and income (loss) by line of business for the periods indicated:

|                                      | Six months ended June 30,(Dollar amounts in millions)
|------------------------------------- | -----------------------------------------------------
|
|
|Commercial lending                    |                                                      
|Intermodal leasing                    |                                                      
|Real estate information services      |                                                      
|Other                                 |                                                      
|                                      |                                                      
|                                      |                                                      
|                                      |                                                      
|Amortization of goodwill (net of tax) |                                                      
|                                      |                                                      
|Income before cumulative effect of    |                                                      
|accounting change                     |                                                      
|Cumulative effect of accounting       |                                                      
|change                                |                                                      
|                                      |                                                      
|Net income                            |                                                      
|                                      |                                                      

|                                      | Three months ended June 30,(Dollar amounts in millions)
|------------------------------------- | -------------------------------------------------------
|
|
|Commercial lending                    |                                                        
|Intermodal leasing                    |                                                        
|Real estate information services      |                                                        
|Other                                 |                                                        
|                                      |                                                        
|                                      |                                                        
|                                      |                                                        
|Amortization of goodwill (net of tax) |                                                        
|                                      |                                                        
|Net income (loss)                     |                                                        
|                                      |                                                        
|                                      |                                                        

5

Commercial Lending

Commercial lendings
income from operations for the first half and second quarter of 2001 was $44.4
million and $20.7 million, respectively, compared to $16.4 million and a loss of
$17.7 million for the corresponding periods of 2000. Operating results for the
first half and second quarter of 2001 included an after tax charge of $0.2
million and an after tax gain of $1.6 million, respectively, resulting from the
marking to market of the operations stock warrants which are accounted for
as derivative instruments under Financial Accounting Standards Board
(FASB) Statement No. 133, Accounting for Derivative Instruments and
Hedging Activities (FAS No. 133). In addition, operating results for
the first half of 2001 included $3.2 million in after tax gains resulting from
the sale of a portion of stock received from the exercise of stock warrants.
During the first half and second quarter of 2001, the commercial lending
operation sold $450.0 million and $238.9 million, respectively, of retail net
finance receivables, which resulted in after tax gains of $7.0 and $1.0 million,
respectively. Also, during the first half and second quarter of 2001, the
commercial lending operation recorded an after tax gain of $1.2 million and an
after tax loss of $0.3 million, respectively, from the sale of certain assets of
the insurance premium finance business. In connection with the insurance premium
finance asset sale in the first quarter of 2001, a decision was made to
liquidate the remaining insurance premium finance net finance receivables and
reclassify the net carrying value of those receivables from assets held for sale
to net finance receivables. Operating results for the first half and second
quarter of 2000 included after tax gains of $11.6 million and $5.8 million,
respectively, from the sale of a portion of stock received from the exercise of
stock warrants. Operating results for the first half and second quarter of 2000
included a $78.4 million charge ($58.0 million after tax) resulting from the
decision to exit the consumer mortgage and insurance premium finance businesses
and reclassify certain assets of these businesses as assets held for sale. The
provision was primarily for the write off of related goodwill and the reduction
of the net carrying value of the finance receivable portfolios to their
estimated realizable value. Also included in the results of the first half and
second quarter of 2000 was a $1.7 million after tax charge resulting from
accelerated amortization of premiums from the termination of the $150.0 million
retail revolving credit card securitization. Excluding the above items,
commercial lending income from operations for the first half and second quarter
of 2001 decreased $31.3 million (49%) and $17.8 million (49%), respectively,
from the comparable prior year periods.

Revenues in the first half
and second quarter of 2001 decreased $35.9 million (6%) and $42.4 million (13%),
respectively, from the corresponding 2000 periods. The decrease was principally
a result of a decline in average net receivables outstanding (including net
finance receivables classified as assets held for sale) and lower lending rates
resulting from a decline in the interest rate environment. Additionally,
revenues in the first half of 2001 included $5.0 million of gains on the sale of
a portion of stock received from the exercise of stock warrants. No stock sale
gains were recorded in the second quarter of 2001. The first half and second
quarter of 2000 had stock sale gains of $18.4 million and $9.2 million,
respectively.

Interest expense decreased
$21.1 million (9%) and $29.1 million (23%), respectively, in the first half and
second quarter of 2001 due primarily to lower borrowing rates. Operating
expenses for the first half and second quarter of 2001 increased $18.4 million
(9%) and $8.6 million (9%), respectively, relative to the corresponding periods
in 2000. The increase was due primarily to costs associated with the runoff of
the held for sale and liquidating loan portfolios. The provision for losses on
receivables for the first half and second quarter of 2001 increased $16.9
million (29%) and $12.5 million (38%), respectively, from the corresponding 2000
periods principally as a result of increased credit losses and higher
non-earning finance receivables in the transportation and technology loan
portfolios. Credit losses, net of recoveries, on an annualized basis as a
percentage of average net finance receivables outstanding (average net finance
receivables outstanding include receivables classified as assets held for sale),
were 2.03% for the first half and 2.44% for the second quarter of 2001 compared
to .54% and .53% for the corresponding periods of 2000.

Net commercial finance
receivables outstanding at June 30, 2001 decreased $515.8 million (6%) from
December 31, 2000. The decrease was due primarily to the impact of seasonality
in distribution finance and collections in the liquidating portfolios.
Management has established an allowance for losses on net finance receivables of
$163.5 million (2.06% of net finance receivables outstanding) at June 30, 2001
compared to $158.9 million (1.88% of net finance receivables outstanding) at
December 31, 2000.

6

Delinquent finance
receivables are defined as the installment balance for inventory finance and
asset-based
lending finance receivables more than 60 days past due and the finance
receivables balance for all other receivables more then 60 days past due. At June 30,
2001, delinquent receivables were $141.9 million (1.62% of finance receivables
outstanding) compared to $128.5 million (1.38% of finance receivables outstanding) at
December 31, 2000.

Non-earning finance
receivables are defined as balances from borrowers that are more than 90 days
delinquent for non credit card receivables or at such earlier time as full
collectibility becomes doubtful. Non-earning finance receivables on revolving
credit card accounts are defined as balances from borrowers in bankruptcy and
accounts for which full collectibility is doubtful. Non-earning finance
receivables were $235.2 million (2.69% of finance receivables outstanding) at
June 30, 2001 compared to $193.9 million (2.08% of finance receivables
outstanding) at December 31, 2000. The increase in delinquent and non-earning
finance receivables was primarily in the transportation and technology loan
portfolios.

Assets held for sale at June
30, 2001 totaled $706.5 million, net of a $118.3 million valuation allowance,
and consisted of retail finance, consumer mortgage and small business
administration net finance receivables and other repossessed assets. During the
first quarter of 2001, insurance premium finance net finance receivables
totaling $113.8 million were reclassified from assets held for sale to net
finance receivables in connection with the sale of certain related assets and
the decision to liquidate the remaining portfolio. Assets held for sale at
December 31, 2000, totaled $1,130.1 million, net of a $125.1 million valuation
allowance. Of the net finance receivables held for sale at June 30, 2001, $67.3
million were more than 60 days past due and $63.8 million were classified as
non-earning. At December 31, 2000, delinquent and non-earning net finance
receivables of these businesses were $78.1 million and $57.2 million,
respectively.

Intermodal Leasing

Intermodal leasing financial
results for the first half and second quarter of 2001 reflect the
operations marine container and European trailer businesses. In the second
half of 2000, the operations tank container and domestic products
businesses were sold.

For the first half and second
quarter of 2001, the intermodal leasing operation reported losses from
operations of $11.3 million and $3.6 million, respectively, compared to income
of $11.0 million and $1.4 million in the first half and second quarter of 2000.
Income from operations in the first half of 2000 included a $9.5 million net tax
benefit associated with a structured financing of certain European trailer
equipment. First half and second quarter of 2001 earnings were favorably
impacted by a $2.4 million after tax gain resulting from the termination of
certain forward exchange contracts. Excluding these items and income from the
sold tank container and domestic products businesses, losses from operations in
the first half and second quarter of 2001 remained relatively constant compared
with the corresponding time periods of 2000.

Revenues for the first half
and second quarter of 2001 decreased $121.6 million (35%) and $70.6 million
(40%), respectively, as compared with the first half and second quarter of 2000.
Excluding revenue from the sold tank container and domestic products businesses,
revenues decreased by $4.2 million (2%) for the first half of 2001 and $11.4
million (10%) for the second quarter of 2001 compared to the corresponding periods of
2000. Revenues in the second quarter of 2001 decreased primarily due to lower
on-hires and per-diem rates for marine containers resulting principally from a
weakening global economy.

Expenses for the first half
and second quarter of 2001 decreased $99.3 million (29%) and $65.6 million
(38%), respectively, from the first half and second quarter of 2000. Excluding
expenses related to the sold tank container and domestic products businesses and
the net tax benefit of $9.5 million recorded in the first half of 2000, expenses
for the first half and second quarter of 2001 decreased by $5.8 million (2%) and
$13.4 million (11%), respectively, relative to the comparable periods of 2000.
The decrease in the second quarter of 2001 was attributable primarily to lower
ownership costs resulting principally from lower borrowing rates.

7

Marine container utilization
averaged 75% and 74%, respectively, in the first half and second quarter of 2001
and 77% for both the first half and second quarter of 2000. European trailer
utilization was 88% and 90%, respectively, in the first half and second quarter
of 2001 and 81% and 82%, respectively, in the comparable periods of 2000.

Real Estate Information Services

Real estate information
services provides property tax monitoring, flood certification, and other real
estate information services to its customers. The largest component of this
operation is the tax monitoring business, which provides tax monitoring services
to mortgage lenders nationwide. Real estate information services income from
operations for the first half and second quarter of 2001 was $22.8 million and
$20.0 million, respectively, compared to $9.7 million and $5.5 million for the
first half and second quarter of 2000. The first half and second quarter of 2001
income from operations included a $13.0 million after tax gain from the reversal
of a state tax liability accrued, but never incurred, while operating as a
division of Transamerica Corporation. Excluding this item, income from
operations in the first half and second quarter of 2001 remained constant and
increased $1.5 million (27%), respectively, over the comparable periods of 2000.

Real estate information
services revenue for the first half and second quarter of 2001 decreased by
$18.6 million (14%) and $6.0 million (9%), respectively. The decrease was due
primarily to the contribution of the operations former Intellitech
business to First American Real Estate Solutions, L.P. (FARES) in
August of 2000, partially offset by increases in property tax monitoring and
flood certification fees. Operating expenses for the first half and second
quarter of 2001 decreased $17.9 million (16%) and $8.0 million (14%),
respectively. The decrease was primarily due to the contribution of the
Intellitech business to FARES, partially offset by additional costs associated
with increased tax monitoring service volume.

Other

Other consists primarily of
miscellaneous income, unallocated interest, the fair value adjustment to debt
derivatives that do not qualify as hedges under FAS No. 133 and other expenses.
The increase in income for the first half and second quarter of 2001 as compared
to the corresponding periods of 2000, was primarily related to a $9.8 million
after tax reversal in the second quarter of 2001 of a deferred state income tax
liability that was no longer required. The reversal was the result of a
revaluation of the current consolidated state income tax position of the Company
as a result of AEGONs acquisition of Transamerica Corporation and the
relocation and reorganization of the Company. Results for the first half and
second quarter of 2001 also included after tax charges of $0.2 million and $5.7
million, respectively, relating to the fair value of debt derivatives that do
not qualify as hedges under FAS No. 133.

8

In accordance with Financial
Accounting Standard No. 130, Reporting Comprehensive Income, comprehensive
income for the six and three months ended June 30, 2001 and 2000, comprised of
(amounts in millions):

|                                               | Six months endedJune 30, | Three months endedJune 30,
|---------------------------------------------- | ------------------------ | --------------------------
|
|Net income                                     |                          |                           
|Other comprehensive income (loss), net of tax: |                          |                           
|Change in net unrealized gains from            |                          |                           
|investments marked to fair value               |                          |                           
|Foreign currency translation adjustments       |                          |                           
|Change in unrealized gains from derivatives    |                          |                           
|marked to fair value                           |                          |                           
|Cumulative effect of accounting change         |                          |                           
|                                               |                          |                           
|Comprehensive income (loss)                    |                          |                           
|                                               |                          |                           

Derivatives

The Company uses derivative
financial instruments to hedge some of its interest rate and foreign exchange
rate risk. The Company uses interest rate exchange agreements and forward
contracts to hedge the interest rate risk of its outstanding indebtedness and
future commitments. The interest rate exchange agreements are intended to help
the Company more closely match the cash flow received from its assets to the
payment on its liabilities, and generally provide that one party pays interest
at a floating rate in relation to movements in an underlying index and the other
party pays interest at a fixed rate. The Company also uses cross currency
exchange agreements, which fix by contract the amounts of various currencies to
be exchanged at a future date with other contracting parties and forward
exchange contracts whereby the Company agrees to sell to other contracting
parties at a future date a specified amount of foreign currency for a specified
amount of dollars.

The Company adopted FAS No.
133, as amended, on January 1, 2001. The adoption of FAS No. 133 impacted the
Company as a result of the transition adjustment to record the derivatives at
fair value and, to the extent the hedged items carrying amounts were
different from their fair value, an adjustment to the carrying amount of the
hedged items. To the extent that the hedged items were already recorded at fair
value or the adjustment to record the hedged items at fair value was less than
the transition adjustment to record the derivatives at fair value, there was an
income statement effect. Also, under FAS No. 133, stock warrants that the
Company receives in connection with its technology loans may be considered
derivatives. This derivative treatment requires the warrants to be recorded on
the balance sheet and marked to market through the income statement. The
positive cumulative effect adjustment to net income of adopting this statement
was $7.7 million after tax. The adoption of this statement may add volatility to
the reported results of operations.

While the Company is exposed
to credit risk in the event of non-performance by the counterparty, the
likelihood of non-performance is considered low due to the high credit ratings
of the counterparties. At June 30, 2001, all of the interest rate exchange
agreements were with financial institutions with investment grade ratings of A
or better by one or more of the major credit rating agencies.

Debt derivative financial
instruments with notional amounts of $1.6 billion at June 30, 2001 and $2.2
billion at December 31, 2000 were outstanding and designated as hedges of the
Companys liabilities. Of these debt derivatives, $1.3 billion at June 30,
2001 and $1.1 billion at December 31, 2000 qualified under FAS No. 133 for hedge
accounting treatment.

9

The fair values of the
Companys debt derivatives at June 30, 2001 and December 31, 2000 were net
benefits of $7.4 million and $43.7 million, respectively. At June 30, 2001 and
December 31, 2000, these debt derivatives contained aggregate gross obligations
of $10.4 million and $2.1 million, respectively, and aggregate gross benefits of
$17.8 million and $45.8 million, respectively.

Recent Accounting Pronouncements

Effective April 1, 2001, the
Company adopted FASB Statement No. 140, Accounting for Transfers and Servicing
of Financial Assets and Extinguishments of Liabilities, that replaces, in its
entirety, FASB Statement No. 125. Although the statement has changed many of the
rules regarding securitizations, it continues to require an entity to recognize
the financial and servicing assets it controls and the liabilities it has
incurred and to derecognize financial assets when control has been surrendered
in accordance with the criteria provided in the Statement. The adoption of the
new statement did not have a material effect on the earnings or the financial
position of the Company.

In July 2001, the FASB issued Statement No. 141, Business Combinations
(FAS No. 141), and Statement No. 142 (FAS No. 142), Goodwill and Other
Intangible Assets. These statements significantly change the accounting for
business combinations, goodwill and intangible assets. FAS No. 141 eliminates
the pooling-of-interests method of accounting for business combinations except
for qualifying business combinations that were initiated prior to July 1, 2001.
Additionally, FAS No. 141 further clarifies the criteria to recognize
intangible assets separately from goodwill. This statement is effective for
business combinations initiated after June 30, 2001.

Under FAS No. 142, goodwill
and intangible assets deemed to have indefinite lives will no longer be
amortized but will be subject to annual impairment tests in accordance with the
statement. Other intangible assets will continue to be amortized over their
useful lives. The amortization provisions of FAS No. 142 apply to goodwill and
intangible assets acquired after June 30, 2001. With respect to goodwill and
intangible assets already existing on that date, companies are required to adopt
FAS No. 142 in their fiscal year beginning after December 15, 2001.

The Company will adopt FAS
No. 142 as of January 1, 2002. The Company is currently assessing the impact
that adopting this statement will have on its financial position and the results
of its operations.

Safe Harbor Statement Under the Private Securities Litigation Reform Act
of 1995

The statements contained in
this report, which are not historical facts, are forward-looking statements.
When included in this report, the words expects,
intends, anticipates, estimates, and
analogous expressions are intended to identify forward-looking statements. Such
statements inherently are subject to a variety of risks and uncertainties that
could cause actual results to differ materially from those projected. Such risks
and uncertainties include, among others, general economic and business
conditions, competition, changes in financial markets (credit, currency,
commodities and stocks), changes in foreign, political, social and economic
conditions, regulatory initiatives and compliance with governmental regulations,
judicial decisions and rulings, and various other matters, many of which are
beyond the Companys control. These forward-looking statements speak only
as of the date of this Report. The Company expressly disclaims any obligation or
undertaking to release publicly any updates or revisions to any forward-looking
statement contained herein to reflect any change in the Companys
expectations with regard thereto or any change in events, conditions or
circumstances on which any statement is based.

Item 6. Exhibits and Reports On Form 8-K.

| | (a) | Exhibits.
| | --- | ---------

| |  | 12 | Computation
of Ratio of Earnings to Fixed Charges.
| |  | -- | --------------------------------------------------

| | (b) | Reports
on Form 8-K.
| | --- | --------------------

| |  | None. | 
| |  | ----- | 

10

SIGNATURES

Pursuant to the requirements
of Section 13 or 15(d) 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.

TRANSAMERICA FINANCE CORPORATION

Pursuant to the requirements
of the Securities Exchange Act of 1934, this report has been signed below on
August 10, 2001 by the following persons on behalf of the Registrant and in the
capacities indicated.

|Signature                     | Title                                               
|----------------------------- | ----------------------------------------------------
|                             
|
|Principal Financial Officer:  |                                                     
|                             
|/s/ ROSARIO A. PERRELLI       | Executive Vice President and Chief Financial Officer
|                              |                                                     
|(Rosario A. Perrelli)        
|                             
|Principal Accounting Officer:
|                             
|/s/ THOMAS G. BASTIAN         | Senior Vice President and Controller                
|                              |                                                     
|(Thomas G. Bastian)          
|                             
|Date: August 10, 2001         |                                                     

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