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

                                    FORM 10-Q/A-1

(Mark One)

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

For the Quarterly Period Ended                                     June 30, 1999

                                       OR

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

For the transition period from ___________ to ___________


Commission file number                                                   1-11011

                              THE FINOVA GROUP INC.
             (Exact name of registrant as specified in its charter)


DELAWARE                                                              86-0695381
(State or other jurisdiction of                                 (I.R.S. Employer
incorporation or organization)                               Identification No.)


1850 North Central Ave., P. O. Box 2209, Phoenix, AZ                  85002-2209
(Address of principal executive offices)                              (Zip Code)

Registrant's telephone number, including area code                  602/207-6900

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 such shorter period that the Registrant was
required  to file  such  report),  and  (2)  has  been  subject  to such  filing
requirements for the past 90 days.

                                 YES [X] NO [ ]
                      APPLICABLE ONLY TO CORPORATE ISSUERS:

As of August 9, 1999,  61,990,404  shares of Common Stock ($0.01 par value) were
outstanding.

As of  September  3, 1999,  61,159,000  shares of Common Stock ($0.01 par value)
were outstanding.
<PAGE>
                              THE FINOVA GROUP INC.

                                TABLE OF CONTENTS

                                                                        Page No.
                                                                        --------

Part I  FINANCIAL INFORMATION.............................................  1

Item 1. Financial Statements..............................................  1

    Condensed Consolidated Balance Sheets.................................  1
    Condensed Statements of Consolidated Income...........................  2
    Condensed Statements of Consolidated Cash Flows.......................  3
    Notes to Interim Condensed Consolidated Financial Information.........  4

Item 2. Management's Discussion and Analysis of Financial Condition
          and Results of Operations....................................... 10

Item 3. Quantitative and Qualitative Disclosures about Market Risk........ 15

Item 4. Submission of Matters to a Vote of Security Holders............... 16

Part II OTHER INFORMATION................................................. 16

Item 6. Exhibits and Reports on Form 8-K.................................. 16

Signatures................................................................ 17
<PAGE>
                          PART I FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS.

                              THE FINOVA GROUP INC.
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                             (Dollars in Thousands)
                                   (Unaudited)

                                                                   December 31,
                                                      June 30,        1998
                                                        1999         restated
                                                    ------------   ------------
ASSETS:
Cash and cash equivalents                           $     71,336   $     49,518
Investment in financing transactions:
  Loans and other financing contracts                  8,596,590      7,354,736
  Leveraged leases                                       804,455        773,942
  Operating leases                                       651,856        648,185
  Fee-based receivables                                  516,395        626,499
  Direct financing leases                                382,828        396,759
  Financing contracts held for sale                      243,542        220,100
                                                    ------------   ------------
                                                      11,195,666     10,020,221
  Less reserve for credit losses                        (237,602)      (207,618)
                                                    ------------   ------------
Net investment in financing transactions              10,958,064      9,812,603
Investments                                              226,096        124,792
Goodwill and other assets                                601,036        454,323
                                                    ------------   ------------
                                                    $ 11,856,532   $ 10,441,236
                                                    ============   ============
LIABILITIES:
Accounts payable and accrued expenses               $    139,851   $    154,137
Due to clients                                            98,244        205,655
Interest payable                                          75,975         65,817
Senior debt                                            9,523,630      8,394,578
Deferred income taxes                                    354,355        342,268
                                                    ------------   ------------
                                                      10,192,055      9,162,455
                                                    ------------   ------------
Commitments and contingencies
Company-obligated mandatory redeemable convertible
  preferred securities of subsidiary trust solely
  holding convertible debentures of FINOVA, net of
  expenses ("TOPrS")                                     111,550        111,550

SHAREOWNERS' EQUITY:
Common stock, $0.01 par value, 400,000,000 shares
  authorized, 64,849,000 and 58,555,000 shares
  issued, respectively                                       648            585
Additional capital                                     1,122,104        765,050
Retained income                                          600,035        515,057
Accumulated other comprehensive income                     5,302            686
Common stock in treasury, 3,661,000 and 2,834,000
  shares, respectively                                  (175,162)      (114,147)
                                                    ------------   ------------
                                                       1,552,927      1,167,231
                                                    ------------   ------------
                                                    $ 11,856,532   $ 10,441,236
                                                    ============   ============

                                        1
<PAGE>
                              THE FINOVA GROUP INC.
                   CONDENSED STATEMENTS OF CONSOLIDATED INCOME
                  (Dollars in Thousands, except per share data)
                                   (Unaudited)

<TABLE>
<CAPTION>
                                    Three Months Ended June 30,      Six Months Ended June 30,
                                    ----------------------------    ----------------------------
                                                        1998                            1998
                                        1999          restated          1999          restated
                                    ------------    ------------    ------------    ------------
<S>                                 <C>             <C>             <C>             <C>
Interest and income earned
  from financing transactions       $    266,978    $    214,643    $    512,201    $    414,813
Operating lease income                    28,868          31,425          56,721          64,088
Interest expense                        (139,153)       (114,696)       (270,336)       (224,975)
Operating lease depreciation             (16,720)        (20,495)        (33,947)        (37,665)
                                    ------------    ------------    ------------    ------------
Interest margins earned                  139,973         110,877         264,639         216,261
Volume-based fees                         11,264          19,104          23,999          41,259
                                    ------------    ------------    ------------    ------------
Operating margin                         151,237         129,981         288,638         257,520
Provision for credit losses              (17,000)        (16,000)        (26,500)        (25,500)
                                    ------------    ------------    ------------    ------------
Net interest margins earned              134,237         113,981         262,138         232,020
Gains on disposal of assets               18,760           7,432          31,130           8,957
                                    ------------    ------------    ------------    ------------
                                         152,997         121,413         293,268         240,977
Operating expenses                       (63,339)        (53,207)       (120,839)       (106,085)
                                    ------------    ------------    ------------    ------------
Income before income taxes and
  preferred dividends                     89,658          68,206         172,429         134,892
Income taxes                             (35,050)        (26,729)        (66,819)        (52,729)
                                    ------------    ------------    ------------    ------------
Income before preferred dividends         54,608          41,477         105,610          82,163
Preferred dividends, net of tax             (945)           (945)         (1,891)         (1,891)
                                    ------------    ------------    ------------    ------------
NET INCOME                          $     53,663    $     40,532    $    103,719    $     80,272
                                    ============    ============    ============    ============
Basic earnings per share            $       0.87    $       0.72    $       1.76    $       1.43
                                    ============    ============    ============    ============
Adjusted weighted average shares
  outstanding                         61,412,000      56,230,000      58,869,000      56,189,000
                                    ============    ============    ============    ============
Diluted earnings per share          $       0.83    $       0.68    $       1.66    $       1.34
                                    ------------    ------------    ------------    ------------
Adjusted weighted average shares
  outstanding                         66,042,000      61,138,000      63,693,000      61,092,000
                                    ============    ============    ============    ============
Dividends per common share          $       0.16    $       0.14    $       0.32    $       0.28
                                    ============    ============    ============    ============
</TABLE>

                                        2
<PAGE>
                              THE FINOVA GROUP INC.
                 CONDENSED STATEMENTS OF CONSOLIDATED CASH FLOWS
                             (Dollars in Thousands)
                                   (Unaudited)

                                                      Six Months Ended June 30,
                                                      -------------------------
                                                         1999          1998
                                                       restated      restated
                                                      -----------   -----------
OPERATING ACTIVITIES:
  Net income                                          $   103,719   $    80,272
  Adjustments to reconcile net income to net cash
    provided by operating activities:
    Provision for credit losses                            26,500        25,500
    Depreciation and amortization                          49,204        48,836
    Gains on disposal of assets                           (31,130)       (8,957)
    Deferred income taxes                                  55,017        22,084
  Change in assets and liabilities, net of effects
    from acquisitions:
    Increase in other assets                              (35,444)      (52,745)
    Decrease in accounts payable and accrued expenses     (64,953)      (14,382)
    Increase in interest payable                            8,505         3,758
  Other                                                    (5,057)        2,465
                                                      -----------   -----------
    Net cash provided by operating activities             106,361       106,831
                                                      -----------   -----------
INVESTING ACTIVITIES:
  Proceeds from sale of assets                             92,312       167,065
  Proceeds from sale of securitized assets                               31,126
  Proceeds from sale of commercial mortgage
    backed securities ("CMBS") assets                     168,294
  Principal collections on financing transactions       1,181,835       902,960
  Expenditures for financing transactions              (1,630,586)   (1,104,014)
  Expenditures for CMBS transactions                     (280,624)
  Net change in short-term financing transactions        (490,811)     (582,042)
  Cash received in acquisition                             20,942
  Other                                                     1,442         1,303
                                                      -----------   -----------
    Net cash used in investing activities                (937,196)     (583,602)
                                                      -----------   -----------
FINANCING ACTIVITIES:
  Net borrowings under commercial paper and
    short-term loans                                      555,839       623,870
  Long-term borrowings                                    955,000       610,000
  Repayment of long-term borrowings                      (484,077)     (653,316)
  Proceeds from exercise of stock options                  27,627         4,716
  Common stock purchased for treasury                     (75,584)       (9,771)
  Dividends                                               (18,741)      (15,815)
  Net change in due to clients                           (107,411)      (83,326)
                                                      -----------   -----------
    Net cash provided by financing activities             852,653       476,358
                                                      -----------   -----------
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS           21,818          (413)

CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD             49,518        33,190
                                                      -----------   -----------
CASH AND CASH EQUIVALENTS, END OF PERIOD              $    71,336   $    32,777
                                                      ===========   ===========

                                        3
<PAGE>
                              THE FINOVA GROUP INC.
          NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION
                 FOR THE SIX MONTHS ENDED JUNE 30, 1999 AND 1998

NOTE A BASIS OF PREPARATION

     The  consolidated  financial  statements  present the  financial  position,
results  of  operations  and  cash  flows  of The  FINOVA  Group  Inc.  and  its
subsidiaries (collectively, "FINOVA" or the "Company"), including FINOVA Capital
Corporation and its subsidiaries (collectively, "FINOVA Capital").

     The interim condensed consolidated  financial information is unaudited.  In
the opinion of management all adjustments, consisting of normal recurring items,
necessary to present  fairly the  financial  position as of June 30,  1999,  the
results of  operations  for the quarter  and six months  ended June 30, 1999 and
1998 and cash flows for the six months  ended June 30, 1999 and 1998,  have been
included.  Interim results of operations are not  necessarily  indicative of the
results of  operations  for the full year.  The  enclosed  financial  statements
should be read in connection  with the  consolidated  financial  statements  and
notes thereto  included in the Company's  Annual Report on Form 10-K/A Amendment
No. 2 for the year ended December 31, 1998.

         Subsequent  to the  issuance of the  Company's  condensed  consolidated
financial statements as of and for the six month period ended June 30, 1999, the
Company's  management  determined  that  certain  noncash  amounts  had not been
properly  reflected in the Condensed  Statement of Consolidated Cash Flows. As a
result,  the Condensed  Statement of  Consolidated  Cash Flows for the six month
period  ended June 30,  1999,  has been  restated  from the  amounts  previously
reported.

NOTE B SIGNIFICANT ACCOUNTING POLICIES

     The Company reports other comprehensive income in accordance with Statement
of Financial  Accounting  Standards ("SFAS") No. 130,  "Reporting  Comprehensive
Income." Total comprehensive  income was $72.7 million and $40.9 million for the
three months ended June 30, 1999 and 1998,  respectively  and $108.3 million and
$80.6 million for the six months ended June 30 1999 and 1998, respectively.  The
primary  component of comprehensive  income other than net income was unrealized
holding gains.

NEW ACCOUNTING STANDARDS

     In June 1999, the FASB issued SFAS No. 137, "Accounting for Derivatives and
Hedging  Activities - Deferral of the Effective Date of FASB Statement No. 133,"
("SFAS No. 137").  This  statement  defers the effective date of SFAS No. 133 to
all fiscal  quarters of all fiscal years beginning after June 15, 2000. SFAS No.
133, "Accounting for Derivative  Instruments and Hedging Activities," ("SFAS No.
133") standardizes the accounting for derivative instruments,  including certain
derivative  instruments  embedded in other  contracts,  by  recognition of those
items as assets or  liabilities  in the  statement  of  financial  position  and
measurement at fair value. The impact of SFAS No. 133 on the Company's financial
position and results of operations has not yet been determined.

NOTE C SEGMENT REPORTING

MANAGEMENT'S POLICY FOR IDENTIFYING REPORTABLE SEGMENTS

     FINOVA's  reportable  business  segments are strategic  business units that
offer  distinctive  products and services  that are marketed  through  different
channels.

RECONCILIATION OF SEGMENT INFORMATION TO CONSOLIDATED AMOUNTS

     Management  evaluates the business performance of each group based on total
net revenue,  income before allocations and managed assets. Total net revenue is
operating margin plus gains on disposal of assets.  Income before allocations is
income  before  income taxes and preferred  dividends,  excluding  allocation of
corporate overhead expenses and the unallocated  portion of provision for credit
losses.   Managed  assets   include  each  segment's   investment  in  financing
transactions plus securitizations and participations sold.

                                        4
<PAGE>
Information for FINOVA's reportable segments reconciles to FINOVA's consolidated
totals as follows:

                                                   Six Months Ended June 30,
                                                 ------------------------------
Dollars in Thousands                                 1999              1998
                                                 ------------      ------------
Total net revenue (loss):
  Commercial Finance                             $    104,273      $     91,222
  Specialty Finance                                   187,296           167,676
  Capital Markets                                      39,468            16,717
  Corporate and other                                 (11,269)           (9,138)
                                                 ------------      ------------
Consolidated total                               $    319,768      $    266,477
                                                 ============      ============
Income (loss) before allocations:
  Commercial Finance                             $     40,827      $     34,081
  Specialty Finance                                   153,278           135,148
  Capital Markets                                      12,747             3,936
  Corporate and other, overhead and
    unallocated provision for credit losses           (34,423)          (38,273)
                                                 ------------      ------------
Income from continuing operations
  before income taxes                            $    172,429      $    134,892
                                                 ============      ============

                                                            June 30,
                                                 ------------------------------
                                                     1999              1998
                                                 ------------      ------------
Managed assets:
  Commercial Finance                             $  3,351,296      $  2,811,352
  Specialty Finance                                 7,367,903         6,253,533
  Capital Markets                                     892,234           261,784
  Corporate and other                                  96,615           126,201
                                                 ------------      ------------
Consolidated total                                 11,708,048         9,452,870
Less securitizations and participations sold         (512,382)         (502,032)
                                                 ------------      ------------
Investment in financing transactions             $ 11,195,666      $  8,950,838
                                                 ============      ============

NOTE D ACQUISITION OF SIRROM CAPITAL CORPORATION

     In  March  1999,  FINOVA  acquired  Sirrom,  a  specialty  finance  company
headquartered in Nashville,  Tennessee.  The acquisition was accounted for using
the purchase  method of accounting.  The purchase price was  approximately  $343
million in FINOVA common stock,  excluding converted stock options. Total assets
acquired were $621  million,  including $67 million in goodwill and $278 million
in assumed liabilities and transaction costs.  Goodwill is subject to change due
to a preliminary  estimate of fair values of various  private  equities and loan
balances at the date of  acquisition.  Goodwill is being amortized over 25 years
and  covenants  not to  compete,  which  are  included  in  goodwill,  are being
amortized over 3 years.

     The accompanying unaudited pro forma information gives effect to the merger
as if it had occurred on January 1, 1999 and 1998 and  combines  the  historical
consolidated  information of FINOVA and Sirrom for the six months ended June 30,
1999 and 1998.

                                       5
<PAGE>
     The  unaudited   comparative  pro  forma  information  is  not  necessarily
indicative of the results that actually  would have occurred had the merger been
consummated  on the dates  indicated or that may be obtained in the future.  The
unaudited pro forma financial  information does not give effect to the potential
cost savings and other synergies that may result from the merger or the possible
cash-out of existing stock options held by employees of Sirrom that became fully
vested by reason of the adoption of the merger agreement by Sirrom stockholders.
There can be no  assurance  that FINOVA will  realize  cost savings or synergies
from this or any other  acquisition.  Included in the  historical  operations of
Sirrom  for the  first six  months  of 1999 are  approximately  $27  million  of
nonrecurring charges, a significant portion of which related to the acquisition.

                                                    Six Months Ended June 30,
Comparative Pro Forma Information                 -----------------------------
(Dollars in thousands, except per share data)        1999               1998
                                                  ----------         ----------
Total revenue                                     $  584,249         $  522,758

Net income                                        $   51,078         $   66,199

Earnings per share - diluted                      $      .79         $     1.07

Earnings per share - basic                        $      .83         $     1.12
                                                  ----------         ----------

     The  acquisition  resulted in an excess  purchase price over the historical
net assets  acquired.  The excess is  allocated  to the net assets  acquired and
liabilities assumed, as follows:

Allocation of purchase price:
  Purchase price                                                     $  342,730
  Elimination of historical stockholders' equity of Sirrom             (261,992)
                                                                     ----------
  Estimated excess purchase price                                    $   80,738
                                                                     ==========
Allocation of excess:
  Elimination of unamortized debt costs                              $   (3,227)
  Deferred income taxes                                                  44,152
  Assumed liabilities                                                   (26,802)
  Goodwill                                                               66,615
                                                                     ----------
                                                                     $   80,738
                                                                     ==========

NOTE E RESTATEMENT

     Subsequent to the issuance of the Company's  financial  statements  for the
year ended December 31, 1998, the Company's management  determined that expenses
incurred  in  connection  with the  origination  of new loans under SFAS No. 91,
"Accounting for  Nonrefundable  Fees and Costs  Associated  with  Originating or
Acquiring  Loans and Initial Direct Costs of Leases" (SFAS No. 91),  should have
been  deferred and  amortized  over the  estimated  loan life.  Previously,  the
Company was deferring loan  origination  fees received and amortizing  them over
the lives of the loans in  accordance  with SFAS No. 91, but  elected to expense
loan  origination  costs as  incurred.  Accordingly,  the Company  restated  its
condensed  consolidated  financial  statements for the six months ended June 30,
1998 to  defer  and  amortize  loan  costs  over the  estimated  loan  life,  in
accordance with SFAS No. 91 as well as to make several other adjustments.

                                        6
<PAGE>
     A summary of the significant  effects of the restatements for the three and
six months ended June 30, 1998 is as follows:

                                Three Months Ended          Six Months Ended
                                  June 30, 1998               June 30, 1998
                              ----------------------     ----------------------
                            As previously              As previously
                              Reported    As restated    Reported    As restated
                              ---------    ---------     ---------    ---------
Interest margins earned       $ 114,142    $ 110,877     $ 222,799    $ 216,261
Gains on disposal of assets       9,582        7,432        10,805        8,957
Operating expenses              (57,779)     (53,207)     (114,737)    (106,085)
Net income                       41,035       40,532        80,112       80,272

Basic earnings per share      $    0.73    $    0.72     $    1.43    $    1.43
Diluted earnings per share    $    0.69    $    0.68     $    1.34    $    1.34
                              ---------    ---------     ---------    ---------

NOTE F EARNINGS PER SHARE

     Basic  earnings per share  exclude the effects of dilution and are computed
by dividing  income  available to common  shareowners  by the  weighted  average
amount of common stock  outstanding for the period.  Diluted  earnings per share
reflect  the  potential  dilution  that  could  occur  if  options,  convertible
preferred  stock or other  contracts to issue stock were  exercised or converted
into common stock.  These per share calculations are presented for the three and
six  months  ended  June  30,  1999  and  1998 on the  Condensed  Statements  of
Consolidated Income and are detailed below:

                                        7
<PAGE>
<TABLE>
<CAPTION>
                                                    THREE MONTHS ENDED               SIX MONTHS ENDED
                                                         JUNE 30,                        JUNE 30,
                                               ----------------------------    ----------------------------
                                                                   1998                            1998
                                                   1999          RESTATED          1999          RESTATED
                                               ------------    ------------    ------------    ------------
<S>                                            <C>             <C>             <C>             <C>
BASIC EARNINGS PER SHARE COMPUTATION:
Net income                                     $     53,663    $     40,532    $    103,719    $     80,272
                                               ============    ============    ============    ============
Weighted averaverage shares outstanding          61,660,000      56,497,000      59,117,000      56,456,000
Contingently issued shares                         (248,000)       (267,000)       (248,000)       (267,000)
                                               ------------    ------------    ------------    ------------
Adjusted weighted average shares                 61,412,000      56,230,000      58,869,000      56,189,000
                                               ============    ============    ============    ============
Basic earnings per share                       $       0.87    $       0.72    $       1.76    $       1.43
                                               ============    ============    ============    ============
DILUTED EARNINGS PER SHARE COMPUTATION:
Net income                                     $     53,663    $     40,532    $    103,719    $     80,272
Preferred dividends, net of tax                         945             945           1,891           1,891
                                               ------------    ------------    ------------    ------------
Income before preferred dividends              $     54,608    $     41,477    $    105,610    $     82,163
                                               ============    ============    ============    ============
Weighted average shares outstanding              61,660,000      56,497,000      59,117,000      56,456,000
Contingently issued shares                         (165,000)       (185,000)       (165,000)       (185,000)
Incremental shares from assumed conversions:
  Stock options                                   1,609,000       1,888,000       1,803,000       1,883,000
  Convertible preferred securities                2,938,000       2,938,000       2,938,000       2,938,000
                                               ------------    ------------    ------------    ------------
Total potential dilutive common shares            4,547,000       4,826,000       4,741,000       4,821,000
                                               ------------    ------------    ------------    ------------
Adjusted weighted average shares                 66,042,000      61,138,000      63,693,000      61,092,000
                                               ============    ============    ============    ============
Diluted earnings per share                     $       0.83    $       0.68    $       1.66    $       1.34
                                               ============    ============    ============    ============
</TABLE>

NOTE G PORTFOLIO QUALITY

     The following  table presents a  distribution  (by line of business) of the
Company's  investment  in financing  transactions  before the reserve for credit
losses at the dates indicated.

                                        8
<PAGE>
                      INVESTMENT IN FINANCING TRANSACTIONS
                               BY LINE OF BUSINESS
                                  JUNE 30, 1999
                             (Dollars in Thousands)

<TABLE>
<CAPTION>
                                          Revenue Accruing                         Nonaccruing
                                -----------------------------------   --------------------------------      Total
                                 Market                 Repossessed              Repossessed  Leases &    Carrying
                                Rate (1)     Impaired    Assets (2)   Impaired      Assets     Other       Amount       %
                               -----------  -----------   --------   -----------   --------   --------   -----------  -----
<S>                            <C>          <C>           <C>        <C>           <C>        <C>        <C>         <C>
Transportation Finance (3)      2,063,772    $ 58,888     $           $            $          $ 7,295   $ 2,129,955    19.0
Resort Finance                  1,316,295      28,520      16,413        3,292      24,775                1,389,295    12.4
Rediscount Finance                931,732                  18,558          752         341                  951,383     8.5
Corporate Finance                 849,257      34,109                   41,947         931                  926,244     8.3
Commercial Equipment Finance      751,904       4,074       5,067        9,432      19,699      2,087       792,263     7.1
Specialty Real Estate Finance     683,957      16,837      31,425        9,632       7,649        194       749,694     6.7
Franchise Finance                 721,173       1,448                    7,039       2,849        217       732,726     6.5
Healthcare Finance                620,510         730       6,019        4,692                    973       632,924     5.6
Communications Finance            553,649       5,546                   21,413                              580,608     5.2
Distribution & Channel Finance    428,705      69,635                   13,267                              511,607     4.6
Mezzanine Capital                 440,273                               16,357                              456,630     4.1
Realty Capital                    414,788                                                                   414,788     3.7
Business Credit                   330,754       5,520                   16,365                              352,639     3.2
Public Finance                    217,470                                                                   217,470     1.9
Commercial Services               174,822       1,057                    5,607         873                  182,359     1.6
Other (4)                          68,771                                                      27,844        96,615     0.9
Growth Finance                     54,105                                3,544                               57,649     0.5
Investment Alliance                20,276                                  541                               20,817     0.2
                              -----------    --------     -------     --------     -------    -------   -----------   -----
TOTAL (5)                     $10,642,213    $226,364     $77,482     $153,880     $57,117    $38,610   $11,195,666   100.0
                              ===========    ========     =======     ========     =======    =======   ===========   =====
</TABLE>

NOTES:

(1)  Represents original or renegotiated  market rate terms,  excluding impaired
     transactions.

(2)  The Company earned income totaling $2.9 million on repossessed  assets year
     to date  during  1999,  including  $1.1  million in  Specialty  Real Estate
     Finance,  $0.6  million  in Resort  Finance,  $0.3  million  in  Healthcare
     Finance,  $0.8 million in Rediscount Finance and $0.1 million in Commercial
     Equipment Finance.

(3)  Transportation  Finance  includes  $454.9  million  of  aircraft  financing
     business booked through the London office.

(4)  Primarily  includes  other assets  retained from  disposed or  discontinued
     operations.

(5)  Excludes $512.4 million of assets securitized and participations sold which
     the  Company  manages,  including  securitizations  of  $300.0  million  in
     Corporate   Finance   and  $127.3   million  in   Franchise   Finance   and
     participations  of $50.7  million in Corporate  Finance,  $10.7  million in
     Rediscount  Finance,  $9.6  in  Transportation  Finance,  $8.1  million  in
     Business Credit and $6.0 million in Resort Finance.

                                        9
<PAGE>
RESERVE FOR CREDIT LOSSES:

     The  reserve  for credit  losses at June 30,  1999  represents  2.1% of the
Company's investment in financing  transactions and securitized assets.  Changes
in the reserve for credit losses were as follows:

                                                     Six months Ended June 30,
                                                   ----------------------------
                                                     1999               1998
                                                   ---------          ---------
                                                      (Dollars in Thousands)
Balance, beginning of period                       $ 207,618          $ 177,088
Provision for credit losses                           26,500             25,500
Write-offs                                           (26,097)           (28,272)
Recoveries                                             1,442              1,285
Reserves related to acquisitions                      23,763              2,460
Other                                                  4,376                  9
                                                   ---------          ---------
Balance, end of period                             $ 237,602          $ 178,070
                                                   =========          =========

     At June 30, 1999 the total  carrying  amount of  impaired  loans was $380.2
million,  of which $226.4  million were revenue  accruing.  A reserve for credit
losses of $41.1 million has been  established  for $87.8 million of  nonaccruing
impaired  loans and $40.6  million has been  established  for $126.1  million of
accruing  impaired loans. The remaining $155.9 million of the reserve for credit
losses is  designated  for general  purposes and  represents  management's  best
estimate of inherent  losses in the portfolio  considering  delinquencies,  loss
experience and  collateral.  Additions to the general and specific  reserves are
reflected in current  operations.  Management may transfer  reserves between the
general and specific reserves as considered necessary.

ITEM 2. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATIONS.

                COMPARISON OF THE SIX MONTHS ENDED JUNE 30, 1999
                      TO THE SIX MONTHS ENDED JUNE 30, 1998

     THE  FOLLOWING  DISCUSSION  RELATES  TO  THE  FINOVA  GROUP  INC.  AND  ITS
SUBSIDIARIES (COLLECTIVELY, "FINOVA" OR THE "COMPANY"), INCLUDING FINOVA CAPITAL
CORPORATION AND ITS SUBSIDIARIES (COLLECTIVELY, "FINOVA CAPITAL").

     Net income for 1998 has been restated to reflect  adjustments  described in
the Company's  report on Form 10-K/A Amendment No. 2 for the year ended December
31, 1998. The effects of the restatements for the six months ended June 30, 1998
are  presented  in  Note  E of  the  Notes  to  Interim  Consolidated  Financial
Statements, and have been reflected herein.

RESULTS OF OPERATIONS

     Net income for the six months ended June 30, 1999 was $103.7 million ($1.66
per diluted  share)  compared to $80.3 million ($1.34 per diluted share) for the
six months ended June 30, 1998. The 1999 earnings per share computation includes
a higher average share count primarily due to the 6.3 million  additional shares
issued in connection  with the  acquisitions  of Sirrom Capital  Corporation and
Preferred Business Credit, Inc. in the first quarter of 1999.

     INTEREST MARGINS EARNED.  Interest margins earned represents the difference
between (a) interest and income earned from financing transactions and operating
lease  income and (b) interest  expense and  depreciation  on operating  leases.
Interest  margins earned  increased by 22% and rose to $264.6 million in the six
months  ended June 30,  1999 from  $216.3  million  in the same  period in 1998.

                                       10
<PAGE>
Interest  margins  earned as a percentage of average  earning  assets  decreased
slightly  to 5.2% for the first six  months of 1999 from 5.3% for the six months
ended June 30, 1998.  The decrease was primarily  the result of higher  interest
rate spreads on short-term borrowings and higher leverage for the Company in the
first quarter of 1999 (both of which  recovered in the second  quarter of 1999),
as well as lower pricing in the highly competitive  asset-based lending lines of
business.

     VOLUME-BASED FEES. Volume-based fees are generated by FINOVA's Distribution
& Channel  Finance,  Commercial  Services and Realty  Capital lines of business.
These fees are predominately based on volume-originated business rather than the
balance of outstanding  financing  transactions  during the period.  For the six
months ended June 30, 1999,  volume-based  fees were $24.0  million  compared to
$41.3 million for the same period in 1998. Increased competition and a strategic
decision to limit the size of Realty Capital led to lower  fee-based  volume for
the first six  months of 1999  compared  to the first six  months of 1998  ($3.0
billion vs. $3.8 billion) and to reduced  commission rates earned on that volume
(0.80% vs.  1.10%).  Primarily as a result of the decreases in fee-based  volume
and commission rates earned on that volume,  operating margin as a percentage of
average  earning  assets  declined to 5.7% for the first six months of 1999 from
6.3% in the first six months of 1998.

     PROVISION  FOR CREDIT  LOSSES.  The  provision  for credit losses was $26.5
million for the six months ended June 30, 1999 compared to $25.5 million for the
same period last year. Net  write-offs  during the first six months of 1999 were
$24.7 million  compared to $27.0 million for the same period in 1998.  Corporate
Finance  incurred  nearly half of the Company's net write-offs in the first half
of 1999  ($12.1  million  in 1999 vs.  $2.4  million  in the first six months of
1998). Net write-offs in Commercial Services were $3.1 million in the first half
of 1999 compared to $17.4 million in the first half of 1998.  Net  write-offs in
other lines of business for the first six months of 1999 were  comparable to net
write-offs in the first six months of 1998.

     GAINS ON DISPOSAL OF ASSETS. Gains on disposal of assets were $31.1 million
for the six months  ended June 30, 1999  compared to $9.0  million for the first
six months of 1998.  Net gains of $10.6  million  were  earned  from the sale of
assets  through  CMBS  transactions  in the  first  half of 1999  ($9.5  million
resulted from mini-CMBS transactions). Including the $10.0 million loss reported
in 1998, the completed mini-CMBS  transaction has resulted in a net loss of $500
thousand  through June 30, 1999. No additional  losses are anticipated from this
transaction.  The remaining  gains on disposal of assets in the first six months
of 1999  primarily  related  to the sale of  assets  coming  off lease and other
assets. While, in the aggregate FINOVA has historically recognized gains on such
disposals,  the timing and amount of these gains are  sporadic in nature.  There
can be no assurance  FINOVA will recognize such gains in the future,  depending,
in part, on market conditions at the time of sale.

     OPERATING  EXPENSES.  Operating  expenses increased $14.7 million to $120.8
for the first six months of 1999  compared  to $106.1  million for the first six
months of 1998. This increase was  attributable to Company growth  including the
addition of 177 employees  (primarily through  acquisitions)  through the twelve
months  ended June 30, 1999.  Operating  expenses  improved as a  percentage  of
operating  margins  plus gains to 37.8% for the six months  ended June 30,  1999
from 39.8% in the comparable period in 1998.

     INCOME  TAXES.  Income  taxes were  higher for the first six months of 1999
compared to the  corresponding  period in 1998  primarily due to the increase in
pre-tax income.

FINANCIAL CONDITION, LIQUIDITY AND CAPITAL RESOURCES

     Managed  assets  were $11.71  billion at June 30,  1999  compared to $10.56
billion at December 31, 1998.  Included in managed  assets at June 30, 1999 were
$11.20  billion  in  funds  employed  (including  $243.5  million  of  financing
contracts held for sale generated by FRC), $427.3 million of securitized  assets
managed by FINOVA and $85.0 million of participations sold to third parties. The
increase in managed  assets was due to funded new business of $2.14  billion for
the six months ended June 30, 1999, compared to $1.45 billion for the six months
ended June 30, 1998,  plus managed assets  acquired in the first quarter of 1999
of $486 million, partially offset by an unusually high amount of prepayments and
asset sales accompanied by normal portfolio amortization.

                                       11
<PAGE>
     The reserve for credit losses  increased to $237.6 million at June 30, 1999
from $207.6  million at December  31, 1998.  At June 30,  1999,  the reserve for
credit   losses   represented   2.1%  of  ending   managed   assets   (excluding
participations  and financing  contracts held for sale) compared to 2.0% at year
end.  Nonaccruing  assets  increased to $249.6 million or 2.1% of ending managed
assets (excluding  participations)  at June 30, 1999 from $205.2 million or 2.0%
of ending managed assets (excluding participations) at the end of 1998. Both the
reserve and  nonaccruing  assets  increased  in part due to the  acquisition  of
Sirrom Capital Corporation in the first quarter of 1999.

     At  June  30,  1999,   FINOVA  had  $9.52  billion  of  debt   outstanding,
representing  5.72 times the Company's  equity base of $1.66 billion  (including
$111.6 million of convertible  preferred  securities).  Included in debt at June
30, 1999 was  approximately  $4.30  billion of commercial  paper and  short-term
borrowings  supported  by  unused  long-term  revolving-credit   agreements.  At
year-end  1998,  FINOVA's debt was 6.56 times the equity base of $1.28  billion.
The reduction in the Company's  leverage was primarily the result of adding $343
million of equity in conjunction with the Sirrom acquisition partially offset by
the repurchase of 1.5 million shares which reduced  outstanding  equity by $75.6
million during the first six months of 1999.

     Growth in funds employed is financed by FINOVA's internally generated funds
and new  borrowings.  During the six months ended June 30, 1999,  FINOVA  issued
$1.06  billion of new  long-term  borrowings  and  recognized  a net increase in
commercial paper outstanding of $555.8 million.  During the same period,  FINOVA
repaid $484.1 million of long-term borrowings.

     FINOVA  repurchased  1,525,000  shares of its common stock during the first
six months of 1999.  These  shares are  intended to fund awards  under  FINOVA's
stock  incentive  plan or for other uses approved by the Company's  Board or its
Executive Committee.

SEGMENT REPORTING

     FINOVA's business is organized into three market groups, which are also its
reportable segments:  Commercial Finance, Specialty Finance and Capital Markets.
Management  principally  relies on total revenue,  income before allocations and
managed  assets  in  evaluating  the  business  performance  of each  reportable
segment.

     Total  revenue  is the sum of  operating  margin and gains on  disposal  of
assets.  Income before  allocations  is income  before  income taxes,  preferred
dividends,  corporate  overhead  expenses  and the  unallocated  portion  of the
provision for credit losses. Managed assets include each segment's investment in
financing transactions plus securitizations and participations sold.

     COMMERCIAL  FINANCE.  Commercial Finance includes  traditional  asset-based
businesses  that  lend  against  collateral  such  as  cash  flows,   inventory,
receivables and leased assets.

     Total net  revenue  was $104.3  million in 1999  compared  to $91.2 for the
first six months of 1998,  an increase of 14.3%.  The increase was primarily due
to a 19.2%  increase  in  managed  assets  over the  first  six  months of 1998,
partially  offset by competitive  pricing for asset-based  lending  business,  a
decrease in  fee-based  volume and a 24 basis point  decline in the average rate
earned on that volume.  Overall,  fee-based volume decreased to $2.07 billion in
1999 from $2.24 billion in the first six months of 1998.

     Income before allocations increased 19.8% to $40.8 million in 1999 compared
to $34.1  million  in the first six months of 1998.  In  addition  to  portfolio
growth,  the  increase  resulted  from  lower  net  write-offs  in  1999  in the
Commercial  Services line of business ($3.1 million in 1999 vs. $17.4 million in
the first half of 1998),  partially offset by higher net write-offs in Corporate
Finance  ($12.1  million  in 1999 vs.  $2.4  million in the first half of 1998).
Three  unusually  large  write-offs  in  Corporate  Finance in 1999 totaled $9.4
million.

                                       12
<PAGE>
     Managed  assets grew to $3.35  billion in the first six months of 1999 from
$2.81  billion in the same  period in 1998.  Rediscount  Finance was the largest
contributor,  with an increase in managed  assets of 45% over June 30, 1998. The
addition of Growth Finance,  which is composed of two small  acquisitions,  also
added to the growth in managed  assets at June 30, 1999. New term loan and lease
business  in  Commercial  Finance  for the first six  months of 1999 was  $642.6
million  compared  to $377.1  for the first six  months of 1998.  Growth in this
segment was partially  offset by prepayments of $225.6 million in the first half
of 1999 which exceeded prepayments of $154.8 million in the first half of 1998.

     SPECIALTY  FINANCE.  Specialty  Finance includes  businesses that lend to a
variety of highly focused industry-specific niches.

     Total net revenue increased 11.7% to $187.3 million in the first six months
of 1999,  compared to $167.7 million in the same period of 1998. The increase in
revenue was attributable to 17.8% growth in managed assets,  partially offset by
lower yields on new business in Resort Finance due to competitive  pressures and
a  reduction  in lease  income.  The  reduction  in lease  income was due to the
refinancing  of  non-recourse  debt in a leveraged  lease in the Specialty  Real
Estate  Finance  portfolio  which  increased  income in 1998,  and to Healthcare
Finance  experiencing  a reduction in lease income in 1999 due to assets  coming
off lease.

     Income before  allocations  increased  13.4% to $153.3  million for the six
months ended June 30, 1999 from $135.1  million for the same period in 1998. The
increase in income was primarily due to the growth in total net revenue over the
six months ended June 30, 1998, while write-offs and operating expenses in total
for the first half of 1999 were only $1.5 million higher than for the first half
of 1998.

     Managed  assets grew to $7.37  billion in the first six months of 1999 from
$6.25  billion in the same period of 1998,  an increase of 17.8%.  The growth in
managed  assets was driven by new term loan and lease  business of $1.39 billion
during the 1999 period, compared to $1.07 billion in 1998, partially offset by a
39.1%  increase in  prepayments  and asset sales in 1999 over the same period in
1998.  Communications Finance recorded the highest amount of prepayments ($162.3
million in 1999 vs.  $14.7  million  in the first  half of 1998),  most of which
occurred due to acquisitions and consolidations in the communications industry.

     CAPITAL  MARKETS.   Capital  Markets,  in  conjunction  with  institutional
investors,  provides  commercial  mortgage  banking services and debt and equity
capital funding.  Mezzanine  Capital  (formerly Sirrom Capital  Corporation) was
added to this segment late in the first quarter of 1999.

     Total net revenue  increased to $39.5  million in the six months ended June
30,  1999 from  $16.7  million  in the same  period of 1998.  The  increase  was
primarily due to the acquisition of Mezzanine  Capital and to the recognition of
$10.6 million in gains in Realty  Capital  ($9.5 million of which  resulted from
mini-CMBS  transactions)  in the  1999  period,  compared  to no gain or loss on
disposal of assets for the same period in 1998.

     Income  before  allocations  increased  to $12.7  million  in the first six
months of 1999 from $3.9  million in the first six months of 1998.  The increase
in income was  primarily due to higher total net revenue in the first six months
of 1999 than in the same period in 1998.

     Managed  assets  increased  to $892.2  million at June 30, 1999 from $261.8
million at June 30, 1998.  The  acquisition  of  Mezzanine  Capital in the first
quarter of 1999  added  $469  million  of  managed  assets to the  segment.  The
remaining  increase  was due to the  additional  fundings  of  Realty  Capital's
held-to-maturity  portfolio and continued  origination of CMBS loans,  partially
offset by sales of $167.3 million in assets in the first six months of 1999.

YEAR 2000 COMPLIANCE

     FINOVA  continues to implement  changes  necessary to help assure  accurate
date  recognition  and data processing with respect to the year 2000. To be year
2000 compliant means (1) significant  information  technology  ("IT") systems in
use by FINOVA  demonstrate  performance and functionality that is not materially

                                       13
<PAGE>
affected by  processing  dates on or after  January 1, 2000,  (2)  customers and
collateral  included in FINOVA's  portfolio of business are year 2000  compliant
and (3) vendors of services  critical to FINOVA's  business  processes  are year
2000 compliant.

     FINOVA's non-IT systems used to conduct business at its facilities  consist
primarily of office equipment (other than computer and communications equipment)
and other  equipment at leased office  facilities.  FINOVA has  inventoried  its
non-IT systems and has sent year 2000 questionnaires to office equipment vendors
and landlords to determine the status of their year 2000 readiness.

     Primary  internal  activities  related to this issue are  modifications  to
existing  computer  programs  and  conversions  to new  programs.  FINOVA  has a
five-phase plan for assuring year 2000 compliance of its internal systems:

1)   Identifying  each area,  function and application that could be affected by
     the change in date.
2)   Determining the extent to which each area,  function or application will be
     affected by the change in date and  identifying the proper course of action
     to eliminate adverse effects.
3)   Making the changes necessary to bring the system into year 2000 compliance.
4)   Testing the integrated system.
5)   Switching to year 2000 compliant applications.

     As of June 30, 1999, FINOVA has completed all the necessary changes to make
mission critical applications year 2000 compliant. FINOVA now estimates that 99%
of its  portfolio  is on  systems  that are  ready for the  change  in  century.
Acquisitions  made during 1998 were  migrated to  compliant  systems  during the
second  quarter.  FINOVA  intends to promptly  address  year 2000 issues for any
acquisitions consummated after this filing. Where appropriate,  new acquisitions
will be migrated  to existing  FINOVA  applications  that are already  year 2000
ready.

     Costs incurred to bring FINOVA's internal systems into year 2000 compliance
have not been and are not expected to have a material impact on FINOVA's results
of  operations.  Maintenance  and  modification  costs are expensed as incurred,
while the costs of new hardware and software are  capitalized and amortized over
their estimated useful lives. As of June 30, 1999,  FINOVA has incurred expenses
of $207,000 and capital  costs of $1.7 million  related to year 2000  compliance
efforts. FINOVA estimates that 90% of anticipated costs have been recognized but
will  continue to review and revise  these  figures as  necessary on a quarterly
basis.

     FINOVA's  aggregate  cost estimate does not include time and costs that may
be incurred as a result of the failure of any third  parties to become year 2000
compliant.  FINOVA is communicating with customers,  software vendors and others
to determine if their  applications  or services are year 2000  compliant and to
assess the potential impact on FINOVA related to this issue.

     Risks to FINOVA include that third parties may not have accurately assessed
their state of  readiness.  Similarly,  FINOVA cannot assure that the systems of
other companies and government agencies on which FINOVA relies will be converted
in a timely manner. While FINOVA believes all necessary work on internal systems
will be  completed  in a timely  fashion,  there  can be no  guarantee  that all
systems will be compliant by the year 2000 and within the estimated cost. Any of
these  occurrences  could cause a material adverse effect on FINOVA's results of
operations.

     FINOVA routinely  assesses the year 2000 compliance status of its borrowers
and  generally  requires  that  they  provide   representations  and  warranties
regarding  the status.  FINOVA  also  attempts to monitor  their  progress  with
questionnaires and other means.

     FINOVA  believes  under  its  reasonably  possible  worst  case  year  2000
scenario,  a number of its borrowers and service  providers would not be capable
of performing their contractual  obligations to FINOVA.  The financial impact of
this scenario and the Company's responses are currently under assessment.

                                       14
<PAGE>
     FINOVA is  developing  contingency  plans  for the  change  in  century  by
reviewing departmental needs and establishing  procedures to operate manually in
the event of a system failure.  Existing Business  Resumption Plans are expected
to be updated by the end of the third  quarter  to address  year 2000  issues as
well as various other potential business  interruptions.  Vacation schedules and
holiday schedules are being adjusted to help assure that sufficient  staffing is
available to address material problems.  Critical support  relationships will be
contacted to help assure that they will be capable of servicing  material issues
that should arise in a prompt manner. There can be no assurance,  however,  that
trained  technical  support  personnel will be available at that time, as demand
for their services could grow considerably.

RECENT DEVELOPMENTS AND BUSINESS OUTLOOK

     On July 15, 1999, FINOVA dismissed their independent  auditors,  Deloitte &
Touche LLP. On that date, the Company appointed Ernst & Young LLP as independent
auditors for the Company.

     From July 1, 1999 to August 13, 1999 FINOVA  repurchased  290,000 shares of
its common stock.  These shares are intended to fund awards under FINOVA's stock
incentive  plan  or for  other  uses  approved  by the  Company's  Board  or its
Executive Committee.

     FINOVA  continues to seek new  business by  emphasizing  customer  service,
providing  competitive  interest  rates and focusing on selected  market niches.
Additionally,  FINOVA continues to evaluate potential acquisition  opportunities
it believes are consistent with its business strategies.

NEW ACCOUNTING STANDARDS

     In June 1999, the FASB issued SFAS No. 137, "Accounting for Derivatives and
Hedging  Activities - Deferral of the Effective Date of FASB Statement No. 133,"
("SFAS No. 137").  This  statement  defers the effective date of SFAS No. 133 to
all fiscal  quarters of all fiscal years beginning after June 15, 2000. SFAS No.
133, "Accounting for Derivative  Instruments and Hedging Activities," ("SFAS No.
133") standarizes the accounting for derivative  instruments,  including certain
derivative  instruments  embedded in other  contracts,  by  recognition of those
items as assets or  liabilities  in the  statement  of  financial  position  and
measurement at fair value. The impact of SFAS No. 133 on the Company's financial
position and results of operations has not yet been determined.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

     There were no material changes from the information  provided in the report
on Form 10-K/A, Amendment No. 2 for the year ended December 31, 1998.

                                       15
<PAGE>
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

     The Annual  Meeting of Shareowners of the Company was held on May 13, 1999.
At that meeting,  Shareowners  owing  49,973,058  shares of the Company's common
stock  ("Shares") were present in person or by proxy.  The Shareowners  approved
each matter submitted by the following votes:

               Item                             For       Against     Abstain*
               ----                             ---       -------     --------
1. Election of Ms. Connie R. Curran
   as a Director                            49,843,445      N/A         129,613

   Election of Mr. G. Robert Durham
   as a Director                            49,826,435      N/A         146,623

   Election of Mr. Kenneth R. Smith
   as a Director                            49,833,814      N/A         139,224

2. Increase in the number of shares
   of common stock authorized from
   100 million to 400 million shares
   and the number of preferred shares
   from 5 million to 20 million             28,296,390   17,308,897   4,367,770

3. Appointment of Deloitte & Touche LLP
   as Auditors for 1999**                   49,184,605      727,304      61,148

*  Abstain includes broker non-votes.
** See "Recent Developments and Business Outlook" above.

                            PART II OTHER INFORMATION

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.

     (a)  The following exhibits are filed herewith:

Exhibit No.                             Document
-----------                             --------

         3        Amended  and  Restated  Certificate  of  Incorporation  of the
                  Company   (incorporated   by  reference   from  the  Company's
                  Registration  Statement on Form S-3/A, SEC File No. 333-74473,
                  filed on May 28, 1999, Exhibit 4.1).

         12       Computation  of Ratio of Income to Fixed Charges and Preferred
                  Stock Dividends  (interim period).  (incorporated by reference
                  from the  Company's  Form 10-Q for the period  ended June 30,
                  1999, filed on August 13, 1999.

         27       Financial  Data  Schedule (incorporated by reference from the
                  Company's Form 10-Q for the period ended June 30, 1999,
                  filed on August 13, 1999.


     (b)  Reports on Form 8-K:

          A report  on Form 8-K,  dated  July 15,  1999 was filed by  Registrant
     which  reported  under  Items 4, 5 and 7 a change  in  FINOVA's  certifying
     accountant  to  Ernst & Young  LLP from  Deloitte  &  Touche  LLP,  and the
     revenues,  net income and selected financial data and ratios for the second
     quarter ended June 30, 1999 (unaudited).

                                       16
<PAGE>
                              THE FINOVA GROUP INC.

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.

                                    THE FINOVA GROUP INC.

                                        (Registrant)


Dated: September 8, 1999              By: /s/ Bruno A. Marszowski
                                        ----------------------------------------
                                        Bruno A. Marszowski, Senior Vice
                                        President, Chief Financial Officer and
                                        Controller Principal Financial and
                                        Accounting Officer

                                       17